Kaplan unit sale to give Graham Holdings (NYSE: GHC) $60M tax benefit

Filing Impact

(Moderate)

Filing Sentiment

(Neutral)

Form Type

8-K

Rhea-AI Filing Summary

Graham Holdings Company reported that its Kaplan subsidiary has closed the sale of the Kaplan Languages Group. On a preliminary basis, the company expects to record a current U.S. income tax benefit of approximately $60 million in 2026 related to the KLG business.

8-K Event Classification

Item 8.01 — Other Events

1 item

Item 8.01 Other Events Other

Voluntary disclosure of events the company deems important to shareholders but not covered by other items.

Key Figures

Expected tax benefit: $60 million

1 metrics

Expected tax benefit $60 million Preliminary current U.S. income tax benefit in 2026 related to KLG

Key Terms

Item 8.01 Other Events, Kaplan Languages Group (KLG), current U.S. income tax benefit

3 terms

Item 8.01 Other Events regulatory

"Item 8.01 Other Events. On May 1, 2026, Kaplan closed on the transaction"

Kaplan Languages Group (KLG) financial

"Kaplan closed on the transaction to sell the Kaplan Languages Group (KLG)."

current U.S. income tax benefit financial

"the Company expects to record a current U.S. income tax benefit of approximately $60 million"

Understanding 8-K Material Events →

05/01/2026 - 04:30 PM

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported) May 1, 2026

GRAHAM HOLDINGS COMPANY

(Exact name of registrant as specified in its charter)

Delaware

001-06714

53-0182885

(State or other jurisdiction of

incorporation)

(Commission

File Number)

(I.R.S. Employer

Identification No.)

1812 North Moore Street, Arlington, Virginia

22209

(Address of principal executive offices)

(Zip Code)

(703) 345-6300

(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:


☐			Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐			Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐			Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐			Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading symbol	Name of each exchange on which registered
Class B Common Stock, par value $1.00 per share	GHC	New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).


Emerging growth company			☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 8.01 Other Events.

On May 1, 2026, Kaplan closed on the transaction to sell the Kaplan Languages Group (KLG). On a preliminary basis, the Company expects to record a current U.S. income tax benefit of approximately $60 million in 2026 related to the KLG business.

Exhibit Index


Exhibit 104			Cover Page Interactive Data File, formatted in Inline XBRL and included as Exhibit 101.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


						Graham Holdings Company
						(Registrant)


Date: May 1, 2026						/s/ Wallace R. Cooney
						Wallace R. Cooney, Chief Financial Officer (Principal Financial Officer)

Source: View Original Filing on SEC EDGAR

FAQ

What did Graham Holdings (GHC) disclose about Kaplan on May 1, 2026?

Graham Holdings disclosed that its Kaplan subsidiary closed the sale of the Kaplan Languages Group on May 1, 2026. This transaction is expected to result in a significant current U.S. income tax benefit in the company’s 2026 financial results related to the KLG business.

How much tax benefit does Graham Holdings (GHC) expect from the Kaplan Languages Group sale?

Graham Holdings expects a current U.S. income tax benefit of about $60 million in 2026 from the Kaplan Languages Group sale. The company characterizes this figure as preliminary, meaning it may adjust as final tax calculations and related accounting work are completed.

When did Graham Holdings’ Kaplan subsidiary close the Kaplan Languages Group sale?

Kaplan, the education subsidiary of Graham Holdings, closed the transaction to sell the Kaplan Languages Group on May 1, 2026. This closing date anchors when the company will begin reflecting the impact of the sale and related tax benefit in its financial reporting.

How is the Kaplan Languages Group transaction expected to affect Graham Holdings’ 2026 results?

The Kaplan Languages Group transaction is expected to generate a current U.S. income tax benefit of approximately $60 million in 2026. This benefit should positively affect Graham Holdings’ reported earnings for that year, because income tax expense will be reduced by the anticipated benefit amount.

Which Graham Holdings executive signed the May 1, 2026 8-K about the Kaplan Languages Group sale?

The 8-K describing the Kaplan Languages Group sale and expected tax benefit was signed by Wallace R. Cooney. He serves as Graham Holdings’ Chief Financial Officer and Principal Financial Officer, indicating this disclosure reflects the company’s official financial reporting position.

Filing Exhibits & Attachments

3 documents