Welcome to our dedicated page for Mediaco Hldg SEC filings (Ticker: MDIA), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
This page provides access to U.S. Securities and Exchange Commission (SEC) filings for MediaCo Holding Inc. (Nasdaq: MDIA), a diverse-owned, multi-platform media company in the broadcasting industry. MediaCo files reports under SEC file number 001-39029 and is incorporated in Indiana, with principal executive offices in New York, New York. Its filings offer detailed insight into the company’s governance, financial reporting, and key corporate events across its audio and video segments.
Investors can review annual reports on Form 10-K and quarterly reports on Form 10-Q for information on MediaCo’s operations, segment performance, risk factors, and financial condition. When quarterly or annual reports are delayed, MediaCo may file a Form 12b-25 (Notification of Late Filing), as it has done in connection with a Form 10-Q for a specified quarter, explaining the reasons for the delay and expectations regarding changes in results of operations.
MediaCo also files numerous current reports on Form 8-K to disclose material events. Recent 8-K filings have covered topics such as executive employment agreements and compensation arrangements, the appointment of the company’s President and Chief Executive Officer to the board of directors, the release of quarterly financial results, and the outcomes of annual shareholder meetings. These filings detail matters like equity compensation awards, severance terms, and shareholder votes on director elections, equity plans, advisory say-on-pay resolutions, and auditor ratification.
Proxy-related information is available in definitive proxy statements on Schedule 14A (DEF 14A), which describe the company’s capital structure, classes of common stock, voting rights, and items submitted to shareholders at annual meetings. Through this page, users can track MediaCo’s regulatory history, review how governance and compensation policies are structured, and monitor periodic financial disclosures. Stock Titan enhances this experience with AI-powered summaries that highlight key points in lengthy filings, explain technical language in simpler terms, and help users quickly identify sections related to topics such as executive compensation, equity plans, and voting results.
MediaCo Holding Inc. reported strong revenue growth but a much larger loss for 2025. Net revenues for the year ended December 31, 2025 rose to $133.3 million, up 39.5% from $95.6 million, driven mainly by new video and audio assets from the April 2024 Estrella acquisition and a surge in digital revenue.
Despite this top-line growth, year-to-date net loss widened sharply to $66.2 million from $1.3 million, primarily due to non-cash items such as a $23.1 million impairment of goodwill and intangibles and adverse changes in warrant share liabilities. Fourth-quarter net revenues increased 17.9% to $38.7 million, but the quarter showed a net loss of $32.3 million.
Profitability on an adjusted basis improved. Adjusted EBITDA, a non-GAAP measure, turned positive for the full year at $7.3 million, compared with a loss of $1.6 million in 2024, reflecting higher revenue and lower corporate expenses. Management highlighted record audience gains at EstrellaTV, strong radio ratings and the launch of Sigma Audio Networks and HOT 97-branded programming as key growth drivers.
MediaCo Holding Inc. files its annual report describing a transformed multimedia business following the Estrella acquisition, which added 11 radio and 9 television stations plus eight FAST streaming channels across major U.S. markets. The company now operates two segments, Audio and Video, targeting multicultural audiences and reaching over 35 million unique visitors each month through radio, TV, digital, and events.
MediaCo highlights a controlled-company governance structure under SG Broadcasting, extensive FCC and ownership regulation, and expanding use of AI technologies alongside related legal and ethical risks. Intangible assets represented 62% of total assets as of December 31, 2025, and the company recorded non-cash impairment charges of $3.2 million on FCC licenses and $19.9 million on audio-segment goodwill.
MediaCo Holding Inc. (MDIA) approved new employment agreements for President & CEO Albert Rodriguez and EVP, CFO & Treasurer Debra DeFelice. Mr. Rodriguez’s annual base salary rises from $700,000 to $850,000, then to $900,000 on September 1, 2026 and $950,000 on September 1, 2027, with eligibility for a discretionary cash bonus of up to 60% of base salary and six months’ base-salary severance in certain termination scenarios. Ms. DeFelice’s base salary increases from $450,000 to $550,000, then to $600,000 on September 1, 2026 and $650,000 on September 1, 2027, also with bonus eligibility up to 60% of base salary and similar severance terms. Both executives are subject to post-employment non-competition, non-solicitation and perpetual non-disparagement covenants. Each executive was also granted a mix of time-based restricted stock units and performance stock units under the equity plan, with grant-date values for Mr. Rodriguez totaling $5,000,000 and for Ms. DeFelice totaling $2,000,000, some of which depend on shareholder approval to increase plan share capacity.
MediaCo Holding Inc. (MDIA) reported that it has released its financial results for the quarter ended September 30, 2025. The company furnished an earnings press release as Exhibit 99.1 to this Form 8-K, describing its results of operations and financial condition for that period.
The disclosure is made under Item 2.02, which means the press release and related information are treated as furnished, not filed, under federal securities laws. The Form 8-K also includes an Inline XBRL cover page as Exhibit 104.
MediaCo Holding Inc. (MDIA) reported sharply higher scale but continued losses for the quarter ended September 30, 2025. Net revenues rose to $35.4 million from $29.9 million, driven largely by video and digital advertising, yet higher operating costs produced an operating loss of $7.1 million and a net loss of $17.9 million, compared with prior-year net income that was boosted by a large noncash warrant revaluation gain.
For the first nine months of 2025, revenue grew to $94.7 million from $62.8 million, but the company posted a net loss of $33.9 million. During 2025, MediaCo completed the Estrella transaction by acquiring 100% of Estrella in exchange for 7.1 million Class A shares and saw a warrant exercised for about 28.2 million Class A shares, materially increasing its equity base. As of November 18, 2025, there were 76.4 million Class A and 5.4 million Class B shares outstanding.
MediaCo Holding Inc. reported that its Board of Directors increased the size of the Board and elected President and Chief Executive Officer Albert Rodriguez as a Class II director, effective November 11, 2025. This move formally adds the company’s CEO to the Board, filling the vacancy created by the increase in board size. The company noted that no committee assignment for Mr. Rodriguez had been determined at the time of the filing. Mr. Rodriguez will not receive any additional compensation for his board service beyond his existing pay as President and CEO, and the company stated there are no related person transactions involving him that are reportable under the applicable SEC rules.
Mediaco Holding Inc. (MDIA) filed a Form 12b-25, notifying a late filing of its Form 10-Q for the quarter ended September 30, 2025, citing the need for additional time to finalize required information.
The company anticipates a significant change in results: it expects net revenues for the third quarter of 2025 to increase by approximately 19% year over year, while its net loss is expected to increase by approximately 130%, largely due to a mark-to-market fair value adjustment on outstanding warrants.
Standard General L.P. and individual Kim Soohyung report a combined 49.88% beneficial interest in MediaCo Holding Inc.'s Class A common stock, representing 40,839,597 shares. The Amendment No. 18 to the Schedule 13D updates Item 5 to reflect a distribution on September 12, 2025 by a private investment vehicle managed by Standard General of 2,105,596 Class A shares issued for no consideration. The filing states no other transactions in the prior 60 days. Percentage calculations use the Issuer's reported outstanding shares as of August 1, 2025 and a September 8, 2025 issuance. The reporting persons disclose shared voting and dispositive power over the reported shares and identify Standard General as an investment adviser entity and Kim Soohyung as an individual reporting person.
Mediaco Holding Inc. (MDIA): BlackRock Portfolio Management LLC reports that on 09/05/2025 SLF LBI Aggregator, LLC exercised a warrant to purchase 28,206,152 shares of Class A common stock at an exercise price of $0.00001 per share, paid on a cashless basis so the issuer withheld 214 shares to cover the exercise price. After the transaction, the reporting group is shown as beneficially owning 35,257,690 Class A shares. The filing notes that HPS Group GP, LLC and Scott Kapnick are related parties to the aggregator and that each disclaims beneficial ownership except to the extent of pecuniary interest.
BlackRock Portfolio Management LLC (BPM) filed Amendment No. 1 to a Schedule 13D reporting significant ownership in MediaCo Holding Inc. BPM reports 35,257,476 shares of Class A common stock as beneficially owned by the reporting business units, representing 46.1% of the class per the cover page calculations. The filing incorporates prior Schedule 13D disclosures and clarifies ownership and voting/dispositive powers shown on the cover page.
The amendment discloses that on September 5, 2025 an affiliated Aggregator exercised a Warrant to purchase 28,206,152 Warrant Shares, with the issuer withholding 214 shares to cover the exercise price and issuing 28,205,938 Warrant Shares to Aggregator. BPM states there are no other arrangements or understandings regarding transfer or voting of the issuer's securities, aside from ordinary securities lending activity.