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OUTFRONT Media Inc.

For the period ended Mar 31, 2026. Filed May 8, 2026.

View on SEC.gov

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Mar 31, 2026 · Filed May 8, 2026

OUT$30.79-3.8%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2025-09-30; filed 2025-11-07.

0001579877-25-000121

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-Q

Period ended 2026-03-31; filed 2026-05-08.

0001579877-26-000021

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.

Compared 208 previous paragraphs and 182 current paragraphs.

99 unchanged; 63 reworded; 18 added; 46 removed; 0 previous and 2 current paragraphs rearranged.

Tables are not compared: 15 previous and 15 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.

A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.

Added paragraphs (18)

Current report

In addition to providing location-based displays, we also focus on delivering mass and targeted audiences to our customers. We believe the continued evolution of out-of-home advertising audience measurement systems, including Geopath and alternative measurement systems, can enhance the value of the out-of-home medium, including transit inventory, by improving audience measurement and enabling more precise demographic and location-based targeting. As part of our investments in our technology platform, we are developing digital out-of-home offerings and capabilities that support full-funnel advertising objectives, including end-to-end campaign processing and automation, research and measurement, and demographic and location-based targeting.

Current report

Further, we believe the use of programmatic and direct sale advertising platform technologies in the out-of-home advertising industry will increase, which will present a revenue growth opportunity for us. Programmatic and direct sale advertising platforms allow out-of-home advertising companies to lease displays to customers at competitive rates through an online bidding process or through a direct sale process, and we have pursued, and continue to pursue, strategic opportunities to increase our participation in these platforms.

Current report

Billboard property lease expenses increased $2.1 million, or 2%, in the three months ended March 31, 2026, compared to the same prior-year period, primarily due to higher variable billboard property lease expenses, partially offset by the impact of lost billboards in the period.

Current report

Net loss on dispositions increased $0.9 million in the three months ended March 31, 2026, compared to the three months ended March 31, 2025.

Current report

Depreciation decreased $2.9 million, or 12%, in the three months ended March 31, 2026, compared to the same prior-year period, primarily due to an increase in fully-depreciated assets.

Current report

Amortization increased $0.1 million, or 1%, in the three months ended March 31, 2026, compared to the same prior-year period.

Current report

Starting at the end of 2025, we modified our calculation of AFFO to include amortization of direct lease acquisition costs instead of the cash paid for direct lease acquisition costs, as management believes that this calculation of AFFO is a more appropriate measure of performance period-over-period and consistent with how we calculate FFO. Accordingly, relevant prior periods have been recast to conform to this presentation.

Current report

FFO attributable to OUTFRONT Media Inc. increased $37.0 million, or 140%, in the three months ended March 31, 2026, compared to the same prior-year period, due primarily to higher Adjusted OIBDA. AFFO attributable to OUTFRONT Media Inc. increased $33.9 million, or 125%, in the three months ended March 31, 2026, compared to the same prior-year period, due primarily to higher Adjusted OIBDA and a higher non-cash effect of straight-line rent, partially offset by lower equity earnings.

Current report

SG&A expenses in the Transit segment increased $1.5 million, or 9%, in the three months ended March 31, 2026, compared to the same prior-year period, primarily driven by higher compensation-related expenses, including severance and commissions, higher professional fees, including software and technology expenses, partially offset by lower credit card usage by customers.

Current report

Total Other revenues decreased $0.6 million, or 26%, operating expenses decreased $0.3 million, or 17%, and Other Adjusted OIBDA decreased $0.3 million, or 60%, in the three months ended March 31, 2026, compared to the same prior-year period, due primarily to a decrease in third-party digital equipment sales.

Current report

We also have a $500.0 million revolving credit facility, which matures in 2030 (the “Revolving Credit Facility,” together with the Term Loan, the “Senior Credit Facilities”).

Current report

Cash used by investing activities increased $13.3 million, or 54%, in the three months ended March 31, 2026, compared to the same prior-year period, due primarily to an increase in capital expenditures and the equity investment in AdQuick, Inc. (see Note 7. Related Party Transactions to the Consolidated Financial Statements).

Current report

Cash paid for income taxes increased $0.4 million in the three months ended March 31, 2026, compared to the same prior-year period, due primarily to the timing of estimated tax payments.
Removed paragraphs (46)

Previous report

On June 7, 2024, we sold all of our equity interests in Outdoor Systems Americas ULC and its subsidiaries (the “Transaction”), which held all of the assets of the Company’s outdoor advertising business in Canada (the “Canadian Business”). (See Note 13. Acquisitions and Dispositions: Dispositionsto the Consolidated Financial Statements.)

Previous report

In addition to providing location-based displays, we also focus on delivering mass and targeted audiences to our customers. Geopath, the out-of-home advertising industry’s audience measurement system, enables us to build campaigns based on the size and demographic composition of audiences. As part of our technology platform, we are developing solutions for enhanced demographic and location targeting, and engaging ways to connect with consumers on-the-go.

Previous report

(a)Organic revenues exclude revenues associated with the impact of the Transaction (“non-organic revenues”). We provide organic revenues to understand the underlying growth rate of revenue excluding the impact of non-organic revenue items. Our management believes organic revenues are useful to users of our financial data because it enables them to better understand the level of growth of our business period to period. Since organic revenues are not calculated in accordance with GAAP, it should not be considered in isolation of, or as a substitute for, revenues as an indicator of operating performance. Organic revenues, as we calculate it, may not be comparable to similarly titled measures employed by other companies.

Previous report

(a)Organic revenues exclude revenues associated with the impact of the Transaction (“non-organic revenues”).

Previous report

Total revenues increased $15.6 million, or 3%, and organic revenues increased $15.6 million, or 3%, in the three months ended September 30, 2025, compared to the same prior-year period. Total revenues decreased $19.3 million, or 1%, and organic revenues increased $15.6 million, or 1%, in the nine months ended September 30, 2025, compared to the same prior-year period.

Previous report

In the nine months ended September 30, 2024, non-organic revenues reflect the impact of the Transaction.

Previous report

Billboard property lease expenses decreased $8.8 million, or 7%, in the three months ended September 30, 2025, compared to the same prior-year period, primarily due to lost billboards and lower variable billboard property lease expenses. Billboard property lease expenses decreased $31.7 million, or 9%, in the nine months ended September 30, 2025, compared to the same prior-year period, primarily due to lost billboards, the impact of the Transaction and lower variable billboard property lease expenses.

Previous report

Transit franchise expenses increased $1.0 million, or 2%, in the three months ended September 30, 2025, compared to the same prior-year period, due primarily to higher guaranteed minimum annual payments to the MTA due to inflation. Transit franchise expenses increased $2.3 million, or 1%, in the nine months ended September 30, 2025, compared to the same prior-year period, primarily due to higher guaranteed minimum annual payments to the MTA due to inflation, partially offset by the impact of the Transaction.

Previous report

We recorded restructuring charges for severance payments of approximately $0.3 million in the three months ended September 30, 2025, and recorded restructuring charges of $20.1 million, consisting of severance payments, employee benefits and related costs, and professional fees, in the nine months ended September 30, 2025, associated with the Plan. In the nine months ended September 30, 2025, the restructuring charges include approximately $2.2 million in non-cash charges for stock-based compensation.

Previous report

Net loss on dispositions decreased $0.1 million in the three months ended September 30, 2025, compared to the same prior-year period. Net loss on dispositions was $2.6 million in the nine months ended September 30, 2025, compared to a Net gain on dispositions of $153.6 million in the nine months ended September 30, 2024, due primarily to the Transaction.

Previous report

As a result of negative aggregate undiscounted cash flow forecasts related to our MTA asset group, we performed quarterly impairment analyses on the MTA asset group during 2024 and recorded impairment charges of $17.9 million during the nine months ended September 30, 2024, representing additional MTA equipment deployment cost spending during the first six months of 2024 (see Note 4. Intangible Assetsto the Consolidated Financial Statements). No impairment charges were recorded during the three and nine months ended September 30, 2025.

Previous report

Amortization decreased $1.1 million, or 6%, in the three months ended September 30, 2025, compared to the same prior-year period, and decreased $1.5 million, or 3%, in the nine months ended September 30, 2025, compared to the same prior-year period.

Previous report

In the three and nine months ended September 30, 2025, we recorded a Loss on extinguishment of debt of $0.6 million, relating to the write-off of deferred financing costs and a portion of the discount on our previously existing term loan. In the nine months ended September 30, 2024, we recorded a loss on extinguishment of debt of $1.2 million, relating to the write-off of deferred financing costs and a portion of the discount on our previously existing term loan, due to prepayments on our previously existing term loan.

Previous report

Provision for income taxeswas $1.2 million in the three months ended September 30, 2025, compared to a Benefit for income taxes of $0.2 million in the same prior-year period, due primarily to higher taxes related to our transit operations. Provision for income taxes decreased $8.5 million, or 82%, in the nine months ended September 30, 2025, compared to the same prior-year period, due primarily to the impact of the Transaction.

Previous report

(a)In the three months ended September 30, 2025, Restructuring charges associated with the Plan consists of severance payments, employee benefits and related costs. In the nine months ended September 30, 2025, Restructuring charges associated with the Plan consists of severance payments, employee benefits and related costs, and professional fees, and includes approximately $2.2 million in non-cash charges for stock-based compensation.

Previous report

(b)Primarily Impairment charges related to our Transit reporting unit and MTA asset group (see Note 4. Intangible Assetsto the Consolidated Financial Statements).

Previous report

(c)Income tax effect related to Restructuring charges in 2025 and Net gain on disposition of real estate assets in 2024.

Previous report

FFO attributable to OUTFRONT Media Inc. increased $17.0 million, or 21%, in the three months ended September 30, 2025, compared to the same prior-year period, due primarily to higher Adjusted OIBDA, partially offset by a provision for income taxes in 2025 and higher interest expense. AFFO attributable to OUTFRONT Media Inc. increased $19.5 million, or 24%, in the three months ended September 30, 2025, compared to the same prior-year period, due primarily to higher Adjusted OIBDA. FFO attributable to OUTFRONT Media Inc. increased $7.8 million, or 4%, in the nine months ended September 30, 2025, compared to the same prior-year period, due primarily to higher Adjusted OIBDA and lower interest expense, partially offset by restructuring charges in 2025 and impairment charges in 2024. AFFO attributable to OUTFRONT Media Inc. increased $20.7 million, or 11%, in the nine months ended September 30, 2025, compared to the same prior-year period, due primarily to higher Adjusted OIBDA.

Previous report

(a)In the three months ended September 30, 2025, Restructuring charges associated with the Plan consists of severance payments, employee benefits and related costs. In the nine months ended September 30, 2025, Restructuring charges associated with the Plan consists of severance payments, employee benefits and related costs, and professional fees, and includes approximately $2.2 million in non-cash charges for stock-based compensation.

Previous report

Billboard segment decreased $3.8 million, or 2%, in the nine months ended September 30, 2025, compared to the same prior-year period, primarily driven by lower credit card usage by customers and lower compensation-related expenses, partially offset by higher professional fees and higher travel and entertainment expenses.

Previous report

$3.5 million, or 7%, in the nine months ended September 30, 2025, compared to the same prior-year period. The increases were primarily driven by higher maintenance and utility costs, and higher site-related costs.

Previous report

SG&A expenses in the Transit segment decreased $0.3 million, or 2%, in the three months ended September 30, 2025, compared to the same prior-year period, primarily driven by lower credit card usage by customers. SG&A expenses in the Transit segment decreased $0.9 million, or 2%, in the nine months ended September 30, 2025, compared to the same prior-year period, primarily driven by lower credit card usage by customers and lower compensation-related expenses.

Previous report

We recorded impairment charges of $17.9 million in the six months ended June 30, 2024, primarily related to impairment charges with respect to our MTA asset group and our historical Transit reporting unit (see Note 4. Intangible Assets to the Consolidated Financial Statements).

Previous report

(a)Organic revenues exclude the impact of the Transaction (“non-organic revenues”).

Previous report

Total Other revenues increased $1.9 million in the three months ended September 30, 2025, compared to the same prior-year period, primarily driven by an increase in third-party digital equipment sales. Total Other revenues decreased $28.5 million, or 80%, in the nine months ended September 30, 2025, compared to the same prior-year period, primarily driven by the impact of the Transaction, partially offset by an increase in third-party digital equipment sales.

Previous report

In the nine months ended September 30, 2024, non-organic revenues reflect the impact of the Transaction.

Previous report

Organic Other revenues increased $1.9 million in the three months ended September 30, 2025, compared to the same prior-year period, primarily driven by an increase in third-party digital equipment sales. Organic Other revenues increased $6.4 million in the nine months ended September 30, 2025, compared to the same prior-year period, primarily driven by an increase in third-party digital equipment sales.

Previous report

Other operating expenses increased $1.5 million in the three months ended September 30, 2025, compared to the same prior-year period, primarily driven by higher costs related to third-party digital equipment sales. Other operating expenses decreased $16.4 million, or 74%, in the nine months ended September 30, 2025, compared to the same prior-year period, primarily driven by the impact of the Transaction, partially offset by higher costs related to third-party digital equipment sales. Other SG&A expenses decreased $0.1 million in the three months ended September 30, 2025, compared to the same prior-year period, due to lower costs related to third-party digital equipment sales. Other SG&A expenses decreased $11.1 million, or 99%, in the nine months ended September 30, 2025, compared to the same prior-year period, primarily driven by the impact of the Transaction.

Previous report

Other Adjusted OIBDA was $0.4 million in the three months ended September 30, 2025, compared to an Adjusted OIBDA loss of $0.1 million in the same prior-year period, due primarily to an increase in third-party digital equipment sales. Other Adjusted OIBDA decreased $1.0 million, or 42%, in the nine months ended September 30, 2025, compared to the same prior-year period, due primarily to the impact of the Transaction, partially offset by an increase in third-party digital equipment sales.

Previous report

On September 24, 2025, the Company, along with its wholly-owned subsidiaries, Outfront Media Capital LLC and Outfront Media Capital Corporation (together, the “Borrowers”), and other guarantor subsidiaries party thereto (together with the Company, the “Guarantors”), entered into a credit agreement dated as of September 24, 2025 (the “Credit Agreement”) to refinance the Company’s previously existing senior secured credit facilities (the “Refinancing”). The Credit Agreement provides for, among other things, (i) a $500.0 million revolving credit facility (the “Revolving Credit Facility”) with a maturity date of September 24, 2030, and (ii) a $500.0 million term loan (the “Term Loan,” together with the Revolving Credit Facility, the “Senior Credit Facilities”) with a maturity date of September 24, 2032. Borrowings under the Revolving Credit Facility and the Term Loan bear interest at a rate equal to SOFR (as defined in the Credit Agreement) or the Base Rate (as defined in the Credit Agreement) plus an applicable margin ranging from 1.25% to 1.75% for SOFR borrowings (or 1.00% less for Base Rate borrowings) of the Revolving Credit Facility and from 1.75% to 2.00% for SOFR borrowings (or 1.00% less for Base Rate borrowings) of the Term Loan, subject to adjustments based on the Company’s Consolidated Net Secured Leverage Ratio (as defined in the Credit Agreement) or the Company’s credit ratings, respectively. The Revolving Credit Facility and the Term Loan are senior secured obligations of the Borrowers, are guaranteed on a senior secured basis by the Guarantors, and are secured by liens on substantially all of the assets of the Borrowers and the Guarantors.

Previous report

In the three and nine months ended September 30, 2025, we recorded a Loss on extinguishment of debt of $0.6 million on the Consolidated Statement of Operations, relating to the write-off of deferred financing costs and a portion of the discount on our previously existing term loan. In the nine months ended September 30, 2024, we recorded a Loss on extinguishment of debt of

Previous report

$1.2 million on the Consolidated Statement of Operations, relating to the write-off of deferred financing costs and a portion of the discount on our previously existing term loan.

Previous report

On April 20, 2020, we issued 400,000 shares of our Series A Convertible Perpetual Preferred Stock (the “Series A Preferred Stock”), par value $0.01 per share. The Series A Preferred Stock ranks senior to the shares of the Company’s common stock with respect to dividend and distribution rights. Holders of the Series A Preferred Stock are entitled to a cumulative dividend accruing at the initial rate of 7.0% per year, payable quarterly in arrears, subject to increases as set forth in the Articles Supplementary, effective as of April 20, 2020 (the “Articles”). Dividends may, at the option of the Company, be paid in cash, in-kind, through the issuance of additional shares of Series A Preferred Stock or a combination of cash and in-kind, until April 20, 2028, after which time dividends will be payable solely in cash. So long as any shares of Series A Preferred Stock remain outstanding, the Company may not, without the consent of a specified percentage of holders of shares of Series A Preferred Stock, declare a dividend on, or make any distributions relating to, capital stock that ranks junior to, or on a parity basis with, the Series A Preferred Stock, subject to certain exceptions, including but not limited to (i) any dividend or distribution in cash or capital stock of the Company on or in respect of the capital stock of the Company to the extent that such dividend or distribution is necessary to maintain the Company’s status as a REIT; and (ii) any dividend or distribution in cash in respect of our common stock that, together with the dividends or distributions during the 12-month period immediately preceding such dividend or distribution, is not in excess of 5% of the aggregate dividends or distributions paid by the Company necessary to maintain its REIT status during such 12-month period. If any dividends or distributions in respect of the shares of our common stock are paid in cash, the shares of Series A Preferred Stock will participate in the dividends or distributions on an as-converted basis up to the amount of their accrued dividend for such quarter, which amounts will reduce the dividends payable on the shares of Series A Preferred Stock dollar-for-dollar for such quarter. The Series A Preferred Stock is convertible at the option of any holder at any time into shares of our common stock at an initial conversion price of $16.00 per share and an initial conversion rate of 62.50 shares of our common stock per share of Series A Preferred Stock, subject to certain anti-dilution adjustments and a share cap as set forth in the Articles. Subject to certain conditions set forth in the Articles (including a change of control), each of the Company and the holders of the Series A Preferred Stock may convert or redeem the Series A Preferred Stock at the prices set forth in the Articles, plus any accrued and unpaid dividends.

Showing the first 40 of 46 passages. Open the source sections for the rest.

Reworded paragraphs (63)

Previous wording

The following Management’s Discussion and Analysis of Financial Condition and Results of Operations (“MD&A”) should be read in conjunction with our historical consolidated financial statements and the notes thereto appearing in our Annual Report on Form 10-K for the year ended December 31, 2024, filed with the Securities and Exchange Commission (the “SEC”) on February 28, 2025, and the unaudited consolidated financial statements and the notes thereto included in this Quarterly Report on Form 10-Q. This MD&A contains forward-looking statements that involve numerous risks and uncertainties. The forward-looking statements are subject to a number of important factors, including, but not limited to, those factors discussed in the sections entitled “Risk Factors” in this Quarterly Report on Form 10-Q and in our Annual Report on Form 10-K for the year ended December 31, 2024, filed with the SEC on February 28, 2025, and the section entitled “Cautionary Statement Regarding Forward-Looking Statements” in this Quarterly Report on Form 10-Q, that could cause our actual results to differ materially from the results described herein or implied by such forward-looking statements. Except as otherwise indicated or unless the context otherwise requires, all references in this Quarterly Report on Form 10-Q to (i) “OUTFRONT Media,” “the Company,” “we,” “our,” “us” and “our company” mean OUTFRONT Media Inc., a Maryland corporation, and unless the context requires otherwise, its consolidated subsidiaries, and (ii) the “approximately 120 markets in the U.S.,” “25 largest markets in the U.S.” and “Nielsen Designated Market Areas” are based, in whole or in part, on Nielsen Media Research’s 2025 Designated Market Area rankings.

Current wording

The following Management’s Discussion and Analysis of Financial Condition and Results of Operations (“MD&A”) should be read in conjunction with our historical consolidated financial statements and the notes thereto appearing in our Annual Report on Form 10-K for the year ended December 31, 2025, filed with the Securities and Exchange Commission (the “SEC”) on February 26, 2026, and the unaudited consolidated financial statements and the notes thereto included in this Quarterly Report on Form 10-Q. This MD&A contains forward-looking statements that involve numerous risks and uncertainties. The forward-looking statements are subject to a number of important factors, including, but not limited to, those factors discussed in the sections entitled “Risk Factors” in this Quarterly Report on Form 10-Q and in our Annual Report on Form 10-K for the year ended December 31, 2025, filed with the SEC on February 26, 2026, and the section entitled “Cautionary Statement Regarding Forward-Looking Statements” in this Quarterly Report on Form 10-Q, that could cause our actual results to differ materially from the results described herein or implied by such forward-looking statements. Except as otherwise indicated or unless the context otherwise requires, all references in this Quarterly Report on Form 10-Q to (i) “OUTFRONT Media,” “the Company,” “we,” “our,” “us” and “our company” mean OUTFRONT Media Inc., a Maryland corporation, and unless the context requires otherwise, its consolidated subsidiaries, and (ii) the “approximately 120 markets in the U.S.,” “25 largest markets” and “Nielsen Designated Market Areas” are based, in whole or in part, on Nielsen Media Research’s 2026 Designated Market Area rankings.

Previous wording

OUTFRONT Media is a real estate investment trust (“REIT”), which provides advertising space (“displays”) on out-of-home advertising structures and sites in the United States (the “U.S.”). We currently manage our operations through two reportable operating segments—(1)Billboard and (2)Transit. Prior to its sale, our Canadian operations comprised our International operating segment, which did not meet the criteria to be a reportable segment and accordingly, was included in Other. Historical operating results of our Canadian operations are included in Other (see Note 18. Segment Information to the Consolidated Financial Statements) through the date of sale.

Current wording

OUTFRONT Media is a real estate investment trust (“REIT”) that provides advertising space (“displays”) on out-of-home advertising structures and sites in the United States (the “U.S.”), enabling advertisers to engage with audiences in high-impact in-real-life (“IRL”) moments and environments. We currently manage our operations through two reportable operating segments—(1)Billboard and (2)Transit.

Previous wording

We are one of the largest providers of advertising space on out-of-home advertising structures and sites across the U.S. Our inventory consists of billboard displays, which are primarily located on the most heavily traveled highways and roadways in top Nielsen Designated Market Areas (“DMAs”), and transit advertising displays operated under exclusive multi-year contracts with municipalities in large cities across the U.S. In total, we have displays in approximately 120 markets across the U.S., including the 25 largest markets in the U.S. Our top market, high profile location focused portfolio includes sites in and around both Grand Central Station and Times Square in New York, various locations along Sunset Boulevard in Los Angeles, and the Bay Bridge in San Francisco. The breadth and depth of our portfolio provides our customers with a range of options to address their marketing objectives, from national, brand-building campaigns to hyper-local campaigns that drive customers to the advertiser’s website or retail location “one mile down the road.”

Current wording

We are one of the largest providers of advertising space on out-of-home advertising structures and sites across the U.S. Our inventory consists of billboard displays primarily located on the most heavily traveled highways and roadways in top Nielsen Designated Market Areas (“DMAs”), and transit advertising displays operated under exclusive multi-year contracts with municipalities in large cities across the U.S. In total, we have displays in approximately 120 markets across the U.S., including the 25 largest markets. Our top market, location-focused portfolio includes sites in and around New York City, Los Angeles and San Francisco, where public spaces can turn into platforms for creativity, connection and cultural relevance. The breadth and depth of our portfolio provides our customers with a range of options to address their marketing objectives by elevating brand influence and credibility through enterprise or commercial brand-building campaigns.

Previous wording

We believe out-of-home continues to be an attractive form of advertising, as our displays are always viewable and cannot be turned off, skipped, blocked or fast-forwarded. Further, out-of-home advertising can be an effective “stand-alone” medium, as well as an integral part of a campaign to reach audiences using multiple forms of media, including television, radio, print, online, mobile and social media advertising platforms. We provide our customers with a differentiated advertising solution at an attractive price point relative to other forms of advertising. In addition to leasing displays, we provide other value-added services to our customers, such as pre-campaign category research, consumer insights, print production, creative services and post-campaign tracking and analytics.

Current wording

We believe out-of-home continues to be an attractive and trusted form of advertising, as our displays have an IRL presence, are always viewable, and cannot be turned off, skipped, blocked or fast-forwarded. Further, out-of-home advertising can be an effective stand-alone medium, as well as an integral part of a campaign using multiple forms of media (including online, mobile and social media advertising platforms) that bridges commerce, culture and community. We provide our customers with a differentiated advertising solution at an attractive price point relative to other forms of advertising. In addition to leasing displays, we provide other value-added services to our customers, such as pre-campaign category research, consumer insights, print production, creative services and post-campaign tracking and analytics.

Previous wording

Our revenues and operating results are sensitive to fluctuations in advertising expenditures, general economic conditions and other external events beyond our control, such as supply chain disruptions, inflationary price increases, changes in governmental fiscal and trade policies (such as tariffs), pandemics like the COVID-19 pandemic, industry shutdowns or slowdowns (including due to labor strikes), extraordinary weather events (such as hurricanes and wildfires), and shifts in market demographics and transportation patterns (including reductions in foot traffic, roadway traffic, commuting, transit ridership and overall target audiences due to remote work, safety concerns or otherwise), among other things. These sensitivities may adversely impact our revenues and operating results on a consolidated basis and/or may have a disproportionate adverse impact on our Transit segment.

Current wording

Our revenues and operating results are sensitive to fluctuations in advertising expenditures, general economic conditions and other external events beyond our control, such as supply chain disruptions, inflationary price increases, changes in governmental fiscal and trade policies (such as tariffs), pandemics (such as the COVID-19 pandemic), industry shutdowns or slowdowns (including due to labor strikes), extraordinary weather events (such as hurricanes and wildfires), and shifts in market demographics and transportation patterns (including reductions in foot traffic, roadway traffic, commuting, transit ridership and overall target audiences due to remote work, safety concerns or otherwise), among other things. These sensitivities may adversely impact our revenues and operating results on a consolidated basis and/or may have a disproportionate adverse impact on our Transit segment.

Previous wording

We rely on third parties to manufacture, transport and install our digital displays, and provide programmatic and direct sale advertising platform technologies for our digital display inventory. Historically, we have experienced delays and price increases with respect to certain of our digital displays due to external events beyond our control. If we experience delays and/or price increases in the future, it could have an adverse effect on our business, financial condition and results of operations.

Current wording

We rely on third parties to manufacture, transport and install our digital displays, and provide and support programmatic, direct sale and other advertising platform technologies (including artificial intelligence-assisted tools) for our digital display inventory. Historically, we have experienced delays and price increases with respect to certain of our digital displays due to external events beyond our control. If we experience delays and/or price increases in the future, it could have an adverse effect on our business, financial condition and results of operations.

Previous wording

Historically, we have experienced inflationary increases with respect to some of our posting, maintenance and other expenses, some of our corporate expenses, and our interest expense. Our billboard property lease expenses and transit franchise expenses have been less impacted by inflation due to the long-term nature of most of our operating leases and transit franchise agreements. However, our transit franchise agreements that contain inflationary price adjustments may cause increases in our transit franchise expenses in the over the remaining terms of the agreements. Though the Company cannot reasonably estimate the full impact of inflationary increases on our business, financial condition and results of operations at this time, a portion of these increases may be fully or partially offset by increases in advertising rates on our displays and cost efficiencies.

Current wording

Historically, we have experienced inflationary increases with respect to some of our posting, maintenance and other expenses, some of our corporate expenses, and our interest expense. Our billboard property lease expenses and transit franchise expenses have been less impacted by inflation due to the long-term nature of most of our operating leases and transit franchise agreements. However, our transit franchise agreements that contain inflationary price adjustments may cause increases in our transit franchise expenses over the remaining terms of the agreements. Though the Company cannot reasonably estimate the full impact of inflationary increases on our business, financial condition and results of operations at this time, a portion of these increases may be fully or partially offset by increases in advertising rates on our displays and cost efficiencies.

Previous wording

On June 23, 2025, we announced a restructuring and reduction in force plan (the “Plan”) intended to achieve the Company’s strategic goals of increasing sales demand, enhancing customer experience, optimizing internal cost efficiencies, and realigning its organization. The Plan provided for a reduction of the Company’s workforce by approximately 120 employees, or 6% of the Company’s total employees as of June 23, 2025. As of June 30, 2025, all reductions have been completed. In the three months ended September 30, 2025, we recorded restructuring charges for severance payments of approximately $0.3 million associated with the Plan. In the three months ended September 30, 2025, restructuring charges of $0.2 million were recorded in Billboard and $0.1 million were recorded in Transit. In the nine months ended September 30, 2025, we recorded restructuring charges of approximately $20.1 million associated with the Plan, consisting of severance payments, employee benefits and related costs (including approximately $2.2 million in non-cash charges for stock-based compensation), and professional fees. In the nine months ended September 30, 2025, restructuring charges of $8.4 million were recorded in Billboard, $3.7 million were recorded in Transit and $8.0 million were recorded in Corporate. As of September 30, 2025, approximately $9.7 million in restructuring reserves related to severance payments, employee benefits and related costs remained outstanding and is included in Other current liabilities on the Consolidated Statement of Financial Position. The Company may incur other charges or cash expenditures not currently contemplated due to unanticipated events that may occur in connection with the implementation of the Plan. (See Note 12. Restructuring Charges to the Consolidated Financial Statements.)

Current wording

As of June 30, 2025, we completed a restructuring and reduction in force plan (the “Plan”) intended to achieve the Company’s strategic goals of increasing sales demand, enhancing customer experience, optimizing internal cost efficiencies, and realigning its organization. As of March 31, 2026, approximately $4.6 million in restructuring reserves related to severance payments, employee benefits and related costs remained outstanding and is included in Other current liabilities on the Consolidated Statement of Financial Position. The Company may incur other charges or cash expenditures not currently contemplated due to unanticipated events that may occur in connection with the implementation of the Plan. (See Note 12. Restructuring Charges to the Consolidated Financial Statements.)

Previous wording

Increasing the number of digital displays in our prime audience locations is an important element of our organic growth strategy, as digital displays have the potential to attract additional business from both new and existing customers. We believe digital displays are attractive to our customers because they allow for the development of richer and more visually engaging messages, provide our customers with the flexibility both to target audiences and to quickly launch new advertising campaigns, and eliminate or greatly reduce print production and installation costs. In addition, digital displays enable us to run multiple advertisements on each display. Digital billboard displays generate approximately four to five times more revenue per display on average than comparable traditional static billboard displays. Digital billboard displays also incur, on average, approximately two to four times more costs, including higher variable costs associated with the increase in revenue than comparable traditional static billboard displays. As a result, digital billboard displays generate higher profits and cash flows than comparable traditional static billboard displays.

Current wording

Increasing the number of digital displays in our prime audience locations is an important element of our organic growth strategy, as digital displays have the potential to attract additional business from both new and existing customers. We believe digital displays are attractive to our customers because they allow for the development of richer and more visually engaging IRL media messaging, provide our customers with the flexibility both to connect with target audiences and to quickly launch new advertising campaigns, and eliminate or greatly reduce print and installation costs. In addition, digital displays enable us to run multiple advertisements on each display. Digital billboard displays generate approximately four to five times more revenue per display on average than comparable traditional static billboard displays. Digital billboard displays also incur, on average, approximately two to four times more costs, including higher variable costs associated with the increase in revenue than comparable traditional static billboard displays. As a result, digital billboard displays generate higher profits and cash flows than comparable traditional static billboard displays.

Previous wording

We have deployed state-of-the-art digital transit displays in connection with several transit franchises we operate and we expect to continue these deployments over the coming years, but at a slower pace than our historical deployments. Revenues generated on our network of digital transit displays are generally higher than revenues generated on a comparable portfolio of our static transit displays.

Current wording

We have deployed state-of-the-art digital transit displays in connection with several transit franchises we operate. Revenues generated on our network of digital transit displays are generally higher than revenues generated on a comparable portfolio of our static transit displays.

Previous wording

We have incurred, and we intend to incur, significant equipment deployment costs and capital expenditures, in the coming years to continue increasing the number of digital displays in our portfolio. However, we expect our annual equipment deployment cost spending with respect to the New York Metropolitan Transportation Authority (the “MTA”) transit franchise will decline now that we have substantially completed our initial deployment during 2024.

Current wording

We have incurred significant equipment deployment costs and capital expenditures, and intend to incur significant capital expenditures in the coming years to continue increasing the number of digital displays in our portfolio. Our annual costs with respect to the New York Metropolitan Transportation Authority (the “MTA”) transit franchise will be primarily focused on maintenance of existing MTA display locations for the remainder of the Amended Term (as defined below).

Previous wording

During the nine months ended September 30, 2025, we built or converted 77 new digital billboard displays and entered into marketing arrangements to sell advertising on 16 third-party digital billboard displays. In the nine months ended September 30, 2025, we built, converted or replaced 1,104 digital transit displays. The following table sets forth information regarding our digital displays.

Current wording

During the three months ended March 31, 2026, we built or converted 14 new digital billboard displays and entered into marketing arrangements to sell advertising on 5 third-party digital billboard displays. In the three months ended March 31, 2026, we built, converted or replaced 47 digital transit and other displays. The following table sets forth information regarding our digital displays.

Previous wording

(a)Digital display amounts include 6,499 displays reserved for transit agency use. Our number of digital displays is impacted by acquisitions, dispositions, management agreements, the net effect of new and lost billboards, and the net effect of won and lost franchises in the period.

Current wording

(a)Digital display amounts include 6,513 displays reserved for transit agency use. Our number of digital displays is impacted by acquisitions, dispositions, management agreements, the net effect of new and lost billboards, and the net effect of won and lost franchises in the period.

Previous wording

During the three months ended September 30, 2025, our largest categories of advertisers were entertainment, retail and legal services/lawyers, each of which represented 17%, 10% and 10% of our total revenues from our Billboard and Transit segments, respectively. During the three months ended September 30, 2024, our largest categories of advertisers were entertainment, retail and health/medical, each of which represented 18%, 12% and 8% of our total revenues from our Billboard and Transit segments, respectively. During the nine months ended September 30, 2025, our largest categories of advertisers were entertainment, retail and legal services/lawyers, each of which represented 18%, 11% and 10% of our total revenues from our Billboard and Transit segments, respectively. During the nine months ended September 30, 2024, our largest categories of advertisers were entertainment, retail and health/medical, each of which represented 19%, 12% and 9% of our total revenues from our Billboard and Transit segments, respectively.

Current wording

We have a diversified base of customers across various industries. During the three months ended March 31, 2026, our largest categories of advertisers were entertainment, legal services/lawyers and retail, each of which represented 18%, 12% and 10% of our total revenues from our Billboard and Transit segments, respectively. During the three months ended March 31, 2025, our largest categories of advertisers were entertainment, retail and legal services/lawyers, each of which represented 19%, 12% and 11% of our total revenues from our Billboard and Transit segments, respectively.

Previous wording

Our large-scale portfolio allows our customers to reach a national audience and also provides the flexibility to tailor campaigns to specific regions or markets. We generated approximately 45% of our total revenues from our Billboard and Transit segments from enterprise (formerly known as national) advertising campaigns in the three months ended September 30, 2025, compared to approximately 43% in the same prior-year period. We generated approximately 43% of our total revenues from our Billboard and Transit segments from enterprise (formerly known as national) advertising campaigns in the nine months ended September 30, 2025, compared to approximately 42% in the same prior-year period.

Current wording

Our large-scale portfolio allows our customers to reach a national audience and also provides the flexibility to tailor campaigns to specific regions or markets. We generated approximately 37% of our total revenues from our Billboard and Transit segments from enterprise advertising campaigns in the three months ended March 31, 2026, compared to approximately 42% in the same prior-year period.

Previous wording

(b)See the “Reconciliation of Non-GAAP Financial Measures” and “Revenues” sections of this MD&A for reconciliations of Operating income (loss) to Operating income (loss) before Depreciation, Amortization, Net (gain) loss on dispositions, Stock-based compensation, Restructuring charges and Impairment charges (“Adjusted OIBDA”)Net income (loss) attributable to OUTFRONT Media Inc. to FFO attributable to OUTFRONT Media Inc. and AFFO attributable to OUTFRONT Media Inc., and Revenues to organic revenues.

Current wording

(a)See the “Reconciliation of Non-GAAP Financial Measures” and “Revenues” sections of this MD&A for reconciliations of Operating income to Operating income before Depreciation, Amortization, Net (gain) loss on dispositions and Stock-based compensation(“Adjusted OIBDA”) and Net income (loss) attributable to OUTFRONT Media Inc. to FFO attributable to OUTFRONT Media Inc. and AFFO attributable to OUTFRONT Media Inc.

Previous wording

We derive Revenues primarily from providing advertising space to customers on our advertising structures and sites. Our traditional contracts with customers generally cover periods ranging from four weeks to one year. Revenues from billboard displays are recognized as rental income on a straight-line basis over the contract term. Transit display revenues are recognized based on the level of units displayed in proportion to the total units to be displayed over the contract period. Billboard display and Transit display revenues generated from programmatic advertising platforms are recognized as rental income as the related advertisement is displayed. Billboard and Transit display revenues derived from impression-based sales contracts fulfilled on direct sales advertising platforms are recognized as revenue over the contract period based pro-rata on the number of impressions delivered in proportion to the total number of impressions to be delivered. Revenues generated from programmatic advertising platforms are based on agreements with the platforms, rather than direct contracts with individual advertisers. (See Note 11. Revenues to the Consolidated Financial Statements.)

Current wording

We derive Revenues primarily from providing advertising space to customers on our advertising structures and sites. Our traditional contracts with customers generally cover periods ranging from four weeks to one year. Revenues from billboard displays are recognized as rental income on a straight-line basis over the contract term. Transit display revenues are recognized based on the level of units displayed in proportion to the total units to be displayed over the contract period. Billboard and Transit display revenues derived from impression-based sales contracts fulfilled on direct sales advertising platforms are recognized as revenue over the contract period based pro-rata on the number of impressions delivered in proportion to the total number of impressions to be delivered. Billboard display and Transit display revenues generated from programmatic advertising platforms are recognized as rental income as the related advertisement is displayed. Revenues generated from programmatic advertising platforms are based on agreements with the platforms, rather than direct contracts with individual advertisers. (See Note 11. Revenues to the Consolidated Financial Statements.)

Previous wording

Billboard property lease expenses represented 24% of total revenues in the three months ended September 30, 2025, 26% in the three months ended September 30, 2024, 25% of total revenues in the nine months ended September 30, 2025, and 27% in the nine months ended September 30, 2024. The decreases in billboard property lease expenses as a percentage of total revenues in the three and nine months ended September 30, 2025, compared to the same prior-year periods were primarily due to lower variable billboard property lease costs driven by higher relative revenue performance in advertising markets that have lower variable billboard property lease costs and lower revenue performance in advertising markets that have higher variable billboard property lease costs (see Note 5. Leases to the Consolidated Financial Statements) and the impact of lost billboards.

Current wording

Billboard property lease expenses represented 26% of total revenues in the three months ended March 31, 2026, and 28% in the three months ended March 31, 2025. The decrease in billboard property lease expenses as a percentage of total revenues in the three months ended March 31, 2026, compared to the same prior-year period were primarily due to higher Transit revenues, higher proceeds from condemnations and the impact of lost billboards in the period.

Previous wording

Transit franchise expenses represented 13% of total revenues in each of the three months ended September 30, 2025, and 2024. Transit franchise expenses represented 14% of total revenues in the nine months ended September 30, 2025, and 13% in the nine months ended September 30, 2024. The increase in transit franchise expenses, as a percentage of total revenues in the nine months ended September 30, 2025, compared to the same prior-year periods, were primarily driven by higher guaranteed minimum annual payments to the MTA due to inflation, lower Billboard revenues, partially offset by the impact of the Transaction.

Current wording

Transit franchise expenses represented 14% of total revenues in the three months ended March 31, 2026, and 15% in the three months ended March 31, 2025. The decrease in transit franchise expenses, as a percentage of total revenues in the three months ended March 31, 2026, compared to the same prior-year period, was primarily driven by higher Transit revenues, mainly due to MTA revenues growing at a faster rate than the inflationary adjustment to the guaranteed minimum annual payments to the MTA.

Previous wording

Posting, maintenance and other expenses, as a percentage of total revenues, were 13% in the three months ended September 30, 2025, 12% in the three months ended September 30, 2024, and 13% in each of the nine months ended September 30, 2025 and 2024. Posting, maintenance and other expenses increased $5.4 million, or 10%, in the three months ended September 30, 2025, compared to the same prior-year period, primarily due to higher production expenses, higher compensation-related expenses and higher maintenance and utility costs. Posting, maintenance and other expenses increased $1.3 million, or 1%, in the nine months ended September 30, 2025, compared to the same prior-year periods, primarily due to higher production expenses and higher maintenance and utility costs, partially offset by the impact of the Transaction.

Current wording

Posting, maintenance and other expenses, as a percentage of total revenues, were 13% in the three months ended March 31, 2026 and 14% in the three months ended March 31, 2025. Posting, maintenance and other expenses increased $2.4 million, or 4%, in the three months ended March 31, 2026, compared to the same prior-year period, primarily due to higher production expenses and higher maintenance and utility costs.

Previous wording

SG&A expenses decreased $3.5 million, or 3%, in the three months ended September 30, 2025, compared to the same prior-year period, primarily due to lower compensation-related expenses, including severance and salaries, lower credit card usage by customers and a lower provision for doubtful accounts, partially offset by the higher professional fees, as a result of a management consulting project. SG&A expenses decreased $7.8 million, or 2%, in the nine months ended September 30, 2025, compared to the same prior-year period, primarily due to the impact of the Transaction, lower credit card usage by customers and lower rent related to new offices in the first half of 2024, partially offset by higher professional fees, as a result of a management consulting project. We expect to realize the cost savings benefits from the Plan within SG&A expenses. However, those cost savings may potentially be offset by increases in SG&A expenses in future periods as we continue to invest in our strategic initiatives, including technology enhancements and customer experience improvements.

Current wording

SG&A expenses decreased $7.4 million, or 6%, in the three months ended March 31, 2026, compared to the same prior-year period, primarily due to lower compensation-related expenses, including severance and salaries, and lower credit card usage by customers, partially offset by higher professional fees, including software and technology expenses, a higher allowance for bad debt and higher client entertainment expenses. We expect to realize the cost savings benefits from the Plan within SG&A expenses. However, those cost savings may potentially be offset by increases in SG&A expenses in future periods as we continue to invest in our strategic initiatives, including technology enhancements and customer experience improvements.

Previous wording

Interest expense, net, was $37.0 million (including $1.4 million of deferred financing costs) in the three months ended September 30, 2025, and $37.1 million (including $1.5 million of deferred financing costs) in the same prior-year period. Interest expense, net, decreased slightly in the three months ended September 30, 2025, compared to the same prior-year period, primarily due to lower interest rates, partially offset by a higher average debt balance. Interest expense, net, was $109.5 million (including $4.4 million of deferred financing costs) in the nine months ended September 30, 2025, and $119.6 million (including $4.6 million of deferred financing costs) in the same prior-year period. Interest expense, net, decreased in the nine months ended September 30, 2025, compared to the same prior-year period, primarily due to a lower average debt balance and lower interest rates.

Current wording

Interest expense, net, was $36.0 million (including $1.4 million of deferred financing costs) in the three months ended March 31, 2026, and $36.0 million (including $1.5 million of deferred financing costs) in the same prior-year period. Interest expense, net, in the three months ended March 31, 2026, was comparable to the same prior-year period.

Previous wording

Depreciation increased $3.8 million, or 20%, in the three months ended September 30, 2025, compared to the same prior-year period. Depreciation increased $14.1 million, or 25%, in the nine months ended September 30, 2025, compared to the same prior-year period. The increases were due primarily to higher depreciation related to the change in estimated useful life of certain advertising displays.

Current wording

Provision for income taxes decreased $0.1 million, or 20%, in the three months ended March 31, 2026, compared to the same prior-year period.

Previous wording

Net income before allocation to redeemable and non-redeemable noncontrolling interests increased $16.6 million, or 48%, in the three months ended September 30, 2025, compared the same prior-year period, primarily driven by higher transit revenues. Net income before allocation to redeemable and non-redeemable noncontrolling interests decreased $134.5 million, or 73%, in the nine months ended September 30, 2025, compared to the same prior-year period, primarily driven by a gain on disposition related to the Transaction in 2024 and restructuring charges in 2025, partially offset by impairment charges incurred in 2024, higher transit revenues and lower interest expense.

Current wording

Net income before allocation to redeemable and non-redeemable noncontrolling interests was $19.3 million in the three months ended March 31, 2026, compared to Net loss before allocation to redeemable and non-redeemable noncontrolling interests of $20.7 million in the same prior-year period, primarily driven by higher transit revenues and higher proceeds from condemnations.

Previous wording

We calculate Adjusted OIBDA as operating income (loss) before depreciation, amortization, net (gain) loss on dispositions, stock-based compensation, restructuring charges and impairment charges. We calculate Adjusted OIBDA margin by dividing Adjusted OIBDA by total revenues. Adjusted OIBDA and Adjusted OIBDA margin are among the primary measures we use for managing our business, evaluating our operating performance and planning and forecasting future periods, as each is an important indicator of our operational strength and business performance. Our management believes users of our financial data are best served if the information that is made available to them allows them to align their analysis and evaluation of our operating results along the same lines that our management uses in managing, planning and executing our business strategy. Our management also believes that the presentations of Adjusted OIBDA and Adjusted OIBDA margin, as supplemental measures, are useful in evaluating our business because eliminating certain non-comparable items highlight operational trends in our business that may not otherwise be apparent when relying solely on GAAP financial measures. It is management’s opinion that these supplemental measures provide users of our financial data with an important perspective on our operating performance and also make it easier for users of our financial data to compare our results with other companies that have different financing and capital structures or tax rates.

Current wording

We calculate Adjusted OIBDA as operating income (loss) before depreciation, amortization, net (gain) loss on dispositions and stock-based compensation. We calculate Adjusted OIBDA margin by dividing Adjusted OIBDA by total revenues. Adjusted OIBDA and Adjusted OIBDA margin are among the primary measures we use for managing our business, evaluating our operating performance and planning and forecasting future periods, as each is an important indicator of our operational strength and business performance. Our management believes users of our financial data are best served if the information that is made available to them allows them to align their analysis and evaluation of our operating results along the same lines that our management uses in managing, planning and executing our business strategy. Our management also believes that the presentations of Adjusted OIBDA and Adjusted OIBDA margin, as supplemental measures, are useful in evaluating our business because eliminating certain non-comparable items highlight operational trends in our business that may not otherwise be apparent when relying solely on GAAP financial measures. It is management’s opinion that these supplemental measures provide users of our financial data with an important perspective on our operating performance and also make it easier for users of our financial data to compare our results with other companies that have different financing and capital structures or tax rates.

Previous wording

When used herein, references to “FFO” and “AFFO” mean “FFO attributable to OUTFRONT Media Inc.” and “AFFO attributable to OUTFRONT Media Inc.,” respectively. We calculate FFO in accordance with the definition established by the National Association of Real Estate Investment Trusts (“NAREIT”). FFO reflects net income (loss) attributable to OUTFRONT Media Inc. adjusted to exclude gains and losses from the sale of real estate assets, impairment charges, depreciation and amortization of real estate assets, amortization of direct lease acquisition costs and the same adjustments for our equity-based investments and redeemable and non-redeemable noncontrolling interests, as well as the related income tax effect of adjustments, as applicable. We calculate AFFO as FFO adjusted to include cash paid for direct lease acquisition costs as such costs are generally amortized over a period ranging from four weeks to one year and therefore are incurred on a regular basis. AFFO also includes cash paid for maintenance capital expenditures since these are routine uses of cash that are necessary for our operations. In addition, AFFO excludes restructuring charges and losses on extinguishment of debt, as well as certain non- cash items, including non-real estate depreciation and amortization, impairment charges on non-real estate assets, stock-based compensation expense, accretion expense, the non-cash effect of straight-line rent, amortization of deferred financing costs and the same adjustments for our redeemable and non-redeemable noncontrolling interests, along with the non-cash portion of income taxes, and the related income tax effect of adjustments, as applicable. We use FFO and AFFO measures for managing our business and for planning and forecasting future periods, and each is an important indicator of our operational strength and business performance, especially compared to other REITs. Our management believes users of our financial data are best served if the information that is made available to them allows them to align their analysis and evaluation of our operating results along the same lines that our management uses in managing, planning and executing our business strategy. Our management also believes that the presentations of FFO and AFFO, as supplemental measures, are useful in evaluating our business because adjusting results to reflect items that have more bearing on the operating performance of REITs highlight trends in our business that may not otherwise be apparent when relying solely on GAAP financial measures. It is management’s opinion that these supplemental measures provide users of our financial data with an important perspective on our operating performance and also make it easier to compare our results to other companies in our industry, as well as to REITs.

Current wording

When used herein, references to “FFO” and “AFFO” mean “FFO attributable to OUTFRONT Media Inc.” and “AFFO attributable to OUTFRONT Media Inc.,” respectively. We calculate FFO in accordance with the definition established by the National Association of Real Estate Investment Trusts (“NAREIT”). FFO reflects net income (loss) attributable to OUTFRONT Media Inc. adjusted to exclude gains and losses from the sale of real estate assets, depreciation and amortization of real estate assets, amortization of direct lease acquisition costs and the same adjustments for our equity-based investments and redeemable and non-redeemable noncontrolling interests, as well as the related income tax effect of adjustments, as applicable. We calculate AFFO as FFO adjusted to include amortization of direct lease acquisition costs as such costs are generally amortized over a period ranging from four weeks to one year and therefore are incurred on a regular basis. AFFO also includes cash paid for maintenance capital expenditures since these are routine uses of cash that are necessary for our operations. In addition, AFFO excludes certain non-cash items, including non-real estate depreciation and amortization, stock-based compensation expense, accretion expense, the non-cash effect of straight-line rent, amortization of deferred financing costs and the same adjustments for our redeemable and non-redeemable noncontrolling interests, along with the non-cash portion of income taxes, and the related income tax effect of adjustments, as applicable. We use FFO and AFFO measures for managing our business and for planning and forecasting future periods, and each is an important indicator of our operational strength and business performance, especially compared to other REITs. Our management believes users of our financial data are best served if the information that is made available to them allows them to align their analysis and evaluation of our operating results along the same lines that our management uses in managing, planning and executing our business strategy. Our management also believes that the presentations of FFO and AFFO, as supplemental measures, are useful in evaluating our business because adjusting results to reflect items that have more bearing on the operating performance of REITs highlight trends in our business that may not otherwise be apparent when relying solely on GAAP financial measures. It is management’s opinion that these supplemental measures provide users of our financial data with an important perspective on our operating performance and also make it easier to compare our results to other companies in our industry, as well as to REITs.

Previous wording

Since Adjusted OIBDA, Adjusted OIBDA margin, FFO and AFFO are not measures calculated in accordance with GAAP, they should not be considered in isolation of, or as a substitute for, operating income (loss), net income (loss) attributable to OUTFRONT Media Inc., and revenues, the most directly comparable GAAP financial measures, as indicators of operating performance. These measures, as we calculate them, may not be comparable to similarly titled measures employed by other companies. In addition, these measures do not necessarily represent funds available for discretionary use and are not necessarily a measure of our ability to fund our cash needs.

Current wording

Since Adjusted OIBDA, Adjusted OIBDA margin, FFO and AFFO are not measures calculated in accordance with GAAP, they should not be considered in isolation of, or as a substitute for, operating income (loss) and net income (loss) attributable to OUTFRONT Media Inc., the most directly comparable GAAP financial measures, as indicators of operating performance. These measures, as we calculate them, may not be comparable to similarly titled measures employed by other companies. In addition, these measures do not necessarily represent funds available for discretionary use and are not necessarily a measure of our ability to fund our cash needs.

Previous wording

The following table reconciles Operating income to Adjusted OIBDA, and Net income attributable to OUTFRONT Media Inc. to FFO attributable to OUTFRONT Media Inc. and AFFO attributable to OUTFRONT Media Inc.

Current wording

The following table reconciles Operating income to Adjusted OIBDA, and Net income (loss) attributable to OUTFRONT Media Inc. to FFO attributable to OUTFRONT Media Inc. and AFFO attributable to OUTFRONT Media Inc.

Previous wording

We currently manage our operations through two reportable operating segments—(1)Billboard and (2)Transit. Prior to its sale, our Canadian operations comprised our International operating segment, which did not meet the criteria to be a reportable segment and accordingly, was included in Other. Historical operating results of our Canadian operations are included in Other (see Note 18. Segment Information to the Consolidated Financial Statements) through the date of sale. Also included in Other are operating results for third-party digital equipment sales.

Current wording

We currently manage our operations through two reportable operating segments—(1)Billboard and (2)Transit. Included in Other are operating results for third-party digital equipment sales, which does not meet the criteria to be a reportable segment.

Previous wording

The following table presents our Revenues, Adjusted OIBDA and Operating income by segment in the three and nine months ended September 30, 2025 and 2024.

Current wording

The following table presents our Revenues, Adjusted OIBDA and Operating income by segment in the three months ended March 31, 2026 and 2025.

Previous wording

(b)Stock-based compensation is classified as Corporate expense.

Current wording

(a)Stock-based compensation is classified as Corporate expense.

Previous wording

Billboard segment revenues decreased $7.8 million, or 2%, in the three months ended September 30, 2025, compared to the same prior-year period. Billboard segment revenues decreased $19.9 million, or 2%, in the nine months ended September 30, 2025, compared to the same prior-year period. The decreases were driven by the impact of lost billboards in the period and lower proceeds from condemnations, partially offset by an increase in average revenue per display (yield), including the impact of programmatic platforms on digital billboard revenues. We expect lost billboards to continue to adversely impact Billboard segment revenue performance throughout the remainder of 2025, particularly in the New York and Los Angeles metropolitan areas. We generated approximately 39% in the three months ended September 30, 2025, 40% in the three months ended September 30, 2024, 39% in the nine months ended September 30, 2025, and 39% in the nine months ended September 30, 2024, of our Billboard segment revenues from enterprise (formerly known as national) advertising campaigns.

Current wording

Billboard segment revenues increased $22.2 million, or 7%, in the three months ended March 31, 2026, compared to the same prior-year period, reflecting higher proceeds from condemnations and an increase in average revenue per display (yield), including the impact of programmatic platforms on digital billboard revenues, partially offset by the impact of lost billboards in the period. We expect lost billboards to continue to adversely impact Billboard segment revenue performance in the first half of 2026, particularly in the Los Angeles metropolitan areas. We generated approximately 34% in the three months ended March 31, 2026, and 39% in the three months ended March 31, 2025, of our Billboard segment revenues from enterprise advertising campaigns.

Previous wording

Billboard segment property lease expenses represented 31% of Billboard segment revenues in the three months ended September 30, 2025, and 33% in the three months ended September 30, 2024, 33% of Billboard segment revenues in the nine months ended September 30, 2025, and 34% in the nine months ended September 30, 2024. Billboard segment property lease expenses decreased $8.8 million, or 7%, in the three months ended September 30, 2025, compared to same prior-year period. Billboard segment property lease expenses decreased $21.2 million, or 6%, in the nine months ended September 30, 2025, compared to same prior-year period. The decreases were primarily driven by the impact of lost billboards and lower variable billboard property lease costs. We expect Billboard segment property lease expenses to decline throughout the remainder of 2025, compared to the same prior-year periods, as a result of lost billboards. Billboard segment posting maintenance and other expenses increased $1.7 million, or 5%, in the three months ended September 30, 2025, compared to the same prior-year period, primarily driven by higher production costs and higher compensation-related expenses. Billboard segment posting maintenance and other expenses increased $1.9 million in the nine months ended September 30, 2025, compared to the same prior-year period, primarily driven by higher compensation-related expenses.

Current wording

Billboard segment property lease expenses represented 33% of Billboard segment revenues in the three months ended March 31, 2026, and 35% in the three months ended March 31, 2025. Billboard segment property lease expenses increased $2.1 million, or 2%, in the three months ended March 31, 2026, compared to same prior-year period, primarily driven by higher variable billboard property lease costs, partially offset by the impact of lost billboards in the period. Billboard segment posting maintenance and other expenses increased $1.4 million, or 4%, in the three months ended March 31, 2026, compared to the same prior-year period, primarily driven by higher maintenance and utilities, higher site-related costs and higher compensation-related expenses.

Previous wording

SG&A expenses in the Billboard segment decreased $3.6 million, or 5%, in the three months ended September 30, 2025, compared to the same prior-year period, primarily driven by lower credit card usage by customers, lower compensation-related expenses and a lower provision for doubtful accounts, partially offset by higher professional fees. SG&A expenses in the

Current wording

SG&A expenses in the Billboard segment increased $1.3 million, or 2%, in the three months ended March 31, 2026, compared to the same prior-year period, primarily driven by higher professional fees, including software and technology expenses, and a higher allowance for bad debt, partially offset by lower credit card usage by customers and lower compensation-related expenses.

Previous wording

Billboard segment Adjusted OIBDA increased $2.9 million, or 2%, in the three months ended September 30, 2025, compared to the same prior-year period, and increased $3.2 million in the nine months ended September 30, 2025, compared to the same prior-year period. Billboard segment Adjusted OIBDA margin was 39.5% in the three months ended September 30, 2025, 37.8% in the three months ended September 30, 2024, 36.7% in the nine months ended September 30, 2025, and 35.7% in the nine months ended September 30, 2024.

Current wording

Billboard segment Adjusted OIBDA increased $17.4 million, or 18%, in the three months ended March 31, 2026, compared to the same prior-year period. Billboard segment Adjusted OIBDA margin was 35.0% in the three months ended March 31, 2026, and 31.9% in the three months ended March 31, 2025.

Previous wording

Transit segment revenues increased $21.5 million, or 24%, in three months ended September 30, 2025, compared to the same prior-year period. Transit segment revenues increased $29.1 million, or 11%, in nine months ended September 30, 2025, compared to the same prior-year period. The increases were primarily due to an increase in average revenue per display (yield), partially offset by the impact of new and lost transit franchise contracts in the periods. We generated approximately 63% in the three months ended September 30, 2025, 57% in the three months ended September 30, 2024, 57% in the nine months ended September 30, 2025 and 54% in the nine months ended September 30, 2024, of our Transit segment revenues from enterprise (formerly known as national) advertising campaigns.

Current wording

Transit segment revenues increased $17.3 million, or 22%, in the three months ended March 31, 2026, compared to the same prior-year period, primarily due to an increase in average revenue per display (yield), partially offset by the impact of new and lost transit franchise contracts. We generated approximately 49% in the three months ended March 31, 2026 and 54% in the three months ended March 31, 2025, of our Transit segment revenues from enterprise advertising campaigns.

Previous wording

Transit segment franchise expenses represented 53% of Transit segment revenues in the three months ended September 30, 2025, 65% in the three months ended September 30, 2024, 61% in the nine months ended September 30, 2025, and 66% in the nine months ended September 30, 2024. Transit segment franchise expenses increased $1.0 million, or 2%, in three months ended September 30, 2025, compared to the same prior-year period and increased $4.1 million, or 2%, in nine months ended September 30, 2025, compared to the same prior-year period. The increases were primarily driven by higher guaranteed minimum annual payments to the MTA due to inflation. Transit segment posting, maintenance and other expenses increased $2.2 million, or 13%, in the three months ended September 30, 2025, compared to the same prior-year period and increased

Current wording

Transit segment franchise expenses represented 63% of Transit segment revenues in the three months ended March 31, 2026, and 75% in the three months ended March 31, 2025. Transit segment franchise expenses increased $1.7 million, or 3%, in the three months ended March 31, 2026, compared to the same prior-year period, primarily driven by higher guaranteed minimum annual payments to the MTA due to inflation. Transit segment posting, maintenance and other expenses increased $1.3 million, or 8%, in the three months ended March 31, 2026, compared to the same prior-year period, primarily driven by higher display production costs and higher posting and rotation costs.

Previous wording

Transit segment Adjusted OIBDA was $15.7 million in the three months ended September 30, 2025, compared to an Adjusted OIBDA loss of $2.9 million in the same prior-year period, due primarily to a larger increase in Transit segment revenues compared to a smaller increase in Transit segment operating expenses. Transit segment Adjusted OIBDA was $8.7 million in the nine months ended September 30, 2025, compared to an Adjusted OIBDA loss of $13.7 million in the same prior-year period, due primarily to a larger increase in Transit segment revenues compared to a smaller increase in Transit segment operating expenses.

Current wording

Transit segment Adjusted OIBDA loss decreased $12.8 million, or 90%, in the three months ended March 31, 2026, compared to the same prior-year period, due primarily to a larger increase in Transit segment revenues compared to a smaller increase in Transit segment operating expenses.

Previous wording

Corporate expenses primarily include expenses associated with employees who provide centralized services. Corporate expenses, excluding restructuring charges and stock-based compensation, increased $1.9 million, or 12%, in the three months ended September 30, 2025, compared to the same prior-year period, primarily due to higher professional fees, including fees related to a management consulting project, and costs related to the Refinancing (as defined below). Corporate expenses, excluding stock-based compensation, increased $8.7 million, or 18%, in the nine months ended September 30, 2025, compared to the same prior-year period, primarily due to higher professional fees, including fees related to a management consulting project, higher compensation-related expenses, including severance, and costs related to the Refinancing (as defined below).

Current wording

Corporate expenses primarily include expenses associated with employees who provide centralized services. Corporate expenses, excluding stock-based compensation, decreased $6.3 million, or 30%, in the three months ended March 31, 2026, compared to the same prior-year period, primarily due to lower compensation-related expenses, including severance, and lower professional fees, including fees related to a management consulting project.

Previous wording

In addition, as part of our growth strategy, we frequently evaluate strategic opportunities to acquire new businesses, assets or digital technology, directly or in connection with joint ventures (including buy/sell arrangements with joint venture partners) or in connection with other strategic transactions. Consistent with this strategy, we regularly evaluate potential acquisitions, ranging from small transactions to larger acquisitions, which transactions and transaction-related expenses will be funded through cash on hand, additional borrowings, equity or other securities, or some combination thereof.

Current wording

In addition, as part of our growth strategy, we frequently evaluate strategic opportunities to acquire or divest businesses, assets or digital technology, directly or in connection with joint ventures (including buy/sell arrangements with joint venture partners) or in connection with other strategic transactions. Consistent with this strategy, we regularly evaluate potential acquisitions, ranging from small transactions to larger acquisitions, which transactions and transaction-related expenses will be funded through cash on hand, additional borrowings, equity or other securities, or some combination thereof.

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Current report — wording carried from elsewhere

Total revenues increased $38.9 million, or 10%, in the three months ended March 31, 2026, compared to the same prior-year period.

Current report — wording carried from elsewhere

Transit franchise expenses increased $1.7 million, or 3%, in the three months ended March 31, 2026, compared to the same prior-year period, primarily due to higher guaranteed minimum annual payments to the MTA due to inflation.