iHeartMedia, Inc.
For the period ended Dec 31, 2025. Filed Mar 2, 2026.
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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.
FY2025 · Filed Mar 2, 2026
IHRT$0.62-65.0%Stored close · as of Nov 10, 2026
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Item 15. Exhibits and Financial Statement Schedules
(a)1. Financial Statements.
The following consolidated financial statements are included in Item 8:
Consolidated Statements of Comprehensive Loss.
Consolidated Statements of Changes in Stockholders’ Equity (Deficit).
Notes to Consolidated Financial Statements
(a)2. Financial Statement Schedules.
The following financial statement schedules and related report of independent auditors are filed as part of this report and should be read in conjunction with the consolidated financial statements.
Schedule II Valuation and Qualifying Accounts
All other schedules for which provision is made in the applicable accounting regulation of the Securities and Exchange Commission are not required under the related instructions or are inapplicable, and therefore have been omitted.
SCHEDULE II
VALUATION AND QUALIFYING ACCOUNTS
Allowance for Doubtful Accounts
| (In thousands) | |||||
|---|---|---|---|---|---|
| Description | Balance at Beginning of Period | Charges to Costs, Expenses and Other | Write-off of Accounts Receivable | Other (1) | Balance at End of Period |
| Year ended December 31, 2023 | $29,171 | $29,488 | $(20,613) | $9 | $38,055 |
| Year ended December 31, 2024 | 38,055 | 15,888 | (17,374) | (17) | 36,552 |
| Year ended December 31, 2025 | 36,552 | 19,173 | (25,282) | 24 | 30,467 |
(1)Primarily foreign currency adjustments and acquisition and/or divestiture activity.
Deferred Tax Asset Valuation Allowance
| (In thousands) | |||||
|---|---|---|---|---|---|
| Description | Balance at Beginning of Period | Charges to Costs, Expenses and Other (1) | Reversal (2) | Adjustments(3) | Balance at End of Period |
| Year ended December 31, 2023 | $1,901,191 | $114,061 | $(59,249) | $230 | $1,956,233 |
| Year ended December 31, 2024 | 1,956,233 | 195,625 | (226,617) | (1,433,017) | 492,224 |
| Year ended December 31, 2025 | 492,224 | 117,031 | (23,304) | — | 585,951 |
(1)During 2025, 2024, and 2023 the Company recorded a valuation allowance of $117.0 million, $195.6 million, and $114.1 million, respectively, on a portion of its deferred tax assets attributable to federal and state net operating loss carryforwards and Sec. 163(j) disallowed interest carryforwards due to the uncertainty of the ability to utilize those assets in future periods.
(2)During 2025 the Company reversed valuation allowances of $23.3 million primarily related to the OBBBA tax provisions enacted during the period that were discussed more in Note 8, Income Taxes. During 2024, the Company reversed valuation allowances of $226.6 million related to the capital loss attribute reduction due to the excluded CODI from the debt exchange transaction and utilization of capital loss carryforwards as a result of capital gains during the period. During 2023, the Company reversed valuation allowances of $59.2 million related to 2022 state tax return true ups and capital loss carryforwards that were utilized as a result of capital gains during the period.
(3)During 2024, the company reversed valuation allowances of $1.4 billion related to the expiration of the majority of federal and state capital loss carryforwards that were generated in 2019.
- Exhibits.
| ExhibitNumber | Description |
| 2.1 | Modified Fifth Amended Joint Chapter 11 Plan of Reorganization of iHeartMedia, Inc. and its Debtor Affiliates Pursuant to Chapter 11 of the Bankruptcy Code, dated January 22, 2019 (incorporated by reference Exhibit 2.1 of iHeartMedia Inc.’s Current Report on Form 8-K filed on January 28, 2019). |
| 3.1 | Fifth Amended and Restated Certificate of Incorporation of iHeartMedia, Inc. (incorporated by reference to Exhibit 3.1 of iHeartMedia, Inc.’s Current Report on Form 8-K filed on May 2, 2019). |
| 3.2 | Certificate of Amendment to the Fifth Amended and Restated Certificate of Incorporation of iHeartMedia, Inc., dated June 5, 2024 (incorporated by reference to Exhibit 3.1 of iHeartMedia, Inc.’s Current Report on Form 8-K filed on June 5, 2024). |
| 3.3 | Fourth Amended and Restated Bylaws of iHeartMedia, Inc., dated November 16, 2023 (incorporated by reference to Exhibit 3.1 to the Form 8-K filed by iHeartMedia, Inc. on November 22, 2023). |
| 4.1 | Indenture, dated as of May 1, 2019, by and among iHeartCommunications, Inc., iHeartMedia Capital I, LLC, as guarantor, the subsidiary guarantors party thereto, and U.S. Bank National Association, as trustee and collateral agent, governing the 6.375% Senior Notes due 2026 (incorporated by reference to Exhibit 4.1 of iHeartMedia Inc.’s Current Report on Form 8-K filed on May 2, 2019). |
| 4.2 | First Supplemental Indenture, dated as of June 7, 2021, by and among iHeartCommunications, Inc., the guarantors party thereto, and U.S. Bank National Association, as trustee and collateral agent, governing the 6.375% Senior Notes due 2026. (incorporated by reference to Exhibit 4.2 of iHeartMedia Inc.'s Annual Report on Form 10-K filed on February 23, 2022). |
| 4.3 | Second Supplemental Indenture, dated as of December 20, 2024, by and among iHeartCommunications, Inc., the guarantors party thereto, and U.S. Bank Trust Company, National Association, as trustee and collateral agent, governing the 6.375% Senior Notes due 2026 (incorporated by reference to Exhibit 4.7 of iHeartMedia, Inc.'s Current Report on Form 8-K filed on December 23, 2024). |
| 4.4 | Form of 6.375% Senior Notes due 2026 (incorporated by reference to Exhibit A to Exhibit 4.1 of iHeartMedia, Inc.’s Current Report on Form 8-K filed with the SEC on May 2, 2019). |
| 4.5 | Indenture, dated as of May 1, 2019, by and among iHeartCommunications, Inc., iHeartMedia Capital I, LLC, as guarantor, the subsidiary guarantors party thereto, and U.S. Bank National Association, as trustee, governing the 8.375% Senior Notes due 2027 (incorporated by reference to Exhibit 4.3 of iHeartMedia Inc.’s Current Report on Form 8-K filed on May 2, 2019). |
| 4.6 | First Supplemental Indenture, dated as of June 7, 2021, by and among iHeartCommunications, Inc., the guarantors party thereto, and U.S. Bank National Association, as trustee, governing the 8.375% Senior Notes due 2027 (incorporated by reference to Exhibit 4.5 of iHeartMedia Inc.'s Annual Report on Form 10-K filed on February 23, 2022). |
| 4.7 | Second Supplemental Indenture, dated as of December 20, 2024, by and among iHeartCommunications, Inc., the guarantors party thereto, and U.S. Bank Trust Company, National Association, as trustee, governing the 8.375% Senior Notes due 2027 (incorporated by reference to Exhibit 4.9 of iHeartMedia, Inc.'s Current Report on Form 8-K filed on December 23, 2024). |
| 4.8 | Form of 8.375% Senior Notes due 2027 (incorporated by reference to Exhibit A to Exhibit 4.3 of iHeartMedia, Inc.’s Current Report on Form 8-K filed with the SEC on May 2, 2019). |
| 4.9 | Warrant Agreement, dated as of May 1, 2019, by and between iHeartCommunications and Computershare, Inc. and Computershare Trust Company, N.A., as warrant agent (incorporated by reference to Exhibit 4.5 of iHeartMedia Inc.’s Current Report on Form 8-K filed on May 2, 2019). |
| 4.10 | Indenture, dated as of August 7, 2019, by and among iHeartCommunications, Inc., the guarantors party thereto and U.S. Bank National Association as trustee and collateral agent, governing the 5.25% Senior Notes due 2027 (incorporated by reference to Exhibit 4.1 to iHeartMedia, Inc.'s Current Report on Form 8-K filed on August 8, 2019). |
| 4.11 | First Supplemental Indenture, dated as of June 7, 2021, by and among iHeartCommunications, Inc., the guarantors party thereto, and U.S. Bank National Association, as trustee and collateral agent, governing the 5.25% Senior Notes due 2027 (incorporated by reference to Exhibit 4.9 of iHeartMedia Inc.'s Annual Report on Form 10-K filed on February 23, 2022). |
| 4.12 | Second Supplemental Indenture, dated as of December 20, 2024, by and among iHeartCommunications, Inc., the guarantors party thereto, and U.S. Bank Trust Company, National Association, as trustee and collateral agent, governing the 5.25% Senior Notes due 2027 (incorporated by reference to Exhibit 4.8 of iHeartMedia, Inc.'s Current Report on Form 8-K filed on December 23, 2024). |
| 4.13 | Form of 5.25% Senior Notes due 2027 (incorporated by reference to Exhibit A to Exhibit 4.1 of iHeartMedia, Inc.’s Current Report on Form 8-K filed on August 8, 2019). |
| 4.14 | Indenture, dated as of November 22, 2019, by and among iHeartCommunications, Inc., the guarantors party thereto and U.S. Bank National Association, as trustee and as collateral agent, governing the 4.75% Senior Secured Notes due 2028 (incorporated by reference to Exhibit 4.1 of iHeartMedia, Inc.’s Current Report on Form 8-K filed on November 22, 2019). |
| 4.15 | First Supplemental Indenture, dated as of June 7, 2021, by and among iHeartCommunications, Inc., the guarantors party thereto, and U.S. Bank National Association, as trustee and collateral agent, governing the 4.75% Senior Secured Notes due 2028 (incorporated by reference to Exhibit 4.12 of iHeartMedia Inc.'s Annual Report on Form 10-K filed on February 23, 2022). |
| 4.16 | Form of 4.75% Senior Secured Notes due 2028 (incorporated by reference to Exhibit A to Exhibit 4.1 to iHeartMedia, Inc.’s Current Report on Form 8-K filed on November 22, 2019). |
| 4.17 | Indenture, dated as of December 20, 2024, among iHeartCommunications, Inc., the guarantors party thereto, and U.S. Bank Trust Company, National Association, as trustee and collateral agent, governing the 9.125% Senior Secured First Lien Notes due 2029, the 7.75% Senior Secured First Lien Notes due 2030 and the 7.00% Senior Secured First Lien Notes due 2031 (incorporated by reference to Exhibit 4.1 of iHeartMedia, Inc.'s Current Report on Form 8-K filed on December 23, 2024). |
| 4.18 | Form of 9.125% Senior Secured First Lien Notes due 2029 (incorporated by reference to Exhibit A-1 to Exhibit 4.1 of iHeartMedia, Inc.'s Current Report on Form 8-K filed on December 23, 2024). |
| 4.19 | Form of 7.75% Senior Secured First Lien Notes due 2030 (incorporated by reference to Exhibit A-2 to Exhibit 4.1 of iHeartMedia, Inc.'s Current Report on Form 8-K filed on December 23, 2024). |
| 4.20 | Form of 7.00% Senior Secured First Lien Notes due 2031 (incorporated by reference to Exhibit A-3 to Exhibit 4.1 of iHeartMedia, Inc.'s Current Report on Form 8-K filed on December 23, 2024). |
| 4.21 | Indenture, dated as of December 20, 2024, among iHeartCommunications, Inc., the guarantors party thereto, and U.S. Bank Trust Company, National Association, as trustee and collateral agent, governing the 10.875% Senior Secured Second Lien Notes due 2030 (incorporated by reference to Exhibit 4.5 of iHeartMedia, Inc.'s Current Report on Form 8-K filed on December 23, 2024). |
| 4.22 | Form of 10.875% Senior Secured Second Lien Notes due 2030 (incorporated by reference to Exhibit A-1 to Exhibit 4.5 of iHeartMedia, Inc.'s Current Report on Form 8-K filed on December 23, 2024). |
| 4.23 | Voluntary Conversion Agent Agreement, dated as of May 1, 2019, between iHeartMedia, Inc. and Computershare Trust Company, N.A. and Computershare Inc., governing the conversion of shares of Class B common stock for shares of Class A common stock (incorporated by reference to Exhibit 4.9 to iHeartMedia, Inc.’s Current Report on Form S-1/A filed on May 10, 2019). |
| 4.24 | Description of Securities (incorporated by reference to Exhibit 4.15 to iHeartMedia, Inc.'s Annual Report on Form 10-K filed on February 29, 2024). |
| 10.1 | Tax Matters Agreement, dated as of May 1, 2019, by and among iHeartMedia, Inc., iHeartCommunications, Inc., iHeart Operations, Inc., Clear Channel Holdings, Inc., Clear Channel Outdoor Holdings, Inc. and Clear Channel Outdoor, LLC (incorporated by reference to Exhibit 10.2 to Clear Channel Outdoor Holdings, Inc.’s Current Report on Form 8-K filed on May 2, 2019). |
| 10.2† | ABL Credit Agreement, dated as of May 17, 2022, by and among iHeartMedia Capital I, LLC, as holdings, iHeartCommunications, Inc., as borrower, the other guarantors party thereto from time to time, Bank of America, N.A., as Administrative Agent, Collateral Agent, Swing Line Lender and an L/C Issuer, and the other Lenders and L/C Issuers party thereto from time to time (incorporated by reference to Exhibit 10.1 of iHeartMedia, Inc.’s Current Report on Form 8-K filed on May 19, 2022). |
| 10.3 | ABL Intercreditor Agreement, dated as of May 1, 2019, by and among Citibank, N.A., as Term Loan Collateral Agent and Designated Junior Priority Representative, U.S. National Bank Association, as Notes Collateral Agent, each additional junior priority representative party thereto, iHeartMedia Capital I, LLC, iHeartCommunications, Inc. and the other grantors party thereto (incorporated by reference to Exhibit 10.6 of iHeartMedia, Inc.’s Current Report on Form 8-K filed on May 2, 2019). |
| 10.4 | Joinder Agreement to the ABL Intercreditor Agreement, dated as of December 20, 2024, by and among Bank of America, N.A., as Additional Junior Priority Representative for the Credit Agreement, dated as of December 20, 2024, and U.S. Bank Trust Company, National Association, as Additional Junior Priority Representative for each of the 2029 First Lien Notes, 2030 First Lien Notes, 2031 First Lien Notes, and Second Lien Notes (incorporated by reference to Exhibit 10.7 of iHeartMedia Inc.'s Current Report on Form 8-K filed on December 23, 2024). |
| 10.5 | Amendment No. 1 to the ABL Credit Agreement, dated as of November 6, 2024, by and among iHeartCommunications, the Guarantors party thereto, the lenders from time to time party thereto and Bank of America, N.A., as administrative agent and collateral agent (incorporated by reference to Exhibit 10.2 of iHeartMedia, Inc.’s Current Report on Form 8-K filed on November 7, 2024). |
| 10.6† | Credit Agreement, dated as of May 1, 2019, by and among iHeartMedia Capital I, LLC, iHeartCommunications, Inc., as borrower, the other guarantors party thereto from time to time, Citibank, N.A., as Administrative Agent and Collateral Agent, and the lenders party thereto, governing the Term Loan Facility (incorporated by reference to Exhibit 10.7 of iHeartMedia, Inc.’s Current Report on Form 8-K filed on May 2, 2019). |
| 10.7 | Amendment No. 1, dated as of February 3, 2020, by and among iHeartCommunications, Inc., iHeartMedia Capital I, LLC, certain subsidiary guarantors party thereto, Bank of America, N.A. as new administrative agent and new term lender and Citibank, N.A. as existing administrative agent under that certain Credit Agreement, dated as of May 1, 2019 (incorporated by reference to Exhibit 10.1 of iHeartMedia, Inc.’s Current Report on Form 8-K filed on February 3, 2020). |
| 10.8 | Amendment No. 2, dated as of July 16, 2020, by and among iHeartCommunications, Inc., iHeartMedia Capital I, LLC, certain subsidiary guarantors party thereto, Bank of America, N.A. and the other lenders party thereto (Incorporated by reference to Exhibit 10.1 to the Form 8-K filed by iHeartMedia, Inc. on July 16, 2020). |
| 10.9 | Amendment No. 3, dated as of July 16, 2021, by and among iHeartCommunications, Inc., iHeartMedia Capital I, LLC, certain subsidiary guarantors party thereto, Bank of America, N.A. as administrative agent and collateral agent, and the lenders party thereto (incorporated by reference to Exhibit 10.1 of iHeartMedia Inc.’s Current Report on Form 8-K filed on July 19, 2021). |
| 10.10 | Amendment No. 4 to Term Loan Credit Agreement, by and between iHeartCommunications, Inc. and Bank of America, N.A. dated June 15, 2023 (incorporated by reference to Exhibit 10.1 of iHeartMedia ,Inc.’s Quarterly Report on Form 10-Q filed on August 8, 2023). |
| 10.11 | Amendment No. 5 to Term Loan Credit Agreement, dated as of December 20, 2024, by and among iHeartCommunications, Inc., the guarantors party thereto, the lenders party thereto and Bank of America, N.A. as administrative agent and collateral agent (incorporated by reference to Exhibit 10.8 of iHeartMedia, Inc.'s Current Report on Form 8-K filed on December 23, 2024). |
| 10.12 | Term Loan Exchange Agreement, dated as of December 20, 2024, by and among iHeartCommunications, Inc., IH Media + Entertainment I, LLC, the lenders party thereto, BofA, as the administrative agent and collateral agent under the existing credit agreement and BofA, as the administrative agent and collateral agent under the new credit agreement (incorporated by reference to Exhibit 10.1 of iHeartMedia, Inc.'s Current Report on Form 8-K filed on December 23, 2024). |
| 10.13 | Credit Agreement, dated as of December 20, 2024, by and among iHeartCommunications, Inc., the guarantors party thereto and Bank of America, N.A., as administrative agent and collateral agent (incorporated by reference to Exhibit 10.2 of iHeartMedia, Inc.'s Current Report on Form 8-K filed on December 23, 2024). |
| 10.14† | First Lien Intercreditor Agreement, dated as of May 1, 2019, by and among Citibank, N.A., as Credit Agreement Agent, U.S. National Bank Association, as Senior Notes Collateral Agent and each additional collateral agent from time to time party thereto, iHeartMedia Capital I, LLC, iHeartCommunications, Inc. and the other grantors party thereto (incorporated by reference to Exhibit 10.8 of iHeartMedia Inc.’s Current Report on Form 8-K filed on May 2, 2019). |
| 10.15 | Joinder No. 3 to the First Lien Intercreditor Agreement, dated as of December 20, 2024, by and among iHeartCommunications, Inc., Bank of America, N.A., as the new credit agreement agent, and U.S. Bank Trust Company, National Association, as the 2029 First Lien Notes collateral agent, the 2030 First Lien Notes collateral agent and the 2031 First Lien Notes collateral agent (incorporated by reference to Exhibit 10.5 of iHeartMedia, Inc.'s Current Report on Form 8-K filed on December 23, 2024). |
| 10.16 | Multi-Lien Intercreditor Agreement, dated as of December 20, 2024, by and among iHeartMedia Capital I, LLC, iHeartCommunications, Inc., the other grantors party thereto, Bank of America, N.A., as administrative agent and collateral agent, a first priority representative, and as a third lien existing credit agreement representative, U.S. Bank Trust Company, National Association, as trustee and collateral agent, a first priority representative and a second priority representative (incorporated by reference to Exhibit 10.3 of iHeartMedia, Inc.'s Current Report on Form 8-K filed on December 23, 2024). |
| 10.17§ | iHeartMedia, Inc. 2019 Incentive Equity Plan (incorporated by reference to Exhibit 10.2 of iHeartMedia, Inc.’s Current Report on Form 8-K/A filed on May 7, 2019). |
| 10.18§ | Non-Employee Director Compensation Program (incorporated by reference to Exhibit 10.9 to iHeartMedia’s Quarterly Report on Form 10-Q filed on May 9, 2024). |
| 10.19§ | Form of Non-Employee Director Non-Qualified Stock Option Award Agreement (incorporated by reference to Exhibit 10.4 of iHeartMedia, Inc.’s Current Report on Form 8-K/A filed on May 7, 2019). |
| 10.20§ | Form of Employee Non-Qualified Stock Option Award Agreement (Incorporated by reference to Exhibit 10.18 to the Form 10-K filed by iHeartMedia, Inc. filed on February 27, 2020). |
| 10.21§† | Second Amended and Restated Employment Agreement between iHeartMedia, iHeartMedia Management Services, Inc. and Robert W. Pittman, dated March 28, 2022 (incorporated by reference to Exhibit 10.1 of iHeartMedia, Inc.’s Current Report on Form 8-K filed on March 29, 2022). |
| 10.22§† | Amendment, dated August 28, 2025, to Second Amended and Restated Employment Agreement between iHeartMedia, iHeartMedia Management Services, Inc. and Robert W. Pittman, dated March 28, 2022 (incorporated by reference to Exhibit 10.1 of iHeartMedia, Inc.’s Current Report on Form 8-K filed on September 2, 2025). |
| 10.23§† | Amended and Restated Employment Agreement between iHeartMedia, iHeartMedia Management Services, Inc. and Richard J. Bressler, dated March 28, 2022 (incorporated by reference to Exhibit 10.2 of iHeartMedia, Inc.’s Current Report on Form 8-K filed on March 29, 2022). |
| 10.24§ | Amendment, dated August 28, 2025, to Amended and Restated Employment Agreement between iHeartMedia, iHeartMedia Management Services, Inc. and Richard J. Bressler, dated March 28, 2022 (incorporated by reference to Exhibit 10.2 of iHeartMedia, Inc.’s Current Report on Form 8-K filed on September 2, 2025). |
| 10.25*§ | Second Amendment, dated November 25, 2025, to the Amended and Restated Employment Agreement between iHeartMedia, iHeartMedia Management Service, Inc. and Richard J. Bressler, dated March 28, 2022 |
| 10.26§ | Employment Agreement, effective September 5, 2019, between iHeartMedia, Inc. and Michael B. McGuinness (incorporated by reference to Exhibit 10.1 to iHeartMedia’s Quarterly Report on Form 10-Q filed on November 7, 2019). |
| 10.27§ | First Amendment to Employment Agreement, effective January 1, 2021, by and between iHeartMedia, Inc. and Michael B. McGuinness (Incorporated by reference to Exhibit 10.26 to the Form 10-K filed by iHeartMedia, Inc. filed on February 25, 2021). |
| 10.28§† | Second Amendment to the Employment Agreement between iHeartMedia Management Services, Inc. and Michael McGuinness, dated September 16, 2022 (incorporated by reference to Exhibit 10.1 of iHeartMedia, Inc.’s Current Report on Form 8-K filed on September 21, 2022). |
| 10.29§† | Third Amendment to the Employment Agreement between iHeartMedia Management Services, Inc. and Michael McGuinness, dated November 25, 2025 (incorporated by reference to Exhibit 10.1 of iHeartMedia, Inc.’s Current Report on Form 8-K filed on December 1, 2025). |
| 10.30§ | Form of Indemnification Agreement, between iHeartMedia, Inc. and its directors (incorporated by reference to Exhibit 10.1 of iHeartMedia, Inc.’s Current Report on Form 8-K/A filed on May 7, 2019). |
| 10.31§ | Form of Indemnification Agreement between iHeartMedia, Inc. and its executive officers (incorporated by reference to Exhibit 10.5 of iHeartMedia, Inc.’s Current Report on Form 8-K filed on June 5, 2019). |
| 10.32 | Aircraft Lease Agreement dated as of December 23, 2013 by and between FalconAgain Inc. and iHeartMedia + Entertainment, Inc. (Incorporated by reference to Exhibit 10.23 to the iHeartMedia, Inc. Annual Report on Form 10-K for the year ended December 31, 2013). |
| 10.33 | Amendment No. 1 dated November 1, 2017 to Aircraft Lease Agreement dated as of December 23, 2013 by and between FalconAgain, Inc. and iHeartMedia + Entertainment, Inc. (Incorporated by reference to Exhibit 10.30 to the Form 10-K filed by iHeartMedia, Inc. filed on February 27, 2020). |
| 10.34 | Amendment No. 2 effective January 14, 2019 to Aircraft Lease Agreement dated as of December 23, 2013 by and between FalconAgain, Inc. and iHeartMedia + Entertainment, Inc. (Incorporated by reference to Exhibit 10.31 to the Form 10-K filed by iHeartMedia, Inc. filed on February 27, 2020). |
| 10.35 | Amendment No. 3 effective May 1, 2023 to Aircraft Lease Agreement dated as of December 23, 2013 by and between FalconAgain, Inc. and iHeartMedia + Entertainment, Inc. (Incorporated by reference to Exhibit 10.1 to the Form 10-Q filed by iHeartMedia, Inc. filed on May 2, 2023). |
| 10.36§ | iHeartMedia, Inc. 2021 Long-Term Incentive Award Plan (incorporated by reference to Exhibit 99.1 to the Registration Statement on Form S-8 filed by iHeartMedia, Inc. on April 23, 2021). |
| 10.37§ | Amendment to the iHeartMedia, Inc. 2021 Long-Term Incentive Award Plan, effective May 18, 2023 (incorporated by reference to Exhibit 10.1 of iHeartMedia, Inc.'s Current Report on Form 8-K filed on May 19, 2023). |
| 10.38§ | Form of Non-Employee Director Restricted Stock Unit Award Agreement under the iHeartMedia, Inc. 2021 Long-Term Incentive Award Plan (incorporated by reference to Exhibit 10.2 of iHeartMedia Inc.'s Quarterly Report on Form 10-Q filed on August 5, 2021). |
| 10.39§ | Form of Performance-Vesting Restricted Stock Unit Award Agreement (for Pittman/Bressler), dated March 28, 2022, under the iHeartMedia, Inc. 2021 Long-Term Incentive Award Plan (incorporated by reference to Exhibit 10.3 of iHeartMedia, Inc.’s Current Report on Form 8-K filed on March 29, 2022). |
| 10.40§ | Form of Restricted Stock Unit Agreement for Deferred Cash Fees (for Directors) under the iHeartMedia, Inc. 2021 Long-Term Incentive Award Plan (incorporated by reference to Exhibit 10.2 of iHeartMedia Inc.’s Quarterly Report on Form 10-Q filed on August 4, 2022). |
| 10.41§ | Form of Deferred Restricted Stock Unit Agreement (for Directors) under the iHeartMedia, Inc. 2021 Long-Term Incentive Award Plan (incorporated by reference to Exhibit 10.3 of iHeartMedia Inc.’s Quarterly Report on Form 10-Q filed on August 4, 2022). |
| 10.42§ | Director Deferred Compensation Plan (incorporated by reference to Exhibit 10.1 of iHeartMedia Inc.’s Quarterly Report on Form 10-Q filed on August 8, 2024). |
| 10.43§ | 2023 Form of iHeartMedia, Inc. Performance Restricted Stock Unit Award Agreement (for Executive Officers) (incorporated by reference to Exhibit 10.3 of iHeartMedia, Inc.’s Quarterly Report on Form 10-Q filed on August 8, 2023). |
| 10.44§ | 2023 Form of iHeartMedia, Inc. Performance Restricted Stock Unit Award Agreement (for Pittman/Bressler) (incorporated by reference to Exhibit 10.4 of iHeartMedia, Inc.’s Quarterly Report on Form 10-Q filed on August 8, 2023). |
| 10.45§ | 2023 Form of iHeartMedia, Inc. Cash-Settled Performance Restricted Stock Unit Award Agreement (for Executive Officers) (incorporated by reference to Exhibit 10.5 of iHeartMedia, Inc.’s Quarterly Report on Form 10-Q filed on August 8, 2023). |
| 10.46§ | 2023 Form of iHeartMedia, Inc. Cash-Settled Performance Restricted Stock Unit Award Agreement (for Pittman/Bressler) (incorporated by reference to Exhibit 10.6 of iHeartMedia, Inc.’s Quarterly Report on Form 10-Q filed on August 8, 2023). |
| 10.47§ | 2023 Form of iHeartMedia, Inc. Cash-Settled Restricted Stock Unit Award Agreement (for Executive Officers) (incorporated by reference to Exhibit 10.7 of iHeartMedia, Inc.’s Quarterly Report on Form 10-Q filed on August 8, 2023). |
| 10.48§ | 2023 Form of iHeartMedia, Inc. Cash-Settled Restricted Stock Unit Award Agreement (for Pittman/Bressler) (incorporated by reference to Exhibit 10.8 of iHeartMedia, Inc.’s Quarterly Report on Form 10-Q filed on August 8, 2023). |
| 10.49§ | 2024 Form of iHeartMedia, Inc. Restricted Stock Unit Award Agreement (for Executive Officers) (incorporated by reference to Exhibit 10.47 to the iHeartMedia, Inc. Annual Report on Form 10-K filed on February 29, 2024). |
| 10.50§ | 2024 Form of iHeartMedia, Inc. Restricted Stock Unit Award Agreement (for Pittman/Bressler) (incorporated by reference to Exhibit 10.48 to the iHeartMedia, Inc. Annual Report on Form 10-K filed on February 29, 2024). |
| 10.51§ | 2024 Form of iHeartMedia, Inc. Performance Restricted Stock Unit Award Agreement (for Executive Officers) (incorporated by reference to Exhibit 10.49 to the iHeartMedia, Inc. Annual Report on Form 10-K filed on February 29, 2024). |
| 10.52§ | 2024 Form of iHeartMedia, Inc. Performance Restricted Stock Unit Award Agreement (for Pittman/Bressler) (incorporated by reference to Exhibit 10.50 to the iHeartMedia, Inc. Annual Report on Form 10-K filed on February 29, 2024). |
| 10.53§ | 2024 Form of iHeartMedia, Inc. Cash-Settled Restricted Stock Unit Award Agreement (for Executive Officers) (incorporated by reference to Exhibit 10.51 to the iHeartMedia, Inc. Annual Report on Form 10-K filed on February 29, 2024). |
| 10.54§ | 2024 Form of iHeartMedia, Inc. Cash-Settled Restricted Stock Unit Award Agreement (for Pittman/Bressler) (incorporated by reference to Exhibit 10.52 to the iHeartMedia, Inc. Annual Report on Form 10-K filed on February 29, 2024). |
| 10.55§ | 2024 Form of iHeartMedia, Inc. Cash-Settled Performance Restricted Stock Unit Award Agreement (for Executive Officers) (incorporated by reference to Exhibit 10.53 to the iHeartMedia, Inc. Annual Report on Form 10-K filed on February 29, 2024). |
| 10.56§ | 2024 Form of iHeartMedia, Inc. Cash-Settled Performance Restricted Stock Unit Award Agreement (for Pittman/Bressler) (incorporated by reference to Exhibit 10.54 to the iHeartMedia, Inc. Annual Report on Form 10-K filed on February 29, 2024). |
| 10.57* | 2026 Form of iHeartMedia, Inc. Restricted Stock Unit Award Agreement (for Pittman/Bressler) |
| 10.58* | 2026 Form of iHeartMedia, Inc. Cash-Settled Restricted Stock Unit Award Agreement (for Pittman/Bressler) |
| 10.59* | 2026 Form of iHeartMedia, Inc. Performance Restricted Stock Unit Award Agreement (for Executive Officers) |
| 10.60* | 2026 Form of iHeartMedia, Inc. Performance Restricted Stock Unit Award Agreement (for Pittman/Bressler) |
| 10.61* | 2026 Form of iHeartMedia, Inc. Cash-Settled Performance Restricted Stock Unit Award Agreement (for Executive Officers) |
| 10.62* | 2026 Form of iHeartMedia, Inc. Cash-Settled Performance Restricted Stock Unit Award Agreement (for Pittman/Bressler) |
| 10.63 | Transaction Support Agreement, dated as of November 6, 2024, among iHeartMedia, Inc., certain of its direct and indirect subsidiaries and certain lenders and holders (incorporated by referenced to Exhibit 10.1 of iHeartMedia, Inc.’s Current Report on Form 8-K filed on November 7, 2024). |
| 19.1 | Insider Trading Compliance Policy and Procedures (incorporated by reference to Exhibit 19.1 of iHeartMedia, Inc.'s Annual Report on Form 10-K filed on February 27, 2025). |
| 21* | Subsidiary Listing |
| 23* | Consent of Ernst & Young LLP |
| 31.1* | Certification of Principal Executive Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. |
| 31.2* | Certification of Principal Financial Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. |
| 31.3* | Certification of Principal Financial Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. |
| 32.1** | Certification of Principal Executive Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. |
| 32.2** | Certification of Principal Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. |
| 32.3** | Certification of Principal Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. |
| 97.1 | Policy for Recovery of Erroneously Awarded Compensation (incorporated by reference to Exhibit 97.1 of iHeartMedia Inc.’s Annual Report on Form 10-K filed on February 29, 2024). |
| 101.INS* | Inline XBRL Instance Document. - the Instance Document does not appear in the interactive data file because its XBRL tags are embedded within the Inline XBRL document. |
| 101.SCH* | Inline XBRL Taxonomy Extension Schema Document. |
| 101.CAL* | Inline XBRL Taxonomy Extension Calculation Linkbase Document. |
| 101.DEF* | Inline XBRL Taxonomy Extension Definition Linkbase Document. |
| 101.LAB* | Inline XBRL Taxonomy Extension Label Linkbase Document. |
| 101.PRE* | Inline XBRL Taxonomy Extension Presentation Linkbase Document. |
| 104* | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101) |
- Filed herewith.
** This exhibit is furnished herewith and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, or otherwise subject to the liability of that section, and shall not be deemed to be incorporated by reference into any filing under the Securities Act of 1933 or the Securities Exchange Act of 1934.
§ A management contract or compensatory plan or arrangement required to be filed as an exhibit pursuant to Item 601 of Regulation S-K.
† The annexes, schedules, and certain exhibits to this Exhibit have been omitted pursuant to Item 601(a)(5) of Regulation S-K. The Registrant hereby agrees to furnish supplementally a copy of any omitted annex, schedule or exhibit to the SEC upon request.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.