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Mediaco Holding Inc.

For the period ended Dec 31, 2024. Filed Apr 15, 2025.

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About this filing

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.

FY2024 · Filed Apr 15, 2025

MDIA$0.96-4.0%Stored close · as of Nov 10, 2026

Extracted filing text, with the paragraph anchors used by the comparison.

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Item 15. Exhibits and Financial Statement Schedules

Financial Statements

The financial statements filed as a part of this report are set forth under Item 8.

Financial Statement Schedules

No financial statement schedules are required to be filed with this report.

Exhibits

The following exhibits are filed or incorporated by reference as a part of this report:

Incorporated by Reference
ExhibitNumber · Exhibit Description · FiledHerewith · Form · PeriodEnding · Exhibit · FilingDate
1.1At-The-Market Sales Agreement, dated December 12, 2024, by and among MediaCo Holding, Inc., BTIG, LLC and Moelis & Company LLC.8-K1.112/13/2024
2.1*Asset Purchase Agreement by and among MediaCo Holding Inc., MediaCo Operations LLC, Estrella Broadcasting, Inc., and SLF LBI Aggregator, LLC, dated April 17, 2024.8-K2.14/18/2024
3.1Amended and Restated Articles of Incorporation of MediaCo Holding Inc., as amended.10-KT12/31/20193.13/27/2020
3.2Articles of Amendment to Articles of Amendment of Amended & Restated Articles of Incorporation.8-K3.13/27/2023
3.3Articles of Amendment to Amended & Restated Articles of Incorporation of MediaCo Holding Inc., dated April 17, 2014.8-K3.14/18/2024
3.4Amended and Restated Code of Bylaws of MediaCo Holding Inc.10-K12/31/20213.23/24/2022
4.1Description of Capital Stock.10-KT12/31/20194.13/27/2020
4.2Class A common stock Purchase Warrant issued by MediaCo Holding Inc. to SLF LBI Aggregator, LLC, dated April 17, 2024.8-K4.14/18/2024
10.1*Voting and Support Agreement, by and among Estrella Broadcasting, Inc., MediaCo Holding, Inc., and SG Broadcasting LLC, dated April 17, 2024.8-K10.14/18/2024
10.2†MediaCo Holding Inc. 2021 Equity Compensation Plan.Definitive ProxyEx. A4/2/2021
10.3Promissory Note, dated as of November 25, 2019, by MediaCo Holding Inc. in favor of Emmis Communications Corporation.8-K10.811/27/2019
10.4†Form of Restricted Stock Agreement under 2020 Equity Compensation Plan.10-Q6/30/202010.28/14/2020
10.5Term Loan Agreement dated as of April 17, 2024, between MediaCo Holding Inc., as Borrower, the financial institutions party thereto as lenders and WhiteHawk Capital Partners LP as Term Agent.8-K10.24/18/2024
10.6Second Lien Term Loan Agreement dated as of April 17, 2024, between MediaCo Holding Inc., as Borrower, the financial institutions party thereto as lenders and HPS Investment Partners, LLC as Term Agent.8-K10.34/18/2024
10.7Shareholders Agreement by and among MediaCo Holding Inc., SLF LBI Aggregator, LLC, and SG Broadcasting LLC, dated April 17, 2024.8-K10.44/18/2024
Incorporated by Reference
ExhibitNumberExhibit DescriptionFiledHerewithFormPeriodEndingExhibitFilingDate
10.8Registration Rights Agreement by and among MediaCo Holding Inc., SG Broadcasting LLC, and SLF LBI Aggregator, LLC, dated April 17, 2024.8-K10.54/18/2024
10.9Option Agreement by and among MediaCo Operations LLC, MediaCo Holding Inc., Estrella Broadcasting, Inc., Estrella Media, Inc., and the other parties named therein, dated April 17, 2024.10-Q10.69/18/2024
10.10Network Program Supply Agreement by and among MediaCo Operations LLC and Estrella Media, Inc., dated April 17, 2024.10-Q10.79/18/2024
10.11Network Affiliation Agreement by and among MediaCo Operations LLC and Estrella Media, Inc., dated April 17, 2024.10-Q10.89/18/2024
10.12First Amendment and Limited Consent to Credit Agreement dated as of September 10, 2024, by and between MediaCo Holding Inc., as Borrower, the financial institutions party thereto as lenders and WhiteHawk Capital Partners LP as Term Agent.8-K10.19/16/2024
10.13Limited Consent to Credit Agreement dated as of September 10, 2024, between MediaCo Holding Inc., as Borrower, the financial institutions party thereto as lenders and HPS Investment Partners, LLC, as Term Agent.8-K10.29/16/2024
10.14†Separation and General Release Agreement, dated as of October 1, 2024, by and between MediaCo Holding, Inc. and Ann C. Beemish.8-K99.110/7/2024
10.15Independent Contractor Consulting Agreement, dated as of October 1, 2024, by and between MediaCo Holding, Inc. and Ann C. Beemish.8-K99.210/7/2024
10.16Employee Leasing Agreement.8-K10.110/30/2024
19Amended and Restated Securities Trading Policy.X
21Subsidiaries of MediaCo Holding Inc.X
23Consent of Independent Registered Public Accounting FirmX
31.1Certification of Principal Executive Officer of MediaCo Holding Inc. pursuant to Rule 13a-14(a) under the Exchange ActX
31.2Certification of Principal Financial Officer of MediaCo Holding Inc. pursuant to Rule 13a-14(a) under the Exchange ActX
32.1Certification of Principal Executive Officer of MediaCo Holding Inc. pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002X
32.2Certification of Principal Financial Officer of MediaCo Holding Inc. pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002X
97†MediaCo Holding Inc. Compensation Recoupment Policy10-K12/31/2023974/1/2024
101.INSInline XBRL Instance DocumentX
101.SCHInline XBRL Taxonomy Extension Schema DocumentX
Incorporated by Reference
ExhibitNumberExhibit DescriptionFiledHerewithFormPeriodEndingExhibitFilingDate
101.CALInline XBRL Taxonomy Extension Calculation Linkbase DocumentX
101.LABInline XBRL Taxonomy Extension Labels Linkbase DocumentX
101.PREInline XBRL Taxonomy Extension Presentation Linkbase DocumentX
101.DEFInline XBRL Taxonomy Extension Definition Linkbase DocumentX
104Cover Page Interactive Data File (embedded within the Inline XBRL document)X
  • The Registrant will furnish supplementally a copy of any omitted schedule to the Securities and Exchange Commission upon request.

† Constitutes a management contract or compensatory plan or arrangement.

  • Annexes, schedules and/or exhibits have been omitted pursuant to Item 601(a)(5) of Regulation S-K. The Company agrees to furnish supplementally a copy of any omitted attachment to the SEC upon request.
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The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.