Mediaco Holding Inc.
For the period ended Dec 31, 2025. Filed Mar 31, 2026.
View on SEC.govAbout 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.
FY2025 · Filed Mar 31, 2026
Extracted filing text, with the paragraph anchors used by the comparison.
See the whole filing, with its images and exhibitsContents
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 |
| 1.1 | At-The-Market Sales Agreement, dated December 12, 2024, by and among MediaCo Holding, Inc., BTIG, LLC and Moelis & Company LLC. | 8-K | 1.1 | 12/13/2024 | ||
| 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-K | 2.1 | 4/18/2024 | ||
| 2.2 | Equity Purchase Agreement, by and among MediaCo Operations LLC, MediaCo Holding Inc., and the Grantor Parties party thereto, dated February 7, 2025. | X | ||||
| 3.1 | Amended and Restated Articles of Incorporation of MediaCo Holding Inc., as amended. | 10-KT | 12/31/2019 | 3.1 | 3/27/2020 | |
| 3.2 | Articles of Amendment to Articles of Amendment of Amended & Restated Articles of Incorporation. | 8-K | 3.1 | 3/27/2023 | ||
| 3.3 | Articles of Amendment to Amended & Restated Articles of Incorporation of MediaCo Holding Inc., dated April 17, 2014. | 8-K | 3.1 | 4/18/2024 | ||
| 3.4 | Amended and Restated Code of Bylaws of MediaCo Holding Inc. | 10-K | 12/31/2021 | 3.2 | 3/24/2022 | |
| 4.1 | Description of Capital Stock. | 10-KT | 12/31/2019 | 4.1 | 3/27/2020 | |
| 4.2 | Class A common stock Purchase Warrant issued by MediaCo Holding Inc. to SLF LBI Aggregator, LLC, dated April 17, 2024. | 8-K | 4.1 | 4/18/2024 | ||
| 10.1* | Voting and Support Agreement, by and among Estrella Broadcasting, Inc., MediaCo Holding, Inc., and SG Broadcasting LLC, dated April 17, 2024. | 8-K | 10.1 | 4/18/2024 | ||
| 10.2† | MediaCo Holding Inc. 2021 Equity Compensation Plan. | Definitive Proxy | Ex. A | 4/2/2021 | ||
| 10.3 | Promissory Note, dated as of November 25, 2019, by MediaCo Holding Inc. in favor of Emmis Communications Corporation. | 8-K | 10.8 | 11/27/2019 | ||
| 10.4† | Form of Restricted Stock Agreement under 2020 Equity Compensation Plan. | 10-Q | 6/30/2020 | 10.2 | 8/14/2020 | |
| 10.5 | Term 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-K | 10.2 | 4/18/2024 | ||
| 10.6 | Second 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-K | 10.3 | 4/18/2024 | ||
| Incorporated by Reference | ||||||
|---|---|---|---|---|---|---|
| ExhibitNumber | Exhibit Description | FiledHerewith | Form | PeriodEnding | Exhibit | FilingDate |
| 10.7 | Shareholders Agreement by and among MediaCo Holding Inc., SLF LBI Aggregator, LLC, and SG Broadcasting LLC, dated April 17, 2024. | 8-K | 10.4 | 4/18/2024 | ||
| 10.8 | Registration Rights Agreement by and among MediaCo Holding Inc., SG Broadcasting LLC, and SLF LBI Aggregator, LLC, dated April 17, 2024. | 8-K | 10.5 | 4/18/2024 | ||
| 10.9 | Option 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-Q | 10.6 | 9/18/2024 | ||
| 10.10 | Network Program Supply Agreement by and among MediaCo Operations LLC and Estrella Media, Inc., dated April 17, 2024. | 10-Q | 10.7 | 9/18/2024 | ||
| 10.11 | Network Affiliation Agreement by and among MediaCo Operations LLC and Estrella Media, Inc., dated April 17, 2024. | 10-Q | 10.8 | 9/18/2024 | ||
| 10.12 | First 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-K | 10.1 | 9/16/2024 | ||
| 10.13 | Limited 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-K | 10.2 | 9/16/2024 | ||
| 10.14† | Separation and General Release Agreement, dated as of October 1, 2024, by and between MediaCo Holding, Inc. and Ann C. Beemish. | 8-K | 99.1 | 10/7/2024 | ||
| 10.15 | Independent Contractor Consulting Agreement, dated as of October 1, 2024, by and between MediaCo Holding, Inc. and Ann C. Beemish. | 8-K | 99.2 | 10/7/2024 | ||
| 10.16 | Employee Leasing Agreement. | 8-K | 10.1 | 10/30/2024 | ||
| 10.17† | MediaCo Holding Inc. 2025 Equity Compensation Plan | Definitive Proxy | Ex. A | 6/27/2025 | ||
| 10.18† | Employment Agreement between MediaCo Holding Inc. and Albert Rodriguez, dated November, 21, 2025. | X | ||||
| 10.19† | Employment Agreement between MediaCo Holding Inc. and Debra DeFelice, dated November, 21, 2025. | X | ||||
| 19 | Amended and Restated Securities Trading Policy. | 10-K | 12/31/2024 | 19 | 4/15/2025 | |
| 21 | Subsidiaries of MediaCo Holding Inc. | X | ||||
| 23.1 | Consent of Independent Registered Public Accounting Firm - Deloitte & Touche LLP | X | ||||
| 23.2 | Consent of Independent Registered Public Accounting Firm - Ernst & Young LLP | X | ||||
| 31.1 | Certification of Principal Executive Officer of MediaCo Holding Inc. pursuant to Rule 13a-14(a) under the Exchange Act | X | ||||
| 31.2 | Certification of Principal Financial Officer of MediaCo Holding Inc. pursuant to Rule 13a-14(a) under the Exchange Act | X | ||||
| Incorporated by Reference | ||||||
|---|---|---|---|---|---|---|
| ExhibitNumber | Exhibit Description | FiledHerewith | Form | PeriodEnding | Exhibit | FilingDate |
| 32.1 · Certification 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 2002 · X | ||||||
| 32.2 · Certification 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 2002 · X | ||||||
| 97† | MediaCo Holding Inc. Compensation Recoupment Policy | 10-K | 12/31/2023 | 97 | 4/1/2024 | |
| 101.INS | Inline XBRL Instance Document | X | ||||
| 101.SCH | Inline XBRL Taxonomy Extension Schema Document | X | ||||
| 101.CAL | Inline XBRL Taxonomy Extension Calculation Linkbase Document | X | ||||
| 101.LAB | Inline XBRL Taxonomy Extension Labels Linkbase Document | X | ||||
| 101.PRE | Inline XBRL Taxonomy Extension Presentation Linkbase Document | X | ||||
| 101.DEF | Inline XBRL Taxonomy Extension Definition Linkbase Document | X | ||||
| 104 | Cover 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.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.