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TEGNA (TGNA)

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Earnings summaries and quarterly performance for TEGNA.

Recent press releases and 8-K filings for TGNA.

TEGNA Shareholders Approve Merger Agreement with Nexstar Media Group
TGNA
M&A
Proxy Vote Outcomes
  • TEGNA Inc. shareholders approved the Merger Agreement with Nexstar Media Group, Inc. at a special meeting held on November 18, 2025, with approximately 98% of the total shares voted in favor.
  • The transaction is expected to close by the second half of 2026, subject to regulatory approvals, after which TEGNA will become a Nexstar subsidiary and its shares will no longer trade on the New York Stock Exchange.
  • Shareholders did not approve, on an advisory (non-binding) basis, the executive compensation related to the Merger Agreement, with 114,148,241 votes against.
Nov 21, 2025, 10:15 PM
TEGNA Provides Supplemental Disclosures for Nexstar Merger Amid Shareholder Lawsuits
TGNA
M&A
Legal Proceedings
  • TEGNA Inc. filed supplemental disclosures to its Definitive Proxy Statement on November 10, 2025, regarding its merger with Nexstar Media Group, Inc., in response to three shareholder complaints filed in October 2025.
  • The complaints allege that the proxy statements contained false or misleading information, with shareholders seeking to enjoin the merger or obtain damages. TEGNA believes the claims are without merit but is making disclosures to avoid merger delays and litigation risks.
  • TEGNA's Board previously rejected an all-stock proposal from "Party A" on August 14, 2025, which claimed an implied value of $22 to $28 per share for TEGNA stockholders, opting instead for Nexstar's $22.00 per share all-cash offer due to perceived superior and more certain value.
  • As of August 8, 2025, Wall Street research analysts' forward stock price targets for TEGNA Common Stock ranged from $18.00 to $21.00 per share, with a mean of $20.13 and a median of $20.90.
Nov 10, 2025, 9:57 PM
Nexstar Reports Q3 2025 Results and Progress on TEGNA Acquisition
TGNA
Earnings
M&A
  • Nexstar Media Group reported a 12.3% decline in third-quarter 2025 revenue to approximately $1.2 billion, primarily driven by a 23.5% drop in advertising revenue due to the absence of political ads compared to the 2024 election cycle.
  • The company's net income fell sharply to $65 million from $180 million in the previous year, and adjusted EBITDA declined nearly 30% year-over-year to $358 million in Q3 2025.
  • Despite the revenue decline, Nexstar exceeded Wall Street analyst expectations, reporting diluted earnings per share (EPS) of $2.14 on $1.2 billion in revenue, surpassing the forecasted EPS of $1.83.
  • Nexstar is proceeding with its pending $6.2 billion acquisition of TEGNA Inc., which is expected to generate approximately $300 million in cost synergies.
Nov 7, 2025, 12:42 AM
TEGNA Receives Second Request from DOJ Regarding Nexstar Merger
TGNA
M&A
Legal Proceedings
Takeover Bid
  • On August 18, 2025, TEGNA Inc. entered into an Agreement and Plan of Merger with Nexstar Media Group, Inc., under which TEGNA will become a wholly-owned subsidiary of Nexstar.
  • The parties received a Second Request from the U.S. Department of Justice (DOJ) on October 30, 2025, which extends the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976.
  • Completion of the Merger is anticipated by the second half of 2026, contingent on the termination or expiration of the HSR Act waiting period and other closing conditions.
Oct 31, 2025, 9:00 PM