Getty Images and Shutterstock Receive Unconditional Antitrust Clearance from U.S. Department of Justice for Proposed Merger
Rhea-AI Summary
Getty Images (NYSE: GETY) and Shutterstock announced the U.S. Department of Justice has granted unconditional antitrust clearance for their proposed merger of equals on Feb 23, 2026, and the HSR waiting period expired without conditions.
The companies said the deal is expected to deliver substantial SG&A and CAPEX synergies after close while the UK Competition and Markets Authority Phase 2 review remains ongoing with a final decision due April 19, 2026.
Positive
- DOJ clearance received, removing a major U.S. regulatory hurdle
- Transaction expected to deliver substantial SG&A and CAPEX synergies post-close
- HSR waiting period expired without conditions, advancing deal timing
Negative
- CMA Phase 2 review remains active with final decision due April 19, 2026
- Regulatory uncertainty outside U.S. could still delay or condition closing
Key Figures
Market Reality Check
Peers on Argus
GETY slipped 0.23% while key peers like SSTK (+3.41%), ANGI (+4.08%), FVRR (+3.91%) and TBLA (+3.34%) were notably positive. Momentum scanner shows mixed moves (e.g., EVER down 2.2%, MAX up 2.04%), reinforcing this as stock-specific rather than a sector-wide move.
Previous Acquisition Reports
| Date | Event | Sentiment | Move | Catalyst |
|---|---|---|---|---|
| Jun 10 | Merger approval step | Positive | +11.8% | Shutterstock secured stockholder approval for its proposed merger with Getty Images. |
| Jan 07 | Merger announcement | Positive | +24.1% | Getty Images and Shutterstock announced merger of equals with detailed synergy and revenue goals. |
| Apr 02 | Content archive acquisition | Positive | -1.2% | Getty Images acquired specialist motorsport archive Motorsport Images to expand content library. |
For acquisition/merger headlines, GETY has mostly seen positive price reactions, with two clearly positive moves and one mild pullback.
Over the past two years, GETY’s acquisition and merger news has centered on building a larger visual content platform. On Jan 7, 2025, the announced merger of equals with Shutterstock outlined sizeable projected synergies and pro forma revenue, and the stock reacted strongly. On Jun 10, 2025, Shutterstock stockholder approval marked another key step and also prompted a double‑digit move. A smaller deal, the Apr 2, 2024 acquisition of Motorsport Images, saw a modest negative reaction. Today’s DOJ clearance fits into this ongoing merger-approval sequence.
Historical Comparison
In prior acquisition/merger headlines, GETY’s average move was 11.58%, with major steps in the Shutterstock merger drawing the strongest reactions. DOJ clearance represents another regulatory milestone in the same transaction path.
Acquisition-related news shows progression from announcing the Getty–Shutterstock merger, to shareholder approval, to continued regulatory review and clearance steps for closing the combination.
Market Pulse Summary
This announcement details unconditional DOJ antitrust clearance for the Getty–Shutterstock merger, while highlighting that UK CMA Phase 2 review continues with a final decision due by April 19. It fits into a sequence of prior S‑4 filings and shareholder approvals described in SEC documents. Investors may focus on remaining regulatory steps, the companies’ plans for SG&A and CAPEX synergies, and how integration affects Getty’s large creator base of 600,000 contributors and extensive editorial coverage.
Key Terms
hart-scott-rodino act regulatory
merger of equals financial
competition and markets authority regulatory
phase 2 review regulatory
forward-looking statements regulatory
form s-4 regulatory
prospectus regulatory
AI-generated analysis. Not financial advice.
NEW YORK, Feb. 23, 2026 (GLOBE NEWSWIRE) -- Getty Images Holdings, Inc. (NYSE: GETY) (“Getty Images”) and Shutterstock, Inc. (NYSE: SSTK) announced today that the United States Department of Justice (DOJ) has concluded its review of the companies’ proposed merger of equals and the applicable waiting period under the Hart-Scott-Rodino Act has expired, without conditions.
“We are very pleased with the DOJ’s decision in recognizing the merits of this transaction,” said Craig Peters, CEO, Getty Images. “With today’s DOJ clearance, we take a significant step forward in bringing together these two companies and unlocking opportunities to strengthen our financial foundation and invest in our future.”
Added Paul Hennessy, CEO, Shutterstock, “By combining our complementary strengths, we will be able to deliver even better service and support for customers and contributors over time. We will continue to work alongside Getty Images to secure the remaining necessary approval for this transaction.”
The merger transaction is expected to deliver substantial synergies across SG&A and CAPEX following close.
Prior to the DOJ’s decision, in the United Kingdom, the Competition and Markets Authority (CMA) issued its interim report on February 19 as part of the ongoing Phase 2 review. Getty Images and Shutterstock are actively engaged with the CMA ahead of the CMA’s final decision due by April 19, to further the CMA’s understanding of the Editorial market and how the merger enhances the combined company’s ability to serve customers, contributors, and partners in a highly competitive marketplace. Based on the merits of the transaction and market realities, Getty Images and Shutterstock remain hopeful that the CMA will reach a conclusion consistent with the DOJ and other regulators around the globe.
About Getty Images
Getty Images (NYSE: GETY) is a preeminent global visual content creator and marketplace that offers a full range of content solutions to meet the needs of any customer around the globe, no matter their size. Through its Getty Images, iStock and Unsplash brands, websites and APIs, Getty Images serves customers in almost every country in the world and is the first-place people turn to discover, purchase and share powerful visual content from the world’s best photographers and videographers. Getty Images works with almost 600,000 content creators and more than 355 content partners to deliver this powerful and comprehensive content. Each year Getty Images covers more than 160,000 news, sport and entertainment events providing depth and breadth of coverage that is unmatched. Getty Images maintains one of the largest and best privately-owned photographic archives in the world with millions of images dating back to the beginning of photography.
Through its best-in-class creative library and Custom Content solutions, Getty Images helps customers elevate their creativity and entire end-to-end creative process to find the right visual for any need. With the adoption and distribution of generative AI technologies and tools trained on permissioned content that include indemnification and perpetual, worldwide usage rights, Getty Images and iStock customers can use text to image generation to ideate and create commercially safe compelling visuals, further expanding Getty Images capabilities to deliver exactly what customers are looking for.
For Getty Images news and announcements, visit Getty Images’ Newsroom.
About Shutterstock
Shutterstock is in the business of turning ideas into impact. Powered by a global network of millions of creators and our cutting-edge technology, we provide businesses, creatives and brand leaders with the essential, universal ingredients to make their work more effective. Shutterstock is home to one of the world's largest and most diverse collections of high-quality licensable assets, data and AI solutions, advertising and distribution solutions, exclusive editorial content, and full-service studio production—delivering unparalleled resources to fuel great work.
Forward-Looking Statements
The statements in this press release, and any related oral statements, include forward-looking statements concerning Getty Images, Shutterstock, the proposed transaction described herein and other matters. All statements, other than historical facts, are forward-looking statements. Forward-looking statements may discuss goals, intentions and expectations as to future plans, trends, events, results of operations or financial condition, financings or otherwise, based on current beliefs and involve numerous risks and uncertainties that could cause actual results to differ materially from expectations. Forward-looking statements speak only as of the date they are made or as of the dates indicated in the statements and should not be relied upon as predictions of future events, as there can be no assurance that the events or circumstances reflected in these statements will be achieved or will occur or the timing thereof. Forward-looking statements can often, but not always, be identified by the use of forward-looking terminology including “believes,” “expects,” “may,” “will,” “should,” “could,” “might,” “seeks,” “intends,” “plans,” “pro forma,” “estimates,” “anticipates,” “designed,” or the negative of these words and phrases, other variations of these words and phrases or comparable terminology, but not all forward-looking statements include such identifying words. Forward-looking statements are based upon current plans, estimates and expectations that are subject to risks, uncertainties and assumptions. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary. The forward-looking statements in this press release relate to, among other things, obtaining applicable regulatory approvals on a timely basis or otherwise. A more fulsome discussion of the risks related to the proposed transaction has been included in the information statement and proxy statement/prospectus. For a discussion of factors that could cause actual results to differ materially from those contemplated by forward-looking statements, see the section captioned “Risk Factors” in each of Getty Images’ and Shutterstock’s Annual Report on Form 10-K, in the case of Getty Images for the fiscal year ended December 31, 2024 and in the case of Shutterstock for the fiscal year ended December 31, 2025 and other filings with the SEC. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those indicated or anticipated by such forward-looking statements. While the list of factors presented here is, and the list of factors presented in the information statement and proxy statement/prospectus is, considered representative, no such list should be considered to be a complete statement of all potential risks and uncertainties. Unlisted factors may present significant additional obstacles to the realization of forward-looking statements. Neither Getty Images nor Shutterstock assumes, and each hereby disclaims, any obligation to update forward-looking statements, except as may be required by law.
Additional Information about the Merger and Where to Find It
In connection with the proposed transaction, on March 31, 2025, Getty Images filed with the Securities and Exchange Commission (the “SEC”) a preliminary registration statement on Form S-4 that includes an information statement of Getty Images and a proxy statement of Shutterstock and that also constitutes a prospectus with respect to shares of Getty Images’ common stock to be issued in the proposed transaction (the “information statement and proxy statement/prospectus”). The registration statement was amended in a pre-effective amendment on Form S-4/A on April 28, 2025. The registration statement, as amended, was declared effective on April 30, 2025, and Getty Images filed a final prospectus on April 30, 2025. Each of Getty Images and Shutterstock may also file with or furnish to the SEC other relevant documents regarding the proposed transaction. This communication is not a substitute for the information statement and proxy statement/prospectus or any other document that Getty Images or Shutterstock has filed or may file with or furnish to the SEC. BEFORE MAKING ANY INVESTMENT DECISION, INVESTORS AND SECURITY HOLDERS ARE URGED TO READ THE INFORMATION STATEMENT AND PROXY STATEMENT/PROSPECTUS AND ALL OTHER RELEVANT DOCUMENTS THAT ARE OR WILL BE FILED WITH OR FURNISHED TO THE SEC, AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THESE DOCUMENTS, CAREFULLY AND IN THEIR ENTIRETY BECAUSE THEY CONTAIN OR WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION AND RELATED MATTERS. Investors and security holders may obtain free copies of the information statement and definitive proxy statement/prospectus and other documents containing important information about Getty Images, Shutterstock and the proposed transaction through the website maintained by the SEC at www.sec.gov. Copies of the documents filed with or furnished to the SEC by Getty Images are available free of charge on Getty Images’ website at investors.gettyimages.com or by contacting Getty Images’ Investor Relations department by email at investorrelations@gettyimages.com. Copies of the documents filed with or furnished to the SEC by Shutterstock are available free of charge on Shutterstock’s website at investor.shutterstock.com or by contacting Shutterstock’s Investor Relations department by email at IR@Shutterstock.com.
Media Contact:
anne.flanagan@gettyimages.com
FAQ
What did Getty Images (GETY) announce on February 23, 2026 about the merger with Shutterstock?
How will the DOJ clearance affect Getty Images (GETY) and Shutterstock's merger timeline?
What regulatory approval is still outstanding for Getty Images (GETY) after the DOJ decision?
What synergies did Getty Images (GETY) and Shutterstock cite from their proposed merger?
Where can Getty Images (GETY) investors find official documents about the proposed merger?
