Beasley extends springing maturity to 2025 on notes due 2028

Beasley Broadcast Group announced that its wholly owned subsidiary, Beasley Mezzanine Holdings, entered supplemental indentures for its 2028 notes.

Rhea-AI Filing Summary

Beasley Broadcast Group announced that its wholly owned subsidiary, Beasley Mezzanine Holdings, entered supplemental indentures for its 2028 notes. The change extends the springing maturity date—when all outstanding principal and accrued interest on these notes become due if the Issuer’s 8.625% Senior Secured Notes due 2026 remain outstanding—to November 14, 2025.

The updates apply to two note series: the 9.200% Senior Secured Second Lien Notes due 2028 and the 11.000% Senior Secured First Lien Notes due 2028. This adjustment refines the timing trigger tied to the remaining 2026 notes, without changing the 2028 final maturities.

Insights

Credit & Capital Structure Analyst

Springing maturity moved to Nov 14, 2025; neutral credit signal.

The company’s subsidiary amended indentures for its 2028 first- and second-lien notes, shifting the springing maturity trigger to November 14, 2025. If any 8.625% notes due 2026 remain outstanding on that date, the 2028 notes’ outstanding principal and accrued interest become payable.

This action centers on the timing of a cross-maturity trigger rather than changing final maturities. It lists a clear dependency on retiring or otherwise addressing the 2026 notes by the new date. Cash-flow treatment is not detailed beyond the trigger mechanics.

Key watchpoint is the status of the 8.625% notes due 2026 as of November 14, 2025. The impact depends on whether those notes remain outstanding on that date, which would activate the payment requirement on the 2028 instruments.

8-K Event Classification

2 items: 1.01, 9.01

2 items

Item 1.01 Entry into a Material Definitive Agreement Business

The company signed a significant contract such as a merger agreement, credit facility, or major partnership.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, or exhibit attachments filed with this report.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did BBGI change in its debt agreements?

A subsidiary executed supplemental indentures that extend the springing maturity date tied to its 2028 notes to November 14, 2025.

Which Beasley notes are affected by the change?

The 9.200% Senior Secured Second Lien Notes due 2028 and the 11.000% Senior Secured First Lien Notes due 2028.

What triggers the springing maturity under the new terms?

If any of the Issuer’s 8.625% Senior Secured Notes due 2026 remain outstanding on November 14, 2025, the 2028 notes become payable.

Does this change the final maturity of the 2028 notes?

No. The update adjusts the timing trigger; it does not change the 2028 final maturities.

Who executed the indenture changes for BBGI?

Beasley Mezzanine Holdings, LLC, a direct, wholly owned subsidiary of Beasley Broadcast Group, Inc.

Are interest rates on the affected notes disclosed?

Yes. The Second Lien Notes carry 9.200% and the First Lien Notes carry 11.000%, both due 2028.

AI-generated analysis. How Rhea-AI works. Not financial advice.

Understanding 8-K Material Events →

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google

Add on Google Not now

Accepted by SEC EDGAR 11/03/2025 - 05:16 PM Learn about SEC filing dates

BEASLEY BROADCAST GROUP INC NASDAQ DE false 0001099160 0001099160 2025-10-30 2025-10-30

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of report (Date of earliest event reported): October 30, 2025

BEASLEY BROADCAST GROUP, INC.

(Exact name of registrant as specified in its charter)

DELAWARE		000-29253		65-0960915
(State or Other Jurisdiction of Incorporation)		(Commission File Number)		(IRS Employer Identification No.)

3033 Riviera Drive, Suite 200, Naples, Florida 34103

(Address of Principal Executive Offices) (Zip Code)

Registrant’s telephone number, including area code: (239) 263-5000

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Class A Common Stock, par value $0.001 per share		BBGI		Nasdaq Capital Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 1.01 Entry Into a Material Definitive Agreement.

On October 30, 2025, Beasley Mezzanine Holdings, LLC (the “Issuer”), a direct, wholly owned subsidiary of Beasley Broadcast Group, Inc. (the “Company”), entered into supplemental indentures (the “Supplemental Indentures”) to the indentures governing each of its 9.200% Senior Secured Second Lien Notes due 2028 (the “Exchange Notes”) and 11.000% Senior Secured First Lien Notes due 2028 (the “New Notes” and, together with the Exchange Notes, the “Notes”).

Pursuant to the Supplemental Indentures, the springing maturity date on which the outstanding principal amount of, and all accrued and unpaid interest with respect to, all Notes will become payable to the extent that any of the Issuer’s existing 8.625% Senior Secured Notes due 2026 remain outstanding, has been extended to November 14, 2025. The foregoing description of the Notes and the Supplemental Indentures is not complete and is qualified in its entirety by reference to the full text of the Supplemental Indentures, copies of which are filed as Exhibits 99.1 and 99.2 to this Current Report on Form 8-K and are incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.		Description
99.1		Exchange Notes Supplemental Indenture, dated as of October 30, 2025.
99.2		New Notes Supplemental Indenture, dated as of October 30, 2025.
104		Cover Page Interactive Data File (embedded within the Inline XBRL document).

2

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

				BEASLEY BROADCAST GROUP, INC.
Date: November 3, 2025				By:		/s/ Chris Ornelas
						Chris Ornelas
						General Counsel and Secretary

3