Every 8-K that Beasley Broadcasting Group Inc (BBGI) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A 8-K covers material events a company has to report between its quarterly reports, so if you follow BBGI and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full BBGI filings page.
BEASLEY BROADCAST GROUP, INC. (BBGI) reports that on August 19, 2026 it received written notice from the Listing Qualifications Department of The Nasdaq Stock Market LLC confirming that the company has regained compliance with the Minimum Stockholders’ Equity Requirement for continued listing on The Nasdaq Capital Market and that the matter is now closed. The requirement under Nasdaq Listing Rule 5550(b)(1) is to maintain at least $2,500,000 in stockholders’ equity. The company had previously received a notice of non-compliance from Nasdaq on April 13, 2026. BBGI’s Class A Common Stock continues to be listed and traded on The Nasdaq Capital Market under the ticker symbol BBGI.
Beasley Broadcast Group, Inc. (BBGI) filed an 8-K furnishing an August 2026 investor presentation outlining its multi‑platform audio strategy and financial profile. The company operates 49 AM/FM stations across 9 U.S. markets, reaching about 29 million listeners monthly through broadcast, streaming, podcasts, and digital.
The presentation shows total net revenue declining from $247.1 million in 2023 to $205.9 million in 2025, while digital net revenue rose from $46.4 million to $49.5 million and reached 24.0% of 2025 revenue. Adjusted EBITDA moved from $25.8 million (10.7% margin) in 2024 to $10.5 million (5.1% margin) in 2025, with the company executing about $40 million of annualized cost reductions and cutting corporate overhead to $14.4 million in 2025.
For Q2 2026, revenue was $44.1 million versus $53.0 million a year earlier, but Adjusted EBITDA increased to $5.3 million and margin to 12.0%. Management presents outlook targets including $202.5 million FY2028 net revenue, $29.8 million Adjusted EBITDA (14.7% margin), and $20.6 million unlevered free cash flow, plus roughly $50 million of identified revenue enhancement opportunities. The deck also describes an out‑of‑court restructuring of 10.000% Senior Secured Second Lien PIK Notes due 2027, a new $35 million asset‑based revolver, and notes that the second‑lien PIK notes convert into 95% of common equity at maturity.
Beasley Broadcast Group reported second quarter 2026 net revenue of $44.1 million, with same-station net revenue down 9.6% amid weakness in traditional national and local agency advertising. GAAP net income was $84.3 million, largely driven by a $91.8 million gain on debt restructuring.
Adjusted EBITDA (non-GAAP) rose to $5.3 million from $4.7 million a year earlier as operating expenses declined 13.2% and corporate expenses fell 37.3%, reflecting roughly $30 million in annualized cost savings over the prior twelve months. Digital revenue was $11.7 million, down 11.6% year-over-year but up 7.1% on a same-station basis, and represented 26% of net revenue with a 15.4% digital segment operating margin.
Through exchanges and repurchases completed on May 1, 2026, the company reduced total outstanding debt by $95 million, including a 46% reduction in second lien debt, contributing to long‑term debt of $144.8 million and stockholders’ equity of $38.8 million as of June 30, 2026.
Beasley Broadcast Group, Inc. reported that it is postponing the release of its financial results for the fiscal quarter ended June 30, 2026, as well as the related conference call and webcast. The company states that it needs additional time to finalize the tax accounting treatment of a refinancing and debt restructuring that was completed during the same quarter.
Beasley expects to hold the rescheduled Q2 2026 earnings conference call and webcast on or before Friday, August 14, 2026, and plans to announce the new date and time in a subsequent press release. The postponement itself, and the associated press release, are provided as furnished information under securities laws rather than as filed information.
The company also highlights its multi-platform media operations, including ownership of 49 AM and FM stations in 9 U.S. markets, which collectively reach roughly 18 million unique consumers weekly across broadcast and digital channels.
Beasley Broadcast Group, Inc. held its 2026 annual stockholder meeting on July 22, 2026 in Naples, Florida. Stockholders elected all seven director nominees to serve until the next annual meeting or until successors are elected and qualified, with support levels generally above 8.5 million votes for each nominee when all classes of common stock are counted.
Stockholders also approved, on an advisory basis, the compensation of the company’s named executive officers, with 8,648,534 votes in favor, 47,869 against, 460 abstentions and 327,824 broker non-votes. In addition, they ratified the appointment of Crowe LLP as independent registered public accounting firm for the year ending December 31, 2026, with 9,004,565 votes for, 9,303 against and 10,819 abstentions.
Beasley Broadcast Group entered an Equity Distribution Agreement that allows “at-the-market” sales of its Class A common stock with an aggregate offering price of up to $5,235,810 million. The company can sell shares from time to time on Nasdaq or through negotiated transactions using Noble Capital Markets as sales agent.
These shares will be issued under an already effective shelf registration statement, together with a base prospectus and a June 12, 2026 prospectus supplement. The agreement includes customary conditions, indemnification and termination rights, and explicitly states it does not itself constitute an offer to sell securities.
Beasley Broadcast Group, Inc. amended its certificate of incorporation to add governance and structural provisions tied to previously issued debt that could later shift control of the company. The amendment became effective at 11:59 p.m. Eastern Time on June 4, 2026.
On May 1, 2026, a wholly owned subsidiary issued $98,475,254 of 10.000% Senior Secured Second Lien PIK Notes due 2027. Starting December 31, 2027, or after an event of default, holders of a majority of these notes may elect to convert them into Class A and Class B common stock.
Upon an equity conversion, and subject to required FCC approvals and foreign ownership rules, all outstanding notes would convert into shares representing up to 95% of the fully diluted common equity, with the percentage reduced to 90%, 85% or 80% if specified principal repayment thresholds are met. These mechanics may result in a future change in control of the company.
Beasley Broadcast Group reported first quarter 2026 net revenue of $42.6 million, down from $48.9 million a year earlier, mainly due to weakness in traditional agency advertising. On a same-station basis, net revenue declined 6.7%.
Despite lower revenue, operating income improved to $7.7 million from a loss of $0.3 million, largely driven by gains from the sale of all Fort Myers, Florida stations. Net income swung to a profit of $3.2 million, or $1.77 per diluted share, compared with a loss of $2.7 million, or $(1.50) per share.
Underlying profitability remained pressured, with Adjusted EBITDA at $(0.4) million versus $1.1 million in the prior-year quarter. Digital revenue was $10.7 million, flat year-over-year but up 18.2% on a same-station basis, and represented 25% of net revenue with a digital segment operating margin of 15.5%. As of March 31, 2026, long-term debt was $217.5 million and stockholders’ deficit was $46.1 million.
Beasley Broadcast Group, Inc. expanded its Board of Directors from six to seven members and appointed Jeffrey D. Goldberg to fill the new seat, effective immediately. He will also serve on the Board’s Strategic Alternatives Committee.
Goldberg will receive $85,000 in annual cash compensation, including a $65,000 board retainer, a $7,500 fee for serving on the Strategic Alternatives Committee, and $12,500 of additional cash consideration. He brings extensive executive and board experience in health care services and technology. The company states there are no related party transactions with Goldberg reportable under Item 404(a) of Regulation S-K, and notes that he was elected pursuant to an Amended and Restated Transaction Support Agreement dated April 27, 2026.
Beasley Broadcast Group, Inc. completed a debt restructuring and new financing package. Its subsidiary issued $98,475,254 of 10.000% Senior Secured Second Lien PIK Notes due 2027 in exchange for existing 9.200% second-lien notes, with holders of approximately $184,056,000 principal amount participating.
The 2027 PIK Notes mature on December 31, 2027, but include a springing maturity that can accelerate repayment if asset sale or financing milestones or certain covenant breaches occur. A majority of noteholders can later elect to convert all notes into equity representing up to 95% of fully diluted Class A and B shares, subject to FCC approvals and reductions if principal is repaid in cash.
The company also entered into a new $35.0 million secured asset-based revolving credit facility, expandable to $45.0 million, maturing no later than the springing maturity date or May 1, 2029. This ABL facility bears interest at a floating rate of at least 6.75% and includes borrowing base limits, minimum liquidity requirements and customary covenants and events of default.
Beasley Broadcast Group, Inc. announced the expiration and final results of refinancing transactions involving its senior secured notes. The company’s subsidiary offered an exchange of 9.200% Senior Secured Second Lien Notes due 2028 for new 10.000% Senior Secured Second Lien PIK Notes due 2027 at a 50% exchange ratio.
In the Tender Offer, $15,899,000 aggregate principal amount of 11.000% Senior Secured First Lien Notes due 2028, representing 100% of that series, were validly tendered and accepted for purchase. Of this, $15.9 million was purchased on March 30, 2026 and $15.0 million remain outstanding.
In the Exchange Offer, holders tendered $184,056,000 of Existing Second Lien Notes, representing 99.53% of that series, which were accepted for exchange. The company also obtained the requisite consents to adopt proposed amendments to the indentures governing both note series, including releasing collateral securing the Existing Second Lien Notes. The offers are expected to settle and the amendments to be effected on or around April 30, 2026, subject to conditions, and the new 2027 PIK Notes are being issued in a private offering exempt from Securities Act registration.
Beasley Broadcast Group, Inc. reported that Nasdaq has notified the company it no longer meets the minimum stockholders’ equity requirement for continued listing on The Nasdaq Capital Market. Nasdaq Listing Rule 5550(b)(1) requires at least $2,500,000 in stockholders’ equity.
In its Form 10-K for the year ended December 31, 2025, the company reported a stockholders’ deficit of $49,330,431, far below this standard, and it also does not meet Nasdaq’s alternative continued listing criteria. The company’s Class A common stock continues trading under “BBGI” while it prepares and plans to submit a compliance plan to Nasdaq by May 28, 2026, which could allow up to October 10, 2026 to regain compliance if Nasdaq accepts the plan.
Beasley Broadcast Group reported weak fourth quarter and full-year 2025 results, driven by a large non-cash impairment and softer ad markets. Net revenue for the quarter ended December 31, 2025 was $53.1 million, down 21.1%, or 6.8% on a same-station basis after adjusting for prior-year political revenue.
The company recorded a fourth quarter operating loss of about $230.0 million, including a $224.8 million impairment of FCC licenses, leading to a net loss of roughly $189.2 million, or $104.87 per diluted share. Adjusted EBITDA fell to $0.8 million from $10.7 million a year earlier. For 2025, net revenue was $205.9 million and the net loss was $196.5 million, or $109.27 per diluted share.
Digital remained a relative bright spot, with 2025 digital revenue rising 5.9% to $49.5 million and representing 24.0% of net revenue, while digital segment operating margin reached 23.9%. Management highlighted approximately $30 million of annualized cost reductions over 18 months and expects a debt exchange with second lien bondholders to cut total debt to about $110 million from $220 million upon closing, subject to bondholder participation.
Beasley Broadcast Group, Inc. entered a Transaction Support Agreement with major noteholders to pursue a comprehensive refinancing of its 2028 senior secured notes. Holders of 98.7% of the 11.000% First Lien Notes and 76.5% of the 9.200% Second Lien Notes have agreed to support the plan, subject to conditions.
The deal includes exchanging all Existing Second Lien Notes into 10.000% Senior Secured Second Lien PIK Notes due 2027 at 50% of principal and a tender offer to repurchase up to $15,899,000 of First Lien Notes at par. The new 2027 PIK Notes carry a springing maturity as early as September 30, 2027 and an equity conversion feature that can deliver up to 95% of Beasley’s fully diluted Class A and Class B equity to PIK noteholders, subject to FCC approvals and prior cash repayments. Supporting holders also gain significant governance rights, including appointment of independent directors and influence over strategic alternatives and any insolvency filing.
Beasley Broadcast Group, Inc. disclosed that its wholly owned subsidiary, Beasley Mezzanine Holdings, LLC, has elected to use a 30-day grace period instead of making scheduled interest payments due on February 1, 2026. The deferred payments total approximately $8.5 million on 9.200% senior secured second lien notes due 2028 and approximately $1.7 million on 11.000% senior secured first lien notes due August 1, 2028.
The company states this election is permitted under the note indentures and does not currently constitute an Event of Default, and that its business operations and obligations to advertisers, employees, suppliers, and other stakeholders are not impacted. Beasley is in active discussions with various stakeholders about potential alternatives to restructure its outstanding debt and improve financial flexibility, but no agreement has been reached and the timing and outcome remain uncertain.
Beasley Broadcast Group reported that its subsidiary, Beasley Mezzanine Holdings, entered into supplemental indentures for its 9.200% Senior Secured Second Lien Notes due 2028 and 11.000% Senior Secured First Lien Notes due 2028. The amendments extend the springing maturity date tied to any remaining 8.625% Senior Secured Notes due 2026 to January 31, 2026.
The changes also address past and future asset sales and provide certain flexibility to incur debt. For the first‑lien notes, new default conditions were added related to compliance with agreements with holders of a majority of those notes. For the second‑lien notes, the Issuer’s capacity to enter into a receivables facility was increased, with assets permitted to be pledged, provided proceeds are used to repay the first‑lien notes.
Beasley Broadcast Group (BBGI) furnished an 8-K announcing financial results for the fiscal quarter ended September 30, 2025. The results were released via a press release attached as Exhibit 99.1.
The information under Item 2.02, including Exhibit 99.1, is furnished under General Instruction B.2 and is not deemed filed under the Exchange Act.
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.
Beasley Broadcast Group, Inc. reported that the 12-month silent period for WAEC-AM in Atlanta, GA expired and the station's Federal Communications Commission broadcast license was terminated. The company sold the remaining WAEC-AM transmitter equipment to BFT for $0.1M. The filing is presented as a material event notice on an 8-K and documents the closure of WAEC-AM's regulatory status and disposition of physical assets tied to that station.
Beasley Broadcast Group, Inc. furnished an update on its business by reporting that it issued a press release announcing financial results for the fiscal quarter ended June 30, 2025. The company submitted this press release as Exhibit 99.1 to a current report, allowing investors to access a detailed discussion of its quarterly performance. The information contained in the press release and related exhibit is being furnished under the securities laws rather than treated as filed, which affects how it is used for certain liability purposes and in other regulatory documents.
Beasley Broadcast Group (Nasdaq:BBGI) filed an 8-K disclosing results of its 25 June 2025 Annual Meeting and adoption of the 2025 Equity Incentive Award Plan.
Shareholders approved the plan, reserving 300,000 Class A shares for equity awards, elected all six directors, backed executive pay (98.9% support) and set a 1-year say-on-pay frequency. They also ratified Crowe LLP as auditor (99.1% support). No director departures or operational updates were reported.