Welcome to our dedicated page for Gannett Co SEC filings (Ticker: GCI), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
USA TODAY Co., Inc. filings document the public-company record of the former Gannett Co., Inc., including operating results for the USA TODAY and USA TODAY Network publishing business, digital revenue trends, Digital Marketing Solutions activity, debt disclosures, and business outlook updates furnished on Form 8-K.
The filing record also covers the completed corporate name and ticker change, amendments to governing documents, annual meeting proxy materials, board and stockholder matters, executive compensation, equity awards, and governance disclosures tied to the company's media and digital publishing operations.
Gannett Co., Inc. (GCI) reported Q3 2025 results. Total revenue was $560.8 million, down from $612.4 million a year ago, as print and commercial revenue fell to $298.1 million and digital revenue declined to $262.7 million. The company posted a net loss of $39.2 million versus a $19.7 million loss last year, reflecting lower revenue and a $17.6 million tax provision. Operating costs and SG&A decreased year over year.
Year to date, revenue was $1.72 billion and net income was $31.8 million, aided by gains on asset sales and a tax benefit earlier in the year. Cash provided by operating activities was $71.0 million. The 2029 term loan principal declined to $748.6 million, with $116.4 million of prepayments year to date; total debt carrying value was $971.8 million. Cash and cash equivalents were $75.2 million, and total equity rose to $193.5 million. As of October 27, 2025, 147,108,750 common shares were outstanding.
Gannett Co., Inc. (GCI) reported that it issued a press release announcing its financial results for the third quarter ended September 30, 2025. The release is furnished as Exhibit 99.1 to this report under Item 2.02.
The company notes the information is furnished, not filed, under the Exchange Act. Gannett also highlights its website, including the Investor Relations and News and Events pages, as distribution channels for material company information.
Gannett Co., Inc. director John Jeffry Louis was granted 7,263 shares of common stock on 09/30/2025 as payment in lieu of a director retainer of $30,000. The shares were issued at a reported price of $4.13 and the filing shows 635,474 shares beneficially owned by the reporting person after the transaction. Several additional indirect holdings are listed, including 13,471 shares held in a Marital Trust and other trust interests totaling 13,351 shares. The grant was reported on a Form 4 signed by an attorney-in-fact on 10/02/2025 and is described as exempt under Rule 16b-3.
Gannett Co., Inc. director Amy Reinhard reported receiving 3,631 shares of Gannett common stock as compensation on 09/30/2025. The shares were issued in lieu of a $15,000 retainer and the transaction is described as exempt under Rule 16b-3, meaning it was an approved issuer arrangement for director compensation. The report shows a purchase price of $4.13 per share for this issuance and indicates Ms. Reinhard now beneficially owns 167,361 shares directly. The Form 4 was signed by an attorney-in-fact on behalf of the reporting person.
Apollo-affiliated funds disclosed ownership stakes in Gannett Co., Inc. Apollo Capital Management and related entities report shared beneficial ownership of 11,653,303 shares, representing 8.0% of Gannett's outstanding common stock. Apollo Credit Strategies Master Fund and related Apollo ST entities report shared ownership of 10,549,932 shares, representing 7.2% of the class. Smaller Apollo vehicles report additional positions (e.g., Atlas 202,987 shares; Accord+ 70,559 shares; PPF Credit Strategies 818,125 shares). All reporting persons indicate no sole voting or dispositive power and disclaim beneficial ownership beyond record holdings. Percentages are calculated from 146,617,081 shares outstanding as of July 28, 2025, per the issuer's quarterly report.
Two Seas Capital LP and affiliated persons reported beneficial ownership of 11,230,621 shares of Gannett Co., Inc. common stock, equal to 7.7% of the 146,629,832 shares outstanding used for the calculation as of June 30, 2025. The shares are held by Two Seas Global (Master) Fund LP and Two Seas Capital (TSC) serves as the registered investment adviser with sole voting and sole dispositive power over these shares.
The Schedule 13G filing includes a certification that the securities were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing control. The form is signed by Sina Toussi as Managing Member on August 13, 2025, and provides reporting-classification details for each reporting person.
Gannett Co., Inc. (GCI) – Form 4 insider activity for CEO & Chairman Michael Reed
On 6-Aug-2025 Reed exercised 113,378 restricted stock units (RSUs) into an equal number of common shares (code M). To satisfy associated tax withholdings, 57,880 shares were surrendered at $4.12 per share (code F). Following these actions, his direct common-stock holdings stand at 3,196,220 shares.
Derivative table disclosures show:
- 113,378 RSUs converted (code M) – two remaining tranches vest on the 2nd and 3rd anniversaries of the original 6-Aug-2024 grant.
- New award of 359,712 RSUs on 5-Aug-2025 under the 2023 Stock Incentive Plan (code A). These vest one-third annually over three years.
- Post-transaction derivative balance: 586,470 RSUs (226,758 from prior award plus 359,712 new).
No other transaction types, purchase agreements, or 10b5-1 plan indications were reported. The filing signals continued equity-based compensation and maintains substantial insider ownership, aligning management incentives but adding modest future dilution potential.
Gannett (GCI) Q2-25 10-Q highlights
- Revenue: $584.9 M, -8.6 % YoY; digital -4.7 %, print & commercial -11.6 %.
- Profitability: Pre-tax loss narrowed to $9.1 M (vs. $13.1 M). A $87.5 M tax benefit swung net to $78.4 M profit (EPS $0.42 diluted) vs. $13.7 M in Q2-24.
- Cost actions: Operating costs -8.2 %, SG&A -8 %, integration/reorg outlays $12.3 M→$ 19.8 M prior year. Severance expense $8.2 M.
- Cash & debt: End-quarter cash $88.5 M (-$17.8 M YTD). Term-loan amortization and note repurchases cut total debt to $989 M from $1.08 B 12/24; quarterly interest $24.4 M (-7 %). First-lien leverage covenants met.
- Cash flow: Operating cash $55.9 M (-3 % YoY); cap-ex $28.6 M; asset sales supplied $50.2 M, enabling $97.9 M of debt pay-downs.
- Segment trends: Domestic Gannett Media still 75 % of revenue; digital advertising grew 4 % to $87.9 M, but digital-only subs -7.8 %. DMS revenue -5 % to $117.5 M.
- Balance sheet: Equity up to $237 M from $153 M on profit and OCI gain; accumulated deficit <$1.0 B.
Key take-aways: Profitability improvement is tax-driven; core operations remain challenged by top-line declines despite cost cuts. Leverage trending lower, but cash burn and revenue contraction keep the turnaround risk elevated.