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Integral Ad Science Holding Corp. SEC Filings

IAS Nasdaq

Welcome to our dedicated page for Integral Ad Science Holding SEC filings (Ticker: IAS), 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.

The SEC filings for Integral Ad Science Holding Corp. (historically trading under the symbol IAS on the Nasdaq Global Select Market) provide a detailed record of its financial performance, corporate actions, and the transaction that took the company private. These documents are central for understanding IAS's historical operations as a media measurement and optimization platform focused on digital advertising quality, brand safety, and transparency.

Investors and researchers can use IAS’s annual reports on Form 10-K and quarterly reports on Form 10-Q to review condensed consolidated financial statements, including revenue categories such as optimization revenue, measurement revenue, and publisher revenue. These filings also describe operating expenses, stock-based compensation, internal use software development, goodwill and intangible assets, and other elements that reflect IAS’s scale as a technology-driven media measurement business.

Current reports on Form 8-K capture material events and strategic milestones. For example, Forms 8-K filed on September 24, 2025 and December 23, 2025 describe the Agreement and Plan of Merger with an affiliate of Novacap Management Inc. and the subsequent completion of the merger. The December 23, 2025 filing explains that a Novacap-affiliated acquisition subsidiary merged with and into IAS, that IAS became a wholly owned subsidiary of the acquiring parent, and that each share of IAS common stock (with specified exceptions) was converted into the right to receive cash. The same filing discusses IAS’s request to delist its common stock from Nasdaq via Form 25 and its intention to file Form 15 to terminate registration and suspend Exchange Act reporting obligations.

Other 8-K filings document items such as amendments to credit agreements, creation or termination of credit facilities, and the announcement of quarterly financial results. Together, these filings trace IAS’s capital structure, debt arrangements, and key financial disclosures over time.

On Stock Titan’s IAS filings page, users can access these historical SEC documents and benefit from AI-powered summaries that explain the contents of lengthy forms, including 10-Ks, 10-Qs, and 8-Ks, in more accessible language. Real-time updates from EDGAR ensure that material events such as mergers, delistings, and changes in control are reflected promptly. In addition, Form 4 and other ownership-related filings, where available, can help users analyze historical insider equity awards and transactions during the period when IAS was publicly traded.

Because IAS has completed a merger and moved to delist and deregister its common stock, the SEC filings now serve primarily as a historical record of its time as a public company, its financial trajectory, and the terms under which it became a privately held subsidiary of a Novacap-affiliated entity.

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Integral Ad Science Holding Corp. has completed a merger in which it became a wholly owned subsidiary of Igloo Group Parent, Inc. According to this insider report, entities affiliated with Vista Equity Partners held a total of 65,010,001 shares of IAS common stock. At the effective time of the merger on 12/23/2025, each of these shares was automatically cancelled and converted into the right to receive $10.30 in cash per share, without interest.

The filing explains that the shares were spread across several Vista funds, with control and management entities that may be deemed beneficial owners, though they all disclaim beneficial ownership beyond their economic interest. This transaction reflects the cash-out of Vista’s large equity position as part of the going-private merger.

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Rhea-AI Summary

Integral Ad Science Holding Corp. completed its sale to Igloo Group Parent, Inc., an affiliate of Novacap, in an all‑cash merger valuing the company at approximately $1.6 billion. Each outstanding share of common stock (other than excluded and appraisal shares) was converted into the right to receive $10.30 in cash.

In connection with the closing, the company entered into a new Credit Agreement with Royal Bank of Canada and terminated its prior credit facility, releasing related liens and guarantees. The merger triggered a change in control, with the company becoming a wholly owned subsidiary of Parent, all pre‑merger directors resigning, and Merger Sub’s directors assuming board roles.

Company stock was halted and will be delisted from Nasdaq, followed by deregistration and suspension of SEC reporting. Equity awards were converted into cash or replacement awards, and the CEO and CFO received retention bonus agreements of $4.0 million and $0.6 million, respectively, subject to service-based vesting.

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Integral Ad Science Holding Corp. filed an update related to its previously announced merger, voluntarily adding supplemental disclosures to its definitive information statement.

The new language clarifies the board’s review of management’s financial forecasts, including 2024 Forecasts, February 2025 Forecasts, and August 2025 Forecasts covering fiscal years 2024 through 2029, and how these were used in evaluating strategic alternatives and the proposed merger with Igloo Group Parent, Inc. and its subsidiary.

The filing also restates parts of the background section describing negotiations and the draft merger agreement with a financial sponsor buyer, and includes an extended forward-looking statements disclaimer highlighting risks that the merger may not close, potential regulatory and legal hurdles, business disruption, retention of key personnel, and broader economic and industry conditions.

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Integral Ad Science Holding Corp. (IAS) entered into a definitive merger agreement under which affiliates of Novacap (Igloo Group Parent, Inc. and Merger Sub) will acquire IAS in an all-cash transaction. At closing, each share of IAS common stock will be converted into the right to receive $10.30 per share, with no equity rolling into the new parent.

On September 24, 2025, stockholders affiliated with Vista and Atlas delivered written consent covering 87,732,772 shares, about 52.6% of voting power, adopting the merger; no further stockholder action is required. Non‑consenting holders have appraisal rights if they follow Delaware procedures within 20 days of the November 7, 2025 mailing. Financing includes up to $857.8 million in equity commitments and debt facilities of a $1.0 billion term loan plus a $150 million revolver. Antitrust filings were made October 24, 2025, and required approvals remain outstanding. Termination fees are $52.5 million (company) and $100 million (parent). As of October 15, 2025, 167,854,529 shares were outstanding. Equity awards will be cashed out or converted per award type, as specified.

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Integral Ad Science (IAS) – Form 4: The company’s Chief Executive Officer, who also serves as a director, reported a sale of 12,180 shares of common stock on 11/05/2025, coded “S”. The sale was a mandatory transaction to cover tax liabilities tied to the settlement of market stock units. The weighted average price was $10.24 per share, with individual trades ranging from $10.23 to $10.25. Following the transaction, the reporting person directly beneficially owns 417,742 shares.

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Integral Ad Science (IAS) reported an insider equity transaction by its Chief Executive Officer and Director. On 11/02/2025, the executive acquired 23,893 shares of common stock at $0 following the vesting and settlement of market stock units (transaction code M). After this event, the executive beneficially owned 429,922 shares directly.

The related derivative position reflects market stock units tied to share price performance; 125,029 derivative securities were reported as beneficially owned after the transaction.

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Integral Ad Science (IAS) filed its Q3 2025 10‑Q and disclosed a definitive all‑cash merger agreement. Revenue rose to $154,358 for the quarter, up from $133,528 a year ago. Operating income was $7,574 versus $20,187, and net income was $7,045 versus $16,089. For the nine months, revenue reached $437,628 with net income of $31,446.

Liquidity strengthened: cash and cash equivalents were $129,204 at September 30, 2025, up from $84,469 year‑end, and long‑term debt was reduced to $0 from $34,189, aided by $109,719 of operating cash flow year‑to‑date. IAS agreed to be acquired by affiliates of Novacap for $10.30 per share in cash, with customary conditions and regulatory approvals; closing is expected in Q4 2025 and not before November 23, 2025. The agreement includes termination fees of $52.5 million (company) and $100.0 million (parent). On October 30, 2025, 167,854,529 common shares were outstanding.

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Integral Ad Science Holding Corp. (IAS) furnished an update on its recent performance. The company announced it issued a press release with financial results for the quarter ended September 30, 2025.

The press release is provided as Exhibit 99.1 under Item 2.02 and is furnished—not deemed filed—under the Exchange Act. No additional financial details are included in this notice.

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Integral Ad Science Holding Corp. agreed to be acquired by Igloo Group Parent, affiliates of Novacap, via a merger in which each share of Company Common Stock will be converted into $10.30 in cash, without interest, subject to the Merger’s conditions.

On September 24, 2025, stockholders holding 87,732,772 shares (approximately 52.6% voting power) delivered a written consent adopting the Merger Agreement, so no further stockholder vote is required. Holders other than the consenting stockholders may seek appraisal under Delaware law to receive judicially determined fair value.

The buyer obtained financing commitments including an equity contribution of up to $857,800,000 and debt facilities of a $1,000,000,000 term loan and a $150,000,000 revolver. Jefferies provided a financial fairness opinion to the board on September 23, 2025. Antitrust filings under the HSR Act were made on October 24, 2025. Termination fees include a $52,500,000 company fee and a $100,000,000 parent fee. As context, 167,854,529 shares were outstanding as of October 15, 2025.

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Lisa Utzschneider, Chief Executive Officer and Director of Integral Ad Science Holding Corp. (IAS), reported the sale of 9,264 shares of common stock on 10/07/2025. The filing states the sale was a mandatory sale to cover tax liability related to the settlement of market stock units and occurred at a weighted average price of approximately $10.19 to $10.20 per share. Following the transaction, the reporting person beneficially owns 406,029 shares, reported as direct holdings. The form was signed under power of attorney on 10/09/2025.

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FAQ

What is the current stock price of Integral Ad Science Holding (IAS)?

The current stock price of Integral Ad Science Holding (IAS) is $10.34 as of December 23, 2025.

What is the market cap of Integral Ad Science Holding (IAS)?

The market cap of Integral Ad Science Holding (IAS) is approximately 1.7B.
Integral Ad Science Holding Corp.

Nasdaq:IAS

IAS Rankings

IAS Stock Data

1.74B
101.27M
0.94%
97.72%
3.52%
Advertising Agencies
Services-computer Programming, Data Processing, Etc.
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