Lee Enterprises (NASDAQ: LEE) trims loss, raises $50M and cuts loan margin

Rhea-AI Filing Summary

Lee Enterprises, Inc. reported sharply improved results for the quarter ended March 29, 2026, though it remained unprofitable. Operating revenue fell 11.2% to $122.0 million as both print and digital sales declined, but aggressive cost cuts and insurance recoveries reduced the net loss to $1.7 million, from $12.0 million a year earlier.

The company completed a $50.0 million Common Stock private placement at $3.25 per share and used it, along with a credit agreement amendment, to lower the margin on its $455.5 million term loan from 9.0% to 5.0% for five years, easing future interest expense. Cash rose to $53.3 million, while Adjusted EBITDA nearly doubled to $15.1 million on lower compensation, print costs and restructuring charges.

Positive

• $50.0 million equity raise and leverage relief: Lee Enterprises completed a 16.0 million share Private Placement at $3.25 per share, generating $50.0 million in gross proceeds and amending its credit agreement to reduce the term-loan margin from 9.0% to 5.0% for five years, easing interest burden.
• Profitability metrics improved despite lower revenue: Quarterly operating revenue fell 11.2% to $121.964 million, yet operating income reached $8.542 million versus a prior-year loss, Adjusted EBITDA almost doubled to $15.125 million, and the net loss shrank to $1.709 million from $12.015 million.
• Stronger liquidity and cost structure: Cash rose to $53.275 million at March 29, 2026, net debt fell to about $402.2 million, Cash Costs declined 14.6% in the quarter to $112.015 million, and business interruption insurance recoveries of $3.8 million supported margins following the prior cyber incident.

Negative

• Ongoing revenue and subscriber declines: Total operating revenue decreased 11.2% year over year, with print advertising down 13.7%, print subscription revenue down 19.9%, and digital-only subscribers falling 18.8% to 591,000, pressuring the company’s digital-first growth strategy.
• Continuing net losses and high leverage: Despite improvement, Lee Enterprises still posted a six-month net loss of $6.835 million. Long-term debt remains substantial at $455.469 million, and interest expense for the half-year totaled $17.877 million, keeping financial risk elevated.
• Cyber and legal overhang: The company is still managing fallout from a February 2025 cybersecurity incident, including a tentative class-action settlement, and faces ongoing litigation such as the Lineup Systems software dispute, which seeks $7.0 million in damages, adding uncertainty and potential cost.

Insights

Equity & credit analyst

LEE raised equity, cut interest margin, and sharply reduced losses.

Lee Enterprises combined a sizable equity infusion with structural cost reductions to stabilize its balance sheet. The company issued 16.0 million Common shares in a $50.0 million Private Placement and amended its $455.5 million term loan, cutting the margin from 9.0% to 5.0% for five years.

Operationally, revenue declined 11.2% to $121.964 million as print and digital streams both softened, but Cash Costs fell 14.6% in the quarter. Business interruption insurance related to the prior-year cyber incident added $3.8 million, and restructuring costs and other dropped 44.1%, helping swing operating income to $8.542 million from a loss.

Adjusted EBITDA rose to $15.125 million from $7.768 million, while the net loss narrowed to $1.709 million. Management expects cash from operations plus Private Placement proceeds to cover obligations for at least the next 12 months, but ongoing revenue pressure from declining print and digital subscriber volumes remains a key constraint on longer-term performance.

Key Figures

Quarterly operating revenue: $121.964 million Quarterly net loss: $1.709 million Adjusted EBITDA: $15.125 million +5 more

8 metrics

Quarterly operating revenue $121.964 million Three months ended March 29, 2026

Quarterly net loss $1.709 million Three months ended March 29, 2026, vs. $12.015 million prior-year

Adjusted EBITDA $15.125 million Three months ended March 29, 2026, up from $7.768 million

Private Placement proceeds $50.0 million 16,000,000 Common shares at $3.25 per share on February 5, 2026

Term loan balance $455.469 million Long-term debt under 25-year term loan as of March 29, 2026

Interest margin reduction 9.0% to 5.0% Applicable margin on term loan reduced for five years post-closing

Cash balance $53.275 million Cash and cash equivalents as of March 29, 2026

Digital revenue share 55.6% Total digital revenue as percentage of operating revenue, quarter

Key Terms

Adjusted EBITDA, Private Placement, Excess Cash Flow, business interruption insurance, +2 more

6 terms

Adjusted EBITDA financial

"Adjusted EBITDA (a non-GAAP financial measure) totaled $15.1 million, a 94.7% increase over the prior-year period."

Adjusted EBITDA is a way companies measure how much money they make from their core operations, like running a business, by removing certain costs or income that aren’t part of regular business activities. It helps investors see how well a company is doing without distractions from unusual expenses or gains, making it easier to compare companies or track performance over time.

Private Placement financial

"On February 5, 2026, we issued an aggregate of 16,000,000 shares of Common Stock ... in a private placement"

A private placement is a way for companies to raise money by selling securities directly to a small group of investors instead of through a public offering. This process is often quicker and less regulated, making it similar to offering a special, exclusive investment opportunity to select individuals or institutions. For investors, it can provide access to unique investment options that are not available on public markets.

Excess Cash Flow financial

"amending the definition of “Excess Cash Flow” such that the cash-on hand balance greater than $64.0 million ... will be deemed Excess Cash Flow"

business interruption insurance financial

"For the six months ended March 29, 2026, we have received ... $5.8 million in business interruption reimbursements"

Business interruption insurance is a policy that helps a company replace lost revenue and cover ongoing expenses when normal operations are halted by a covered event, such as property damage, supply-chain disruption, or other insured perils. For investors it acts like a financial safety net that preserves cash flow and reduces the chance of long-term harm after a shock, influencing a firm’s revenue stability, credit risk, and valuation.

controlled company regulatory

"As a result, we will be a “controlled company” under the corporate-governance standards of The Nasdaq Stock Market LLC"

A controlled company is a publicly traded firm where one shareholder or a small group holds enough voting power to determine board members and major strategic choices. For investors this matters because control can speed decision-making and protect long-term plans, but it also raises the risk that majority owners will favor their own interests over minority shareholders, reducing outside oversight—like a family-owned restaurant that sold shares but the family still calls the shots.

Rights Agreement regulatory

"the Board of Directors amended the termination date of the Rights Agreement to February 4, 2026"

A rights agreement is a contract that grants existing shareholders special rights—commonly the option to buy additional shares at a set price or to trigger protections if a takeover is attempted. Think of it like a neighborhood watch rule that lets current homeowners buy extra lots or lock the gate when an outsider tries to take over the block; it matters to investors because it can dilute or protect share value and influence takeover outcomes.

10-Q Quarterly Reports: What Changes Quarter to Quarter →

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

For The Quarterly Period Ended March 29, 2026

OR

o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

Commission File Number 1-6227

LEE ENTERPRISES, INCORPORATED

(Exact name of Registrant as specified in its Charter)

Delaware			42-0823980
(State or other jurisdiction of incorporation or organization)			(I.R.S. Employer Identification No.)

4600 E. 53rd Street, Davenport, Iowa 52807

(Address of principal executive offices)

(563) 383-2100

(Registrant's telephone number, including area code)

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

Title of each class			Trading Symbol(s)			Name of each exchange on which registered
Common Stock, par value $.01 per share			LEE			The Nasdaq Global Select Market

Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yes x No o

Indicate by check mark whether the Registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the Registrant was required to submit such files).    Yes x No o

Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer," “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer			o			Accelerated filer			o
Non-accelerated filer			x			Smaller reporting company			x
						Emerging growth company			o

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. o

Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    Yes o  No x

As of April 30, 2026, 22,229,936 shares of Common Stock of the Registrant were outstanding.

Table of Contents

Table Of Contents									PAGE
FORWARD LOOKING STATEMENTS									1
PART I			FINANCIAL INFORMATION						2
			Item 1.			Financial Statements (Unaudited)			2
						Consolidated Balance Sheets			2
						Consolidated Statements of Loss and Comprehensive Loss			4
						Consolidated Statements of Stockholders' Equity (Deficit)			5
						Consolidated Statements of Cash Flows			7
						Notes to Consolidated Financial Statements			7
			Item 2.			Management's Discussion and Analysis of Financial Condition and Results of Operations			18
			Item 3.			Controls and Procedures			27
PART II			OTHER INFORMATION						28
			Item 1.			Legal Proceedings			28
			Item 1.A.			Risk Factors			29
			Item 5.			Other Information			29
			Item 6.			Exhibits			30
SIGNATURES									32

Table of Contents

References to “we," “our,” “us” and the like throughout this document refer to Lee Enterprises, Incorporated (the “Company”). References to “2026”, “2025" and the like refer to the fiscal years ended the last Sunday in September.

FORWARD-LOOKING STATEMENTS

The Private Securities Litigation Reform Act of 1995 provides a “safe harbor” for forward-looking statements. This report contains information that may be deemed forward-looking that is based largely on our current expectations, and is subject to certain risks, trends and uncertainties that could cause actual results to differ materially from those anticipated. Among such risks, trends and other uncertainties, which in some instances are beyond our control, are:

•Our ability to manage declining print revenue and circulation subscribers;

•The impact and duration of adverse conditions in certain aspects of the economy affecting our business;

•Changes in advertising and subscription demand;

•Changes in technology that impact our ability to deliver digital advertising;

•Potential changes in newsprint, other commodities and energy costs;

•Interest rates;

•Labor costs;

•Significant cyber security breaches or failure of our information technology systems;

•Our ability to achieve planned expense reductions;

•Our ability to maintain employee and customer relationships;

•Our ability to manage increased capital costs;

•Our ability to maintain our listing status on Nasdaq;

•Competition;

•We may be required to indemnify the previous owners of BH Media Group, Inc. and The Buffalo News, Inc. for unknown legal and other matters that may arise;

•Our liquidity position, any need to obtain additional capital and our ability to obtain additional financing; and

•Other risks detailed from time to time in our publicly filed documents.

Any statements that are not statements of historical fact (including statements containing the words “may”, “will”, “would”, “could”, “believes”, “expects”, “anticipates”, “intends”, “plans”, “projects”, “considers” and similar expressions) generally should be considered forward-looking statements. Statements regarding our plans, strategies, prospects and expectations regarding our business and industry and our responses thereto that may affect our future operations are forward-looking statements. These forward-looking statements speak only as of the date of this Quarterly Report and are subject to a number of risks, uncertainties and assumptions described in the section titled “Risk Factors” and elsewhere in this Quarterly Report. They reflect our expectations and are not guarantees of performance. Readers are cautioned not to place undue reliance on such forward-looking statements, which are made as of the date of this Quarterly Report. We do not undertake to publicly update or revise our forward-looking statements, except as required by law.

1

Table of Contents

PART I

FINANCIAL INFORMATION

Item 1.    Financial Statements

LEE ENTERPRISES, INCORPORATED

CONSOLIDATED BALANCE SHEETS

			(Unaudited)
(Thousands of Dollars)			March 29, 2026			September 28, 2025
ASSETS
Current assets:
Cash and cash equivalents			53,275			9,989
Accounts receivable, net			45,574			54,613
Inventories			5,184			4,696
Prepaid and other current assets			8,444			20,145
Total current assets			112,477			89,443
Investments:
Associated companies			27,336			27,070
Other			6,159			6,118
Total investments			33,495			33,188
Property and equipment:
Land and improvements			5,746			5,782
Buildings and improvements			64,644			64,880
Equipment			189,480			191,594
Construction in process			2,834			5,530
			262,704			267,786
Less accumulated depreciation			229,503			232,225
Property and equipment, net			33,201			35,561
Operating lease right-of-use assets			21,265			25,155
Goodwill			323,858			323,858
Other intangible assets, net			48,378			51,926
Pension plan assets, net			11,789			10,828
Medical plan assets, net			23,216			22,407
Other			10,959			9,363
Total assets			618,638			601,729

The accompanying Notes are an integral part of the Consolidated Financial Statements.

2

Table of Contents

			(Unaudited)
(Thousands of Dollars and Shares, Except Per Share Data)			March 29, 2026			September 28, 2025
LIABILITIES AND EQUITY
Current liabilities:
Current portion of lease liabilities			6,874			7,301
Accounts payable			40,882			41,715
Compensation and other accrued liabilities			25,013			37,862
Unearned revenue			25,586			26,478
Total current liabilities			98,355			113,356
Long-term debt, net of current maturities			455,469			455,469
Operating lease liabilities			15,151			18,810
Pension obligations			478			508
Postretirement and postemployment benefit obligations			5,045			5,103
Deferred income taxes			22,398			22,477
Income taxes payable			3,271			3,161
Withdrawal liabilities and other			21,635			23,804
Total liabilities			621,802			642,688
Equity:
Stockholders' equity (deficit):
Serial convertible preferred stock, no par value; authorized 500 shares; none issued			—			—
Common Stock, $0.01 par value; authorized 40,000 shares; issued and outstanding:			64			63
March 29, 2026; 22,230 shares; $0.01 par value
September 28, 2025; 6,263 shares; $0.01 par value
Additional paid-in capital			309,560			263,812
Accumulated deficit			(337,693)			(329,934)
Accumulated other comprehensive income			22,595			22,753
Total Lee Enterprises, Inc. Stockholders' deficit			(5,474)			(43,306)
Non-controlling interests			2,310			2,347
Total deficit			(3,164)			(40,959)
Total liabilities and deficit			618,638			601,729

The accompanying Notes are an integral part of the Consolidated Financial Statements.

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LEE ENTERPRISES, INCORPORATED

CONSOLIDATED STATEMENTS OF LOSS AND COMPREHENSIVE LOSS

(Unaudited)

			Three months ended						Six months ended
(Thousands of Dollars, Except Per Common Share Data)			March 29, 2026			March 30, 2025			March 29, 2026			March 30, 2025
Operating revenue:
Advertising and marketing services			54,967			60,473			114,953			127,063
Subscription			55,181			64,868			112,883			129,865
Other			11,816			12,039			24,190			25,014
Total operating revenue			121,964			137,380			252,026			281,942
Operating expenses:
Compensation			46,745			56,659			96,178			116,913
Newsprint and ink			2,520			3,111			5,483			6,727
Other operating expenses			62,750			71,455			131,564			146,135
Insurance proceeds			(3,840)			—			(5,840)			—
Depreciation and amortization			3,515			5,171			7,094			11,436
(Gain) loss on asset sales, impairments and other, net			(900)			126			(903)			(803)
Restructuring costs and other			3,640			6,516			6,788			11,666
Total operating expenses			114,430			143,038			240,364			292,074
Equity in earnings of associated companies			1,008			1,155			2,088			2,277
Operating income (loss)			8,542			(4,503)			13,750			(7,855)
Non-operating (expense) income:
Interest expense			(7,629)			(9,950)			(17,877)			(20,232)
Pension and other post employment benefits ("OPEB") related and other, net			826			658			1,671			1,311
Total non-operating expense, net			(6,803)			(9,292)			(16,206)			(18,921)
Income (loss) before income taxes			1,739			(13,795)			(2,456)			(26,776)
Income tax expense (benefit)			3,448			(1,780)			4,379			1,463
Net loss			(1,709)			(12,015)			(6,835)			(28,239)
Net income attributable to non-controlling interests			(439)			(496)			(924)			(1,020)
Loss attributable to Lee Enterprises, Incorporated			(2,148)			(12,511)			(7,759)			(29,259)
Other comprehensive loss, net of income taxes			(79)			(115)			(158)			(230)
Comprehensive loss attributable to Lee Enterprises, Incorporated			(2,227)			(12,626)			(7,917)			(29,489)
Loss per common share:
Basic:			(0.16)			(2.07)			(0.78)			(4.87)
Diluted:			(0.16)			(2.07)			(0.78)			(4.87)

The accompanying Notes are an integral part of the Consolidated Financial Statements.

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CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (DEFICIT)

(Unaudited)

(Thousands of Dollars)			Accumulated Deficit			Common Stock			Additional paid-in capital			Accumulated Other Comprehensive Income			Non-Controlling Interests:			Total
September 28, 2025			(329,934)			63			263,812			22,753			2,347			(40,959)
Shares redeemed			—			(1)			(73)			—			—			(74)
Loss attributable to Lee Enterprises, Incorporated			(5,611)			—			—			—			485			(5,126)
Stock compensation			—			—			328			—			—			328
Other comprehensive loss			—			—			—			(104)			—			(104)
Deferred income taxes, net			—			—			—			25			—			25
Distributions to minority owners			—			—			—			—			(530)			(530)
December 28, 2025			(335,545)			62			264,067			22,674			2,302			(46,440)
Shares redeemed			—			—			(66)			—			—			(66)
Loss attributable to Lee Enterprises, Incorporated			(2,148)			—			—			—			439			(1,709)
Private Placement proceeds						2			45,346									45,348
Stock compensation			—			—			213			—			—			213
Other comprehensive loss			—			—			—			(104)			—			(104)
Deferred income taxes, net			—			—			—			25			—			25
Distributions to minority owners			—			—			—			—			(431)			(431)
March 29, 2026			(337,693)			64			309,560			22,595			2,310			(3,164)

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(Thousands of Dollars)			Accumulated Deficit			Common Stock			Additional paid-in capital			Accumulated Other Comprehensive Income			Non-Controlling Interests:			Total
September 29, 2024			(292,341)			62			262,470			19,920			2,555			(7,334)
Shares redeemed			—			—			(331)			—			—			(331)
Loss attributable to Lee Enterprises, Incorporated			(16,748)			—			—			—			524			(16,224)
Stock compensation			—			—			430			—			—			430
Other comprehensive loss			—			—			—			(151)			—			(151)
Deferred income taxes, net			—			—			—			36			—			36
Distributions to minority owners			—			—			—			—			(603)			(603)
December 29, 2024			(309,089)			62			262,569			19,805			2,476			(24,177)
Loss attributable to Lee Enterprises, Incorporated			(12,511)			—			—			—			496			(12,015)
Stock compensation			—			—			358			—			—			358
Other comprehensive loss			—			—			—			(152)			—			(152)
Deferred income taxes, net			—			—			—			37			—			37
Distributions to minority owners			—			—			—			—			(149)			(149)
March 30, 2025			(321,600)			62			262,927			19,690			2,823			(36,098)

The accompanying Notes are an integral part of the Consolidated Financial Statements.

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LEE ENTERPRISES, INCORPORATED

CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

			Six months ended
(Thousands of Dollars)			March 29, 2026			March 30, 2025
Cash (required for) provided by operating activities:
Net loss			(6,835)			(28,239)
Adjustments to reconcile net loss to net cash provided by (required for) operating activities:
Depreciation and amortization			7,094			11,436
Bad debt expense			4,832			6,590
Stock compensation expense			541			788
Gain on asset sales, impairments and other, net			(903)			(803)
Earnings, net of distributions, deemed returns on investment of TNI and MNI			(133)			247
Non-cash interest			—			6,808
Deferred income taxes			(28)			(290)
Other, net			(960)			(752)
Changes in operating assets and liabilities:
Decrease (increase) in receivables			4,207			(8,599)
Decrease in inventories and other			318			26
(Decrease) increase in accounts payable, unearned revenue, other accrued liabilities and other working capital items			(5,397)			6,299
Decrease in pension and other postretirement and postemployment benefit obligations			(2,065)			(2,035)
Change in income taxes payable			110			824
Other			(2,557)			(427)
Net cash required for operating activities			(1,776)			(8,127)
Cash provided by (required for) investing activities:
Purchases of property and equipment			(1,335)			(2,923)
Proceeds from sales of assets			1,051			6,116
Net cash (required for) provided by investing activities			(284)			3,193
Cash provided by financing activities:
Costs of Private Placement of common stock			(4,654)			—
Private Placement proceeds			50,000			—
Net cash provided by financing activities			45,346			—
Net increase (decrease) in cash and cash equivalents			43,286			(4,934)
Cash and cash equivalents:
Beginning of period			9,989			9,598
End of period			53,275			4,664

The accompanying Notes are an integral part of the Consolidated Financial Statements.

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LEE ENTERPRISES, INCORPORATED

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

1    BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

The accompanying unaudited interim Consolidated Financial Statements included herein have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission for quarterly reports. In the opinion of management, these financial statements contain all adjustments (consisting of only normal recurring items) necessary to present fairly the financial position of Lee Enterprises, Incorporated and its subsidiaries (the “Company”) as of March 29, 2026, and our results of operations and cash flows for the periods presented. The Consolidated Financial Statements should be read in conjunction with the Consolidated Financial Statements and Notes thereto included in the Company's 2025 Annual Report on Form 10-K.

Our fiscal year ends on the last Sunday in September. Fiscal year 2026 ends September 27, 2026, and fiscal year 2025 ended September 28, 2025. Fiscal year 2026 and 2025 includes 52 weeks of operations. Because of seasonal and other factors, the results of operations for the three and six months ended March 29, 2026, are not necessarily indicative of the results to be expected for the full year.

The Consolidated Financial Statements include our accounts and those of our wholly owned subsidiaries, as well as our 82.5% interest in INN Partners, L.C. (“BLOX Digital" formerly "TownNews”).

Our 50% interest in TNI Partners ("TNI") and our 50% interest in Madison Newspapers, Inc. ("MNI") are accounted for using the equity method and are reported at cost, plus our share of undistributed earnings since acquisition less, for TNI, amortization of intangible assets.

New accounting pronouncements not yet adopted

In December 2025, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2025-11 which focuses on various interim reporting improvements. The ASU is effective for interim periods within fiscal years beginning after December 15, 2027. We are currently evaluating the guidance but we do not expect it will fundamentally change our interim reporting.

In December 2025, the FASB issued ASU 2025-12 which is the FASB's "Codification Improvements" update, making various technical corrections and clarifications to existing United States Generally Accepted Accounting Principles ("GAAP"), improving consistency and usability for preparers by refining guidance and making standards easier to apply. The ASU is effective for annual periods beginning after December 15, 2026. We are currently evaluating the updated guidance and assessing the impact on the Consolidated Financial Statements.

In November 2023, the FASB issued guidance, ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures which enhances annual income tax disclosures. ASU 2023-09 requires disaggregated information about a reporting entity's effective tax rate reconciliation as well as information on income taxes paid. ASU 2023-09 will be effective for annual periods beginning after December 15, 2024. We are currently evaluating the guidance and assessing the impact on the Consolidated Financial Statements.

In November 2024, the FASB issued ASU 2024-03, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40) - Disaggregation of Income Statement Expenses (“ASU 2024-03”), and in January 2025, the FASB issued ASU 2025-01, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Clarifying the Effective Date (“ASU 2025-01”). ASU 2024-03 requires additional disclosure of the nature of expenses included in the statement of operations as well as disclosures about specific types of expenses included in the expense captions presented in the statement of operations. ASU 2024-03, as clarified by ASU 2025-01, is effective for annual periods beginning after December 15, 2026, and interim reporting periods beginning after December 15, 2027. Both early adoption and retrospective

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application are permitted. We expect to enhance annual expense disclosures based on the new requirements.

In May 2025, the FASB issued ASU 2025-03, Business Combinations (Topic 805) and Consolidation (Topic 810) - Amendments to SEC Paragraphs Pursuant to Determining the Accounting Acquirer in the Acquisition of a Variable Interest Entity. This update is effective for the annual period beginning after December 15, 2026, as well as interim periods within that period. We are currently evaluating the updated guidance and assessing the impact on the Consolidated Financial Statements.

In July 2025, the FASB issued ASU 2025-05, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses for Accounts Receivable and Contract Assets, which provides new optional guidance relating to the estimation of expected credit losses on current accounts receivable and current contract assets. This ASU permits entities to apply a practical expedient when estimating credit losses and is effective for annual reporting periods beginning after December 15, 2025, and interim reporting periods within those annual reporting periods, with early adoption permitted, and should be applied prospectively. We are currently evaluating the provisions of the updated guidance and assessing the impact on the Consolidated Financial Statements.

2 PRIVATE PLACEMENT FINANCING AND RELATED AGREEMENTS

On February 5, 2026, we issued an aggregate of 16,000,000 shares of Common Stock, consisting of 15,384,615 shares of Common Stock to certain investors and 615,385 shares of Common Stock to service providers as reimbursement for certain expenses incurred by certain investors, at a price of $3.25 per share in a private placement pursuant to the private placement agreement by and among the Company and the investors ("Private Placement"). The aggregate gross proceeds from the Private Placement were $50.0 million before deducting offering expenses.

The investors also agreed to a lock-up with respect to the shares for a period of 180 days and standstill period of twelve months, subject to certain exceptions. With respect to the standstill, certain investors are each able to purchase up to 600,000 shares of Common Stock during the standstill period. Since the closing of the Private Placement, our majority owner and Chairman of the Board, David Hoffmann purchased 357,009 shares through March 29, 2026 bringing his percentage ownership to 53.5%.

Further, in connection with the closing of the Private Placement, we amended our Certificate of Incorporation, increasing the number of authorized shares from 12,000,000 to 40,000,000.

Registration Rights Agreement

We entered into a registration rights agreement pursuant to which we will agree to provide certain customary registration rights, including the registration of the Shares for resale. We were required to use commercially reasonable efforts to file a registration statement with the Securities and Exchange Commission covering the resale by the investors of their shares within 60 days following the closing and S-3 was filed on March 6, 2026.

Financing costs

Costs related to the transaction are $4.7 million and partially offset the Private Placement proceeds of $50.0 million in "Additional Paid-in Capital" on the Consolidated Balance Sheets.

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3    REVENUE

The following table presents our revenue disaggregated by source:

			Three months Ended						Six months ended
(Thousands of Dollars)			March 29, 2026			March 30, 2025			March 29, 2026			March 30, 2025
Operating revenue:
Print advertising revenue			14,274			16,532			31,465			36,393
Digital advertising and marketing services revenue			40,693			43,941			83,488			90,670
Advertising and marketing services revenue			54,967			60,473			114,953			127,063
Print subscription revenue			32,902			41,079			67,898			84,511
Digital subscription revenue			22,279			23,789			44,985			45,354
Subscription revenue			55,181			64,868			112,883			129,865
Print other revenue			7,032			7,213			14,578			15,101
Digital other revenue			4,784			4,826			9,612			9,913
Other revenue			11,816			12,039			24,190			25,014
Total operating revenue			121,964			137,380			252,026			281,942

Recognition principles

Revenue is recognized when control of the promised goods or services is transferred to customers, in an amount that reflects the consideration we expect to be entitled to in exchange for goods or services. Revenues are recognized as performance obligations are satisfied either at a point in time, such as when an advertisement is published, or over time, such as audience subscription revenue.

Advertising and marketing services revenue

Print advertising revenue includes amounts charged to customers for retail, national, or classified advertising space purchased in our newspapers, advertising marketing services and other print advertising products such as preprint inserts and direct mail.

Digital advertising revenue includes amounts for advertisements placed on our digital platforms, amounts charged to customers for digital marketing services which include: audience extension, search engine optimization, search engine marketing, web and mobile production, social media services and reputation monitoring and management.

Payments for print and digital advertising revenue are due upon completion of our performance obligations at previously agreed upon rates. In instances where the timing of revenue recognition differs from the timing of invoicing, such timing differences are not large. As a result, we have determined that our contracts do not include a significant financing component. Depending on the product, revenue is recognized over time or at the point in time in which performance obligations are met.

Subscription revenue

Print subscription revenue results from the sale of print editions of newspapers to individual subscribers and to sales outlets that resell the newspapers. Print subscriptions include full access to all forms of content provided. Single copy revenue is also included in subscription revenue. Subscription revenue from single copy and home delivery subscriptions are recognized at the point in time the publications are delivered.

Digital subscription revenue results from the sale of digital-only access to our content delivered via digital products purchased. Digital subscription revenue is recognized over time as performance obligations are met throughout the subscription period.

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Payments for print and digital subscription revenue are typically collected in advance, or for contract periods of one year or less, and result in an unearned revenue liability that is reduced when revenue is recognized.

Other revenue

Other revenue primarily consists of digital services, commercial printing and delivery of third party products. Digital services revenues, which are primarily delivered through BLOX Digital, are primarily comprised of contractual agreements to provide web hosting and content management services. As such, digital services revenue is recognized over the contract period. Prices for digital services are agreed upon in advance of the contract beginning and are typically billed in arrears on a monthly basis. Commercial printing and delivery revenue is recognized when the product is delivered to the customer or to the third party's subscriber.

Contract Liabilities

Our primary source of unearned revenue is from subscriptions paid in advance of the service provided. We expect to recognize the revenue related to unsatisfied performance obligations over the next twelve months in accordance with the terms of the subscriptions and other contracts with customers. The unearned revenue balances described herein are our only contract liability. Revenue recognized in the six months ended March 29, 2026, that was included in the contract liability as of September 28, 2025, was $21.2 million.

Accounts receivable, excluding allowance for credit losses, was $49.3 million and $59.4 million as of March 29, 2026, and September 28, 2025, respectively. Allowance for credit losses was $3.7 million and $4.8 million as of March 29, 2026, and September 28, 2025, respectively.

Valuation and qualifying account information related to the allowance for credit losses related to continuing operations is as follows:

(Thousands of Dollars)			March 29, 2026			September 28, 2025
Balance, beginning of period			4,827			6,514
Additions charged to expense			4,832			15,262
Deductions from reserves			(5,977)			(16,949)
Balance, end of period			3,682			4,827

Practical expedients

Sales commissions are expensed as incurred as the associated contractual periods are one year or less. These costs are recorded within "Compensation" on our Consolidated Statements of Loss and Comprehensive Loss. The vast majority of our contracts have original expected lengths of one year or less and revenue is earned at a rate and amount that corresponds directly with the value to the customer.

4    INVESTMENTS IN ASSOCIATED COMPANIES

TNI Partners

In Tucson, Arizona, TNI, acting as agent for our subsidiary, Star Publishing Company (“Star Publishing”), and Gannett Co., Inc.'s subsidiary Citizen Publishing Company (“Citizen”), is responsible for printing, delivery, advertising, and subscription activities of the Arizona Daily Star as well as the related digital platforms and specialty publications. TNI collects all receipts and income and pays substantially all operating expenses incidental to the partnership's operations and publication of the newspaper and other media.

Income or loss of TNI (before income taxes) is allocated equally to Star Publishing and Citizen.

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Summarized results of TNI are as follows:

			Three months ended						Six months ended
(Thousands of Dollars)			March 29, 2026			March 30, 2025			March 29, 2026			March 30, 2025
Operating revenue			5,069			5,756			9,883			12,289
Operating expenses			3,763			4,080			7,368			9,286
Operating income			1,306			1,676			2,515			3,003
Net income			1,579			1,817			2,839			3,067
Equity in earnings of TNI			790			909			1,420			1,534

TNI makes periodic distributions of its earnings and for the three months ended March 29, 2026 and March 30, 2025, we received $0.5 million and $1.2 million in distributions, respectively. In the six months ended March 29, 2026 and March 30, 2025, we received $1.1 million and $1.7 million in distributions, respectively.

Madison Newspapers, Inc.

We have a 50% ownership interest in MNI, which publishes daily and Sunday newspapers, and other publications in Madison, Wisconsin, and other Wisconsin locations, and operates their related digital platforms. Net income or loss of MNI (after income taxes) is allocated equally to us and The Capital Times Company (“TCT”). MNI conducts its business under the trade name Capital Newspapers.

Summarized results of MNI are as follows:

			Three months ended						Six months ended
(Thousands of Dollars)			March 29, 2026			March 30, 2025			March 29, 2026			March 30, 2025
Operating revenue			8,835			9,079			18,305			18,838
Operating expenses, excluding restructuring costs, depreciation and amortization			6,637			7,013			13,870			14,468
Restructuring costs			—			23			34			23
Depreciation and amortization			59			90			119			180
Operating income			2,139			1,953			4,282			4,167
Net income			437			493			1,337			1,487
Equity in earnings of MNI			219			247			669			744

MNI makes periodic distributions of its earnings and in the three months ended March 29, 2026, and March 30, 2025, we received $0.4 million and $0.0 million in distributions, respectively. In the six months ended March 29, 2026 and March 30, 2025, we received $0.8 million and $0.9 million in distributions, respectively.

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5    GOODWILL AND OTHER INTANGIBLE ASSETS

All of our goodwill is attributed to a single reporting unit. Goodwill and identified intangible assets consist of the following:

(Thousands of Dollars)			March 29, 2026			September 28, 2025
Goodwill, beginning of period			323,858			328,040
Allocated to sold operations			—			(4,182)
Goodwill, end of period			323,858			323,858
Non-amortized intangible assets:
Mastheads			3,946			3,946
Amortizable intangible assets:
Customer and newspaper subscriber lists			262,146			262,146
Less accumulated amortization			(217,714)			(214,166)
			44,432			47,980
Total intangibles, net			372,236			375,784

The weighted average amortization period for amortizable assets is approximately nine years.

6    SEGMENTS

We operate as a single operating and reportable segment. The President and Chief Executive Officer (“CEO”) serves as our Chief Operating Decision Maker (“CODM”) and is responsible for evaluating financial performance and allocating resources. The CODM reviews financial information and makes operating decisions on a consolidated basis.

Our operations are organized into Strategic Business Units (“SBUs”) based on market. The SBU’s generally include one or more daily newspapers, several nondaily publications as well as the related digital operations. SBUs are internal, location-based operating components used for management purposes and do not represent separate operating or reportable segments. Separate operating results for each SBU are not reviewed by the CODM when assessing performance or making operating decisions. The CODM reviews our consolidated statements of (loss) income and balance sheets on a monthly basis and makes key decisions regarding resource allocation, including operating expenses and capital expenditures, primarily focusing on consolidated net (loss) income and consolidated total assets. These consolidated statements are used by the CODM to monitor budget versus actual results and evaluate the return on assets.

Significant segment expenses are separately disclosed and presented in the Consolidated Statements of Loss and Comprehensive Loss. The measure of segment assets is reported on the Consolidated Balance Sheets as Total Assets. The accounting policies of our operating segment are the same as those described in Note 1.

7    DEBT

We have debt consisting of a single 25-year term loan with BH Finance LLC, with an aggregate principal balance of $455.5 million at an annual fixed rate and maturing on March 16, 2045 (referred to herein as “Credit Agreement” and “Term Loan”). On March 29, 2026, the fair value was $309.6 million, representing a Level 2 fair value measurement, which are fair values estimated using significant other observable inputs.

Concurrently with the execution of the Private Placement agreement discussed in Note 2, we entered into the Second Amendment to Credit Agreement on February 5, 2026. The amendments include, among other items, a reduction of the applicable margin on our 25-year term loan from 9.00% to 5.00% for a period of 5 years following the closing and amending the definition of “Excess Cash Flow” such that the cash-on hand balance greater than $64.0 million held by us will be deemed Excess Cash Flow

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for a 5 year period following the closing. The interest rate amendment to 5.00% is treated as modification to the existing Credit Agreement.

During the six months ended March 29, 2026, we had $0.8 million in transactions that generated proceeds that qualified as Net Cash Proceeds, as defined in our Credit Agreement, from asset sales and did not make any principal debt payments. Future payments are contingent on our ability to generate future excess cash flow, as defined in the Credit Agreement. As of March 29, 2026, there was no Excess Cash payment due as we did not generate the defined level of Excess Cash Flow.

In February 2025, in an effort to provide short-term liquidity to fund the Cyber Incident's remediation efforts and other operations, BH Finance LLC waived the interest expense payment and BH Media Group, Inc. waived the lease payment due March 1, 2025, April 1, 2025, and May 1, 2025. As of September 28, 2025, the waivers increased the outstanding debt balance by $11.3 million and was treated as non-cash activity within the statement of cash flows. These waivers were treated as modifications to the existing Credit Agreement. In addition, the May 2025 waiver was accompanied by an amendment to the Credit Agreement which includes provisions requiring us to prepay the loan in an aggregate amount equal to 100% of net cash proceeds received by us or our subsidiaries within three days following the receipt of net cash proceeds from asset sales and allowing BH Finance to assign its rights and obligations under the Credit Agreement to any person other than a natural person. Future payments are contingent on our ability to generate future Excess Cash Flow, as defined in the Credit Agreement.

8    PENSION, POSTRETIREMENT AND POSTEMPLOYMENT DEFINED BENEFIT PLANS

We are the sponsor of one single-employer defined benefit pension plan, the Lee Enterprises, Incorporated Pension Plan ("the Plan"). As previously announced to participants on October 22, 2025, we are executing a strategic termination of our fully funded benefit pension Plan, eliminating the long-term volatility tied to interest rate movement, mortality assumptions and asset performance, while preserving participant benefits and improving balance sheet flexibility. We terminated the Plan on December 31, 2025 and submitted a request for a determination of the Plan's qualified status to the United States Internal Revenue Service. We expect to complete the termination process, including payout, in late 2026.

Additionally, we provide retiree medical and life insurance benefits under postretirement plans at several of our operating locations. Through March 29, 2026, our liability and related expense for benefits under the plans are recorded over the service period of employees based upon annual actuarial calculations.

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The net periodic pension and postretirement cost (benefit) components for our plans are as follows:

PENSION PLAN			Three months ended						Six months ended
(Thousands of Dollars)			March 29, 2026			March 30, 2025			March 29, 2026			March 30, 2025
Service cost for benefits earned during the period			1			1			2			2
Interest cost on projected benefit obligation			1,977			2,034			3,954			4,068
Expected return on plan assets			(2,467)			(2,319)			(4,934)			(4,637)
Amortization of prior service benefit			212			212			424			424
Net periodic pension benefit			(277)			(72)			(554)			(143)
POSTRETIREMENT MEDICAL PLANS			Three months ended						Six months ended
(Thousands of Dollars)			March 29, 2026			March 30, 2025			March 29, 2026			March 30, 2025
Service cost for benefits earned during the period			—			1			—			2
Interest cost on projected benefit obligation			83			108			166			217
Expected return on plan assets			(391)			(410)			(782)			(821)
Amortization of net gain			(245)			(292)			(490)			(584)
Amortization of prior service benefit			(71)			(71)			(142)			(142)
Net periodic postretirement benefit			(624)			(664)			(1,248)			(1,328)

In the six months ended March 29, 2026 and March 30, 2025, we made no contributions to our pension plans. We have no required contributions to our pension plans for 2026.

Multi-employer Pension Plans

In prior periods, we completed withdrawals from several multi-employer plans. As of March 29, 2026 and September 28, 2025, we had $21.7 million and $22.4 million of accrued withdrawal liabilities. The liabilities reflect the estimated value of payments to the funds, payable over 20 years.

9    INCOME TAXES

We recorded an income tax expense of $3.4 million related to income before taxes of $1.7 million for the three months ended March 29, 2026, and an income tax expense of $4.4 million related to loss before taxes of $2.5 million for the six months ended March 29, 2026. We recorded an income tax benefit of $1.8 million related to loss before taxes of $13.8 million for the three months ended March 30, 2025, and an income tax expense of $1.5 million related to loss before income taxes of $26.8 million for the six months ended March 30, 2025. The effective income tax rate for the three and six months ended March 29, 2026, was 198.3% and (178.3)%, respectively. The effective income tax rate for the three and six months ended March 30, 2025, was 12.9% and (5.5)% respectively.

The primary differences between these rates and the U.S. federal statutory rate of 21% are because of state taxes, non-deductible expenses, increase in valuation allowance, and adjustments to reserves for uncertain tax positions, including any related interest.

We file a consolidated federal tax return, as well as combined and separate tax returns in approximately 27 state and local jurisdictions. We do not currently have any federal or material income tax examinations in progress. Our income tax returns have generally been audited or closed to audit through 2017.

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10    LOSS PER COMMON SHARE

The following table sets forth the computation of basic and diluted earnings per common share:

			Three months ended						Six months ended
(Thousands of Dollars and Shares, Except Per Share Data)			March 29, 2026			March 30, 2025			March 29, 2026			March 30, 2025
Loss attributable to Lee Enterprises, Incorporated:			(2,148)			(12,511)			(7,759)			(29,259)
Weighted average common shares			13,898			6,217			10,036			6,207
Less weighted average restricted common shares			(137)			(185)			(138)			(198)
Basic average common shares			13,761			6,032			9,898			6,009
Dilutive restricted common shares			—			—			—			—
Diluted average common shares			13,761			6,032			9,898			6,009
Loss per common share:
Basic			(0.16)			(2.07)			(0.78)			(4.87)
Diluted			(0.16)			(2.07)			(0.78)			(4.87)

For the three and six months ended March 29, 2026 and March 30, 2025, no shares were considered in the computation of diluted earnings per common share because we recorded net losses. The increase in weighted common shares is due to shares issued for the Private Placement on February 5, 2026 described in Note 2.

Rights Agreement

On March 28, 2024, our Board of Directors adopted a stockholder rights plan (the “Rights Agreement”). Pursuant to the Rights Agreement, on March 28, 2024, our Board of Directors declared a dividend of one preferred share purchase right (a “Right”), payable on April 8, 2024, for each share of our Common Stock outstanding to the stockholders of record on that date. Each Right entitled the registered holder to purchase from the Company one one-thousandth of a share of Series C Participating Convertible Preferred Stock, without par value (the “Preferred Shares”), of the Company at a price of $90.00 per one one-thousandth of a Preferred Share represented by a Right, subject to adjustment. On February 4, 2026, in connection with the closing of the Private Placement, the Board of Directors amended the termination date of the Rights Agreement to February 4, 2026 causing each Right to expire and to be extinguished and for the Rights Agreement to be terminated. See Note 2 for additional information related to the Private Placement.

11     CYBERSECURITY INCIDENT

On February 3, 2025, we experienced a cybersecurity incident that disrupted certain IT systems and resulted in unauthorized access to certain files (the “Cyber Incident”). We activated our incident-response plan, engaged third-party cybersecurity experts, notified law enforcement, and offered identity-protection services to affected customers and subscribers. The Cyber Incident adversely affected fiscal 2025 operating results; however, the incremental impact on revenues and certain operating expenses is not reasonably separable from other business factors. The incident remains under legal and forensic review, and we continue to implement security enhancements. We maintain cyber insurance with a $0.5 million deductible.

Since the incident, we have incurred $10.5 million in cash flow losses attributable to the cyber incident, which have been submitted for recovery to our insurance providers. Approximately $3.7 million of incurred expenses and $2.0 million of reimbursements were recognized in "Restructuring and Other" in the Consolidated Statements of Loss and Comprehensive Loss during the year ended September 28, 2025. For the six months ended March 29, 2026, we have received $0.8 million of reimbursements,

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which are presented as a reduction of related costs within “Restructuring and other” and $5.8 million in business interruption reimbursements that were recorded on a separate line within "Operating Expenses".

12    COMMITMENTS AND CONTINGENT LIABILITIES

Legal Proceedings

We are involved in a variety of legal actions that arise in the normal course of business. Insurance coverage mitigates potential loss for certain of these matters. While we are unable to predict the ultimate outcome of these legal actions, it is our opinion that the disposition of these matters will not have a material adverse effect on our Consolidated Financial Statements, taken as a whole.

Stoudemire et al. v. Lee Enterprises, Incorporated (Video Privacy Claim). On December 19, 2022, named Plaintiffs filed a Complaint in the U.S. District Court for the Southern District of Iowa alleging our news websites violate the Video Privacy Protection Act by disclosing to third parties certain data about users’ video-watching habits. In particular, the Complaint alleged the websites use Facebook Pixel, a technology that allegedly links a user’s Facebook profile to videos the user watches on our website. The claimants are asserting class action claims and allege statutory damages of $2,500 per class member, punitive damages, and attorneys’ fees. In July 2023, the Court denied our Motion to Dismiss. This claim was submitted for coverage under the our media insurance policy. The parties successfully mediated the case on November 5, 2024, and the court granted final approval of the class action settlement on August 14, 2025. The entire $9.5 million settlement amount was paid by our insurance carriers in October 2025.

Fetes et al. v. Lee Enterprises. Incorporated (Cyber Incident). On June 12, 2025, Sarah Fetes filed a Complaint in the U.S. District Court for the Southern District of Iowa alleging claims arising out of a February 2025 cybersecurity incident, during which a third-party threat actor potentially accessed personal information of past and present Company employees existing on Company systems. Fetes and five additional named Plaintiffs filed a Consolidated Complaint on August 11, 2025. Plaintiffs allege that we failed to properly secure and safeguard personally identifiable information collected as part of our regular business practices. Plaintiffs sought damages for invasion of privacy and misuse of the compromised data, on behalf of themselves and a class consisting of approximately 39,700 individuals who received data breach notifications. This claim was submitted for coverage under our media insurance policy. The parties have reached a tentative settlement, all of which will be paid by our insurance carriers, in an amount that will be publicly disclosed through the court process. The settlement is subject to required court approval and open to objection by class members. We anticipate final approval of the settlement by August 2026. The probable settlement liability and insurance receivable are recorded within “Compensation and other accrued liabilities” and “Prepaids and other” on the Consolidated Balance Sheets as of March 29, 2026.

Lineup Systems Corporation v. Lee Enterprises, Incorporated. In July 2025, Lineup filed suit against us for breach of contract, breach of the covenant of good faith and fair dealing, and quantum meruit arising from the contract between Lee and Lineup for the purchase and installation of software. The suit claims $7.0 million in damages for failure to pay owed amounts, attorneys fees and interest. We filed a counter claim alleging breach of contract and fraudulent inducement. Trial has been set for October 18, 2027. Lineup filed a Motion for Judgment on the Pleadings for various counts and oral arguments were heard by the Court on the Motion for Judgment on the Pleadings on January 16, 2026. The Court rendered an opinion in favor of defendants denying the motion. Discovery is ongoing in this case and the outcome is uncertain at this time.

13    SUBSEQUENT EVENT

On April 23, 2026, the Board of Directors appointed Nathan E. Bekke as President and Chief Executive Officer of the Company and Joshua P. Rinehults as Vice President, Chief Financial Officer and Treasurer.

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Item 2.    Management's Discussion and Analysis of Financial Condition and Results of Operations

The following discussion includes comments and analysis relating to our results of operations and financial condition as of and for the three and six months ended March 29, 2026. This discussion should be read in conjunction with the Consolidated Financial Statements and related Notes thereto, included herein, and our 2025 Annual Report on Form 10-K. Share and dollar amounts are presented on an actual basis unless otherwise noted.

EXECUTIVE OVERVIEW

QUARTERLY RESULTS OF OPERATIONS

For the three months ended March 29, 2026, our total operating revenue was $122.0 million, down 11.2% from the three months ended March 30, 2025. Total Digital Revenue was $67.8 million and represented 55.6% of our total operating revenue. Total Print Revenue was $54.2 million, a 16.4% decrease to the three months ended March 30, 2025. Our digital-only subscription business totaled $22.3 million in the quarter. The year-over-year revenue decline of 6.3% is driven by lasting impact from last year's Cyber Incident and accelerated churn following inflationary surcharges implemented in the prior fiscal year. Another key piece of our digital business, Amplified Digital® agency revenue totaled $22.8 million in the quarter.

Total operating expenses were $114.4 million, a 20.0% decrease in the three months ended March 29, 2026, compared to the three months ended March 30, 2025. The decrease reflects continued disciplined cost management, the absence of prior-year Cyber Incident response costs, and $3.8 million of business interruption insurance recoveries recognized in the current quarter. See Note 11. Cash Costs of $112.0 million, a non-GAAP financial measure used to summarize certain operating expenses (see reconciliation of non-GAAP financial measures below), were down 14.6% in the three months ended March 29, 2026, reflecting continued disciplined cost management.

Net loss totaled $1.7 million, an 85.8% improvement compared to a net loss of $12.0 million in the prior-year period. Adjusted EBITDA (a non-GAAP financial measure) totaled $15.1 million, a 94.7% increase over the prior-year period. The improvements reflect the cost actions and business interruption insurance recoveries described above and the non-recurrence of prior-year Cyber Incident costs.

Cash on the balance sheet totaled $53.3 million including the net proceeds from the February 5, 2026 Private Placement. Debt, net of cash on the balance sheet, totaled $402.2 million. As discussed above, with the execution of the Private Placement, the applicable margin on our 25-year term loan was reduced from 9.00% to 5.00% for a period of five years. Together, the Private Placement proceeds, the reduction in our applicable interest rate margin, and continued cost discipline have strengthened our liquidity and financial flexibility as we execute our digital-first growth strategy.

RECENT DEVELOPMENTS

PRIVATE PLACEMENT FINANCING AND RELATED AGREEMENTS

Private Placement Agreement

During the three months ended March 29, 2026, we issued an aggregate of 16,000,000 shares of Common Stock, consisting of 15,384,615 shares of Common Stock to certain investors and 615,385 shares of Common Stock to service providers as reimbursement for certain expenses incurred by certain investors, at a price of $3.25 per share through the Private Placement. The aggregate gross proceeds from the Private Placement were $50.0 million, before deducting offering expenses. Further, in connection with the closing, we amended our Certificate of Incorporation, increasing the number of authorized shares from 12,000,000 to 40,000,000.

Registration Rights Agreement and Amendment

At the closing of the Private Placement on February 5, 2026, we entered into a registration rights agreement pursuant to which we will agree to provide certain customary registration rights, including the registration of the Shares for resale. We filed a registration statement on Form S-3 with the Securities and Exchange Commission covering the resale by the investors of their shares on March 6, 2026.

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On February 4, 2026, in connection with the closing of the Private Placement, the Board of Directors amended the termination date of the Rights Agreement to February 4, 2026, causing each Right to expire and to be extinguished and for the Rights Agreement to be terminated. See Note 2 of the unaudited condensed consolidated financial statements for additional discussion.

Credit Agreement Amendment

Concurrently with the execution of the Private Placement agreement, we entered into the Second Amendment to Credit Agreement. The amendments became operative concurrently with the closing. The amendments include among other things, a reduction of the applicable margin on our 25-year term loan from 9.00% to 5.00% for a period of five years following the closing and amending the definition of “Excess Cash Flow” such that any cash-on-hand balance above $64.0 million held by us would be deemed Excess Cash Flow for a period of five years. These amendments were treated as modifications to the existing Credit Agreement.

PRESIDENT AND CHIEF EXECUTIVE OFFICER TRANSITION

Also, concurrently with the closing of the Private Placement on February 5, 2026, Kevin Mowbray, our previous President and Chief Executive Officer, entered into an agreement to voluntarily retire from his positions at the Company and its subsidiaries and affiliates. Nathan Bekke, our previous Chief Operating Officer, assumed the role of President and Interim Chief Executive Officer. On April 23, 2026, the Board of Directors appointed Mr. Bekke as President and Chief Executive Officer of the Company.

VICE PRESIDENT, CHIEF FINANCIAL OFFICER TRANSITION

On November 17, 2025, Timothy R. Millage resigned from his position as Vice President, Chief Financial Officer, effective February 3, 2026. Josh Rinehults was appointed Vice President, Interim Chief Financial Officer and Treasurer, effective February 3, 2026. On April 23, 2026, the Board appointed Mr. Rinehults as Vice President, Chief Financial Officer and Treasurer.

STRATEGY

We are a leading digital-first subscription and marketing services company committed to delivering high-quality, trusted, and deeply local news and information. Our mission is to strengthen and enrich the communities we serve by providing compelling local content, superior subscriber experiences, and innovative, data-driven advertising and marketing solutions. Through a premium, high-margin portfolio of digital products and marketing services — including owned-and-operated platforms, branded content, over-the-top advertising, AI-powered solutions, and targeted print — we enable more than 15,000 local advertisers to meaningfully engage customers, strengthen their brands, and accelerate growth.

Our core strategy is to expand audiences and deepen engagement by delivering robust, hyper-local content that informs and connects our communities. We are committed to creating, collecting, and distributing trusted local news and information across platforms designed to meet audiences wherever they are — print, web, mobile, social, and emerging channels. At the same time, we are investing in world-class digital products that elevate the subscriber experience through personalization, seamless access, and continuous innovation.

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RESULTS OF OPERATIONS

Three Months Ended

Operating results are summarized below.

(Thousands of Dollars, Except Per Common Share Data)			March 29, 2026			March 30, 2025			Percent Change
Operating revenue:
Print advertising revenue			14,274			16,532			(13.7)		%
Digital advertising revenue			40,693			43,941			(7.4)		%
Advertising and marketing services revenue			54,967			60,473			(9.1)		%
Print subscription revenue			32,902			41,079			(19.9)		%
Digital subscription revenue			22,279			23,789			(6.3)		%
Subscription revenue			55,181			64,868			(14.9)		%
Print other revenue			7,032			7,213			(2.5)		%
Digital other revenue			4,784			4,826			(0.9)		%
Other revenue			11,816			12,039			(1.9)		%
Total operating revenue			121,964			137,380			(11.2)		%
Operating expenses:
Compensation			46,745			56,659			(17.5)		%
Newsprint and ink			2,520			3,111			(19.0)		%
Other operating expenses			62,750			71,455			(12.2)		%
Insurance proceeds			(3,840)			—			100.0		%
Depreciation and amortization			3,515			5,171			(32.0)		%
(Gain) loss on asset sales, impairments and other, net			(900)			126			***
Restructuring costs and other			3,640			6,516			(44.1)		%
Total operating expenses			114,430			143,038			(20.0)		%
Equity in earnings of associated companies			1,008			1,155			(12.7)		%
Operating income (loss)			8,542			(4,503)			***
Non-operating income (expense):
Interest expense			(7,629)			(9,950)			(23.3)		%
Pension and other post employment benefits ("OPEB") related and other, net			826			658			25.5		%
Total non-operating expense, net			(6,803)			(9,292)			(26.8)		%
Income (loss) before income taxes			1,739			(13,795)			***
Income tax expense (benefit)			3,448			(1,780)			***
Net loss			(1,709)			(12,015)			(85.8)		%
Loss per common share:
Basic			(0.16)			(2.07)			(92.5)		%
Diluted			(0.16)			(2.07)			(92.5)		%

*** Indicates an absolute value percentage change greater than 100.

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Quarterly Results of Operations

Operating Revenue

Total operating revenue was $122.0 million in the three months ended March 29, 2026, down $15.4 million, or 11.2%, compared to the three months ended March 30, 2025.

Advertising and marketing services revenue totaled $55.0 million, down 9.1% in the three months ended March 29, 2026, compared to the prior-year period. Print advertising revenues were $14.3 million, down 13.7% in the three months ended March 29, 2026 compared to the prior-year period related to continued secular declines in demand for print advertising related to the decline in print subscribers by 21.7% compared to the prior-year period. Digital advertising and marketing services revenue totaled $40.7 million, down 7.4% in the three months ended March 29, 2026 compared to the prior-year period. Digital advertising and marketing services represented 74.0% of the three months ended March 29, 2026 total advertising and marketing services revenue, compared to 72.7% in the prior-year period.

Subscription revenue totaled $55.2 million, down 14.9% in the three months ended March 29, 2026 compared to the prior-year period. Declines in volumes, consistent with historical and industry trends, were partially offset by strategic rate increases. Digital-only subscribers decreased 18.8% to 591,000 at March 29, 2026 compared to 728,000 at March 30, 2025. Digital-only subscription revenue declined 6.3% compared to the prior-year period.

Other revenue, which primarily consists of digital services from BLOX Digital of $4.8 million, commercial printing revenue of $3.7 million and third party delivery of $1.4 million, decreased $0.2 million, or 1.9%, in the three months ended March 29, 2026 compared to the prior-year period. Digital services revenue decreased 0.9% in the three months ended March 29, 2026 compared to the prior-year period. Commercial printing revenue decreased 2.4% in the three months ended March 29, 2026 compared to the prior-year period, primarily driven by lower print volumes from our partners.

Total digital revenue including digital advertising revenue, digital subscription revenue and digital services revenue totaled $67.8 million, a decrease of 6.6%, in the three months ended March 29, 2026 compared to the prior-year period, and represented 55.6% of our total operating revenue in the three months ended March 29, 2026.

Operating Expenses

Total operating expenses were $114.4 million, a 20.0% decrease in the three months ended March 29, 2026, compared to the three months ended March 30, 2025. The decrease reflects continued disciplined cost management, the absence of prior-year Cyber Incident response costs, and $3.8 million of business interruption insurance recoveries recognized in the current quarter. See Note 11. Cash Costs of $112.0 million, a non-GAAP financial measure used to summarize certain operating expenses (see reconciliation of non-GAAP financial measures below), were down 14.6% in the three months ended March 29, 2026, reflecting continued disciplined cost management.

Compensation expense decreased $9.9 million, or 17.5%, in the three months ended March 29, 2026 compared to the prior-year period. The decrease reflects continued headcount reductions as we execute our digital transformation strategy.

Newsprint and ink costs decreased $0.6 million, or 19.0%, in the three months ended March 29, 2026 compared to the prior-year period. The decrease is attributable to lower print volumes, consistent with continued secular declines in demand for print.

Other operating expenses decreased $8.7 million, or 12.2%, in the three months ended March 29, 2026 compared to the prior-year period. Other operating expenses include all operating costs not considered to be compensation, newsprint, insurance proceeds, depreciation and amortization, or restructuring costs and assets loss on sales, impairments, and other, net. The largest components are costs associated with printing and distribution of our printed products, digital cost of goods sold and facility expenses.

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Insurance proceeds were a net gain of $3.8 million in the three months ended March 29, 2026 which represent business interruption insurance recoveries recognized in the current quarter related to the prior-year Cyber Incident. See Note 11.

Restructuring costs and other decreased $2.9 million, or 44.1% in the three months ended March 29, 2026, compared to the prior-year period due primarily to $1.9 million of expenses related to the Cyber incident included in the prior year and current year reimbursements of $0.8 million.

Depreciation and amortization expense decreased $1.7 million, or 32.0%, in the three months ended March 29, 2026. This decrease is attributable to assets being fully depreciated or amortized.

(Gain) loss on asset sales, impairments and other, net, was a net gain of $0.9 million in the three months ended March 29, 2026 compared to a net loss of $0.1 million in the prior-year period. The gain in 2026 was primarily related to the sale of two properties.

Operating income of $8.5 million, increased $13.0 million in the three months ended March 29, 2026 compared to an operating loss of $4.5 million in the prior-year period. This increase is related to decreases in compensation expense and other operating expenses which includes $3.8 million in business interruption reimbursements in the current year period.

Non-operating Income and Expense

Non-operating income and expense decreased by $2.5 million, or 26.8% in the three months ended March 29, 2026 compared to the prior-year period. The decrease is primarily driven by a decrease in interest expense related to the rate reduction on our debt described in Note 7. Our weighted average cost of debt was 8.0% and 9.0% as of the three months ended March 29, 2026 and the three months ended March 30, 2025.

Income Tax Expense/Benefit

We recorded an income tax expense of $3.4 million in the three months ended March 29, 2026 compared to an income tax benefit of $1.8 million in the prior-year period. The increase in income tax expense for the current period is mainly due to a higher valuation allowance related to additional interest expense carryforwards that are not expected to be fully realized.

Net loss and Loss Per Share

Net loss was $1.7 million and diluted loss per share was $0.16 for the three months ended March 29, 2026 compared to net loss of $12.0 million and diluted losses per share of $2.07 for the prior-year period. The improvement reflects the cost reduction actions, the non-recurrence of prior-year Cyber Incident costs, and business interruption insurance recoveries discussed above.

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Six Months Ended

Operating results are summarized below.

(Thousands of Dollars, Except Per Common Share Data)			March 29, 2026			March 30, 2025						Percent Change
Operating revenue:
Print advertising revenue			31,465			36,393						(13.5)		%
Digital advertising revenue			83,488			90,670						(7.9)		%
Advertising and marketing services revenue			114,953			127,063						(9.5)		%
Print subscription revenue			67,898			84,511						(19.7)		%
Digital subscription revenue			44,985			45,354						(0.8)		%
Subscription revenue			112,883			129,865						(13.1)		%
Print other revenue			14,578			15,101						(3.5)		%
Digital other revenue			9,612			9,913						(3.0)		%
Other revenue			24,190			25,014						(3.3)		%
Total operating revenue			252,026			281,942						(10.6)		%
Operating expenses:
Compensation			96,178			116,913						(17.7)		%
Newsprint and ink			5,483			6,727						(18.5)		%
Other operating expenses			131,564			146,135						(10.0)		%
Insurance proceeds			(5,840)			—						100.0		%
Depreciation and amortization			7,094			11,436						(38.0)		%
Gain on asset sales, impairments and other, net			(903)			(803)						12.5		%
Restructuring costs and other			6,788			11,666						(41.8)		%
Total operating expenses			240,364			292,074						(17.7)		%
Equity in earnings of associated companies			2,088			2,277						(8.3)		%
Operating (loss) income			13,750			(7,855)						***
Non-operating income (expense):
Interest expense			(17,877)			(20,232)						(11.6)		%
Pension and other post employment benefits ("OPEB") related and other, net			1,671			1,311						27.5		%
Total non-operating expense, net			(16,206)			(18,921)						(14.3)		%
Loss before income taxes			(2,456)			(26,776)						(90.8)		%
Income tax expense			4,379			1,463						***
Net loss			(6,835)			(28,239)						(75.8)		%
Loss per common share:
Basic			(0.78)			(4.87)						(83.9)		%
Diluted			(0.78)			(4.87)						(83.9)		%

*** Indicates an absolute value percentage change greater than 100.

Operating Revenue

Total operating revenue was $252.0 million, down $29.9 million, or 10.6% in the six months ended March 29, 2026 compared to the six months ended March 30, 2025.

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Advertising and marketing services revenue totaled $115.0 million, down 9.5% in the six months ended March 29, 2026 compared to the prior-year period. Print advertising revenues were $31.5 million, down 13.5% in the six months ended March 29, 2026 compared to the prior-year period driven by continued secular declines and elimination of unprofitable print products. Digital advertising and marketing services totaled $83.5 million, down 7.9% in the six months ended March 29, 2026 compared to the prior-year period. Digital advertising and marketing services represented 72.6% of the six months ended March 29, 2026 total advertising and marketing services revenue, compared to 71.4% in the prior-year period.

Subscription revenue totaled $112.9 million, down 13.1% in the six months ended March 29, 2026 compared to the prior-year period. Declines in volumes, consistent with historical and industry trends, were partially offset by strategic rate increases. Digital-only subscribers decreased 18.8% to 591,000 as March 29, 2026. Digital-only subscription revenue declined 0.8% compared to the prior-year period.

Other revenue, which primarily consists of digital services from BLOX Digital of $9.6 million, commercial printing revenue of $7.6 million and third party delivery of $3.1 million, decreased $0.8 million, or 3.3%, in the six months ended March 29, 2026 compared to the prior-year period. Digital services revenue decreased by 3.0% in the six months ended March 29, 2026 compared to the prior-year period. Commercial printing revenue decreased 4.1% in the six months ended March 29, 2026 compared to the prior-year period, primarily driven by lower print volumes from our partners.

Total digital revenue including digital advertising revenue, digital subscription revenue and digital services revenue totaled $138.1 million, a decrease of 5.4% in the six months ended March 29, 2026 over the prior-year period, and represented 54.8% of our total operating revenue in the six months ended March 29, 2026

Operating Expenses

Total operating expenses were $240.4 million, a 17.7% decrease in the six months ended March 29, 2026, compared to the six months ended March 30, 2025. The decrease reflects continued disciplined cost management, the absence of prior-year Cyber Incident response costs, and $5.8 million of business interruption insurance recoveries recognized in the current period. See Note 11. Cash Costs of $233.2 million, a non-GAAP financial measure used to summarize certain operating expenses (see reconciliation of non-GAAP financial measures below), were down 13.5% in the six months ended March 29, 2026, reflecting continued disciplined cost management.

Compensation expense decreased $20.7 million, or 17.7% in the six months ended March 29, 2026 compared to the prior-year period from reductions in full time employees due to continued business transformation efforts.

Newsprint and ink costs decreased $1.2 million, or 18.5% in the six months ended March 29, 2026, compared to the prior-year period. The decrease is attributable to declines in newsprint volumes.

Other operating expenses decreased $14.6 million, or 10.0%, in the six months ended March 29, 2026 compared to the prior-year period. Other operating expenses include all operating costs not considered to be compensation, newsprint, insurance proceeds, depreciation and amortization, or restructuring costs and assets loss on sales, impairments, and other, net. The largest components are costs associated with printing and distribution of our printed products, digital cost of goods sold and facility expenses.

Insurance proceeds were a net gain of $5.8 million in the six months ended March 29, 2026 which represent business interruption insurance recoveries related to the prior-year Cyber Incident. See Note 11.

Restructuring costs and other decreased $4.9 million, or 41.8% in the six months ended March 29, 2026, compared to the six months ended March 30, 2025. The prior year period included $1.9 million of expenses related to the Cyber Incident and costs associated with the shutdown of one of our production facilities.

Depreciation and amortization expense decreased $4.3 million, or 38.0%, in the six months ended March 29, 2026 compared to the prior-year period. The decrease in both is attributable to assets being fully depreciated or amortized.

(Gain) loss on asset sales, impairments and other, net, was $0.9 million in the six months ended March 29, 2026 compared to a net gain of $0.8 million in the prior-year period. Current year gains on sales was related to the sale of two properties.

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The factors noted above resulted in an operating income of $13.8 million in the six months ended March 29, 2026 compared to an operating loss of $7.9 million in the prior-year period primarily due to decreases in compensation expense and other operating expenses which includes $5.8 million in business interruption reimbursements.

Non-operating Income and Expense

Non-operating income and expense decreased by $2.7 million, or 14.3% compared to the six months ended March 30, 2025. The decrease is primarily driven by decrease in interest expense related to the rate reduction on our debt described in Note 7. Our weighted average cost of debt was 8.0% and 9.0% at the end of the six months ended March 29, 2026 and the prior-year period.

Income Tax Expense

We recorded an income tax expense of $4.4 million in the six months ended March 29, 2026 compared to $1.5 million in the six months ended March 30, 2025. The increase in income tax expense for the current period is mainly due to a higher valuation allowance related to additional interest expense carryforwards that are not expected to be fully realized.

Net loss and Loss Per Share

Net loss was $6.8 million and diluted loss per share was $0.78 for the six months ended March 29, 2026 compared to net loss of $28.2 million and diluted losses per share of $4.87 for the prior-year period. The change reflects the various items discussed above.

NON-GAAP FINANCIAL MEASURES

We use non-GAAP financial performance measures to supplement the financial information presented on a GAAP basis. These non-GAAP financial measures should not be considered in isolation or as a substitute for the relevant GAAP measures and should be read in conjunction with information presented on a GAAP basis.

In this report, we present Adjusted EBITDA and Cash Costs which are non-GAAP financial performance measures that exclude from our reported GAAP results the impact of certain items consisting primarily of restructuring charges and non-cash charges. We believe such expenses, charges and gains are not indicative of normal, on-going operations, and their inclusion in results makes for more difficult comparisons between years and with peer group companies. In the future, however, we are likely to incur expenses, charges and gains similar to the items for which the applicable GAAP financial measures have been adjusted and to report non-GAAP financial measures excluding such items. Accordingly, exclusion of those or similar items in our non-GAAP presentations should not be interpreted as implying the items are non-recurring, infrequent, or unusual.

We define our non-GAAP measures, which may not be comparable to similarly titled measures reported by other companies, as follows:

Adjusted EBITDA is a non-GAAP financial performance measure that enhances financial statement users' overall understanding of our operating performance. The measure isolates unusual, infrequent, or non-cash transactions from the operating performance of the business. This allows users to easily compare operating performance among various fiscal periods and how management measures the performance of the business. This measure also provides users with a benchmark that can be used when forecasting our future operating performance that excludes unusual, nonrecurring or one-time transactions. Adjusted EBITDA is also a component of the calculation used by stockholders and analysts to determine the value of our business when using the market approach, which applies a market multiple to financial metrics. It is also a measure used to calculate our leverage ratio, which is a key financial ratio monitored and used by us and our investors. Adjusted EBITDA is defined as net income (loss), plus non-operating expenses, net, income tax expense (benefit), depreciation and amortization, assets loss (gain) on sales, impairments and other, restructuring costs and other, stock compensation and our 50% share of EBITDA from TNI and MNI, minus equity in earnings of TNI and MNI.

Cash Costs represent a non-GAAP financial performance measure of operating expenses which are measured on an accrual basis and settled in cash. This measure is useful to investors in understanding the components of

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our cash-settled operating costs. Generally, we provide forward-looking guidance of Cash Costs, which can be used by financial statement users to assess our ability to manage and control its operating cost structure. Cash Costs are defined as compensation, newsprint and ink and other operating expenses and exclude restructuring costs and other, which are typically settled in cash.

Adjusted EBITDA and Cash Costs are reconciled to net loss and operating expenses, below, the closest comparable numbers under GAAP.

RECONCILIATION OF NON-GAAP FINANCIAL MEASURES

(UNAUDITED)

The table below reconciles the non-GAAP financial performance measure of Adjusted EBITDA to net loss, the most directly comparable GAAP measure:

			Three months ended						Six months ended
(Thousands of Dollars)			March 29, 2026			March 30, 2025			March 29, 2026			March 30, 2025
Net loss			(1,709)			(12,015)			(6,835)			(28,239)
Adjusted to exclude
Income tax expense (benefit)			3,448			(1,780)			4,379			1,463
Non-operating expenses, net			6,803			9,292			16,206			18,921
Equity in earnings of TNI and MNI			(1,008)			(1,155)			(2,088)			(2,277)
Depreciation and amortization			3,515			5,171			7,094			11,436
Restructuring costs and other			3,640			6,516			6,788			11,666
(Gain) loss on asset sales, impairments and other, net			(900)			126			(903)			(803)
Stock compensation			213			358			541			788
Add:
Ownership share of TNI and MNI EBITDA (50%)			1,123			1,255			2,224			2,422
Adjusted EBITDA			15,125			7,768			27,406			15,377

The table below reconciles the non-GAAP financial performance measure of Cash Costs to Operating expenses, the most directly comparable GAAP measure:

			Three months ended						Six months ended
(Thousands of Dollars)			March 29, 2026			March 30, 2025			March 29, 2026			March 30, 2025
Operating expenses			114,430			143,038			240,364			292,074
Adjustments
Depreciation and amortization			3,515			5,171			7,094			11,436
(Gain) loss on asset sales, impairments and other, net			(900)			126			(903)			(803)
Restructuring costs and other			3,640			6,516			6,788			11,666
Insurance proceeds			(3,840)			—			(5,840)			—
Cash Costs			112,015			131,225			233,225			269,775

LIQUIDITY AND CAPITAL RESOURCES

A summary of our cash flows is included in the narrative below.

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Operating Activities

Cash used in operating activities totaled $1.8 million in the six months ended March 29, 2026 down $6.4 million compared to cash used in operating activities of $8.1 million in the six months ended March 30, 2025. The improvement was primarily driven by an increase in operating results of $7.8 million (defined as net loss adjusted for non-working capital items) offset primarily by a decrease in working capital of $1.5 million. The decrease in working capital is primarily related to higher payments related to the Private Placement expenses offset by improved accounts receivable driven by lower revenue in the period.

Investing Activities

Cash used in investing activities totaled $0.3 million in the six months ended March 29, 2026 compared to cash provided by investing activities of $3.2 million in the six months ended March 30, 2025. The six months ended March 30, 2025 included $6.1 million in proceeds from the sale of assets as we divested non-core real estate compared to only $1.1 million in asset sale proceeds in the current period.

Financing Activities

Cash provided by financing activities was $45.3 million for the six months ended March 29, 2026 from net Private Placement proceeds described in Note 2.

Additional Information on Liquidity

PRIVATE PLACEMENT FINANCING AND RELATED AGREEMENTS

As discussed in Note 2, we issued an aggregate of 16,000,000 shares of our Common Stock in a Private Placement at a price of $3.25 per share, consisting of 15,384,615 shares issued to certain investors and 615,385 shares issued to service providers as reimbursement for certain expenses incurred by such investors. The aggregate gross proceeds from the Private Placement were $50.0 million, before deducting offering expenses. Additionally, concurrently with the execution of the Private Placement, we entered into the Second Amendment to Credit Agreement. The amendments include, among other items, a reduction of the applicable margin on our 25-year term loan from 9.00% to 5.00% for a period of five years following the closing and amending the definition of “Excess Cash Flow” such that any cash on hand balance held by us above $64.0 million will be deemed Excess Cash Flow for a five year period following the closing.

As of March 29, 2026, our liquidity, consisting of cash on hand, was $53.3 million. For the six months ended March 29, 2026, net cash used in operating activities was $1.8 million, down from $8.1 million used in the six months ended March 30, 2025. This increase is primarily attributable to the improved operating results and working capital management compared to the prior-year period.

The current operating environment, expenditures related to our business transformation initiatives, and the impacts of the Cyber Incident have adversely affected our net cash flows and placed pressure on our liquidity. However, we believe that cash generated from operating activities, along with the proceeds from the Private Placement financing will be sufficient to fund our operations and meet our obligations for at least the next 12 months from the date of this filing.

CHANGES IN LAWS AND REGULATIONS

Wage Laws

The United States and various state and local governments are considering increasing their respective minimum wage rates. Most of our employees are paid more than the current United States or state minimum wage rates. However, until changes to such rates are enacted, the impact of the changes cannot be determined.

Item 3.    Controls and Procedures

EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES

Under the supervision and with the participation of our senior management, including our President and Chief Executive Officer and Vice President, Chief Financial Officer and Treasurer, we conducted an evaluation of the

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effectiveness of the design and operation of our disclosure controls and procedures, as defined in Rules13a-15(e) and 15d-15(e) under the Exchange Act, as of the end of the period covered by this Quarterly Report on Form 10-Q (the “Evaluation Date”). Based on this evaluation, our President and Chief Executive Officer and Vice President, Chief Financial Officer and Treasurer concluded that as of the Evaluation Date, our disclosure controls and procedures were effective.

CHANGES IN INTERNAL CONTROL OVER FINANCIAL REPORTING

There have been no changes in our internal control over financial reporting that occurred during the three months ended March 29, 2026, that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

PART II

OTHER INFORMATION

Item 1.    Legal Proceedings

We are involved in a variety of legal actions that arise in the normal course of business. Insurance coverage mitigates potential loss for certain of these matters. While we are unable to predict the ultimate outcome of these legal actions, it is our opinion that the disposition of these matters will not have a material adverse effect on our Consolidated Financial Statements, taken as a whole.

Stoudemire et al. v. Lee Enterprises, Incorporated (Video Privacy Claim). On December 19, 2022, named Plaintiffs filed a Complaint in the U.S. District Court for the Southern District of Iowa alleging our news websites violate the Video Privacy Protection Act by disclosing to third parties certain data about users’ video-watching habits. In particular, the Complaint alleged the websites use Facebook Pixel, a technology that allegedly links a user’s Facebook profile to videos the user watches on our website. The claimants are asserting class action claims and allege statutory damages of $2,500 per class member, punitive damages, and attorneys’ fees. In July 2023, the Court denied our Motion to Dismiss. This claim was submitted for coverage under the our media insurance policy. The parties successfully mediated the case on November 5, 2024, and the court granted final approval of the class action settlement on August 14, 2025. The entire $9.5 million settlement amount was paid by our insurance carriers in October 2025.

Fetes et al. v. Lee Enterprises. Incorporated (Cyber Incident). On June 12, 2025, Sarah Fetes filed a Complaint in the U.S. District Court for the Southern District of Iowa alleging claims arising out of a February 2025 cybersecurity incident, during which a third-party threat actor potentially accessed personal information of past and present Company employees existing on Company systems. Fetes and five additional named Plaintiffs filed a Consolidated Complaint on August 11, 2025. Plaintiffs allege that we failed to properly secure and safeguard personally identifiable information collected as part of our regular business practices. Plaintiffs sought damages for invasion of privacy and misuse of the compromised data, on behalf of themselves and a class consisting of approximately 39,700 individuals who received data breach notifications. This claim was submitted for coverage under our media insurance policy. The parties have reached a tentative settlement, all of which will be paid by our insurance carriers, in an amount that will be publicly disclosed through the court process. The settlement is subject to required court approval and open to objection by class members. We anticipate final approval of the settlement by August 2026. The probable settlement liability and insurance receivable are recorded within “Compensation and other accrued liabilities” and “Prepaids and other” on the Consolidated Balance Sheets as of March 29, 2026.

Lineup Systems Corporation v. Lee Enterprises, Incorporated. In July 2025, Lineup filed suit against us for breach of contract, breach of the covenant of good faith and fair dealing, and quantum meruit arising from the contract between Lee and Lineup for the purchase and installation of software. The suit claims $7.0 million in damages for failure to pay owed amounts, attorneys fees and interest. We filed a counter claim alleging breach of contract and fraudulent inducement. Trial has been set for October 18, 2027. Lineup filed a Motion for Judgment on the Pleadings for various counts and oral arguments were heard by the Court on the Motion for Judgment on the Pleadings on January 16, 2026. The Court rendered an opinion in favor of defendant denying the motion. Discovery is ongoing in this case and the outcome is uncertain at this time.

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Item 1a. Risk Factors

Our status as a “controlled company” will concentrate control with our majority owner and may limit your ability to influence corporate matters and result in corporate governance that differs from that of other public companies.

As of March 13, 2026, David H. Hoffmann, our Chairman of the Board, beneficially owns 53.5% of the aggregate voting power of our outstanding capital stock.

As a result, we will be a “controlled company” under the corporate-governance standards of The Nasdaq Stock Market LLC (“Nasdaq”) for so long as more than 50% of the voting power of our outstanding capital stock is held by Mr. Hoffmann. We will effectively be a closely held corporation with a single stockholder (together with his affiliates) exercising substantial control over our affairs. Under Nasdaq rules applicable to controlled companies, we are permitted to rely on certain exemptions from Nasdaq’s corporate-governance requirements, including exemptions from the requirements that a majority of our Board be independent and that our compensation and nominating and corporate-governance committees be composed entirely of independent directors. Although we do not currently intend to rely on these exemptions, we could elect to do so in the future. If we rely on one or more of these exemptions, you may not have the same protections afforded to stockholders of companies that are subject to all of Nasdaq’s corporate-governance requirements.

Even if we do not rely on the controlled-company exemptions, the concentration of voting power with Mr. Hoffmann will allow him to exert significant influence over all matters submitted to a vote of our stockholders, including the election and removal of directors, amendments to our organizational documents, mergers and asset sales, and other significant corporate transactions. Mr. Hoffmann's interests may conflict with, and may not always be aligned with, those of our other stockholders. For example, they may be more focused on long-term strategic objectives, liquidity for his own holdings, tax or estate-planning considerations or other factors than maximizing short-term stock price performance.

This concentrated control could discourage, delay, or prevent a change of control that stockholders may consider favorable, limit your ability to influence our corporate policies and adversely affect the market price and liquidity of our common stock. Investors who do not agree with the decisions of our controlling stockholder will be limited in their ability to change our management or strategy.

Item 5. Other Information

Insider Trading Arrangement

On March 13, 2026, Mr. David Hoffmann, the Company's Chairman of the Board, adopted a 10b5-1 Plan. Mr. Hoffmann’s 10b5-1 Plan is intended to satisfy the affirmative defense of Rule 10b5-1(c). Trades under Mr. Hoffmann’s 10b5-1 Plan are subject to the required “cooling-off period” with the estimated first sale date under Mr. Hoffmann’s 10b5-1 Plan to occur not before June 12, 2026. Mr. Hoffmann’s 10b5-1 Plan expires on June 12, 2027. The 10b5-1 Plan governs Mr. Hoffmann’s purchase of 242,991 shares of the Company's Common Stock. Transactions under the 10b5-1 Plan will be disclosed publicly through Form 144 and Form 4 filings with the SEC to the extent required by law.

Cybersecurity Incident

On February 3, 2025, we experienced a cybersecurity incident that disrupted certain IT systems and resulted in unauthorized access to certain files (the “Cyber Incident”). We activated our incident-response plan, engaged third-party cybersecurity experts, notified law enforcement, and offered identity-protection services to affected customers and subscribers. The Cyber Incident adversely affected fiscal 2025 operating results; however, the incremental impact on revenues and certain operating expenses is not reasonably separable from other business factors. The incident remains under legal and forensic review, and we continue to implement security enhancements. We maintain cyber insurance with a $0.5 million deductible.

Since the incident, we have incurred $10.5 million in cash flow losses attributable to the cyber incident, which have been submitted for recovery to our insurance providers. Approximately $3.7 million of incurred expenses and $2.0 million of reimbursements were recognized in "Restructuring and Other" in the Consolidated Statements of Loss and Comprehensive Loss during the year ended September 28, 2025. For the six months

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ended March 29, 2026, we have received $0.8 million of reimbursements, which are presented as a reduction of related costs within “Restructuring and other” and $5.8 million in business interruption reimbursements that were recorded on a separate line within "Operating Expenses".

Item 6.    Exhibits

Exhibits marked with an asterisk (*) are incorporated by reference to documents previously filed by us with the SEC, as indicated. Exhibits marked with a plus (+) are management contracts or compensatory plan contracts or arrangements filed pursuant to Item 601(b)(10)(iii)(A) of Regulation S-K. All other documents listed are filed with this Quarterly Report on Form 10-Q.

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Number			Description
3.1*			Amended and Restated Certificate of Incorporation of the Company, effective as of January 30, 2012 (incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K filed on February 3, 2012).
3.2*			Certificate of Amendment to the Amended and Restated Certificate of Incorporation of the Company, effective as of March 12, 2021 (incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K filed on March 12, 2021).
3.3*			Certificate of Amendment to the Amended and Restated Certificate of Incorporation of the Company, effective as of February 3, 2026 (incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K filed on February 5, 2026).
3.4*			Second Amended and Restated By-Laws of the Company, effective as of June 26, 2019 (incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K filed on June 27, 2019).
3.5*			Certificate of Elimination, effective as of February 4, 2026 (incorporated by reference to Exhibit 3.2 to the Company’s Current Report on Form 8-K filed on February 5, 2026).
4.1*			Amendment No. 2 to Rights Agreement, dated as of February 4, 2026, by and between the Company and Equiniti Trust Company, LLC (incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K filed on February 5, 2026).
10.1*			Stock Purchase Agreement, dated as of December 30, 2025, by and among the Company, Anchor Investor and the Other Investors party thereto (incorporated by reference to Exhibit 10.1 of the Company's Current Report on Form 8-K filed on December 30, 2025).
10.2*			Form of Registration Rights Agreement (incorporated by reference to Exhibit 10.2 of the Company's Current Report on Form 8-K filed on December 30, 2025).
10.3*			Executive Retirement and Transition Agreement, dated as of December 30, 2025, by and between the Company and Kevin Mowbray (incorporated by reference to Exhibit 10.4 to the Company's Current Report on Form 8-K filed on December 30, 2025).
10.4*			Second Amendment to Credit Agreement, dated as of December 30, 2025, by and between the Company and the Lender (incorporated by reference to Exhibit 10.5 of the Company's Current Report on Form 8-K filed on December 30, 2025).
10.5*			Executive Separation and Transition Agreement, dated as of November 21, 2025, by and between the Company and Timothy R. Millage (incorporated by reference to Exhibit 10.5 of the Company's Current Report on Form 10-Q for the Quarter Ended December 28, 2025).
31.1			Rule 13a-14(a) Certification of Chief Executive Officer			Attached
31.2			Rule 13a-14(a) Certification of Chief Financial Officer			Attached
32.1			Section 1350 Certification of Chief Executive Officer			Attached
32.2			Section 1350 Certification of Chief Financial Officer			Attached
101.INS			Inline XBRL Instance Document (the Instance Document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document)			Attached
101.SCH			Inline XBRL Taxonomy Extension Schema Document			Attached
101.CAL			Inline XBRL Taxonomy Extension Calculation Linkbase Document			Attached
101.DEF			Inline XBRL Taxonomy Extension Definition Linkbase Document			Attached
101.LAB			Inline XBRL Taxonomy Extension Label Linkbase Document			Attached
101.PRE			Inline XBRL Taxonomy Extension Presentation Linkbase Document			Attached
104			Cover Page Interactive Data File (formatted as Inline XBRL and embedded within the Inline XBRL document)			Attached

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SIGNATURES

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 thereunto duly authorized.

LEE ENTERPRISES, INCORPORATED

/s/ Joshua P. Rinehults

May 8, 2026

Joshua P. Rinehults

Vice President, Chief Financial Officer and Treasurer

(Principal Financial and Accounting Officer)

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FAQ

How did Lee Enterprises (LEE) perform financially in the latest quarter?

Lee Enterprises reported quarterly operating revenue of $121.964 million, down 11.2% year over year, but swung to $8.542 million in operating income. Net loss narrowed sharply to $1.709 million from $12.015 million, and Adjusted EBITDA nearly doubled to $15.125 million.

What was the impact of the $50 million Private Placement on Lee Enterprises (LEE)?

The company raised $50.0 million by issuing 16.0 million Common shares at $3.25 in a Private Placement. Proceeds strengthened liquidity, lifting cash to $53.275 million, and supported a credit agreement amendment that reduced the term-loan interest margin from 9.0% to 5.0% for five years.

How are Lee Enterprises’ (LEE) print and digital revenues trending?

Print revenues continue to decline, with print advertising down 13.7% and print subscription revenue down 19.9% year over year. Digital advertising fell 7.4%, and total digital revenue declined 6.6%, though it now represents 55.6% of total operating revenue, reflecting the ongoing digital shift.

What cost actions has Lee Enterprises (LEE) taken to improve profitability?

Lee reduced Compensation expense by 17.5% and cut Newsprint and ink costs by 19.0% year over year for the quarter. Other operating expenses declined 12.2%, restructuring costs dropped 44.1%, and business interruption insurance recoveries of $3.8 million further lowered reported operating expenses.

What is Lee Enterprises’ (LEE) current debt and interest profile?

Lee carries a single $455.5 million 25-year term loan maturing in 2045. A February 2026 amendment cut the applicable margin from 9.0% to 5.0% for five years, reducing interest expense. For the first half of fiscal 2026, interest expense totaled $17.877 million, with a weighted average cost of debt of 8.0%.

How did the cyber incident and related insurance affect Lee Enterprises (LEE)?

A February 2025 cyber incident hurt prior-year results, but Lee has since recognized $5.8 million of business interruption insurance recoveries in the six months ended March 29, 2026. An additional $0.8 million of reimbursements reduced related restructuring costs, partially offsetting earlier cash flow losses tied to the event.