Lee Enterprises (NASDAQ: LEE) cancels special meeting and pulls proxy proposals

Rhea-AI Filing Summary

Lee Enterprises, Incorporated reported that its board of directors decided on December 18, 2025 to cancel a previously scheduled special meeting of stockholders that had been set for December 19, 2025. The company has also withdrawn from consideration all proposals that were included in the related definitive proxy statement filed on November 13, 2025. The company states that it continues to consider various potential strategic and financing transactions and has canceled the stockholder meeting at this time to continue and facilitate that process.

8-K Event Classification

2 items: 8.01, 9.01

2 items

Item 8.01 Other Events Other

Voluntary disclosure of events the company deems important to shareholders but not covered by other items.

Item 9.01 Financial Statements and Exhibits Exhibits

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

Understanding 8-K Material Events →

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): December 18, 2025

_______________________________________________________________________________________

LEE ENTERPRISES, INCORPORATED

(Exact name of Registrant as specified in its charter)

_______________________________________________________________________________________

Delaware			1-6227			42-0823980
(State of Incorporation)			(Commission File Number)			(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
Preferred Share Purchase Rights			LEE			The Nasdaq Global Select Market

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

o			Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o			Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o			Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o			Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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

Emerging growth company 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

Item 8.01 Other Events

As previously disclosed, on November 13, 2025, Lee Enterprises, Incorporated (the “Company”) filed a definitive proxy statement in connection with a special meeting of stockholders (the “Proxy Statement”) scheduled for Friday, December 19, 2025, at 9:00 a.m. Central Time (the “Special Meeting”).

On December 18, 2025, the board of directors of the Company decided to cancel the Special Meeting, and the Company has withdrawn from consideration the proposals set forth in the Proxy Statement.

As previously disclosed in the Proxy Statement, the Company continues to consider various potential strategic and financing transactions. Therefore, to continue and facilitate that process, the Company has canceled the stockholder meeting at this time.

Item 9.01.    Financial Statements and Exhibits.

			(d)Exhibits
			104			Cover Page Interactive Data File (embedded within the Inline XBRL document)

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

Date:

December 18, 2025

By:

/s/ Timothy R. Millage

Timothy R. Millage

Vice President, Chief Financial Officer and Treasurer

FAQ

What did Lee Enterprises (LEE) disclose in this 8-K?

Lee Enterprises, Incorporated disclosed that its board decided on December 18, 2025 to cancel a special meeting of stockholders scheduled for December 19, 2025 and to withdraw the proposals described in its previously filed definitive proxy statement.

What happened to the Lee Enterprises (LEE) special meeting scheduled for December 19, 2025?

The special meeting of stockholders of Lee Enterprises, Incorporated that had been scheduled for December 19, 2025 at 9:00 a.m. Central Time has been canceled by the company’s board of directors.

What is the status of the proposals in Lee Enterprises’ November 13, 2025 proxy statement?

Lee Enterprises, Incorporated has withdrawn from consideration the proposals that were set forth in its definitive proxy statement filed on November 13, 2025 in connection with the canceled special meeting.

Why did Lee Enterprises (LEE) cancel its special stockholder meeting?

Lee Enterprises, Incorporated stated that it continues to consider various potential strategic and financing transactions and has canceled the stockholder meeting at this time to continue and facilitate that process.

Does Lee Enterprises (LEE) mention ongoing strategic or financing efforts?

Yes. Lee Enterprises, Incorporated states that it continues to consider various potential strategic and financing transactions, and the cancellation of the special meeting is described as supporting that ongoing process.

Who signed the Lee Enterprises (LEE) 8-K related to the canceled special meeting?

The report was signed on behalf of Lee Enterprises, Incorporated by Timothy R. Millage, who is identified as Vice President, Chief Financial Officer and Treasurer.