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McGraw Hill, Inc. (MH) SEC Filings

MH NYSE

McGraw Hill, Inc. (NYSE: MH) files a range of documents with the U.S. Securities and Exchange Commission that provide detailed insight into its operations as a global provider of education solutions. As a registrant with common stock listed on the New York Stock Exchange, the company submits current reports on Form 8-K to disclose material events, along with annual and quarterly reports that present its financial condition and results of operations.

Recent Form 8-K filings cover topics such as the pricing and closing of McGraw Hill’s initial public offering, amendments to its certificate of incorporation and bylaws, and an investor rights agreement. Other 8-Ks describe amendments to the company’s credit agreement, repricing of its senior secured term loan facility, and principal prepayments made by its indirect subsidiary, McGraw-Hill Education, Inc., under that facility. These filings outline how the company manages its capital structure and debt profile.

Additional 8-Ks report on quarterly earnings press releases, including financial results for fiscal quarters and updates to fiscal year guidance, as well as Regulation FD disclosures related to lender presentations and other communications. Governance-related filings document executive leadership and board changes, such as CEO succession, appointments of new executive officers and directors, and associated employment or transition agreements. They also include information on compensation arrangements for key executives.

On this page, investors can access McGraw Hill’s SEC filings as they are made available through EDGAR, and use AI-powered summaries to quickly understand the key points in lengthy documents. Forms such as 10-K annual reports and 10-Q quarterly reports provide comprehensive financial and operational detail, while Form 4 filings, when present, disclose insider transactions by directors and officers. Together, these filings offer a structured view of McGraw Hill’s financial performance, governance, debt arrangements and material corporate events.

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McGraw Hill, Inc. announced that its wholly owned subsidiary, McGraw-Hill Education, Inc., intends, subject to market conditions, to privately offer $500 million in aggregate principal amount of senior secured notes due 2033. In connection with the offering, the subsidiary intends to amend its senior secured cash flow credit agreement to extend the revolving facility maturity to 2031, increase available commitments to $150 million, and refinance the Existing Term Loan with an $830 million first lien senior secured term loan B facility due 2033. An amendment to the ABL revolving credit agreement would extend its maturity to 2031.

The subsidiary intends to use the net proceeds from the offering, together with borrowings under the new term loan, to redeem in full its outstanding 5.750% Secured Notes due 2028 and refinance the Existing Term Loan. It expects to voluntarily prepay $50 million under that loan on or before September 30, 2026. A conditional redemption notice was issued September 25, 2026, and redemption is expected on October 9, 2026, conditioned on the offering closing and receipt of sufficient proceeds from the Refinancing Transactions.

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Alvaro Felicia reported acquisition or exercise transactions in this Form 4 filing.

McGraw Hill, Inc. director Felicia Alvaro reported an equity compensation grant of 16,086 restricted stock units (RSUs) of common stock on August 11, 2026. The RSUs vest on the earlier of the 2027 annual stockholders meeting or August 11, 2027, contingent on continued board service. Following this award, Alvaro holds 26,968 common shares directly.

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REINEMUND STEVEN reported acquisition or exercise transactions in this Form 4 filing.

McGraw Hill, Inc. director Steven Reinemund received a grant of 16,086 restricted stock units (RSUs) of Common Stock on August 11, 2026. These RSUs vest on the earlier of the company’s 2027 annual stockholders meeting or August 11, 2027, contingent on his continued board service. Following the grant, he directly holds 26,968 shares of Common Stock and indirectly beneficially owns 73,710 additional shares through The Gail T Reinemund Irrevocable Trust for the benefit of his immediate family.

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Allen Simon Jonathan reported acquisition or exercise transactions in this Form 4 filing.

McGraw Hill, Inc. director Allen Simon Jonathan received a grant of 16,086 restricted stock units (RSUs) on August 11, 2026. These RSUs vest on the earlier of the company’s 2027 annual stockholders’ meeting or August 11, 2027, contingent on his continued board service, and each RSU will deliver one share of common stock upon vesting. Following this award he reports 16,086 shares directly and an additional 447,708 shares indirectly through the Allen Family Trust, where his spouse serves as sole trustee and whose holdings may be deemed beneficially owned by him.

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Subramanian Guhan reported acquisition or exercise transactions in this Form 4 filing.

McGraw Hill, Inc. director Subramanian Guhan reported an equity compensation grant. On August 11, 2026, he received 16,086 restricted stock units (RSUs), each representing one share of common stock upon vesting. The RSUs vest on the earlier of the company’s 2027 annual stockholders meeting or August 11, 2027, subject to his continued board service. Following this grant, his directly held common stock position is 26,968 shares.

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McGraw Hill, Inc. reported revenue of $549.9 million for the quarter ended June 30, 2026, up modestly from $535.7 million a year earlier, with growth led by Higher Education and K-12 digital offerings. Net income rose sharply to $57.9 million from $0.5 million, reflecting stronger operating profitability and lower interest expense and taxes.

Gross profit increased to $439.2 million, while operating income improved to $114.3 million from $96.2 million as operating expenses grew more slowly than revenue. Re-occurring revenue, largely subscriptions and multi-year print contracts, accounted for $425.6 million, or about 77% of total revenue, underscoring the subscription focus of the model. Adjusted EBITDA reached $207.0 million, compared with $191.4 million in the prior-year quarter.

The company remains highly leveraged, with total debt of $2.63 billion against cash of $193.6 million, but was in compliance with all covenants. Deferred revenue stood at $1.52 billion, with $565.7 million expected to be recognized over the remainder of fiscal 2027, providing visibility into future revenue. McGraw Hill also disclosed ongoing legal proceedings in Florida, Illinois, and a royalty-related class action, noting that outcomes and potential losses cannot be reasonably estimated at this time.

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McGraw Hill, Inc. reported a strong fiscal first quarter 2027 for the period ended June 30, 2026, with total revenue of $549.9 million, up 2.6% year-over-year, driven by Higher Education and K‑12. Re-occurring revenue reached $425.6 million (77% of total), up 9.8%, and digital revenue rose 8.8% to $353.5 million. GAAP net income increased sharply to $57.9 million from $0.5 million, while Adjusted EBITDA was $207.0 million with a 37.7% margin. Remaining performance obligation totaled $1.52 billion, and the company highlighted progress toward its 2.0–2.5x net leverage target, with a Moody’s credit rating upgrade in July 2026.

By segment, Higher Education revenue grew 9.6% to $199.8 million, K‑12 revenue rose to $274.4 million, and International revenue was $45.2 million. Management reaffirmed fiscal 2027 guidance of $2.115–$2.175 billion in revenue, re-occurring revenue of $1.587–$1.627 billion, and Adjusted EBITDA of $750–$790 million. At the August 11, 2026 annual meeting, shareholders elected four directors, approved executive compensation and an annual say-on-pay frequency, and ratified Ernst & Young LLP as independent auditor for fiscal 2027.

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McGraw Hill, Inc. filed a pre-effective amendment to a shelf registration statement covering the resale of up to 165,160,216 shares of common stock by selling stockholder PE Mav Holdings, LLC, an investment vehicle affiliated with Platinum Equity, LLC. This is a secondary offering; McGraw Hill is not selling shares and will not receive proceeds, while bearing offering expenses other than underwriting discounts and commissions. The stock trades on the NYSE under the symbol MH, and the last sale price was $10.96 per share on July 31, 2026.

After this offering, entities affiliated with Platinum are expected to remain a controlling stockholder, currently holding 86.3% of outstanding common stock, and the company states it will continue to qualify as a “controlled company” under NYSE rules. The prospectus emphasizes risks related to future equity or debt issuances, concentrated control by Platinum, anti-takeover and exclusive-forum provisions, increased public-company compliance costs, and potential stock-price volatility. Dividends are not currently planned as earnings are expected to be retained for operations and growth.

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McGraw Hill, Inc. has filed a shelf registration to permit the resale of up to 165,160,216 shares of Common Stock by selling stockholder PE Mav Holdings, LLC, an investment vehicle affiliated with Platinum Equity. Only the selling stockholder may sell shares under this prospectus; McGraw Hill is not selling shares and will receive no proceeds, though it will bear offering expenses other than underwriting discounts and commissions.

As of June 30, 2026, 191,276,168 shares of Common Stock were outstanding, and investment vehicles affiliated with Platinum beneficially owned 86.3% of the voting power, leaving McGraw Hill a NYSE “controlled company.” Platinum retains extensive governance rights via an Investor Rights Agreement, including board nomination, committee representation, registration rights and certain consent rights over charter and bylaw changes. The filing highlights risks such as potential dilution from future financings, stock price volatility if large blocks are sold, anti‑takeover and exclusive‑forum provisions, significant ongoing public‑company compliance costs, and the company’s current policy to retain earnings rather than pay dividends.

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FAQ

How many McGraw Hill (MH) SEC filings are available on StockTitan?

StockTitan tracks 44 SEC filings for McGraw Hill (MH), including 10-K annual reports, 10-Q quarterly reports, 8-K current reports, and Form 4 insider trading disclosures. Each filing includes AI-generated summaries, impact scoring, and sentiment analysis.

When was the most recent SEC filing for McGraw Hill (MH)?

The most recent SEC filing for McGraw Hill (MH) was filed on September 25, 2026.