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McGraw Hill, Inc. SEC Filings

MH NYSE

Welcome to our dedicated page for McGraw Hill SEC filings (Ticker: MH), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.

Our SEC filing database is enhanced with expert analysis from Rhea-AI, providing insights into the potential impact of each filing on McGraw Hill's stock performance. Each filing includes a concise AI-generated summary, sentiment and impact scores, and end-of-day stock performance data showing the actual market reaction. Navigate easily through different filing types including 10-K annual reports, 10-Q quarterly reports, 8-K current reports, proxy statements (DEF 14A), and Form 4 insider trading disclosures.

Designed for fundamental investors and regulatory compliance professionals, our page simplifies access to critical SEC filings. By combining real-time EDGAR feed updates, Rhea-AI's analytical insights, and historical stock performance data, we provide comprehensive visibility into McGraw Hill's regulatory disclosures and financial reporting.

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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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Rhea-AI Summary

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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Rhea-AI Summary

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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Rhea-AI Summary

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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Rhea-AI Summary

McGraw Hill, Inc. is asking stockholders to vote at its virtual 2026 annual meeting on August 11, 2026, including electing four Class I directors, an advisory say-on-pay vote, the frequency of future say-on-pay votes and ratification of Ernst & Young LLP as auditor for fiscal 2027.

The proxy explains that Platinum Equity controls about 86.4% of the company’s voting power, so McGraw Hill qualifies as a New York Stock Exchange “controlled company” and uses related governance exemptions, including having board and key committees that are not majority independent. It also details a leadership transition, with Simon Allen retiring as CEO in February 2026 and remaining board chair while Philip Moyer became president and CEO and joined the board.

The filing describes compensation programs emphasizing variable pay tied to Adjusted EBITDA and equity incentives. For fiscal 2026, Adjusted EBITDA of about $744.3 million led the Compensation Committee to fund the annual incentive pool at 120% of target. CEO Philip Moyer’s reported 2026 total compensation was about $8.3 million, largely from sign-on and matching restricted stock units, while other named executives received salary, annual bonuses, incremental IPO-related bonuses and equity awards consistent with new long-term incentive and clawback policies.

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Rhea-AI Summary

McGraw Hill, Inc. director and officer Philip D. Moyer reported an open-market purchase of 22,421 shares of Common Stock on June 15, 2026 at a weighted average price of $11.12 per share.

After this transaction, Moyer directly owns 516,768 McGraw Hill shares. The filing notes the shares were bought in multiple trades at prices ranging from $11.12 to $11.1499 per share.

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Rhea-AI Summary

McGraw Hill, Inc. reports steady revenue and a return to profitability for the fiscal year ended March 31, 2026. Revenue was $2,102.8 million, compared with $2,101.3 million in 2025 and $1,960.5 million in 2024. Net income was $35.3 million, following net losses of $85.8 million and $193.0 million in the prior two years, while Adjusted EBITDA rose to $744.3 million from $726.8 million and $656.6 million.

The business is increasingly digital, with approximately 68% of revenue in 2026 from digital solutions. K-12 and Higher Education each contributed about 42% of total revenue, with Global Professional at 7% and International at 9%. The company highlights significant seasonality, generating 32% of annual revenue in the second quarter.

Management outlines growth strategies focused on AI-driven personalized learning, new products such as McGraw Hill Plus, ALEKS and Sharpen, and targeted acquisitions. Key risks include intense competition (including generative AI and low-cost content), regulatory and data-privacy requirements, reliance on education funding and enrollment trends, and substantial leverage, with $2,632.3 million face value of outstanding debt as of March 31, 2026.

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McGraw Hill, Inc. reported fiscal year 2026 results showing a return to profitability and continued shift toward digital, recurring revenue. Total revenue was $2,102.8 million, essentially flat year-over-year, while GAAP net income improved to $35.3 million from a loss of $(85.8) million. Adjusted EBITDA rose to $744.3 million with a 35.4% margin, and re-occurring revenue grew 5.8% to $1,541.0 million, more than 73% of total revenue. Digital revenue reached $1,433.6 million, up 5.5%, and remaining performance obligation totaled $1,671.4 million, supporting future revenue visibility.

The company reduced gross debt by $645.6 million in fiscal 2026 and ended with a Net Leverage Ratio of 3.2x. Segment performance was mixed: Higher Education revenue grew 12.3% to $879.0 million, while K-12 revenue declined 8.9% to $884.5 million and International revenue fell 7.3%. For fiscal 2027, McGraw Hill guides revenue to $2,115–$2,175 million, re-occurring revenue to $1,587–$1,627 million, and Adjusted EBITDA to $750–$790 million. The board also approved a $50 million share repurchase plan, signaling a new capital allocation phase after its initial public offering and substantial deleveraging.

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FAQ

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

StockTitan tracks 39 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 August 13, 2026.