MH files 8-K furnishing Q2 2025 results press release

Rhea-AI Filing Summary

McGraw Hill, Inc. furnished a press release dated August 14, 2025 announcing its results for the fiscal quarter ended June 30, 2025. The company attached that press release as Exhibit 99.1 to this Form 8-K and included a Cover Page Interactive Data File (iXBRL) as Exhibit 104. The filing states the information is being furnished, not filed, and therefore is not subject to Section 18 liabilities under the Exchange Act. The report is signed by David Stafford, Executive Vice President, General Counsel, and Secretary.

The 8-K notifies investors that results were released but does not itself include the financial figures; the full details are contained in the attached press release (Exhibit 99.1).

Insights

Financial Analyst

TL;DR: Routine earnings release furnished; the 8-K itself contains no financial figures, so immediate investor impact is indeterminate.

This Form 8-K notifies the market that McGraw Hill furnished a press release announcing results for the quarter ended June 30, 2025, and attaches that release as Exhibit 99.1 with an iXBRL cover page as Exhibit 104. Because the filing explicitly states the material is being furnished and does not include the underlying numbers in-line, investors must review Exhibit 99.1 to assess revenue, profit, or other performance metrics. The filing follows standard disclosure practice and limits Section 18 liability by the furnished-not-filed designation.

Corporate Governance Expert

TL;DR: Governance disclosure appears procedurally correct: exhibits attached, signature provided, and furnished-not-filed status asserted.

The 8-K includes the required exhibit references and is signed by the company’s Executive Vice President, General Counsel, and Secretary, indicating proper execution. The filing’s statement that the press release is being furnished rather than filed is a common legal designation that limits certain liabilities. There are no governance red flags or disclosures of material corporate actions within this filing itself.

8-K Event Classification

2 items: 2.02, 9.01

2 items

Item 2.02 Results of Operations and Financial Condition Financial

Disclosure of earnings results, typically an earnings press release or preliminary financials.

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

August 14, 2025

Date of Report (date of earliest event reported)

___________________________________

McGraw Hill, Inc.

(Exact name of registrant as specified in its charter)

___________________________________

Delaware (State or other jurisdiction of incorporation or organization)			001-42764 (Commission File Number)			87-1259704 (I.R.S. Employer Identification Number)
8787 Orion Place Columbus, OH 43240 (Address of principal executive offices and zip code)
(Registrant's telephone number, including area code): (614) 430-4000

___________________________________

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:

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

Securities registered pursuant to Section 12(b) of the Act:
Title of each class			Trading Symbol			Name of each exchange on which registered
Common stock, par value $.001			MH			New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 12b-2 of the Exchange Act.

Emerging growth company ☐

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. ☐

Item 2.02 - Results of Operations and Financial Condition

On August 14, 2025, McGraw Hill, Inc. issued a press release announcing its results for the fiscal quarter ended June 30, 2025. A copy of the press release is attached as Exhibit 99.1 to this current report on Form 8-K and is incorporated by reference herein.

The information contained in this Item 2.02 and in Exhibit 99.1 is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filing, unless expressly incorporated by reference in such filing.

Item 9.01 - Financial Statements and Exhibits

(d): Exhibits.

Exhibit Number						Description
99.1						Press Release dated August 14, 2025
104						Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

MCGRAW HILL, INC.
By:			/s/ David Stafford
Name:			David Stafford
Title:			Executive Vice President, General Counsel, and Secretary

Date: August 14, 2025

FAQ

What did McGraw Hill (MH) disclose in this Form 8-K?

The company furnished a press release dated August 14, 2025 announcing results for the fiscal quarter ended June 30, 2025, attached as Exhibit 99.1, and included a Cover Page iXBRL file as Exhibit 104.

Does this 8-K contain the company’s earnings figures?

No. The 8-K states the press release with results is attached as Exhibit 99.1; the filing itself does not include the financial figures.

How is the press release treated legally in the filing?

The filing explicitly states the information is being furnished, not filed, and therefore is not subject to Section 18 liabilities under the Exchange Act.

Where can I find the detailed financial results referenced in this 8-K?

The detailed results are contained in the press release attached to this Form 8-K as Exhibit 99.1.

Who signed the Form 8-K for McGraw Hill?

The report is signed by David Stafford, Executive Vice President, General Counsel, and Secretary, dated August 14, 2025.