[8-K] Reddit, Inc. Reports Material Event

Rhea-AI Filing Summary

Reddit, Inc. reported that it released a press release and shareholder letter with its financial results for the quarter and full year ended December 31, 2025, and hosted a same-day conference call with investors.

Reddit also announced that its board authorized a share repurchase program of up to $1 billion of Class A common stock. The company may buy shares on the open market, through pre-set trading plans, privately negotiated deals, or other transactions, and the program has no expiration date and can be suspended or discontinued at Reddit’s discretion.

The company reiterated that it uses its investor relations website and the r/RDDT and r/reddit subreddits to share material information and support fair disclosure.

Insights

Equity Capital Allocation Analyst

Reddit’s board approved a flexible share buyback authorization of up to $1 billion.

Reddit disclosed a board-authorized share repurchase program allowing the company to buy up to $1 billion of its Class A common stock. Purchases may occur via open-market trades, pre-set trading plans, privately negotiated deals, or other methods permitted under securities laws.

The authorization has no expiration date and may be suspended or discontinued at the company’s discretion, so actual repurchases will depend on future management decisions and market conditions. The disclosure does not specify targeted timing, pacing, or funding sources for potential buybacks.

Alongside the repurchase authorization, Reddit highlighted its practice of sharing material information through its investor relations website and the r/RDDT and r/reddit subreddits, which may shape how investors track future updates on program usage and financial performance for periods such as the year ended December 31, 2025.

8-K Event Classification

3 items: 2.02, 8.01, 9.01

3 items

Item 2.02 Results of Operations and Financial Condition Financial

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

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): February 5, 2026

_________________________________________

Reddit, Inc.

(Exact name of registrant as specified in its charter)

_________________________________________

Delaware			001-41983			45-2546501
(State or other jurisdiction of incorporation)			(Commission File Number)			(IRS Employer Identification No.)

303 2nd Street, South Tower, 5th Floor

San Francisco, California 94107

(Address of principal executive offices, including Zip Code)

Registrant’s telephone number, including area code: (415) 494-8016

_________________________________________

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))

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

Title of each class

Trading Symbol

Name of each exchange on which registered

Class A common stock, $0.0001 par value per share

RDDT

The New York Stock Exchange

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 2.02 Results of Operations and Financial Condition.

On February 5, 2026, Reddit, Inc. (“Reddit”) issued a press release and a letter to shareholders announcing its financial results for the quarter and full year ended December 31, 2025. In the press release and letter, Reddit also announced that it would be holding a conference call on February 5, 2026 at 1:30 p.m. Pacific Time / 4:30 p.m. Eastern Time to discuss its financial results for the quarter and full year. Reddit will also solicit questions from the Reddit community in its investor relations subreddit, r/ RDDT, at https://www.reddit.com/r/RDDT/ on Thursday, February 5, 2026, and post responses following the earnings call at Reddit’s Investor Relations website at https://investor.redditinc.com and r/RDDT at https://www.reddit.com/r/RDDT/. A copy of the press release and letter to shareholders are furnished as Exhibit 99.1 and Exhibit 99.2, respectively, to this Current Report on Form 8-K and are incorporated herein by reference.

The information furnished pursuant to Item 2.02 of this Current Report on Form 8-K, including Exhibit 99.1 and Exhibit 99.2 attached hereto, 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 other filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.

Reddit uses the investor relations page on its website https://investor.redditinc.com, as well as the subreddits r/RDDT and r/reddit, available at https://www.reddit.com/r/RDDT/ and https://www.reddit.com/r/reddit/, respectively, as means of disclosing material non-public information and for complying with its disclosure obligation under Regulation FD.

Item 8.01 Other Events.

On February 5, 2026, Reddit announced its Board of Directors authorized a share repurchase program to purchase up to $1 billion of Reddit's Class A common stock (the “Share Repurchase Program”). Under the Share Repurchase Program, Reddit may repurchase shares of Class A common stock from time to time on the open market (including via pre-set trading plans), in privately negotiated transactions, or through other transactions in accordance with applicable securities laws. The Share Repurchase Program does not obligate Reddit to acquire any particular amount of Class A common stock, has no expiration date, and may be suspended or discontinued at any time at our discretion. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d)The following exhibits are being filed herewith:

Exhibit No.						Description
99.1						Press release dated February 5, 2026.
99.2						Letter to Shareholders dated February 5, 2026.
104						Cover Page Interactive Data File (embedded within the inline XBRL document)

SIGNATURES

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.

			REDDIT, INC.
Date: February 5, 2026			By:			/s/ Steven Huffman
						Steven Huffman
						President and Chief Executive Officer