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comScore, Inc. 8-K Filings

SCOR NASDAQ

Every 8-K that comScore, Inc. (SCOR) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.

A 8-K covers material events a company has to report between its quarterly reports, so if you follow SCOR and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full SCOR filings page.

Rhea-AI Summary

Comscore, Inc. reported second quarter 2026 revenue of $79.2 million, down 11.3% from $89.4 million in 2025, with weakness across Content & Ad Measurement and Research & Insight Solutions. The quarter produced a net loss of $14.8 million, versus a $9.5 million loss a year earlier, and non-GAAP adjusted EBITDA of $1.3 million, down from $8.9 million.

The company completed the divestiture of its legacy Movies business for $70.0 million in cash and used proceeds to fully repay $40.1 million outstanding under its senior secured credit facility, eliminating this term debt. As of June 30, 2026, cash, cash equivalents and restricted cash totaled $28.7 million, and remaining debt consisted mainly of finance leases.

Management launched a new ROI-based operating model and a realignment plan expected to generate $20–$25 million in annual run-rate cost savings. For full year 2026, Comscore forecasts revenue between $315 million and $325 million and an adjusted EBITDA margin in the low-to-mid single digits, noting it does not anticipate near-term growth while it transforms the business.

Rhea-AI Summary

Comscore, Inc. launched a broad realignment and ROI Strategy including a workforce reduction and other cost actions authorized on August 6, 2026. The plan is expected to generate $20 million to $25 million in annual run-rate cost savings, with one-time exit-related cash charges estimated at $7 million to $9 million, largely for severance, contract termination fees and professional services, targeted to be substantially complete in the third quarter of 2027.

The company is cutting executive cash compensation and shifting emphasis toward performance-based incentives and equity. The CEO’s annualized base salary falls from $625,000 to $500,000 from October 1, 2026, with full forfeiture of his 2026 short-term incentive. The CFO’s salary decreases from $400,000 to $360,000, her 2026 STIP opportunity is reduced by 50%, and she receives one-time grants of 60,000 options and 60,000 RSUs vesting over four years. The Chief Commercial Officer will transition to a strategic advisor role until December 1, 2026, then receive severance benefits including up to 18 months of COBRA coverage and eligibility for a $100,000 special bonus.

Rhea-AI Summary

comScore, Inc. held its annual meeting of stockholders on June 16, 2026. Stockholders approved an amendment to the company’s 2018 Equity and Incentive Compensation Plan, increasing the number of common shares available for grants under the plan by 3,000,000.

Two Class I directors, David Kline and Brian Wendling, were elected to terms expiring at the 2029 annual meeting. Stockholders also approved, on a non-binding advisory basis, the compensation of the company’s named executive officers and ratified the appointment of Deloitte & Touche LLP as independent registered public accounting firm for the fiscal year ending December 31, 2026.

Rhea-AI Summary

comScore, Inc. filed a current report to notify investors about a scheduled conference call and live audio webcast at 5:00 p.m. ET on June 10, 2026. Management plans to discuss the company’s strategy, business plans, and other forward-looking information, with access and replay available through its investor relations website.

Rhea-AI Summary

Comscore, Inc. reported that two senior executives, Chief Operating Officer Greg Dale and Head of Measurement and Chief Data and Analytics Officer Frank Friedman, are departing the company effective June 9, 2026.

Their responsibilities will be overseen by Chief Executive Officer Matt McLaughlin, consolidating operational and data leadership under the CEO. The disclosure is furnished under Regulation FD and is not treated as filed for liability purposes under Section 18 of the Exchange Act.

Rhea-AI Summary

comScore, Inc. appointed Matt McLaughlin as Chief Executive Officer, while former CEO Jon Carpenter moved to a senior advisor role and resigned from the Board. The Board also added Stuart Frankel as an independent director and chair of the Audit Committee.

McLaughlin’s package includes a $625,000 annual base salary, a target bonus equal to 100% of salary under the short-term incentive program, and significant equity grants: options on 449,727 shares, 303,030 time-based restricted stock units, and 400,000 performance restricted stock units tied to stock-price hurdles. His agreements provide severance of up to 12 months of combined salary and target bonus plus COBRA reimbursement after certain terminations.

Carpenter will earn his prior base salary of $600,000 per year through October 1, 2026 while serving as senior advisor, retain participation in incentive and benefit programs, receive severance benefits for a 24‑month period under his prior agreement, full vesting of a past cash incentive award, and up to $25,000 in reimbursed legal fees related to his separation.

Rhea-AI Summary

comScore, Inc. sold its box office measurement, reporting and analytics operations and its Hollywood Software business, including 100% of Rentrak, LLC, to Flix Buyer Inc., an affiliate of Advaya Capital, for a base purchase price of $70.0 million in cash, subject to customary adjustments. The deal closed the same day the equity purchase agreement was signed on May 27, 2026, and includes five-year non‑compete and non‑solicitation covenants and transition service agreements to support the buyer.

The company used a portion of the proceeds to repay in full approximately $40.1 million owed under its December 31, 2024 Credit Agreement with Blue Torch Finance LLC, terminating the term loan, guarantees, liens and related obligations. Unaudited pro forma financials show 2025 revenues decreasing from $357.5 million historically to $319.0 million without the Movies Business and 2025 net loss widening to $20.8 million, including an estimated after‑tax loss on sale of about $7.4 million.

Rhea-AI Summary

Comscore, Inc. appointed Matt McLaughlin as its new Chief Executive Officer, effective immediately, marking a leadership transition at the company. Former CEO Jon Carpenter will remain with Comscore as a senior advisor to the Board and CEO until October 2026, supporting continuity.

In connection with the transition, industry executive Stuart Frankel will join the Board of Directors, taking the seat previously held by Carpenter. The company highlighted Carpenter’s role in reshaping Comscore, including the divestiture of Comscore Movies and the elimination of $40 million in senior debt on May 27, 2026.

Comscore plans an investor conference call at 5:00 p.m. ET on June 10, 2026, where McLaughlin and other leaders will discuss strategic priorities, business plans and the outlook for the remainder of 2026.

Rhea-AI Summary

comScore, Inc. has sold its box office measurement, reporting and analytics business and its Hollywood Software business to Advaya Capital affiliate Flix Buyer Inc. for an aggregate base purchase price of $70.0 million in cash. The transaction closed simultaneously with the signing on May 27, 2026.

The company used a portion of the proceeds to repay in full approximately $40.1 million outstanding under its Credit Agreement with Blue Torch Finance and related lenders, terminating all associated obligations, guarantees, liens and security interests. comScore plans to furnish a detailed "Closing 8-K" on or before June 2, 2026 describing the transaction and debt repayment.

Rhea-AI Summary

Comscore, Inc. reported first quarter 2026 revenue of $85.3 million, essentially flat and down 0.5% from Q1 2025, as growth in newer offerings offset softness in legacy products. Cross-platform solutions revenue grew about 30%, helped by Proximic, CCR and broader adoption of cross-platform content measurement.

The company posted a net loss of $6.2 million, deeper than the $4.0 million loss a year earlier, with core operating expenses rising 2.4% to $89.2 million. Adjusted EBITDA was $5.0 million, below $7.4 million in Q1 2025, reflecting margin pressure during the business mix transition.

Comscore ended March 31, 2026 with $25.1 million in cash, cash equivalents and restricted cash and outstanding senior secured term loan principal of $39.0 million after a voluntary $5.0 million prepayment. Management plans an investor call on or before May 29 to discuss strategic actions and the 2026 outlook.

Rhea-AI Summary

Comscore, Inc. reported largely flat 2025 revenue but a sharply reduced loss and a major recapitalization. Full-year 2025 revenue was $357.5 million, up 0.4% from 2024, with 24% growth in cross-platform solutions and double-digit growth in local TV offsetting weaker national TV and syndicated digital products.

The company’s net loss narrowed to $10.0 million from $60.2 million in 2024, when results were hit by a $63.0 million non-cash goodwill impairment. Adjusted EBITDA rose slightly to $42.0 million, with an 11.8% margin. In Q4 2025, revenue was $93.5 million and net income was $3.0 million, with adjusted EBITDA of $14.7 million.

Comscore completed a recapitalization with preferred stockholders, exchanging Series B preferred shares for common stock and new Series C preferred stock. The deal removed an $18.0 million annual dividend burden, eliminated a special dividend right of at least $47.0 million, created non‑dividend‑paying Series C preferred convertible 1:1 into common, and reduced board cash compensation by more than 20%.

Rhea-AI Summary

Comscore, Inc. furnished its financial results for the period ended September 30, 2025 and announced a conference call for November 4, 2025. The release includes condensed balance sheets, statements of operations and comprehensive income (loss), non-GAAP reconciliations, and solution group revenue schedules. The company will provide statements of cash flows in its upcoming Form 10‑Q for the same period.

Comscore also outlined a proposed Exchange with Charter, Liberty Broadband, and Pine. At closing, each Preferred Stockholder would exchange 31,928,301 shares of Series B Convertible Preferred Stock for 4,223,621 shares of new Series C Convertible Preferred Stock and 3,286,825 shares of common stock. The closing is subject to stockholder approval, and the company currently intends to hold a special meeting in December 2025 to seek approval and, if approved, close shortly thereafter. Materials regarding the Exchange were posted on the investor relations site and referenced on the call.

Rhea-AI Summary

comScore, Inc. entered into Exchange Agreements with Charter Communications Holding Company, Liberty Broadband Corporation, and Pine Investor, LLC to exchange a total of 31,928,301 shares of Series B Convertible Preferred Stock for 4,223,621 shares of a newly designated Series C Convertible Preferred Stock and 3,286,825 shares of common stock. The Series C shares will be convertible into common stock under a Certificate of Designations. Each Stockholder will receive a one-time cash payment of $2,000,000 on June 30, 2028. The agreements grant Stockholders limited board nomination rights (one Additional Director when certain ownership thresholds—7.5% and 22.5%—are met) and impose customary restrictions on solicitations and change-of-control actions. The Series C includes a Change of Control Put and a Change of Control Call, with unpaid amounts accruing interest at 9.5% per annum. The company amended its Financing Agreement to permit the Exchange and issuance of Series C Preferred Stock and will retire and eliminate the Series B designation from its Certificate of Incorporation.

Rhea-AI Summary

comScore, Inc. (SCOR) filed an 8-K on 5 Aug 2025.

Item 2.02: The company furnished, but did not file, a press release (Ex-99.1) announcing results for the quarter ended 30 Jun 2025; no financial figures appear in the filing itself.

Item 7.01: The Board has retained Goldman Sachs & Co. LLC to evaluate “strategic and capital-structure alternatives.” Management plans to update investors on or before the Q3-25 earnings call scheduled for Nov 2025. Forward-looking statements note potential negotiation, consent and market risks, and are furnished rather than filed, limiting liability.

No other material events were disclosed; remaining exhibits are standard XBRL documents.

Rhea-AI Summary

comScore, Inc. (NASDAQ: SCOR) filed an 8-K outlining several capital-structure actions approved at the 17 June 2025 annual meeting and follow-on agreements executed on 24 June 2025.

Series B Preferred Stock dividend waiver: All Series B holders agreed to defer the annual dividend that would ordinarily be paid on 30 June 2025. The unpaid amount (covering dividends accrued from 30 June 2024 to 29 June 2025) will continue to accrue at 9.5 % per annum and must be paid—unless prohibited by Delaware law—on or before 31 December 2025. The company sought the waiver to avoid violating its Credit Agreement, which bans cash dividends until 1 April 2026, and to assess tax implications of a potential stock-settled dividend. The base dividend rate for the new annual period beginning 30 June 2025 remains 7.5 %.

Changes to authorized share counts: Certificates of Amendment filed 20 June 2025 became effective immediately. They (i) raise the total authorized shares to 121.75 million (+3 million) and common stock authorization to 16.75 million (+3 million); (ii) increase authorized Series B Preferred shares to 104 million (+4 million); and (iii) clarify that any Series B shares issued for dividend payment count toward the $100 million mandatory-conversion threshold.

Equity incentive plan: Stockholders approved adding 2.0 million shares to the 2018 Equity & Incentive Compensation Plan.

Annual-meeting voting results: All seven proposals passed, including election of three Class III directors, non-binding say-on-pay approval (57% FOR), auditor ratification, share-increase amendments, and permission (per Nasdaq Rule 5635(d)) to pay future Series B dividends in stock. Series B holders voted 100% FOR on amendments specific to their class.

Key implications: The dividend waiver preserves near-term liquidity but raises future cash (or share) obligations through 9.5 % compounding; larger share authorizations and plan expansion create additional dilution capacity; governance items sailed through with solid support, indicating alignment between common and preferred investors.