Every 8-K that Vivid Seats Inc. (SEAT) 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 SEAT 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 SEAT filings page.
Vivid Seats Inc. reported second quarter 2026 results driven by strong FIFA World Cup demand. Marketplace Gross Order Value was $659.4 million, with revenue of $129.9 million, a net loss of $14.3 million, and adjusted EBITDA of $12.6 million. Management stated that results exceeded expectations and highlighted continued execution against strategic objectives.
For the six months ended June 30, 2026, operating activities provided $45,208 (in thousands) of cash, compared with a use of cash in the prior year period. Cash and cash equivalents were $136,676 (in thousands) and long-term debt was $381,836 (in thousands) as of June 30, 2026, while shareholders’ deficit totaled $105,079 (in thousands).
The company raised its 2026 outlook, now anticipating Marketplace GOV of $2.3–$2.6 billion and adjusted EBITDA of $34.0–$40.0 million, up from prior ranges of $2.2–$2.6 billion and $30.0–$40.0 million.
Vivid Seats Inc. reported results of its 2026 Annual Meeting of Stockholders held on June 9, 2026. Stockholders elected Class II directors Craig Dixon and Adam Stewart to serve until the 2029 Annual Meeting. Dixon received 7,626,252 votes for and 218,203 withheld, while Stewart received 7,730,187 votes for and 114,268 withheld, with 1,420,017 broker non-votes for each. Stockholders also approved the advisory proposal to ratify Deloitte & Touche LLP as independent registered public accounting firm for the fiscal year ending December 31, 2026, with 9,219,872 votes for, 34,048 against and 10,552 abstentions.
Vivid Seats Inc. reported weaker first quarter 2026 results while generating strong cash and updating lenders on refinancing talks. Revenue was $125.8 million versus $164.0 million a year earlier, with Marketplace GOV of $612.4 million compared with $820.4 million.
The company posted a net loss of $14.6 million versus a $9.8 million loss, and Adjusted EBITDA of $9.5 million versus $21.7 million. Operating activities provided $46.0 million of cash, lifting cash and cash equivalents to $143.6 million from $102.7 million at year-end.
Vivid Seats previously designated subsidiaries, including Vegas.com, LLC, as unrestricted under its first lien credit facility and held confidential talks with an ad hoc term-loan lender group about a potential refinancing. Those talks have ended, but the company remains in negotiations with other lenders. Attached “cleansing” materials outline competing proposals, including a $50 million equity rights offering and a $225 million takeback term loan, though no transaction is assured.
Vivid Seats Inc. reported sharply weaker results for Q4 and full year 2025 and issued guidance for 2026. Q4 Marketplace gross order value was $580.6 million, down from $994.4 million, with revenues of $126.8 million versus $199.8 million and adjusted EBITDA of $0.8 million versus $34.2 million.
For 2025, Marketplace GOV fell to $2.70 billion from $3.89 billion, revenues declined to $570.8 million from $775.6 million, and net results swung to a $721.5 million net loss from $14.3 million of net income, driven largely by $723.0 million of non‑cash impairment charges. Adjusted EBITDA dropped to $41.8 million from $151.4 million, and operating cash flow moved to a $91.6 million use of cash from $53.9 million provided.
For 2026, the company guides Marketplace GOV to $2.2–$2.6 billion and adjusted EBITDA to $30–$40 million, and for Q1 2026 expects Marketplace GOV of $570–$620 million, adjusted EBITDA of $8–$10 million, and a cash balance of $125–$135 million. The board also determined a majority of directors are independent, restoring compliance with Nasdaq’s independence requirements.
Vivid Seats Inc. appointed Joseph Thomas as its new Chief Financial Officer, effective January 14, 2026, with his employment beginning January 19, 2026. He replaces interim CFO Edward Pickus, who will continue as Chief Accounting Officer, providing continuity in the finance function.
Thomas brings experience as CFO of Reliable Parts and a background in private equity and investment banking. Under his employment agreement, he will receive a $350,000 annual base salary, a target bonus equal to 50% of salary, and annual equity awards beginning in 2027 as determined by the board. He is also granted a one-time equity award of 152,905 restricted stock units, vesting quarterly and fully vesting by December 11, 2027, conditioned on continued employment.
Vivid Seats Inc. announced the closing of its Corporate Simplification under a Corporate Simplification Agreement with Hoya Intermediate and the TRA Parties over the two Business Days ended on October 31, 2025. In connection with the closing, the company issued Amended and Restated Corporation Warrants pursuant to a Private Warrant Agreement dated October 31, 2025.
The company terminated all rights and obligations under the Tax Receivable Agreement and the LLC Agreement, other than terms that expressly survive. The warrant issuance was an unregistered sale relying on Section 4(a)(2).
Leadership changes were also disclosed: on November 3, 2025, Lawrence Fey was appointed Chief Executive Officer and a Class I director, succeeding Stanley Chia, who stepped down the same day and will remain a non-officer employee until December 1, 2025. Edward Pickus, Chief Accounting Officer, was named Interim Chief Financial Officer, and Riva Bakal stepped down as Chief Customer & Supply Officer and will assist through November 14, 2025. The company furnished its third-quarter 2025 results press release as Exhibit 99.1.
Vivid Seats Inc. (SEAT) filed an amended 8-K to add Item 3.02 and disclose a Corporate Simplification Agreement (CSA) with Hoya Intermediate and the TRA Parties. The CSA terminates all rights and obligations under the company’s Tax Receivable Agreement (TRA), with certain terms expressly surviving. Closing will occur over two consecutive Business Days.
On the Second Closing Date, Vivid Seats will issue 403,022.6700 shares of Class A common stock as “Simplification Incentive Consideration” in exchange for the full TRA termination. If the Closing does not occur, the TRA amendment is void and prior payment obligations under the TRA are reinstated. The issuance will be unregistered in reliance on Section 4(a)(2).
Following the Closing, Hoya Topco will beneficially own 4,214,272 Class A shares, representing approximately 39% of the voting power, and will cease to own Units or Class B shares. The company will cancel all outstanding Class B common stock. A special committee of independent directors unanimously determined the CSA is in the best interests of the company and its stockholders.
Vivid Seats Inc. announced a Corporate Simplification Agreement that will terminate all obligations under its Tax Receivable Agreement, subject to closing over two consecutive business days. As consideration, the company will issue 403,022.6700 shares of Class A common stock to the TRA parties on the Second Closing Date; if the Closing does not occur, the TRA amendment becomes void and payment obligations under the existing TRA are reinstated.
The agreement also restructures ownership and voting. As of the agreement date, Hoya Topco held approximately 37% of outstanding Units and all Class B shares, representing about 37% of combined voting power. Following Closing, Hoya Topco will beneficially own 4,214,272 Class A shares, representing approximately 39% of voting power, and will cease to own Units or Class B shares. The company will cancel all outstanding Class B common stock. A special committee of independent directors unanimously determined the transactions are advisable and in the best interests of stockholders.