[SCHEDULE 13D/A] Stagwell Inc. SEC Filing

Rhea-AI Filing Summary

Coterra Energy (CTRA) filed an 8-K to preview select, unaudited operating metrics for Q2 2025 ahead of its full earnings release. Management reports:

• Realized sales prices (ex-hedges): Oil $62.80/Bbl, Natural gas $2.20/Mcf, NGL $18.72/Bbl.
• Realized sales prices (incl. hedges): Oil $64.01/Bbl, Natural gas $2.27/Mcf, NGL unchanged at $18.72/Bbl.
• Derivative impact: The company expects to book $35 million of net cash receipts from hedge settlements for the quarter.

The figures remain subject to normal closing adjustments. No other financial statements, guidance revisions or strategic transactions were disclosed. Forward-looking statements caution that actual results may differ as final accounting is completed and as commodity prices fluctuate.

Positive

• $35 million expected net cash receipts from Q2 2025 hedge settlements provide a non-operating boost to cash flow.

Negative

• None.

Insights

Energy Market Analyst

TL;DR – Early Q2 pricing and $35 m hedge gain look mildly supportive but limited insight beyond revenue realization.

The filing offers a snapshot of Coterra’s commodity price deck and hedge performance. A ~$1.21/Bbl uplift on oil and $0.07/Mcf on gas from hedging implies disciplined risk management and cushions revenue in a soft gas environment. However, without volumes, cost data or updated guidance, investors can’t gauge margin impact. Still, the $35 m cash inflow should enhance quarterly operating cash flow and could partially offset lower benchmark gas prices seen in 2025. Overall information value is moderate and largely confirms the company’s existing hedge book.

Portfolio Manager

TL;DR – Neutral disclosure; modest hedge cash boost, no change to investment thesis.

From a portfolio perspective, the 8-K is informational rather than catalyst-driven. The derivative settlement represents <2% of 2024 operating cash flow, so impact on valuation is minimal. Realized oil pricing sits within recent WTI strip, while gas remains weak; the small hedge uplift shows prudent but unsurprising risk mitigation. Absence of volume, capex or return-of-capital commentary means no actionable update to forecasts. I classify the filing as not impactful for equity positioning.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 17)

Stagwell Inc

(Name of Issuer)

Class A Common Stock

(Title of Class of Securities)

85256A109

(CUSIP Number)

Mark J. Penn
c/o The Stagwell Group LLC, 1808 I Street, NW, 6th Floor
Washington, DC, 20006
(917) 765-2638

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

07/17/2025

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

SCHEDULE 13D

CUSIP No. 85256A109

1

Name of reporting person

Penn Mark Jeffery

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 31,118,697.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 31,118,697.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

31,118,697.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

11.6 %

14

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13D

CUSIP No. 85256A109

1

Name of reporting person

Stagwell Agency Holdings LLC

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

0.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

0.0 %

14

Type of Reporting Person (See Instructions)

OO

SCHEDULE 13D

CUSIP No. 85256A109

1

Name of reporting person

Stagwell Group LLC

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

0.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

0.0 %

14

Type of Reporting Person (See Instructions)

OO

SCHEDULE 13D

CUSIP No. 85256A109

1

Name of reporting person

Stagwell Media LP

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

0.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

0.0 %

14

Type of Reporting Person (See Instructions)

PN

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Class A Common Stock
(b)	Name of Issuer: Stagwell Inc
(c)	Address of Issuer's Principal Executive Offices: ONE WORLD TRADE CENTER, FLOOR 65, ONE WORLD TRADE CENTER, FLOOR 65, NEW YORK, NEW YORK , 10007.
Item 1 Comment: This Amendment No. 17 to Schedule 13D (this "Amendment No. 17") is being filed jointly by: (i) Stagwell Agency Holdings LLC, a Delaware limited liability company, (ii) The Stagwell Group LLC, a Delaware limited liability company ("Stagwell Group"), (iii) Stagwell Media LP, a Delaware limited partnership ("Stagwell Media"), and (iv) Mark J. Penn, a United States citizen (collectively, the "Reporting Persons" and each, individually, a "Reporting Person"), and relates to the Class A common stock, par value $0.001 per share (the "Class A Common Stock"), of Stagwell Inc. (the "Issuer"). This Amendment No. 17 amends the original statement on Schedule 13D filed jointly by Stagwell Agency Holdings LLC, The Stagwell Group LLC, and Mark J. Penn with the Securities and Exchange Commission on March 25, 2019, as amended by Amendment No. 1 on June 26, 2020, Amendment No. 2 on October 4, 2020, Amendment No. 3 on December 22, 2020, Amendment No. 4 on June 7, 2021, Amendment No. 5 on June 14, 2021, Amendment No. 6 on June 17, 2021, Amendment No. 7 on July 9, 2021, Amendment No. 8 on July 16, 2021, Amendment No. 9 on August 4, 2021, Amendment No. 10 on October 7, 2021, Amendment No. 11 on February 7, 2022, Amendment No. 12 on March 14, 2023, Amendment No. 13 on May 19, 2023, Amendment No. 14 on April 2, 2025 ("Amendment No. 14"), Amendment No. 15 on April 8, 2025 ("Amendment No. 15") and Amendment No. 16 on April 18, 2025 ("Amendment No. 16") (as so amended, the "Schedule 13D"), with respect to the Class A Common Stock. This Amendment No. 17 amends the Schedule 13D as set forth herein. Unless otherwise indicated herein, each capitalized term used but not otherwise defined herein shall have the meaning given to such term in the Schedule 13D.
Item 2.	Identity and Background
(a)	Item 2 of the Schedule 13D is hereby amended and supplemented by adding the following: (a) This Amendment No. 17 is being filed by the Reporting Persons.
Item 3.	Source and Amount of Funds or Other Consideration
	The disclosure set forth under Item 4 of this Amendment No. 17 is incorporated herein by reference.
Item 4.	Purpose of Transaction
	Item 4 of the Schedule 13D is hereby amended and supplemented by adding the following: On July 17, 2025, Stagwell Group distributed all of its remaining 22,296,375 shares of Class A Common Stock to Mark J. Penn in accordance with its organizational documents.
Item 5.	Interest in Securities of the Issuer
(a)	Subparts (a) and (b) of Item 5 of the Schedule 13D are hereby amended and restated as follows: Calculations of the percentage of shares of Class A Common Stock beneficially owned assume a total of 267,682,735 issued and outstanding shares of Class A Common Stock as of the date hereof. The aggregate number and percentage of shares of Class A Common Stock beneficially owned by each Reporting Person and, for each Reporting Person, the number of shares of Class A Common Stock as to which there is sole power to vote or to direct the vote, shared power to vote or to direct the vote, sole power to dispose or to direct the disposition, or shared power to dispose or to direct the disposition are set forth on rows 7 through 11 and row 13 of the cover pages of this Amendment No. 17 and are incorporated herein by reference.
(b)	As of the date hereof, Mark J. Penn directly holds 31,118,697 shares of Class A Common Stock, of which 640,988 are unvested shares of restricted stock that are not scheduled to vest until March 1, 2026, subject to achievement of financial performance targets and continued employment. In addition, as of the date hereof, Mr. Penn directly holds (i) 191,733 restricted stock units that are not scheduled to vest until March 7, 2026, subject to continued employment (ii) 1,500,000 SARs granted on December 14, 2021 with a base price of $8.27 per share, all of which are vested and exercisable as of the date hereof and (iii) 225,000 SARs granted on March 1, 2023 with a base price of $6.79 per share, of which 150,000 are vested and exercisable as of the date hereof and 75,000 vest on March 1, 2026. Stagwell Group is the general partner and manager of Stagwell Media and is the manager of Stagwell Agency Holdings LLC, which is a subsidiary of Stagwell Media. Mark J. Penn is the controlling person of Stagwell Group. Mark J. Penn is the controlling person of Stagwell Media. To the best knowledge of the Reporting Persons, none of the individuals named in Item 2 beneficially owns any shares of Class A Common Stock except as described herein.
(c)	Subpart (c) of Item 5 of the Schedule 13D is hereby amended and restated as follows: No transactions in shares of Class A Common Stock were effected by any Reporting Person during the sixty days before the date hereof, except (i) as set forth in this Amendment No. 17 and (ii) on May 21, 2025, Mark J. Penn purchased 10,000 shares of Class A Common Stock in an open market purchase. Neither the filing of this Amendment No. 17 nor any of its contents shall be deemed to constitute an admission that any of the Reporting Persons is the beneficial owner of any securities covered by this statement for purposes of Section 13(d) of the Exchange Act, or for any other purpose, except to the extent of its or his pecuniary interest therein, if any, and such beneficial ownership is expressly disclaimed. The filing of this statement should not be construed to be an admission that any Reporting Person is a member of a "group" for the purposes of Sections 13(d) or 13(g) of the Exchange Act.
Item 6.	Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer
	The disclosure set forth under Item 4 of this Amendment No. 17 is incorporated herein by reference.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Penn Mark Jeffery

Signature:	/s/ Mark J. Penn
Name/Title:	Mark J. Penn
Date:	07/21/2025

Stagwell Agency Holdings LLC

Signature:	/s/ Mark J. Penn
Name/Title:	Mark J. Penn, Manager
Date:	07/21/2025

Stagwell Group LLC

Signature:	/s/ Mark J. Penn
Name/Title:	Mark J. Penn, Manager
Date:	07/21/2025

Stagwell Media LP

Signature:	/s/ Mark J. Penn
Name/Title:	Mark J. Penn, Manager
Date:	07/21/2025

FAQ

What realized prices did Coterra Energy (CTRA) report for Q2 2025?

Ex-hedge: Oil $62.80/Bbl, Natural gas $2.20/Mcf, NGL $18.72/Bbl. Including hedges: Oil $64.01/Bbl, Gas $2.27/Mcf, NGL unchanged.

How much will Coterra receive from derivative settlements in Q2 2025?

The company anticipates net cash receipts of $35 million from settled hedges.

Does the 8-K include production volumes or earnings guidance?

No. The filing only discloses preliminary realized prices and hedge impacts; no volumes, cost data or guidance updates are provided.

Are the reported figures final?

Management states the numbers are subject to closing procedures and final adjustments, so they may change.

Why did Coterra file an 8-K for this information?

Regulation FD requires prompt disclosure of material information; Coterra chose an 8-K to share preliminary pricing and hedge effects.