USA TODAY Co. adds Babbel CEO Tim Allen to board
USA TODAY Co. expanded its Board to nine members and appointed Babbel CEO Tim Allen as an independent director, joining its Audit and Transformation committees.
Rhea-AI Filing Summary
USA TODAY Co., Inc. (TDAY) expanded its Board of Directors and added a new independent director. On September 15, 2026, the Board increased its size from eight to nine members and appointed Tim Allen, Chief Executive Officer of Babbel, as a director effective that day. Allen will serve until the Company’s 2027 annual meeting of stockholders, or until his successor is elected and qualified, and joins both the Audit Committee and the Transformation Committee.
The Company states that Allen’s appointment was not made pursuant to any arrangement with another person and that there are no related-party transactions requiring disclosure. He will receive the standard, pro-rated non-employee director compensation described in the April 17, 2026 proxy statement and is expected to enter into the Company’s customary director indemnification agreement. A press release announcing his appointment was furnished as Exhibit 99.1, and the Company reiterates its use of its website’s Investor Relations and News and Events pages as channels for distributing material information.
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8-K Event Classification
3 items: 5.02, 7.01, 9.01
3 items
Item 5.02
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers
Governance
Key personnel changes including departures, elections, or appointments of directors and executive officers.
Item 7.01
Regulation FD Disclosure
Disclosure
Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.
Item 9.01
Financial Statements and Exhibits
Exhibits
Financial statements, pro forma financial information, or exhibit attachments filed with this report.
Key Figures
Board size after change: 9 directors
Prior board size: 8 directors
Director term reference year: 2027 annual meeting
+3 more
6 metrics
Board size after change
9 directors
Board size increased from eight to nine members on September 15, 2026
Prior board size
8 directors
Number of directors before expansion on September 15, 2026
Director term reference year
2027 annual meeting
Tim Allen’s initial term runs through the 2027 annual meeting of stockholders
Press release exhibit
Exhibit 99.1
Press release announcing Tim Allen’s appointment furnished as an exhibit
Cover Page Inline XBRL exhibit
Exhibit 104
Cover Page Interactive Data File embedded within the Inline XBRL document
Announcement date
September 15, 2026
Date of Board appointment and press release
Key Terms
Regulation FD, Item 404(a) of Regulation S-K, forward-looking statements, Private Securities Litigation Reform Act of 1995, +1 more
5 terms
Regulation FD regulatory
"Item 7.01 Regulation FD Disclosure"
Regulation FD is a rule that prevents company insiders, like executives, from sharing important information with some people before others get it. It matters because it helps ensure all investors have equal access to key news, making the stock market fairer and reducing chances of insider trading.
Item 404(a) of Regulation S-K regulatory
"transactions required to be reported under Item 404(a) of Regulation S-K"
forward-looking statements financial
"Certain items in this press release may constitute forward-looking statements"
Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.
Private Securities Litigation Reform Act of 1995 regulatory
"forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995"
Inline XBRL technical
"Cover Page Interactive Data File (embedded within the Inline XBRL document)"
Inline XBRL is a file format for financial filings that embeds machine-readable data tags directly inside the human-readable report, so the same document can be read by people and parsed by software. For investors it makes extracting, comparing and verifying financial numbers faster and more reliable—like a grocery list where each item also has a barcode—reducing manual errors and speeding up analysis.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What board change did USA TODAY Co. (TDAY) announce on September 15, 2026?
USA TODAY Co. announced that its Board of Directors increased in size from eight to nine members and appointed Tim Allen, Chief Executive Officer of Babbel, as a director effective September 15, 2026.
What is Tim Allen’s role and committee assignment at USA TODAY Co. (TDAY)?
Tim Allen has been appointed as a director of USA TODAY Co. and will serve on the Board’s Audit Committee and Transformation Committee, effective September 15, 2026.
How long will Tim Allen serve on the USA TODAY Co. (TDAY) Board?
Tim Allen will serve an initial term that expires with the terms of the other directors at USA TODAY Co.’s 2027 annual meeting of stockholders, or until his successor is elected and qualified.
How will Tim Allen be compensated as a USA TODAY Co. (TDAY) director?
Tim Allen will receive the standard annual Board compensation for non-employee directors, pro-rated from his September 15, 2026 start date, as described in USA TODAY Co.’s Definitive Proxy Statement filed April 17, 2026.
Where does USA TODAY Co. (TDAY) post important investor information?
USA TODAY Co. uses its website, www.usatodayco.com, particularly the Investor Relations and News and Events subpages, as distribution channels for material company information.
AI-generated analysis. How Rhea-AI works. Not financial advice.
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):
(Exact name of registrant as specified in its charter)
| (State or Other Jurisdiction of Incorporation or Organization) | (Commission File Number) | (I.R.S. Employer Identification No.) | |||||||||||||||||||||
| (Address of principal executive offices) | (Zip Code) | ||||||||||||||||||||||
( | Not Applicable | ||||||||||||||||||||||
| (Registrant's telephone number, including area code) | (Former name or former address, if changed since last report.) | ||||||||||||||||||||||
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:
Securities registered pursuant to Section 12(b) of the Act:
| Title of Each Class | Trading Symbol | Name of Each Exchange on Which Registered | ||||||||||||
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 Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On September 15, 2026 , the Board of Directors (the "Board") of USA TODAY Co., Inc. (the "Company") increased the size of the Board from eight to nine directors and appointed Timothy Allen as a member of the Board, effective as of such date. Mr. Allen also was appointed to the Audit Committee and Transformation Committee of the Board. Mr. Allen will serve for an initial term to expire concurrently with the terms of the other members of the Board at the Company's 2027 annual meeting of stockholders, or until his successor is elected and qualified.
The appointment of Mr. Allen was not made pursuant to any arrangement or understanding between him and any other person and he has not entered into (or proposed to enter into) any transactions required to be reported under Item 404(a) of Regulation S-K. Mr. Allen will receive the standard annual Board compensation for non-employee directors (pro-rated based on the effective date of his appointment) as described in the Company’s Definitive Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission on April 17, 2026. It is also anticipated that Mr. Allen will enter into an indemnification agreement in substantially the same form as the Company enters into with its directors, which was filed as Exhibit 10.2 to the Company's Form 10-Q filed with the Securities and Exchange Commission on May 2, 2024.
Item 7.01 Regulation FD Disclosure.
On September 15, 2026 , the Company issued a press release announcing Mr. Allen's appointment as a director of the Company. Pursuant to Item 7.01 of Form 8-K, a copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
The information in Item 7.01 and Item 9.01, including Exhibit 99.1, shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, or otherwise subject to the liability of such section, nor shall it be deemed incorporated by reference in any filing of the Company under the Securities Act of 1933 or the Securities Exchange Act of 1934, regardless of any general incorporation language in such filing, unless expressly incorporated by specific reference in such filing.
Use of Website to Distribute Material Company Information
The Company's website is www.usatodayco.com. Information contained on the Company's website is not part of this Current Report on Form 8-K. The Company uses its website as a distribution channel for material company information. Financial and other important information regarding the Company is routinely posted on and accessible on the Investor Relations and News and Events subpages of the Company's website, which are accessible by clicking on the tab labeled "Investor Relations" and "News and Events", respectively, on the website home page. Therefore, investors should look to the Investor Relations, and News and Events subpages of the Company's website for important and time-critical information.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No. | Description of Exhibit | |||||||
| 99.1 | Press Release dated September 15, 2026 | |||||||
104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |||||||
SIGNATURE
Pursuant to requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| USA TODAY Co., Inc. | ||||||||
Date: September 15, 2026 | By: | /s/ Trisha M. Gosser | ||||||
| Trisha M. Gosser | ||||||||
| Chief Financial Officer (principal financial officer) | ||||||||
Exhibit 99.1
USA TODAY CO. ANNOUNCES APPOINTMENT OF INDEPENDENT DIRECTOR TO BOARD OF DIRECTORS
Babbel Chief Executive Officer Tim Allen Appointed to the Board
NEW YORK, NY – September 15, 2026 – USA TODAY Co., Inc. ("USA TODAY Co.", "we", "us", "our", or the "Company") (NYSE: TDAY) today announced that its Board of Directors has appointed Tim Allen, Chief Executive Officer of Babbel, to the Company’s Board of Directors.
“We are pleased to announce Tim’s appointment and excited to welcome him to the Board. Tim brings an exceptional combination of leadership, digital innovation expertise, and consumer-focused growth experience,” said Michael Reed, Chairman and Chief Executive Officer of USA TODAY Co. “Tim’s deep understanding of subscription and direct-to-consumer business models, and track record leveraging technology and AI to drive growth and deepen customer engagement will be invaluable as we continue expanding our digital opportunities. I look forward to his valuable perspective as a member of the USA TODAY Co. Board.”
Allen is the Chief Executive Officer of Babbel, a global digital language-learning company, where he leads the company’s global strategy, operations, and next phase of growth, including the thoughtful integration of AI to enhance customer experiences. For more than two decades across technology, digital media, subscription businesses, and consumer platforms, Allen has built a reputation for driving growth, fostering innovation, and creating customer-centric products and experiences at scale. Prior to joining Babbel, Allen served as Chief Executive Officer of Care.com and Ask.com, held the position of Vice President of Program Management and Operations at Ask.com, and served as General Manager of Product Management at Vimeo, where he helped scale global consumer technology platforms and drive product innovation.
“I am honored to join the USA TODAY Co. Board at this important moment in the Company’s evolution,” said Allen. “With its portfolio of trusted local brands, national reach and longstanding commitment to innovation, I believe USA TODAY Co. is uniquely positioned for long-term success. I look forward to partnering with the Board and leadership team to help advance the Company’s growth strategy, strengthen its service to communities and create value for shareholders.”
For more information about USA TODAY Co., visit: www.usatodayco.com.
ABOUT USA TODAY CO., INC.
USA TODAY Co., Inc. is a diversified media company with expansive reach at the national and local level dedicated to empowering and enriching communities. Our mission is to inspire, inform, and connect audiences. As a media and digital marketing solutions company we are focused on sustainable growth. Through our trusted brands, including the USA TODAY NETWORK, comprised of the national publication, USA TODAY, and our network of local properties, in the United States, and Newsquest, a wholly-owned subsidiary operating in the United Kingdom, we provide essential journalism, local content, and digital experiences to audiences and businesses. We deliver trusted unbiased journalism when and where consumers want it. LocaliQ, our digital marketing solutions brand, supports small and medium-sized businesses with innovative digital marketing products and solutions.
Cautionary Note Regarding Forward-Looking Statements
Certain items in this press release may constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including, but not limited to statements relating to our digital opportunities, growth strategies, value for our shareholders, as well as our beliefs, intentions, estimates or strategies regarding the future. Words such as “believe,” “may,” “continue,” “anticipate,” “intend,” “should,” “plan,” “expect,” “predict,” “potential,” “could,” “will,” “would,” “ongoing,” “future,” “create,” “strategy,” or other similar expressions, are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. Forward-looking statements are based on management's current expectations and beliefs and are subject to a number of risks and uncertainties. These and other risks and uncertainties could cause actual results to differ materially from those described in the forward-looking statements, many of which are beyond our control. The Company can give no assurance its expectations will be attained. Accordingly, you should not place undue reliance on any forward-looking statements contained in this press release. For a discussion of some of the risks and important factors that could cause actual results to differ from such forward-looking statements, see the risks and other factors detailed from time to time in the Company's most recent Annual Report on Form 10-K, our quarterly reports on Form 10-Q, and our other filings with the Securities and Exchange Commission. Furthermore, new risks and uncertainties emerge from time to time, and it is not possible for the Company to predict or assess the impact of every factor that may cause its actual results to differ from those contained in any forward-looking statements. Such forward-looking statements speak only as of the date of this press release. Except to the extent required by law, the Company expressly disclaims any obligation to release publicly any updates or revisions to any forward-looking statements contained herein to reflect any change in the Company's expectations with regard thereto or change in events, conditions or circumstances on which any statement is based.
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MEDIA CONTACT
Lark-Marie Antón
Chief Communications Officer
(646) 906-4087
lark@usatodayco.com
Lark-Marie Antón
Chief Communications Officer
(646) 906-4087
lark@usatodayco.com
INVESTOR RELATIONS
Matt Esposito
Investor Relations
(703) 854-6708
investors@usatodayco.com
Matt Esposito
Investor Relations
(703) 854-6708
investors@usatodayco.com