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Teads Holding Co. 8-K Filings

TEAD NASDAQ

Every 8-K that Teads Holding Co. (TEAD) 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 TEAD 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 TEAD filings page.

Rhea-AI Summary

Teads Holding Co. disclosed that on August 11, 2026 it received a Nasdaq notice that its common stock no longer complies with Nasdaq Listing Rule 5450(a)(1) because the closing bid price has stayed below $1.00 per share for 30 consecutive business days. Trading of the TEAD common stock continues on the Nasdaq Global Select Market and the notice does not change business operations or SEC reporting.

Teads has an initial 180‑day grace period, until February 8, 2027, to regain compliance by having a closing bid of at least $1.00 for ten consecutive business days. The company is monitoring its share price and may use options such as a reverse stock split within a range previously approved by stockholders. If it cannot regain compliance, Teads may seek an additional 180‑day period by transferring to the Nasdaq Capital Market, or it could ultimately face delisting, with the right to appeal any delisting determination.

Rhea-AI Summary

Teads Holding Co. reported weaker results for the quarter ended June 30, 2026. Revenue was $284.6 million, down 17% year over year, and gross profit fell 21% to $95.6 million. Ex‑TAC gross profit declined 14% to $123.4 million, though Ex‑TAC gross margin improved to 43.4%.

The company posted a net loss of $42.5 million and Adjusted EBITDA of $7.0 million, down from $27.0 million a year earlier. Net cash provided by operating activities was $9.2 million and adjusted free cash flow was $3.2 million. As of June 30, 2026, Teads held $91.0 million in cash, cash equivalents and marketable securities against total debt of $614.5 million, while stockholders’ equity shrank to about $7.4 million from $95.4 million at year‑end 2025.

Management highlighted strong momentum in connected TV, with CTV revenue up 67% year over year and reaching 13% of quarterly revenue, as well as growing omnichannel adoption and new partnerships. Given volatility in its Direct Response and SME business and ongoing strategic initiatives, Teads is suspending all guidance, including its previously provided full‑year 2026 Adjusted EBITDA outlook.

Rhea-AI Summary

Teads Holding Co. has regained compliance with Nasdaq’s minimum bid price requirement, keeping its common stock listed on the Nasdaq Global Select Market under the symbol TEAD. Nasdaq confirmed that from May 18, 2026 to June 4, 2026, Teads’ closing bid price was at least $1.00 per share, satisfying Nasdaq Listing Rule 5450(a)(1) after an earlier notice of non-compliance issued in December 2025.

Rhea-AI Summary

Teads Holding Co. reported the results of its 2026 Annual Meeting of Stockholders, where all proposals received shareholder approval. Four Class II directors—Dexter Goei, Yaffa Krindel, Mark Mullen and Arne Wolter—were elected with between 64.8 million and 66.2 million votes cast in favor, plus 12.5 million broker non-votes.

Stockholders approved, on an advisory basis, the compensation of named executive officers with 64.2 million votes for and 8.2 million against, and supported holding future pay advisory votes every year, with 72.1 million votes for a one-year frequency. They also ratified KPMG LLP as independent auditor for 2026.

Shareholders adopted an amendment to the Company’s Thirteenth Amended and Restated Certificate of Incorporation authorizing a reverse stock split of issued common shares at a ratio between 1-for-5 and 1-for-25, without reducing authorized shares. The exact ratio and timing will be set later at the Board of Directors’ sole discretion.

Rhea-AI Summary

Teads Holding Co. reported weaker first quarter 2026 results with a deeper cash outflow despite a smaller net loss. Revenue was $265.98 million, down 7% from $286.36 million a year earlier, though gross margin improved to 31.4% from 28.9% as traffic acquisition costs fell.

Ex-TAC gross profit rose 5% to $107.87 million, but Adjusted EBITDA dropped sharply to $0.76 million from $10.69 million, and net loss was $38.79 million versus $54.84 million. Adjusted free cash flow swung to a $41.13 million outflow from a $5.22 million inflow. Cash, cash equivalents and marketable securities were $98.64 million against total debt of $623.43 million.

Management highlighted rapid growth in connected TV revenue and omnichannel campaigns, and reaffirmed full-year 2026 Adjusted EBITDA guidance of about $100 million, with second quarter Ex-TAC gross profit expected between $121 million and $131 million and Adjusted EBITDA between $14 million and $22 million.

Rhea-AI Summary

Teads Holding Co. reported strong 2025 top-line growth but a large GAAP loss driven by non-cash charges. Revenue reached $352.2 million in Q4, up 50%, and $1,300.5 million for 2025, up 46%, mainly from the Teads acquisition. Q4 gross margin improved to 34.2%, and Ex-TAC gross margin rose to 43.1%, while Q4 Adjusted EBITDA more than doubled to $36.5 million. However, Q4 net loss widened to $428.2 million and full-year net loss to $517.1 million, largely due to a $352.1 million goodwill impairment plus other integration, restructuring, and financing costs. Adjusted EBITDA for 2025 increased to $93.4 million, but adjusted net loss was $31.7 million and adjusted free cash flow was only $6.0 million. At year-end the company held $138.7 million in cash and marketable securities against $622.7 million of total debt, including 10.000% senior secured notes. For 2026, Teads targets Q1 Ex-TAC gross profit of $102–106 million, Q1 Adjusted EBITDA around breakeven, and full-year Adjusted EBITDA of about $100 million.

Rhea-AI Summary

Teads Holding Co. (TEAD) furnished an 8-K announcing it issued a press release with financial results for the quarter ended September 30, 2025. The information under Item 2.02, including Exhibit 99.1, is furnished, not filed under the Exchange Act.

The press release includes non-GAAP financial measures with a reconciliation to the most directly comparable GAAP measures provided within Exhibit 99.1. Exhibits identified were the press release and the cover page Inline XBRL data file.