Thryv Holdings, Inc. (THRY) SEC Filings

Thryv Holdings, Inc. (THRY) entered into a definitive Asset Purchase Agreement for its subsidiary Thryv, Inc. to sell its print directories business to an affiliate of Carolwood L.P. for an all‑cash purchase price of $142 million, subject to customary purchase price adjustments and closing conditions. The business sold comprises Yellow and White Pages print directories in the United States, Australia and New Zealand, related digital editions, and Australia White Pages online.

Thryv will retain its Internet Yellow Pages and other online properties and intends to use the net proceeds to repay outstanding debt and other liabilities, which the company states will further strengthen its balance sheet and is expected to materially improve its financial profile. Closing is expected in the fourth quarter of 2026, after which Thryv will provide certain services under a management services agreement to support operational continuity. The transaction aligns with Thryv’s strategy to focus on its AI-powered Growth Platform serving approximately 100,000 small-business software customers globally.

Thryv Holdings, Inc. insider Joe Walsh, Chairman and CEO, reported dispositions of 2,125 common shares on September 8, 2026 at $1.955 per share. These shares were withheld to satisfy tax withholding obligations arising from the vesting of previously granted restricted stock units, not sold in an open-market transaction. After these transactions, an entity associated with Walsh holds 1,625,206 common shares indirectly by trust. No transactions are reported as made under a Rule 10b5-1 trading plan.

Thryv Holdings, Inc. reports that its Compensation Committee terminated the 2026 Short-Term Incentive Plan (2026 STIP) and replaced it with a new H2 2026 Short-Term Incentive Plan (Bridge Plan), effective July 1, 2026. The change applies to all employees who participated in the 2026 STIP immediately before that date, including the company’s Named Executive Officers.

The Bridge Plan covers the performance period from July 1, 2026 through December 31, 2026 and is intended to align incentives with the company’s revised second-half 2026 business plan and operating priorities following a recently announced restructuring. Target incentive opportunities under the Bridge Plan are prorated to 50% of each eligible employee’s annual 2026 STIP target, reflecting the six‑month performance period. The company states that other terms generally remain the same as under the 2026 STIP, with updated performance targets and a shortened performance period.

Thryv Holdings, Inc. disclosed that Chairman and CEO Joe Walsh had company shares withheld in early August 2026 to cover personal tax obligations arising from vesting restricted stock units. On August 5, 2026, 958 common shares were withheld at $2.445 per share, and on August 6, 2026, 1,167 shares were withheld at $2.46 per share. In total, 2,125 common shares were delivered or withheld to satisfy these tax withholding obligations, rather than representing open-market purchases or sales.

Paulson & Co. Inc., a ten percent owner of Thryv Holdings, Inc., reported purchase transactions totaling 399,548 shares of common stock for managed funds and accounts. The shares were bought indirectly on August 4, 2026 at $2.82 per share and August 5, 2026 at $2.79 per share. All reported securities are owned by investment funds managed by Paulson, and both Paulson and John Paulson may be deemed to indirectly beneficially own them while disclaiming beneficial ownership for certain Section 16 purposes.

Thryv Holdings, Inc. reported significantly weaker results for the quarter ended June 30, 2026. Revenue was $150.7 million, down from $210.5 million a year earlier, and the company posted a net loss of $16.7 million versus prior-year net income of $13.9 million. For the first half of 2026, revenue was $318.4 million with a net loss of $12.1 million, compared with revenue of $391.8 million and net income of $4.3 million in 2025.

SaaS revenue was relatively stable at $114.5 million in the quarter, while Marketing Services revenue fell to $36.2 million as the company plans to exit that business by 2028 and convert Digital clients to its SaaS platform. SaaS monthly ARPU increased to $394, but Seasoned Net Revenue Retention declined to 90%. Operating activities generated $27.4 million of cash in the first half, ending with cash and cash equivalents of $9.1 million against total debt obligations of $243.7 million. Thryv also recorded $3.1 million of restructuring charges in the quarter and expects an additional $17–22 million of related costs through 2027, and is planning to repay about $30.4 million of Section 199-related tax liabilities over a 60‑month schedule beginning August 2026.

Thryv Holdings, Inc. reported weak second quarter 2026 results as it continues shifting toward software. Total revenue was $150.7 million, down from $210.5 million a year earlier. SaaS revenue was $114.5 million, essentially flat year-over-year and now 76% of total revenue, while Marketing Services revenue fell to $36.2 million. The company posted a consolidated net loss of $16.7 million, or $(0.38) per diluted share, compared with net income of $13.9 million a year ago. Consolidated Adjusted EBITDA was $20.8 million, a 13.8% margin, versus $51.2 million and a 24.3% margin in the prior-year quarter.

Management highlighted SaaS mix and monetization: SaaS ARPU reached $394, up 11.9% year-over-year, with approximately 95,000 SaaS clients, “quality customers” representing 72% of SaaS revenue, and Seasoned Net Revenue Retention of 90%. Thryv announced a restructuring plan with expected total charges of approximately $20–$25 million and projected $55–$60 million in gross annualized cost savings beginning in 2027, which are expected to be accretive to Adjusted EBITDA margins and free cash flow. For full year 2026, the company guides to total revenue of $614.0–$620.0 million and Adjusted EBITDA of $73.0–$77.0 million, with SaaS revenue of $453.0–$457.0 million and Marketing Services revenue of $161.0–$163.0 million.

BlackRock Portfolio Management LLC reports a passive ownership stake in Thryv Holdings, Inc. common stock on a Schedule 13G. The firm beneficially owns 3,091,133 shares, representing 7.0% of the class.

BlackRock Portfolio Management LLC has sole voting power over 2,540,467 shares and sole dispositive power over 3,091,133 shares, with no shared voting or dispositive power. The filing reflects securities beneficially owned, or deemed beneficially owned, by certain reporting business units of BlackRock, Inc. and its subsidiaries, excluding other disaggregated business units.

The filing notes that various underlying persons have rights to dividends or sale proceeds from Thryv common stock held by BlackRock Portfolio Management LLC, but no single such person holds more than five percent of Thryv’s outstanding common shares.

Thryv Holdings, Inc. Chairman and CEO Joe Walsh reported routine share dispositions related to tax obligations, not open-market trading. A total of 2,125 common shares were withheld by the company at a price of $4.28 per share to cover tax withholding triggered by the vesting of previously granted restricted stock units.

These entries reflect compensation-related tax withholding transactions rather than discretionary purchases or sales in the market.