Thomson Reuters Corp SEC Filings

Thomson Reuters Corporation submitted a Form 144 notice relating to proposed sales of Common Shares tied to equity vesting events. The excerpt lists proposed sales associated with a PSU vest dated 03/10/2026 for 2,226 shares and RSU vests dated 05/10/2024 and 05/10/2025 for 1,922 and 310 shares, respectively. The filing names a broker address at UBS Financial Services Inc.

Thomson Reuters Corporation plans a shareholder-friendly capital return paired with a reverse stock split. Shareholders are being asked to approve a plan of arrangement to distribute $605 million through a special cash payment, estimated at about $1.36 per participating common share based on the record-date share count and assuming no opt-outs, followed by a proportional consolidation of outstanding common shares.

The structure is designed so the share consolidation aligns with the cash paid out, using a ratio based on the volume weighted average trading price of the shares on Nasdaq before the effective date. Most shareholders will participate automatically, while certain investors taxable outside Canada may elect to opt out and keep their existing share count instead of receiving cash.

The special meeting to vote on the arrangement is scheduled for April 28, 2026, with effectiveness targeted on or about May 4, 2026 after court approval. The company states it does not expect this transaction to change its dividend amount per share and notes that equity-based awards should remain unaffected.

Thomson Reuters Corporation filed its 2025 annual report for the year ended December 31, 2025. The report includes audited financial statements, management’s discussion and analysis (MD&A), and other disclosures that provide a detailed view of the company’s performance and operations.

The annual report was filed with Canadian securities regulators and made available on sedarplus.ca, and it was also filed with the U.S. Securities and Exchange Commission on Form 40-F, accessible at sec.gov. Investors can view the report on the company’s website in the Investor Relations section or request free hard copies by contacting Thomson Reuters Investor Relations in New York or via email.

Thomson Reuters Corporation filed its Form 40-F for the fiscal year ended December 31, 2025, providing its annual report, audited financial statements and related certifications.

The filing lists securities registered on Nasdaq including Common Shares (TRI) and multiple note series (tickers TRI26, TRI40, TRI143A, TRI143B, TRI35), and states outstanding capital of 444,962,490 common shares, 6,000,000 Series II preference shares and 1 Thomson Reuters Founders Share. The filing includes undertakings, consent to service provisions and exhibits such as the Annual Report, auditor consent and SOX certifications.

Thomson Reuters Corporation has notified investors of an upcoming shareholder meeting and key related dates. The meeting is scheduled for June 10, 2026, with an April 13, 2026 record date that determines which holders can receive notice and vote.

Only holders of common shares are entitled to participate. The company will use a notice-and-access method to deliver its management proxy circular and other proxy materials electronically to shareholders who have requested this, rather than mailing paper copies.

Thomson Reuters has announced a planned transition of its Chief Financial Officer role. Mike Eastwood will retire as CFO after the transition, become Chairman of the Board of the Thomson Reuters Foundation, and continue as an advisor to President and CEO Steve Hasker.

Gary E. Bischoping, Jr. will join the company on April 13, 2026 and is scheduled to succeed Eastwood as CFO on May 8, 2026. He brings more than 30 years of global finance leadership experience, including CFO positions at Finastra and Varian Medical Systems and senior finance roles at Dell Technologies. Both Eastwood and Bischoping are expected to participate in the company’s first quarter earnings call on May 5, 2026.

Thomson Reuters Corporation plans a major capital return combining a larger share repurchase program and a special cash distribution. The company intends to buy back up to US$600 million of common shares under an amended normal course issuer bid, allowing repurchases of up to 16 million shares between August 2025 and August 2026. To date, it has already repurchased 6,022,437 shares for approximately US$1.0 billion at an average price of US$166.05 per share. Thomson Reuters also plans a return of capital of US$605 million, or about US$1.36 in cash per participating share, funded from the May 2024 sale of London Stock Exchange Group shares, followed by a proportional share consolidation (reverse stock split) so each investor’s ownership percentage remains broadly unchanged. Shareholders will vote on the return of capital and consolidation at a special meeting on April 28, 2026, with the board and major shareholder Woodbridge supporting the plan, and completion targeted for early May, subject to shareholder and court approval.

Thomson Reuters reported steady growth for the fourth quarter and full year 2025 while setting a more ambitious outlook for 2026. In Q4, revenues rose to $2.01 billion, up 5%, with adjusted EBITDA of $777 million and a 38.7% margin. Full-year 2025 revenues reached $7.48 billion, up 3% (7% organic), and adjusted EBITDA increased 6% to $2.94 billion with a 39.2% margin. Diluted EPS fell to $3.33 from $4.89 mainly because 2024 included a large non-cash tax benefit. Free cash flow grew to $1.95 billion, up 7%. The core “Big 3” segments delivered 9% organic revenue growth and a 43.6% adjusted EBITDA margin. For 2026, the company targets 7.5%–8.0% organic revenue growth, about 100 bps of margin expansion, and free cash flow of roughly $2.1 billion. The Board approved a 10% dividend increase to an annualized $2.62 per share, and a $1.0 billion share repurchase program was completed in 2025.