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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):
July 31, 2025
Uniti
Group Inc.
(Exact name of registrant as specified in its
charter)
| Delaware |
|
001-36708 |
|
46-5230630 |
(State or other
jurisdiction
of incorporation) |
|
(Commission
File Number) |
|
(IRS Employer
Identification
No.) |
2101
Riverfront Drive, Suite A
Little
Rock, AR,
72202
(Address of Principal
Executive Offices)
Registrant’s telephone
number, including area code: (501) 850-0820
Not Applicable
(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:
| ¨ |
Written communications pursuant to Rule 425 under the Securities
Act (17 CFR 230.425) |
| ¨ |
Soliciting material pursuant to Rule 14a-12 under the Exchange
Act (17 CFR 240.14a-12) |
| ¨ |
Pre-commencement communications pursuant to Rule 14d-2(b)
under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ |
Pre-commencement communications pursuant to Rule 13e-4(c)
under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b)
of the Act:
| Title
of each class |
Trading
Symbol(s) |
Name
of each exchange on which
registered |
| Common
Stock |
UNIT |
The
NASDAQ Global Select Market |
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 the
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 7.01 Regulation FD Disclosure
The Company is furnishing certain financial and
other information of Windstream Holdings II, LLC, successor in interest to Windstream Holdings, Inc., and its consolidated subsidiaries
(collectively, “Windstream”) regarding the quarterly period ended June 30, 2025, as Exhibit 99.1. The information
furnished herein was provided to the Company by Windstream; the Company did not assist in the preparation or review of this information
and makes no representation as to its accuracy.
***
The information contained in Item 7.01, including
the exhibits attached hereto, are being “furnished” and shall not be deemed “filed” for purposes of Section 18
of the Exchange Act, or otherwise subject to the liabilities of Section 18 of the Exchange Act. The information in Item 7.01, including
the exhibits attached hereto, shall not be incorporated by reference into any registration statement or other document pursuant to the
Securities Act of 1933, as amended (the “Securities Act”), or into any filing or other document pursuant to the Exchange Act,
except as otherwise expressly stated in any such filing.
Item 9.01 Financial Statements and Exhibits
Exhibit
Number |
|
Description |
| |
|
|
| 99.1 |
|
Windstream presentation regarding the period ended June 30, 2025 |
| |
|
|
| 104 |
|
Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURES
Pursuant to the 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.
| Date: July 31, 2025 |
UNITI GROUP INC. |
| |
|
|
|
| |
By: |
/s/ Daniel L. Heard |
| |
|
Name: |
Daniel L. Heard |
| |
|
Title: |
Executive Vice President – General Counsel and Secretary |
