Ziff Davis to Sell Connectivity Unit for $1.2B

Ziff Davis, Inc. has signed a definitive agreement to sell its Connectivity division to Accenture for $1.2 billion in cash, with the price subject to customary closing adjustments.

Rhea-AI Filing Summary

Ziff Davis, Inc. has signed a definitive agreement to sell its Connectivity division to Accenture for $1.2 billion in cash, with the price subject to customary closing adjustments. The deal is expected to close in the coming months, pending required regulatory approvals and other closing conditions.

The Connectivity division, which includes brands such as Ookla, Speedtest, Ekahau, Downdetector, and RootMetrics, generated $231 million of revenue in 2025, about 16% of total Ziff Davis revenues. Ziff Davis plans to use the proceeds for general corporate purposes and to support its capital allocation activities under its outstanding debt securities, and expects to classify the division’s results as discontinued operations beginning in the first quarter of fiscal 2026.

Positive

• Monetization of major asset: Ziff Davis agreed to sell its Connectivity division, which generated $231 million and 16% of 2025 revenue, to Accenture for $1.2 billion in cash, providing substantial financial flexibility for general corporate purposes and capital allocation under its debt framework.

Negative

• Loss of revenue contributor: The Connectivity division being sold produced $231 million in 2025, about 16% of Ziff Davis’ total revenues, meaning the company will relinquish a significant operating segment once the transaction closes.

Insights

Equity strategist

Ziff Davis monetizes a major division for $1.2 billion cash, reshaping its business mix.

Ziff Davis is divesting its Connectivity division to Accenture for $1.2 billion in cash, subject to customary adjustments. Connectivity contributed $231 million of revenue in 2025, around 16% of total company revenue, so this is a sizable portfolio repositioning rather than a small asset sale.

The company states it will use proceeds for general corporate purposes and to fund capital allocation activities in line with terms of its outstanding debt securities. That suggests flexibility around debt management, buybacks, acquisitions, or other uses, but specific allocations are not detailed in the excerpt.

The transaction is expected to close in the coming months, subject to regulatory approvals and closing conditions. Until then, Ziff Davis will continue to operate Connectivity, and future filings will show the division as discontinued operations starting in the first quarter of fiscal 2026. Actual impact will depend on closing timing and how management deploys the incoming cash.

8-K Event Classification

2 items: 8.01, 9.01

2 items

Item 8.01 Other Events Other

Voluntary disclosure of events the company deems important to shareholders but not covered by other items.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, or exhibit attachments filed with this report.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What transaction did Ziff Davis (ZD) announce with Accenture?

Ziff Davis agreed to sell its Connectivity division to Accenture for $1.2 billion in cash. The deal is governed by a Securities Purchase Agreement and remains subject to customary closing conditions and required regulatory approvals before it can be completed.

How large is the Ziff Davis Connectivity division being sold to Accenture?

The Connectivity division generated $231 million in revenues in 2025, about 16% of total Ziff Davis revenues. This indicates the divestiture involves a significant business line rather than a small non-core asset within the company’s broader portfolio.

How will Ziff Davis use the $1.2 billion sale proceeds from the Connectivity deal?

Ziff Davis plans to use the cash proceeds for general corporate purposes and to fund its capital allocation activities. These uses will be carried out in accordance with the terms of the company’s outstanding debt securities, as described in the announcement.

When is the Ziff Davis sale of its Connectivity division expected to close?

The transaction is currently expected to close in the coming months. Completion depends on satisfying certain closing conditions and receiving required regulatory approvals, so timing ultimately hinges on those processes being successfully completed.

How will Ziff Davis report the Connectivity division after the sale announcement?

Ziff Davis anticipates classifying the Connectivity division’s financial results as discontinued operations. This treatment will apply to both current and prior periods within the consolidated financial statements starting with the first quarter of fiscal year 2026.

Which brands are included in Ziff Davis’ Connectivity division sold to Accenture?

The Connectivity division includes globally recognized network and connectivity brands such as Ookla, Speedtest, Ekahau, Downdetector, and RootMetrics. These brands provide network design, intelligence, insights, testing, and incident detection capabilities to organizations worldwide.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 03/03/2026 - 07:30 AM Learn about SEC filing dates

false 0001084048 0001084048 2026-03-02 2026-03-02

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) March 2, 2026

Ziff Davis, Inc.

(Exact name of registrant as specified in its charter)

Delaware		0-25965		47-1053457
(State or other jurisdiction of incorporation or organization)		(Commission File Number)		(I.R.S. Employer Identification No.)

360 Park Ave S., 17th Floor

New York, New York 10010

(Address of principal executive offices)

(212) 503-3500

(Registrant’s telephone number, including area code)

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 (see General Instruction A.2. below):

☐ 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, $0.01 par value		ZD		Nasdaq Stock Market LLC

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 8.01 Other Events

On March 2, 2026, Ziff Davis, Inc. (the “Company”), a Delaware corporation, Ziff Davis, LLC, a Delaware limited liability company and a wholly owned subsidiary of the Company, and Accenture Inc., a Delaware corporation (“Accenture”), entered into a Securities Purchase Agreement (the “Purchase Agreement”), pursuant to which, subject to the terms and conditions set forth therein, the Company agreed to sell its Connectivity division to Accenture for an aggregate purchase price of $1.2 billion in cash, subject to certain customary adjustments set forth in the Purchase Agreement.

A copy of the press release is attached hereto as Exhibit 99.1 and incorporated by reference herein. The information required to be reported on a Current Report on Form 8-K with respect to the Purchase Agreement will be filed by the Company in a separate Current Report on Form 8-K.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit Number		Description
99.1		Press Release, issued March 3, 2026.
104		Cover Page Interactive Data File (embedded within the Inline XBRL document).

*  *  *

Forward Looking Statements

Certain statements in this Current Report on Form 8-K are “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities and Exchange Act of 1934. These forward-looking statements are based on management’s current expectations or beliefs and are subject to numerous assumptions, risks, and uncertainties that could cause actual results to differ materially from those described in the forward-looking statements. These factors and uncertainties include, among other items: whether and when the required regulatory approvals for the proposed sale of the Connectivity division will be obtained; whether and when the other closing conditions will be satisfied or waived and when the proposed sale of the Connectivity division will close, if at all; our ability to execute, and realize benefits from, the proposed sale of the Connectivity division; the Company’s ability to grow advertising, licensing, and subscription revenues, profitability, and cash flows, particularly in light of an uncertain U.S. or worldwide economy, including the possibility of economic downturn or recession; the Company’s ability to make interest and debt payments; the Company’s ability to identify, close, and successfully transition acquisitions; customer growth and retention; the Company’s ability to create compelling content; its reliance on third-party platforms; the threat of content piracy and developments related to artificial intelligence; increased competition and rapid technological changes; variability of the Company’s revenue based on changing conditions in particular industries and the economy generally; protection of the Company’s proprietary technology or infringement by the Company of intellectual property of others; the risk of losing critical third-party vendors or key personnel; the risks associated with fraudulent activity, system failure, or a security breach; risks related to the Company’s ability to adhere to its internal controls and procedures; the risk of adverse changes in the U.S. or international regulatory environments, including but not limited to the imposition or increase of taxes or regulatory-related fees; the risks related to supply chain disruptions, inflationary conditions, and rising interest rates; the risk of liability for legal and other claims; and the numerous other factors set forth in the Company’s filings with the SEC. For a more detailed description of the risk factors and uncertainties affecting the Company, refer to its most recent Annual Report on Form 10-K and the other reports filed by the Company from time-to-time with the Securities and Exchange Commission, each of which is available at www.sec.gov. The forward-looking statements included in this Current Report on Form 8-K speak only as of the date of this Current Report on Form 8-K, and the Company undertakes no obligation to revise or update these statements.

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.

				Ziff Davis, Inc. (Registrant)
Date: March 3, 2026				By:		/s/ Jeremy Rossen
						Jeremy Rossen Executive Vice President, General Counsel and Secretary

Exhibit 99.1

Ziff Davis Announces Definitive Agreement to Sell Connectivity Division to Accenture

Transaction will unlock significant Ziff Davis shareholder value while securing a world-class owner who

will continue to pursue the Connectivity business’ global opportunities

NEW YORK, NY — March 3, 2026 — Ziff Davis, Inc. (NASDAQ: ZD) (“Ziff Davis” or “the Company”) announced that it has entered into a definitive agreement to sell its Connectivity division (“Connectivity”) to Accenture for $1.2 billion in cash.

Ziff Davis’ Connectivity brands are globally recognized in fixed broadband, mobile, and Wi-Fi network design, intelligence, insights, testing, and incident detection. These brands, including Ookla, Speedtest, Ekahau, Downdetector, and RootMetrics, empower organizations to optimize networks, elevate digital experiences, and ensure faster, more reliable connectivity.

“This is a transformative deal for Ziff Davis, representing a significant realization of value for our shareholders and a concrete illustration of the quality of the businesses in our portfolio,” said Vivek Shah, CEO of Ziff Davis. “I would like to thank our colleagues at Connectivity for building a terrific business that delivers best-in-class network intelligence and optimization solutions to service providers, enterprises, and regulators all around the world. The Connectivity team is thrilled at the prospect of joining Accenture, a leading global solutions and services company.”

The sale price is subject to certain closing adjustments and the proceeds will be subject to applicable taxes. The transaction is currently expected to close in the coming months, subject to the satisfaction of certain closing conditions and receipt of required regulatory approvals. Evercore Group L.L.C. and Citi served as Ziff Davis’ financial advisors, and Kirkland & Ellis LLP acted as legal counsel to the Company for this transaction.

Ziff Davis plans to utilize the proceeds of the transaction for general corporate purposes and to fund its robust capital allocation activities in accordance with the terms of the Company’s outstanding debt securities.

Ziff Davis will continue to own and operate the Connectivity division until the transaction is completed.

Connectivity generated $231 million in revenues in 2025, approximately 16% of total Ziff Davis revenues. The Company anticipates that the division’s financial results will be classified as discontinued operations within the Company’s consolidated financial statements for both current and prior periods beginning with the first quarter of fiscal year 2026.

Ziff Davis will host a conference call to discuss the transaction on Tuesday, March 3, 2026, at 4:30 PM ET. The call will be accessible by phone by dialing (844) 985-2014. Following the event, the audio recording will be archived and made available at www.ziffdavis.com.

ABOUT ZIFF DAVIS

Ziff Davis, Inc. (NASDAQ: ZD) is a vertically focused digital media and internet company whose portfolio includes leading brands in technology, shopping, gaming and entertainment, health and wellness, connectivity, cybersecurity, and martech. For more information, visit www.ziffdavis.com.

Forward-Looking Statements

“Safe Harbor” Statement Under the Private Securities Litigation Reform Act of 1995: Certain statements in this press release are “forward-looking statements” within the meaning of The Private Securities Litigation Reform Act of 1995, including statements regarding the proposed sale of the Connectivity division and the use of proceeds therefrom. These forward-looking statements are based on management’s current expectations or beliefs and are subject to numerous assumptions, risks, and uncertainties that could cause actual results to differ materially from those described in the forward-looking statements. These factors and uncertainties include, among other items: whether and when the required regulatory approvals for the proposed sale of the Connectivity division will be obtained; whether and when the other closing conditions will be satisfied or waived and when the proposed sale of the Connectivity division will close, if at all; our ability to execute, and realize benefits from, the proposed sale of the Connectivity division; the Company’s ability to grow advertising, licensing, and subscription revenues, profitability, and cash flows, particularly in light of an uncertain U.S. or worldwide economy, including the possibility of economic downturn or recession; the Company’s ability to make interest and debt payments; the Company’s ability to identify, close, and successfully transition acquisitions; customer growth and retention; the Company’s ability to create compelling content; its reliance on third-party platforms; the threat of content piracy and developments related to artificial intelligence; increased competition and rapid technological changes; variability of the Company’s revenue based on changing conditions in particular industries and the economy generally; protection of the Company’s proprietary technology or infringement by the Company of intellectual property of others; the risk of losing critical third-party vendors or key personnel; the risks associated with fraudulent activity, system failure, or a security breach; risks related to the Company’s ability to adhere to its internal controls and procedures; the risk of adverse changes in the U.S. or international regulatory environments, including but not limited to the imposition or increase of taxes or regulatory-related fees; the risks related to supply chain disruptions, inflationary conditions, and rising interest rates; the risk of liability for legal and other claims; and the numerous other factors set forth in the Company’s filings with the Securities and Exchange Commission (“SEC”). For a more detailed description of the risk factors and uncertainties affecting the Company, refer to its most recent Annual Report on Form 10-K and the other reports filed by the Company from time-to-time with the SEC, each of which is available at www.sec.gov. The forward-looking statements included in this press release speak only as of the date of this press release, and the Company undertakes no obligation to revise or update these statements.

CONTACT:

Investor Relations

Ziff Davis, Inc.

investor@ziffdavis.com

Corporate Communications

Ziff Davis, Inc.

press@ziffdavis.com

2

Filing Exhibits & Attachments

4 documents

Press Releases

• EX-99.1 EX-99.1 9.7 KB

Other Documents

• EX-101 XBRL TAXONOMY EXTENSION SCHEMA 2.8 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE 17.6 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE 11.0 KB