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Ziff Davis, Inc. 8-K Filings

ZD NASDAQ

Every 8-K that Ziff Davis, Inc. (ZD) 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 ZD 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 ZD filings page.

Rhea-AI Summary

Ziff Davis reported preliminary Q2 2026 results with the sale of its Connectivity business completed and classified as discontinued operations. From continuing operations, revenue was $286.7 million, down 2.7% year over year, and the company posted an operating loss of $(44.7) million, including a $54.8 million goodwill impairment. Net loss from continuing operations was $(52.2) million, or $(1.43) per diluted share, while net income from discontinued operations related to Connectivity was $676.6 million.

On a non-GAAP basis, Adjusted EBITDA was $76.8 million and Adjusted net income was $37.8 million, with Adjusted diluted EPS increasing 13.2% to $1.03. Free cash flow from continuing and discontinued operations doubled to $54.0 million and operating cash flow reached $89.0 million. The Connectivity sale generated approximately $1,216.1 million of proceeds, lifting cash and long-term investments to $1,706 million against gross debt of $872 million, leaving Ziff Davis in a net cash position.

Rhea-AI Summary

Ziff Davis, Inc. has filed an amended report providing unaudited pro forma financials reflecting the completed sale of its Connectivity division to Accenture Inc. for an aggregate purchase price of $1.2 billion in cash, subject to customary adjustments. The company estimates net cash proceeds of about $1.19 billion and a preliminary pre-tax gain of roughly $874.2 million. Connectivity is presented as a discontinued operation under ASC 205-20, with pro forma statements showing how Ziff Davis would have looked without this business for the three months ended March 31, 2026 and the years 2025, 2024, and 2023. For 2025, pro forma continuing-operations revenue totals $1.22 billion with a net loss of $9.8 million.

Rhea-AI Summary

Ziff Davis, Inc. has completed the sale of its Connectivity division to Accenture Inc. for an aggregate purchase price of $1.2 billion in cash. The transaction closed on June 17, 2026, following a Securities Purchase Agreement originally signed on March 2, 2026.

On June 15, 2026, Ziff Davis also entered into a Consent Agreement with lenders under its existing credit agreement, providing consent to consummate this sale. Shortly before closing, the company designated certain subsidiaries that make up the Connectivity business as unrestricted subsidiaries under its Indenture for 4.625% Senior Notes due 2030. Required pro forma financial information will be filed by amendment within four business days after closing.

Rhea-AI Summary

Ziff Davis, Inc. filed an 8-K to inform the market that it will participate in the J.P. Morgan 54th Annual Global Technology, Media and Communications Conference on May 18, 2026. The appearance will be available via webcast through a J.P. Morgan-hosted link, providing public access to the company’s presentation under Regulation FD.

Rhea-AI Summary

Ziff Davis, Inc. reported weaker continuing-operations results for Q1 2026 while advancing its plan to sell its Connectivity business, which is now classified as discontinued operations. Revenue from continuing operations was $267.6 million, down 1.9% from Q1 2025, as softness in Technology & Shopping offset growth in Gaming & Entertainment and Cybersecurity & Martech.

Operating income from continuing operations fell to $2.9 million from $14.5 million, and net income from continuing operations swung to a small loss of $0.8 million, or $(0.02) per diluted share, from earnings of $0.23. On a non-GAAP basis, Adjusted EBITDA declined to $63.4 million and adjusted diluted EPS to $0.73. Company-wide net income was $22.3 million, helped by $23.0 million of profit from discontinued operations.

Cash generation improved: net cash provided by operating activities from continuing and discontinued operations rose 45.3% to $30.0 million, though free cash flow remained slightly negative at $(3.2) million due to higher capital spending. Ziff Davis repurchased approximately $51.6 million of its stock and ended March 31, 2026 with $519.7 million of cash and cash equivalents and $872 million of gross debt. The company is deferring fiscal 2026 guidance while it evaluates additional value-creating transactions.

Rhea-AI Summary

Ziff Davis has agreed to sell its Connectivity division to Accenture Inc. for $1.2 billion in cash, subject to customary purchase price adjustments. The deal was unanimously approved by Ziff Davis’s board and is expected to close in the coming months, once specified conditions are met.

Closing depends on factors such as regulatory approvals, including expiration or termination of Hart-Scott-Rodino waiting periods, accuracy of each party’s representations, performance of covenants, an employee-related condition, absence of certain legal restraints, and no material adverse effect on the business or parties. The agreement includes ordinary-course operating covenants, a no-solicitation covenant on competing bids for the business, mutual indemnities for breaches, and non-compete and non-solicitation commitments. Either side may terminate if closing has not occurred by December 2, 2026, with an automatic extension to March 2, 2027 in certain circumstances, or upon specified breaches or legal prohibitions. At closing, Ziff Davis will also provide transition services to support the business handoff.

Rhea-AI 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.

Rhea-AI Summary

Ziff Davis, Inc. filed a current report stating that it will participate in the Susquehanna 15th Annual Technology Conference on February 26, 2026. The company notes that there will be no webcast available for this event, limiting real-time public access to the presentation.

Rhea-AI Summary

Ziff Davis, Inc. reported mixed fourth quarter and full-year 2025 results. Full-year revenues rose to $1.45 billion, up 3.5% from 2024, while Adjusted EBITDA was broadly flat at $495.1 million and Adjusted diluted EPS edged up to $6.63 from $6.62.

GAAP net income fell to $47.4 million from $63.0 million, hurt by a $58.0 million loss on a business sale and a $7.9 million loss on an equity method investment. Q4 revenue dipped 1.5% to $406.7 million and Adjusted EBITDA declined to $163.2 million. Cash generation remained strong, with free cash flow of $287.9 million for 2025 and $173.8 million deployed on share repurchases. The company is evaluating value-creating options, including potential division sales, and is deferring fiscal 2026 guidance while this review continues.

Rhea-AI Summary

Ziff Davis, Inc. reported that it will participate in the Barclays Global Technology Conference on December 10, 2025. This appearance is disclosed under a Regulation FD item, which is used for sharing information with all investors at the same time. The company also noted that no webcast of the conference participation is available, meaning investors will not have a public audio or video stream to follow the event.

Rhea-AI Summary

Ziff Davis, Inc. reported that on December 3, 2025 it will participate in the UBS Global Technology and AI Conference. The company states that its appearance at this investor-focused event will be available through a public webcast at the provided URL. This type of communication is made under Regulation FD to ensure all investors have equal access to the same information shared at the conference.

Rhea-AI Summary

Ziff Davis, Inc. (ZD) filed a current report to announce that it will participate in the 2025 RBC Capital Markets Global Technology, Internet, Media and Telecommunications Conference on November 19, 2025. The appearance will be accessible to the public via a webcast at https://kvgo.com/rbc-2025-global-tech/ziff-davis-inc-november-2025. This is a Regulation FD disclosure intended to provide equal access to the company’s conference remarks for all investors.

Rhea-AI Summary

Ziff Davis (ZD) furnished preliminary unaudited results for the third quarter ended September 30, 2025 and reaffirmed its financial guidance for fiscal year 2025. The company will host its Q3 2025 earnings call and webcast on November 7, 2025 at 8:30 a.m. Eastern Time.

Supporting materials were furnished, including a press release (Exhibit 99.1) and a November 2025 investor presentation (Exhibit 99.2), which provide additional financial and operating information.