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Zedge (ZDGE) 8-K Filings

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Here are the 8-K filings from Zedge, Inc. (ZDGE) in our archive since June 2025, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.

An 8-K covers material events a company has to report between its quarterly reports, so if you follow ZDGE 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 ZDGE filings page.

Rhea-AI Summary

Zedge, Inc. (ZDGE) said its Board of Directors declared a quarterly cash dividend of $0.02 per share on October 26, 2026. It is payable on or about November 23, 2026, to stockholders of record as of November 9, 2026.

Rhea-AI Summary

Zedge, Inc. reported fiscal 2026 revenue of $31.6 million for the year ended July 31, 2026, up 7.6% from $29.4 million; subscription revenue was $6.6 million, up 29.5%. GAAP net loss narrowed to $0.1 million from $2.4 million, while non-GAAP net income was $3.1 million versus $0.7 million. Adjusted EBITDA was $4.1 million versus $1.8 million, and free cash flow rose 46.6% to $4.2 million. Q4 revenue was $7.8 million, up 4.0%, and GAAP net income was $0.4 million versus a $0.6 million loss.

Q4 Marketplace monthly active users declined 16.8% to 19.3 million; active subscriptions rose 35.3% to 1.332 million, and ARPMAU increased 30.5% to $0.121. DataSeeds.AI secured repeat orders from new and existing customers, including its first six-figure order, and an initial model-evaluation engagement. Howard Jonas led a $7.7 million insider investment in Zedge in September and is taking a more active role in DataSeeds. Zedge hired Morris Berger as CEO earlier this month. Its share repurchase was suspended in Q1 FY2027 in light of the September capital raise.

Rhea-AI Summary

Zedge, Inc. presented DataSeeds as its primary growth initiative, with its consumer businesses providing cash, content, creator communities and operating infrastructure. DataSeeds has completed a first six-figure order, received repeat orders from enterprise AI customers and launched commercial model-evaluation services; the company is beginning to scope video annotation. Management said project timing, scope and size will make DataSeeds revenue lumpy over upcoming quarters.

For YTD through Q3 FY26, total revenue was presented as $23 million, up 9%, while the detailed table reports $23.9 million; the table also shows $3.6 million of adjusted EBITDA and $2.6 million of free cash flow. Zedge completed an approximately $7.7 million insider-led investment, with $6 million associated with Howard Jonas participation; Board Member Elliot Gibber and another current stockholder also participated. Zedge said its quarterly dividend is expected to continue and its buyback was suspended. Planned DataSeeds investment includes talent, technology, infrastructure and specialized datasets.

Rhea-AI Summary

Zedge, Inc. entered into a three-year employment agreement with Jonathan Reich, who began serving as President and Chief Operating Officer on October 1, 2026, after ceasing to serve as Chief Executive Officer on September 30, 2026. His annual base salary is $390,000, effective August 1, 2026, with a $15,000 increase on each July 31 during the term. The agreement provides an annual performance bonus of not less than $124,313 for each fiscal year beginning with fiscal 2026.

An equity award representing 100,000 shares of Class B common stock, in a combination of restricted stock and deferred stock units, is to be granted within 150 days following October 1, 2026. One-twelfth vests on the grant date and the remainder in 11 substantially equal quarterly installments, with full vesting on October 1, 2029. Separation pay may be up to two years of base salary plus a prorated minimum annual bonus, depending on the circumstances of termination; the award fully accelerates if the company terminates him without Cause or he resigns for Good Reason.

Rhea-AI Summary

On September 29, 2026, Zedge, Inc. entered a three-year employment agreement with Morris Berger, who began serving as chief executive officer on October 1, 2026. The agreement provides an annual base salary of $450,000, a one-time $25,000 cash signing bonus payable after his start date, and a one-time $25,000 cash stay bonus payable following the first anniversary of his start date.

It also provides severance equal to one year of base salary under the agreement’s terms and full vesting acceleration if Zedge terminates him without Cause or he resigns for Good Reason. Berger receives 10-year options to purchase Class B common stock representing 3% of issued and outstanding common shares on October 1, 2026. The exercise price equals fair market value on the grant date, and the options vest in 20 equal quarterly installments over five years beginning October 1, 2026.

Rhea-AI Summary

Zedge, Inc. (ZDGE) completed a private placement on September 25, 2026, issuing 2,616,447 shares of Class B common stock and warrants to purchase 2,354,803 shares for aggregate gross proceeds of $7,675,000.

With Zedge’s consent, effective September 23, 2026, Howard Jonas, the company’s Vice Chairman, assigned his Purchase Agreement rights and obligations to Chartwell Holding LLC. Chartwell assumed his $6,500,000 payment obligation and right to receive 2,218,430 shares and warrants for 1,996,587 shares. Jonas and his wife are Chartwell’s sole beneficiaries, and Zedge states Jonas is deemed to beneficially own securities held by Chartwell. The amendment corrects Chartwell’s warrant allocation from 1,996,857 shares reported previously. Warrants issued to Chartwell and Elliott Gibber, a board member, have a $3.22 per-share exercise price; the remaining purchaser’s warrants have a $3.28 per-share exercise price, each subject to adjustment. Warrants become exercisable on the later of required stockholder approval and March 11, 2027, for Gibber, or March 25, 2027, for Chartwell and the remaining purchaser. Zedge said it intends to use the capital to accelerate DataSeeds.AI’s growth and broaden its capabilities.

Rhea-AI Summary

Zedge, Inc. (ZDGE) entered into a Securities Purchase Agreement with Vice Chairman Howard Jonas, director Elliot Gibber, and another existing stockholder for a private placement of Class B common stock and warrants, providing the company with $7,675,000 in proceeds. The transaction covers 2,616,447 newly issued Class B shares plus warrants to purchase 2,354,803 additional Class B shares, at per-share purchase prices tied to the prior trading day’s closing price.

Howard Jonas agreed to invest $6,500,000 for 2,218,430 shares and warrants for 1,996,857 shares; Elliot Gibber will invest $650,000 for 221,843 shares and warrants for 199,659 shares; and the third investor will invest $525,000 for 176,174 shares and warrants for 158,557 shares. The warrants have exercise prices of $3.22 or $3.28 per share (110% of the purchase price), become exercisable no earlier than six months after closing and following requisite NYSE American stockholder approval, and expire five years after initial exercise. The securities are being issued in a private placement relying on Section 4(a)(2) and Rule 506(b) of Regulation D, with no placement agent and no obligation to register the securities.

Rhea-AI Summary

Zedge, Inc. (ZDGE) announced a leadership transition and an insider-led capital raise tied to its DataSeeds.AI strategy. The Board appointed Morris Berger, currently CEO of Zeno Media and former CEO of IDT Entertainment, as Chief Executive Officer effective October 1, 2026, with a three-year employment term and a base salary of $450,000 plus a $50,000 signing bonus. Berger is expected to receive 10‑year stock options equal to 3% of Zedge’s issued and outstanding Class B shares, vesting quarterly over five years, subject to final documentation.

Current CEO Jonathan Reich will step down as CEO on September 30, 2026 and become President and Chief Operating Officer for an initial three-year term, with compensation at his current level, at least $15,000 annual base salary increases, up to two years’ severance, and 100,000 deferred stock units vesting over three years, all subject to definitive agreements.

Zedge also disclosed an approximately $7.5 million direct investment led by Vice Chairman Howard Jonas, with participation from another director and an insider, intended to accelerate DataSeeds.AI’s growth while maintaining financial flexibility. The company generated $1.2 million of free cash flow in the third quarter of fiscal 2026, up 55% year over year, ended the quarter with $19.7 million of cash and no debt, and has suspended share repurchases while expecting to continue its quarterly cash dividend.

Rhea-AI Summary

Zedge, Inc. furnished an investor presentation that updates investors on recent performance, strategy and capital allocation. The company describes a capital‑efficient mobile app business with mid‑90% gross margins, about 20M+ monthly active users and roughly 1.3M active subscriptions.

For the first half of fiscal 2026, revenue grew 9% versus the prior year, while a financial snapshot highlights YTD non‑GAAP net income of $2 versus $0 prior year and YTD adjusted EBITDA of $3 versus $1 prior year. Trended data show trailing twelve‑month free cash flow of about $3M and adjusted EBITDA margin of 15.1% year‑to‑date.

The presentation notes approximately $20M in cash, no debt and an enterprise value of about $24M, alongside a quarterly dividend with an indicated yield of around 3% and a share repurchase program. Management also emphasizes new initiatives, including the DataSeeds.AI training‑data business and a product innovation team launching multiple early‑stage apps.

Rhea-AI Summary

Zedge reported third quarter fiscal 2026 revenue of $8.0 million, up 3% from $7.8 million a year ago, with stronger profitability and cash generation.

GAAP net income rose to $0.9 million from $0.2 million, and diluted EPS increased to $0.07 from $0.01. Operating income improved to $1.1 million, lifting operating margin to 13.4% versus 2.1%.

Subscription revenue grew 32% year over year to $1.7 million, and active subscriptions climbed 41% to nearly 1.3 million, helped by higher-value users. While total advertising revenue declined 4% to $5.4 million, management noted the weakness was concentrated in Emojipedia, with Zedge Marketplace ad revenue roughly flat.

Marketplace monetization strengthened: ARPMAU increased 21% to $0.119 and Zedge Premium gross transaction value rose 17%. Free cash flow increased 55% to $1.2 million, and cash and cash equivalents reached $19.7 million with no debt, supporting a 25% dividend increase and ongoing share repurchases.

Form 8-K
Rhea-AI Summary

Zedge, Inc. announced that its Board of Directors has raised the quarterly cash dividend by 25%, from $0.016 to $0.02 per share. The dividend is payable on or about April 15, 2026 to stockholders of record as of April 6, 2026.

The company highlights record second-quarter revenue, ARPMAU, active subscriptions and Zedge Premium GTV, along with a 31% year-over-year increase in free cash flow. Zedge reports a debt-free balance sheet with $19.1 million in cash and states that the higher dividend will be funded from free cash flow while still allowing investment in growth and share repurchases.

Rhea-AI Summary

Zedge, Inc. reported strong second quarter fiscal 2026 results with record monetization despite a GAAP loss. Revenue for the quarter ended January 31, 2026 rose 18% year over year to $8.3M, driven mainly by advertising and subscription growth.

Subscription revenue grew 33% to $1.6M, active subscriptions increased 49% to about 1.2 million, and ARPMAU reached a record $0.115, up 48%. GAAP net loss widened to $2.3M due largely to a $3.6M intangible asset impairment, but non-GAAP net income improved to $0.8M and Adjusted EBITDA to $1.1M.

Free cash flow increased 31% to $0.8M, and cash and cash equivalents rose to $19.1M with no debt. Management highlighted early but growing opportunities in its DataSeeds AI training data business and continued innovation initiatives, alongside the new quarterly dividend.

Rhea-AI Summary

Zedge, Inc. held its Annual Meeting of Stockholders on January 14, 2026. Stockholders elected all six director nominees — Mark Ghermezian, Elliot Gibber, Howard Jonas, Michael Jonas, Paul Packer, and Gregory Suess — each to a one‑year term, with support levels generally above 80% of votes cast.

Stockholders also ratified UHY LLP as the independent registered public accounting firm for the fiscal year ending July 31, 2026, with approximately 99.5% of votes cast in favor. In addition, they approved an amendment to the 2016 Stock Option and Incentive Plan to increase the Class B share pool by 150,000 shares for future equity awards.

The Board of Directors declared a quarterly cash dividend of $0.016 per share, payable on or about February 10, 2026 to stockholders of record as of January 30, 2026, providing ongoing cash returns to shareholders.

Rhea-AI Summary

Zedge, Inc. reported that it issued a press release on December 12, 2025 announcing its results of operations for the fiscal quarter ended October 31, 2025. The company furnished this earnings press release as Exhibit 99.1 to a current report under Item 2.02, which covers results of operations and financial condition.

The information in the report, including Exhibit 99.1, is being furnished rather than filed, meaning it is not automatically incorporated into other SEC documents unless specifically stated there. Zedge also notes that the report and the press release include forward-looking statements that are subject to the cautionary language contained in the press release.

Rhea-AI Summary

Zedge, Inc. furnished an update on its performance, announcing results for the fourth fiscal quarter and fiscal year ended July 31, 2025. Detailed financial information was provided in a press release furnished as Exhibit 99.1. The furnished materials are not deemed “filed” with the SEC.

Rhea-AI Summary

Zedge, Inc. announced that its Board of Directors declared a quarterly cash dividend of $0.016 per share. The dividend is payable on or about November 7, 2025 to stockholders of record as of October 24, 2025.

The company furnished this update under Item 7.01 and noted in Exhibit 99.1 the initiation of a quarterly cash dividend, signaling a regular cash return framework to shareholders.