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Zeta Global Holdings Corp. 8-K Filings

ZETA NYSE

Every 8-K that Zeta Global Holdings Corp. (ZETA) 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 ZETA 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 ZETA filings page.

Rhea-AI Summary

Zeta Global Holdings Corp. reported strong results for the quarter ended June 30, 2026. Revenue was $443 million, up 44% year over year and $23 million above the midpoint of guidance, marking the company’s 20th consecutive “beat and raise” quarter. Zeta achieved positive GAAP net income of $8 million, or $0.03 per share, and generated $92 million of adjusted EBITDA with a 20.7% margin, meeting its “rule of 64” target.

The company produced $69 million of operating cash flow and $58 million of free cash flow, up 65% and 73% year over year, respectively. Management raised 2026 guidance, including full-year revenue to $1,811–$1,824 million, higher adjusted EBITDA and free cash flow ranges, and GAAP EPS of $0.09–$0.11. Zeta cited growing adoption of its AI-driven platform and collaborations with partners such as OpenAI, Snowflake, and Palantir as key demand drivers.

Rhea-AI Summary

Zeta Global Holdings Corp. entered into a new five-year $1.0 billion senior secured credit facility with Bank of America and other lenders, replacing its August 30, 2024 credit agreement. The facility consists of a $250.0 million Term Loan A and a $750.0 million Revolving Credit Facility, which was undrawn at closing. Loans bear interest at either SOFR plus 1.75%–2.50% or a Base Rate plus 0.75%–1.50%, in each case depending on the Consolidated Net Leverage Ratio.

The agreement includes customary negative covenants and a financial covenant requiring a Consolidated Net Leverage Ratio not greater than 3.25:1.00, with a temporary step-up to 3.75:1.00 for four consecutive fiscal quarters following an acquisition of at least $100 million. Concurrently with entering the new facility on July 24, 2026, Zeta repaid $200.0 million of outstanding obligations under its prior credit agreement and terminated all commitments, with management highlighting reduced credit spreads, lower cost of capital, stronger liquidity and flexibility for M&A, share repurchases and general corporate purposes.

Rhea-AI Summary

Zeta Global Holdings Corp. reported the results of its 2026 Annual Meeting of Stockholders, where a quorum was present. Stockholders elected three Class II directors—William Landman, Robert Niehaus, and Jeanine Silberblatt—to serve until the 2029 annual meeting or earlier departure.

All three director nominees received strong support, with votes "for" ranging from 320,787,919 to 346,072,707 and broker non-votes of 51,728,526 for each. Stockholders also ratified Deloitte & Touche LLP as independent registered public accounting firm for the fiscal year ending December 31, 2026.

In addition, stockholders approved, on an advisory and non-binding basis, the compensation of the Company’s named executive officers, with 338,066,911 votes for, 18,195,375 against, 200,337 abstentions, and 51,728,526 broker non-votes. These results confirm continued stockholder support for the board, the auditor, and the executive pay program.

Rhea-AI Summary

Zeta Global reported very strong first-quarter 2026 results with rapid growth and higher guidance. Revenue reached $396.3 million, up 50% year over year, beating the guidance midpoint by $26 million. The company still posted a GAAP net loss of $13.2 million, but this narrowed from the prior year.

Adjusted EBITDA rose to $66.1 million with a 16.7% margin, while free cash flow was $41.7 million, a margin of 10.5%. Zeta grew its Super-Scaled Customers to 189, up 19%, and increased their ARPU to $1.7 million, up 21%. Management highlighted Athena, which drove over 7x more agent interactions and more than 60% of AI platform usage in its first week.

For second-quarter 2026, Zeta now guides revenue to $419–$422 million and adjusted EBITDA to $86.2–$86.9 million. For full-year 2026, it raised revenue guidance to $1.779–$1.792 billion, adjusted EBITDA to $396.2–$398.4 million, free cash flow to $234.5–$235.5 million, and is guiding to positive GAAP net income.

Rhea-AI Summary

Zeta Global Holdings reported strong fourth-quarter and full-year 2025 results and raised its 2026 outlook. Q4 revenue reached $394.6M, up from $314.7M, while full-year revenue grew to $1.305B from $1.006B, a 30% increase. Q4 GAAP net income was $6.5M, and adjusted EBITDA for 2025 rose to $278.7M with a 21.4% margin.

The company generated 2025 operating cash flow of $198.9M and free cash flow of $164.7M, up 78% year over year, and grew its super‑scaled customer count to 184. For 2026, Zeta increased revenue guidance to $1.749B–$1.762B, raised adjusted EBITDA and free cash flow targets, and is guiding to positive GAAP net income for the full year.

Rhea-AI Summary

Zeta Global Holdings filed an amended current report to add detailed financial information for its acquisition of Marigold’s Enterprise Business. Zeta completed this purchase on November 24, 2025 for aggregate consideration of up to $302.8 million in cash, stock, and seller notes.

The amendment supplies audited carve‑out financials for Marigold’s Enterprise Business for the year ended June 30, 2025 and unaudited results for the three months ended September 30, 2025, plus unaudited pro forma combined statements showing how Zeta and Marigold might look as a single company.

Marigold’s Enterprise Business generated $238.2 million in revenue and a net loss of $11.6 million in fiscal 2025, with total assets of $403.6 million, including substantial goodwill and customer‑related intangibles. The pro forma data are illustrative only and are not projections of future performance.

Rhea-AI Summary

Zeta Global Holdings Corp. (ZETA) has closed its acquisition of the Marigold Enterprise Business from Marigold Group and affiliates for aggregate consideration of up to $325 million, subject to customary adjustments. The deal includes $100 million in cash and 5,329,070 newly issued Class A shares at closing, plus seller notes of up to $125 million, with up to $50 million payable in cash and the remaining $75 million payable, at Zeta’s election, in cash or additional shares.

Zeta is issuing the stock component in a private transaction under Section 4(a)(2) and has agreed to register all stock delivered at closing and any shares issued under the seller notes for resale. Zeta also announced it has updated its guidance for the quarters ending December 31, 2025 and March 31, 2026 and for fiscal year 2026, as described in an accompanying press release.

Rhea-AI Summary

Zeta Global Holdings Corp. (ZETA) furnished quarterly results under Item 2.02. The company announced financial results for the quarter ended September 30, 2025 via a press release furnished as Exhibit 99.1. The information in this report, including Exhibit 99.1, is furnished and not deemed filed under the Exchange Act.

The filing also lists the Class A common stock (ticker ZETA) on the NYSE. The report was signed by Chief Financial Officer Christopher Greiner on November 4, 2025.

Rhea-AI Summary

Zeta Global Holdings Corp. has agreed to acquire the enterprise business of Marigold Group, Inc., Campaign Monitor Europe UK Ltd. and Selligent Holdings Limited for up to $325 million, in a mix of cash, newly issued Class A shares and a seller note.

At closing, Zeta will pay $100 million in cash and deliver $100 million in newly issued Class A common stock. A seller note of up to $125 million is due within three months of closing, with up to $50 million in cash and up to $75 million in cash or additional Zeta shares at Zeta’s election.

The number of shares issued will be based on Zeta’s 30‑day volume‑weighted average price before closing or note maturity. Zeta plans to rely on private placement exemptions and has agreed to register the stock consideration for resale. The company also reaffirmed its guidance for the quarter and full year 2025 and announced a conference call to discuss the deal.