UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

~~CURRENT~~Current ~~REPORT~~Report

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of ~~the~~Report ~~Securities~~(Date ~~Exchange~~of ~~Act~~Earliest ofEvent ~~1934~~Reported) — March 10, 2026

~~Date~~Stagwell ~~of Report (Date of earliest event reported): January 30, 2026~~Inc.

~~STAGWELL~~(Exact ~~INC.~~Name of Registrant as Specified in its Charter)

(Exact name of Registrant as Specified in Its Charter)


Delaware	001-13718	86-1390679
(Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

Delaware	001-13718	86-1390679
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

One World Trade Center, Floor 65, New York, NY 10007

(Address of principal executive offices and zip code)

(646) 429-1800

(Registrant’s Telephone Number)

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))


			☐			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
Class A Common Stock, $0.001 par value	STGW	NASDAQ

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (~~17 CFR~~ §230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (~~17 CFR~~ §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 32.02 ~~Unregistered~~Results ~~Sales~~ of ~~Equity~~Operations ~~Securities~~and Financial Condition.

On ~~January 30~~March 10, 2026, Stagwell Inc. (the ~~“Company”)~~ ~~entered into an agreement (the~~ “~~Agreement”) to purchase substantially all of the assets of a digital advertising company (the “Acquiree~~ Company”) ~~from the owners of the Acquiree Company (the “Sellers”). Pursuant to the Agreement, at closing of the transaction on January 30, 2026, the Company~~ issued ~~863,624 shares of Class A common stock of the Company (“Stagwell Stock”) in payment of $5.625 million of the amount payable at closing. In addition, pursuant to the Agreement, the Company has~~ a ~~contingent~~press ~~obligation~~release toannouncing ~~make~~its ~~a payment based on the Acquiree Company’s achievement of specified~~ financial ~~performance~~results ~~criteria~~ for the ~~two-year~~three ~~period beginning January 31, 2026~~ and ~~a contingent~~twelve ~~obligation~~months toended ~~make~~December ~~a second payment based on the Acquiree Company’s achievement of specified financial performance criteria for the two-year period beginning January~~ 31, ~~2028~~2025. ~~The~~A ~~Company~~copy ~~may elect to pay up to a maximum~~ of ~~$5.375~~this ~~million~~earnings ofrelease ~~the first~~is ~~contingent~~attached ~~payment,~~as ifExhibit ~~any, and up to a maximum of $7~~99.01 ~~million of the second contingent payment, if any, in Stagwell Stock~~hereto.

The ~~issuance~~foregoing information (including Exhibit 99.1) is being furnished under “Item 2.02 – Results of ~~Stagwell~~Operations ~~Stock~~and toFinancial ~~the~~Condition.” ~~Sellers~~Such ~~pursuant to~~information ~~the~~(including ~~Agreement~~Exhibit is99.1) ~~exempt~~shall ~~from~~not ~~registration~~be ~~under~~deemed “filed” for purposes of Section 418 of the Securities Exchange Act of 1934, as amended (athe “Exchange Act”)~~(2)~~, ofnor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended. ~~The~~(the ~~Company~~“Securities ~~will~~Act”), ~~receive no~~or ~~cash~~the ~~proceeds~~Exchange ~~and~~Act, noexcept ~~commissions~~as ~~will~~shall be ~~paid~~expressly toset ~~any~~forth ~~person~~by inspecific ~~connection~~reference ~~with~~in ~~the~~such ~~issuance~~filing.

~~SIGNATURES~~Item 7.01 Regulation FD Disclosure.

~~Pursuant~~On toMarch 10, 2026, the ~~requirements~~Company ofwill ~~the~~host ~~Securities~~a ~~Exchange~~conference ~~Act~~call ofin ~~1934,~~which its financial results for the ~~Company~~three ~~has~~and ~~duly~~twelve ~~caused~~months ~~this~~ended ~~report~~December 31, 2025 will be discussed. The presentation to be ~~signed~~used onin ~~its~~connection ~~behalf by~~with the ~~undersigned~~call ~~hereunto~~is ~~duly~~attached ~~authorized~~as Exhibit 99.2 hereto.

~~Date:~~The ~~February~~foregoing 5information (including Exhibit 99.2) is being furnished under “Item 7.01 – Regulation FD Disclosure.” Such information (including Exhibit 99.2) shall not be deemed “filed” for purposes of Section 18 of the Exchange Act, ~~2026~~nor shall it be deemed incorporated by reference in any filing under the Securities Act or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

~~STAGWELL~~Item ~~INC~~9.01 ~~By:~~Financial ~~/s/~~Statements ~~Peter~~and ~~McElligott Peter McElligott General Counsel~~Exhibits.

(d) Exhibits.

99.1 Press release dated March 10 , 202 6 , relating to the Company’s results for the three and tw elve months ended December 3 1 , 2025.

99.2 Investor presentation dated March 10 , 20 26.

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 Company has duly caused this report to be signed by the undersigned hereunto duly authorized.


Date: March 10, 2026	Stagwell Inc.

	By:	/s/ Ryan J. Greene
		Ryan J. Greene
		Chief Financial Officer

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