$TDAY·8-K

USA TODAY Co., Inc. · May 12, 8:36 AM ET

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USA TODAY Co., Inc. 8-K

Research Summary

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Updated

USA TODAY Co. Clarifies CEO Remarks on Google Litigation (Regulation FD)

What Happened

  • On May 12, 2026 USA TODAY Co. (TDAY) filed a Current Report on Form 8-K (Regulation FD) clarifying comments made by CEO Michael Reed during an investor call on May 5, 2026. Reed characterized certain amounts as "estimated damages" related to the company's litigation with Google; the company clarified it has not publicly disclosed, reported, or quantified any estimate of damages. The company reiterated that, based on Google documents, it believes Google interfered with billions of dollars of publisher revenue over billions of ad auctions and that it anticipates very substantial damages before any trebling under U.S. antitrust law.

Key Details

  • Filing date: May 12, 2026; investor call referenced: May 5, 2026.
  • Company: USA TODAY Co.; CEO named: Michael Reed.
  • Company statement: It has not publicly disclosed or quantified any damages estimate in the Google litigation.
  • Company view: Cites Google documents and says interference affected "billions of dollars" in revenue and expects substantial damages (pre-trebling).
  • Legal/boilerplate: Information furnished is not considered "filed" under Section 18; includes standard forward-looking statements caution and notes the company posts material information on www.usatodayco.com.

Why It Matters

  • The 8-K clarifies the company's public position after a CEO comment that could be read as quantifying litigation damages. For investors, this reduces confusion about whether the company has formally estimated recoverable amounts— it has not.
  • The dispute with Google remains material: the company alleges multibillion-dollar revenue harm and expects significant damages, but outcomes and amounts are uncertain and subject to litigation risk and typical forward‑looking disclaimers. Investors should monitor future filings and company updates (including the Investor Relations page) for any formal damage estimates or progress in the case.

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