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21
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
(Exact Name of Registrant as Specified in its Charter)
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(State or other jurisdiction |
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| (IRS Employer |
of incorporation) |
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| Identification No.) |
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(Address of Principal Executive Offices) |
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Registrant’s telephone number, including area code: (
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:
Securities registered pursuant to Section 12(b) of the Act: | ||
Title of each class | Trading symbol(s) | Name of each exchange on which registered |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§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 8.01.Other Events.
On December 15, 2025, Saga Communications, Inc. (the “Company”) issued a press release announcing that the Company repurchased 184,215 shares of its common stock for an aggregate purchase price of approximately $2.1 million or $11.50 per share, through a privately negotiated transaction.
The repurchased shares represent approximately 2.8% of the company’s currently outstanding common stock, based on 6,556,621 shares outstanding as of December 11, 2025. After closing, these shares were returned to treasury and are no longer outstanding. The transaction was completed on December 12, 2025, and relied on the private offering exemption under Section 4(a)(2) of the Securities Act of 1933, as amended, with the selling stockholder represented as an accredited investor.
Item 9.01.Financial Statements and Exhibits.
(d) | Exhibits. |
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 registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
SAGA COMMUNICATIONS, INC. |
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Dated: December 15, 2025 | By: | /s/ Samuel D. Bush |
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| Samuel D. Bush |
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| Executive Vice President and Chief |
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| Financial Officer |
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