8-K – 2025-09-22 – d57737d8k.htm

8-K

false false LAMAR MEDIA CORP/DE LAMAR ADVERTISING CO/NEW 0001090425 0000899045 0000899045 2025-09-22 2025-09-22 0000899045 lamr:LamarAdvertisingCompanyMember 2025-09-22 2025-09-22
 
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
 
 

FORM 8-K

 
 

CURRENT REPORT
Pursuant to Section 13 or 15(d)
of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): September 22, 2025
 
 

LAMAR ADVERTISING COMPANY

LAMAR MEDIA CORP.

(Exact name of registrants as specified in its charter)
 
 

 

Delaware
Delaware

 
1-36756
1-12407

 
47-0961620
72-1205791

(States or other jurisdictions
of incorporation)

 
(Commission File
Numbers)

 
(IRS Employer
Identification Nos.)

5321 Corporate Boulevard , Baton Rouge , Louisiana 70808
(Address of principal executive offices and zip code)
( 225 )
926
- 1000

(Registrants’ 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 (see General Instruction A.2. below):
 

 
☐
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)) 

Lamar Advertising Company 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
 
LAMR
 
The NASDAQ Stock Market, LLC
Lamar Media Corp. securities registered pursuant to Section 12(b) of the Act: none
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) or Rule 12b-2
of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

 

Lamar Advertising Company
 

  
Emerging growth company
 
☐

Lamar Media Corp.
 

  
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.
 

Lamar Advertising Company
 

 
☐

Lamar Media Corp.
 

 
☐
 
 
 

Item 8.01.

Other Events.

On September 22, 2025 Lamar Advertising Company issued a press release announcing that its wholly owned subsidiary, Lamar Media Corp., has agreed to sell $400.0 million in aggregate principal amount of 5.375% Senior Notes due 2033 through an institutional private placement (the “Notes Offering”). Subject to customary closing conditions, the closing of the Notes Offering is expected to occur on or about September 25, 2025. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated by reference herein in accordance with Rule 135(c) of the Securities Act of 1933, as amended.
 

Item 9.01

Financial Statements and Exhibits.

(d) Exhibits
 

Exhibit
No.

  
Description

99.1
  
Press Release of Lamar Advertising Company dated September 22, 2025

104
  
Cover Page Interactive Data File - (embedded within the Inline XBRL document)
 

SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, each registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 

Date: September 22, 2025
 

 
LAMAR ADVERTISING COMPANY

 

 
By:
 
/s/ Jay L. Johnson

 

 

 
Jay L. Johnson

 

 

 
Executive Vice President, Chief Financial Officer and Treasurer
 

Date: September 22, 2025
 

 
LAMAR MEDIA CORP.

 

 
By:
 
/s/ Jay L. Johnson

 

 

 
Jay L. Johnson

 

 

 
Executive Vice President, Chief Financial Officer and Treasurer