What changed in E.W. SCRIPPS Co's 10-K — 2023 vs 2024
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Paragraph-level year-over-year comparison of E.W. SCRIPPS Co's 2023 and 2024 10-K annual filings, covering the Business, Risk Factors, Legal Proceedings, Cybersecurity, MD&A and Market Risk sections. Every new, removed and edited paragraph is highlighted side-by-side so you can see exactly what management changed in the 2024 report.
+116 added−131 removedSource: 10-K (2025-03-12) vs 10-K (2024-02-23)
Top changes in E.W. SCRIPPS Co's 2024 10-K
116 paragraphs added · 131 removed · 94 edited across 5 sections
- Item 1. Business+73 / −91 · 58 edited
- Item 1A. Risk Factors+26 / −24 · 22 edited
- Item 1C. Cybersecurity+9 / −8 · 7 edited
- Item 4. Mine Safety Disclosures+5 / −5 · 5 edited
- Item 5. Market for Registrant's Common Equity+3 / −3 · 2 edited
Item 1. Business
Business — how the company describes what it does
58 edited+15 added−33 removed50 unchanged
Item 1. Business
Business — how the company describes what it does
58 edited+15 added−33 removed50 unchanged
2023 filing
2024 filing
Biggest changePetersburg, FL - Ch. 28 ABC/17 2026 2029 11 WMYD-TV Detroit, MI - Ch. 20 CW/31 2024 2029 12 WXYZ-TV Detroit, MI - Ch. 7 ABC/25 2026 2029 12 KNXV-TV Phoenix, AZ - Ch. 15 ABC/15 2026 (2) 13 KASW -TV Phoenix, AZ - Ch. 61 Ind/27 N/A 2030 13 KMGH-TV Denver-Aurora, CO - Ch. 7 ABC/7 2026 2030 16 KCDO-TV Denver-Aurora, CO - Ch. 3 Ind/23 N/A 2030 16 WSFL-TV Miami, FL - Ch. 39 CW/27 2024 2029 17 WEWS-TV Cleveland, OH - Ch. 5 ABC/15 2026 2029 19 WMAR-TV Baltimore, MD - Ch. 2 ABC/27 2026 2028 26 WRTV-TV Indianapolis, IN - Ch. 6 ABC/25 2026 2029 27 WTVF-TV Nashville, TN - Ch. 5 CBS/36 2024 2029 28 KMCI-TV Kansas City, MO - Ch. 38 Ind/25 N/A 2030 30 KSHB-TV Kansas City, MO - Ch. 41 NBC/36 2024 2030 30 WTMJ-TV Milwaukee, WI - Ch. 4 NBC/32 2024 2029 31 KGTV-TV San Diego, CA - Ch. 10 ABC/10 2026 2030 32 KSTU-TV Salt Lake City, UT - Ch. 13 FOX/28 2026 2030 33 KUPX-TV Salt Lake City, UT - Ch. 16 Ind/29 N/A 2030 33 WPTV-TV West Palm Beach-Port St.
Biggest changePetersburg, FL - Ch. 28 ABC/17 2026 2029 13 KMGH-TV Denver-Aurora, CO - Ch. 7 ABC/7 2026 2030 16 KCDO-TV Denver-Aurora, CO - Ch. 3 Ind/23 N/A 2030 16 WEWS-TV Cleveland, OH - Ch. 5 ABC/15 2026 2029 17 WSFL-TV Miami, FL - Ch. 39 Ind/27 N/A 2029 18 WMAR-TV Baltimore, MD - Ch. 2 ABC/27 2026 2028 24 WRTV-TV Indianapolis, IN - Ch. 6 ABC/25 2026 2029 27 KMCI-TV Kansas City, MO - Ch. 38 Ind/25 N/A 2030 28 KSHB-TV Kansas City, MO - Ch. 41 NBC/36 2027 2030 28 WTVF-TV Nashville, TN - Ch. 5 CBS/36 2026 2029 29 WTMJ-TV Milwaukee, WI - Ch. 4 NBC/32 2027 2029 31 KGTV-TV San Diego, CA - Ch. 10 ABC/10 2026 2030 33 WCPO-TV Cincinnati, OH - Ch. 9 ABC/26 2026 2029 34 KSTU-TV Salt Lake City, UT - Ch. 13 FOX/28 2025 2030 36 KUPX-TV Salt Lake City, UT - Ch. 16 Ind/29 N/A 2030 36 WPTV-TV West Palm Beach-Port St.
Worth, TX 25 2030 5 WBPX Boston, MA 22 2031 6 WDPX Boston, MA 22 2031 6 WPXG Boston, MA 23 2031 6 WPXW Washington, DC 35 2028 7 WWPX Washington, DC 13 2028 7 WPXA Atlanta, GA 16 2029 8 KKPX San Francisco-San Jose, CA 33 2030 9 KPXB Houston, TX 32 2030 10 WXPX Tampa-St.
Worth, TX 25 2030 5 WPXW Washington, DC 35 2028 6 WWPX Washington, DC 13 2028 6 WBPX Boston, MA 22 2031 7 WDPX Boston, MA 22 2031 7 WPXG Boston, MA 23 2031 7 WPXA Atlanta, GA 16 2029 8 KKPX San Francisco-San Jose, CA 33 2030 9 KPXB Houston, TX 32 2030 10 WXPX Tampa-St.
The Company has elected to negotiate retransmission consent agreements with cable operators and satellite video providers for the majority of both our network-affiliated stations and our independent stations. Prior to the Company’s 2021 acquisition of ION, only two Scripps stations had elected “must-carry” status, but all acquired ION stations rely on “must carry” to ensure carriage.
The Company has elected to negotiate retransmission consent agreements with cable operators and satellite video providers for the majority of both our network-affiliated stations and our independent stations. Prior to the Company’s 2021 acquisition of ION, only two Scripps stations had elected “must-carry” status, but almost all acquired ION stations rely on “must carry” to ensure carriage.
Cyclical factors influence revenues from our core advertising categories. Some of the cycles are periodic and known well in advance, such as election campaign seasons and special programming events (e.g. the Olympics or the Super Bowl). For 5 example, our NBC affiliates currently benefit from incremental advertising demand from the coverage of the Olympics.
Cyclical factors influence revenues from our core advertising categories. Some of the cycles are periodic and known well in advance, such as election campaign seasons and special programming events (e.g. the Olympics or the Super Bowl). For example, our NBC affiliates currently benefit from incremental advertising demand from the coverage of the Olympics.
Economic cycles are less predictable and beyond our control. Due to increased demand in the spring and holiday seasons, the second and fourth quarters normally have higher advertising revenues than the first and third quarters. Political Advertising Political advertising is generally sold through our Washington, D.C. sales office. Advertising is sold to presidential, gubernatorial, U.S.
Economic cycles are less predictable and beyond our control. Due to increased demand in the spring and holiday seasons, the second and fourth quarters normally have higher advertising revenues than the first and third quarters. 5 Political Advertising Political advertising is generally sold through our Washington, D.C. sales office. Advertising is sold to presidential, gubernatorial, U.S.
For a full listing of our brands, visit http://www.scripps.com. Scripps is a leader in free, ad-supported television. All of our local stations and national networks reach consumers over the air, and all of our television brands can also be found on free streaming platforms.
For a full listing of our brands, visit http://www.scripps.com. Scripps is a leader in free, ad-supported television. All of our local stations and national entertainment networks reach consumers over the air, and all of our television brands can also be found on free streaming platforms.
We cannot predict the effect of the FCC’s expanded enforcement efforts on the Company. 12 Employees and Human Capital Resource Management Scripps operates under the fundamental philosophy that people are our most valuable asset.
We cannot predict the effect of the FCC’s enforcement efforts on the Company. 12 Employees and Human Capital Resource Management Scripps operates under the fundamental philosophy that people are our most valuable asset.
ION generally elects government-mandated must-carry provisions, thereby ensuring its programming is available on cable and satellite systems. ION is available as a free advertising-supported streaming television ("FAST") channel with distribution across multiple streaming services. Bounce Bounce is available in approximately 98% of U.S. television broadcast homes. Bounce is an African American broadcast network dedicated to inspiring, empowering and entertaining viewers.
ION generally elects government-mandated must-carry provisions, thereby ensuring its programming is available on cable and satellite systems. ION is available as a free advertising-supported streaming television ("FAST") channel with distribution across multiple streaming services. Bounce Bounce is available in approximately 95% of U.S. television broadcast homes. Bounce is an African American broadcast network dedicated to inspiring, empowering and entertaining viewers.
We also serve as the longtime steward of one of the nation's largest, most successful and longest-running educational programs, the Scripps National Spelling Bee. Additionally, we produce a television viewing device called Tablo that allows households to watch and record dozens of free, over-the-air and streaming channels anywhere in their home without a subscription.
We also serve as the longtime steward of one of the nation's largest, most successful and longest-running educational programs, the Scripps National Spelling Bee. Additionally, we provide a television viewing device called Tablo that allows households to watch and record dozens of free, over-the-air and streaming channels anywhere in their home without a subscription.
The national networks are carried on both our owned and operated television stations and from carriage agreements with other broadcast stations. Our over-the-air ("OTA") television networks are well-positioned to capitalize on cord-cutting trends and provide a platform for delivering mass audiences to national advertisers. ION Our ION national television network is available in nearly 100% of U.S. television broadcast homes.
The national networks are carried on both our owned and operated television stations and from carriage agreements with other broadcast stations. Our over-the-air ("OTA") television networks are well-positioned to capitalize on cord-cutting trends and provide a platform for delivering mass audiences to national advertisers. ION Our ION national television network is available in nearly 99% of U.S. television broadcast homes.
During 2023, we completed renewal negotiations on distribution agreements covering approximately 75% of our subscriber households. Expenses Employee costs accounted for 39% of our Local Media segment's costs and expenses in 2023. We centralize certain functions, such as master control, traffic, graphics, research and political advertising, at company-owned hubs that do not require a presence in the local markets.
During 2023, we completed renewal negotiations on distribution agreements covering approximately 75% of our subscriber households. Expenses Employee costs accounted for 38% of our Local Media segment's costs and expenses in 2024. We centralize certain functions, such as master control, traffic, graphics, research and political advertising, at company-owned hubs that do not require a presence in the local markets.
Scripps' current national audience reach is 38.0% of television households after application of the “UHF discount.” We cannot predict the outcome of these open proceedings, the expected court reviews of the FCC's most recent changes to its television ownership rules, or the effect of further FCC rule revisions on our stations' operations or our business.
Scripps' current national audience reach is 38.0% of television households after application of the “UHF discount.” We cannot predict the outcome of these open proceedings, including pending court reviews of the FCC's most recent changes to its television ownership rules, or the effect of further FCC rule revisions on our stations' operations or our business.
We also welcome communication from our employees through focus groups, employee experience councils and town hall meeting surveys. In addition, Scripps employees across the country are giving back in their local communities through reporting on critical issues, entertaining audiences with quality content, fundraising to help those in need and volunteering for important causes.
We also welcome communication from our employees through focus groups and town hall meeting surveys. In addition, Scripps employees across the country are giving back in their local communities through reporting on critical issues, entertaining audiences with quality content, fundraising to help those in need and volunteering for important causes.
Satellite video providers may not carry a broadcast station without its consent. For stations that do not elect mandatory carriage, FCC rules most recently revised in 2020 require parties to negotiate in “good faith” for retransmission consent agreements, and the FCC has imposed significant fines on parties who have been found to have violated these requirements.
Satellite video providers may not carry a broadcast station without its consent. For stations that do not elect mandatory carriage, FCC rules require parties to negotiate in “good faith” for retransmission consent agreements, and the FCC has imposed significant fines on parties who have been found to have violated these requirements.
Programming costs, which include network affiliation fees, local sports rights fees, syndicated programming and shows produced for us or in partnership with others, were 44% of our Local Media segment's costs and expenses in 2023. Our network-affiliated stations broadcast programming is supplied to us by the Big 4 broadcast networks in various dayparts.
Programming costs, which include network affiliation fees, local sports rights fees, syndicated programming and shows produced for us or in partnership with others, were 45% of our Local Media segment's costs and expenses in 2024. Our network-affiliated stations broadcast programming is supplied to us by the Big 4 broadcast networks in various dayparts.
Distribution revenues were 54% of our Local Media segment's revenues in 2023. These arrangements are generally governed by multi-year contracts and the fees we receive are typically based on the number of subscribers the respective distributor has in our markets and the contracted rate per subscriber.
Distribution revenues were 46% of our Local Media segment's revenues in 2024. These arrangements are generally governed by multi-year contracts and the fees we receive are typically based on the number of subscribers the respective distributor has in our markets and the contracted rate per subscriber.
Programming expenses accounted for 54% of our Scripps Networks segment's costs and expenses in 2023, reflecting the costs of investing in quality programming, costs of distribution from carriage agreements with local television broadcasters and cable and satellite providers and costs of programming acquired under multi-year sports rights agreements.
Programming expenses accounted for 55% of our Scripps Networks segment's costs and expenses in 2024, reflecting the costs of investing in quality programming, costs of distribution from carriage agreements with local television broadcasters and cable and satellite providers and costs of programming acquired under multi-year sports rights agreements.
Revenue cycles and sources Core Advertising Our core advertising is comprised of sales to local and national businesses. The advertising includes a combination of broadcast spots as well as digital and connected TV advertising. Our core advertising revenues accounted for 43% of our Local Media segment’s revenues in 2023.
Revenue cycles and sources Core Advertising Our core advertising is comprised of sales to local and national businesses. The advertising includes a combination of broadcast spots as well as digital and connected TV advertising. Our core advertising revenues accounted for 33% of our Local Media segment’s revenues in 2024.
Our company has a long history of evolving to meet the changing needs of the media consumer. Employees As of December 31, 2023, we had approximately 5,200 employees, including full-time and part-time employees. Various labor unions represent approximately 400 employees, all of which are in Local Media. We have not experienced any work stoppages at our current operations since 1985.
Our company has a long history of evolving to meet the changing needs of the media consumer. Employees As of December 31, 2024, we had approximately 5,000 employees, including full-time and part-time employees. Various labor unions represent approximately 360 employees, all of which are in Local Media. We have not experienced any work stoppages at our current operations since 1985.
To that end, we communicate with our workforce through a variety of channels and encourage open and direct communication, including frequent emails and videos from corporate leaders to all employees; daily company social media postings; annual all-employee awards program; and regular town hall meetings with the CEO and other executives.
To that end, we communicate with our workforce through a variety of channels and encourage open and direct communication, including frequent emails and videos from corporate leaders to all employees; daily company intranet and social media postings; and regular town hall meetings with the CEO and other executives.
ION Mystery is available as a FAST channel with distribution across multiple streaming services. Laff Laff is available in approximately 95% of U.S. television broadcast homes and targets comedy-lovers in the 18 to 49 age range. Programming on Laff includes popular sitcoms such as Home Improvement , Last Man Standing, Man with a Plan and According to Jim .
ION Plus is available as a FAST channel with distribution across multiple streaming platforms. Laff Laff is available in approximately 98% of U.S. television broadcast homes and targets comedy-lovers in the 18 to 49 age range. Programming on Laff includes popular sitcoms such as Home Improvement , Last Man Standing, Man with a Plan and According to Jim .
National advertising time is generally sold by calling upon advertising agencies, whose clients typically include businesses such as automobile manufacturers and dealer groups, telecommunications companies and insurance providers. Digital revenues are primarily generated from the sale of advertising to local and national customers on our local television websites, smartphone apps, tablet apps and other platforms.
National advertising time is generally sold by calling upon advertising agencies, whose clients typically include businesses such as automobile manufacturers and dealer groups, telecommunications companies and insurance providers. Digital revenues are primarily generated from the sale of advertising to local and national customers on our business websites, tablet and mobile products, over-the-top apps and other platforms.
Senate and House of Representative candidates, as well as for state races and local issues. It is also sold to political action groups (PACs) and other advocacy groups. Political advertising revenues were 2.4% of our Local Media segment's revenues in 2023, an off-cycle election year. Political advertising revenues increase significantly during even-numbered years when local, state and federal elections occur.
Senate and House of Representative candidates, as well as for state races and local issues. It is also sold to political action groups (PACs) and other advocacy groups. Political advertising revenues were 20% of our Local Media segment's revenues in 2024, an election year. Political advertising revenues increase significantly during even-numbered years when local, state and federal elections occur.
While uncertainty continues regarding the scope of the FCC's authority to regulate indecent programming, the agency has increased its enforcement efforts regarding other programming issues such as sponsorship identification, broadcasting improper emergency alerts and extending service to persons with disabilities.
While uncertainty continues regarding the scope of the FCC's authority to regulate indecent programming, the agency has increased its enforcement efforts regarding other programming issues such as sponsorship identification (including specific rules related to foreign-sponsored programming), broadcasting improper emergency alerts and extending service to persons with disabilities.
Louis, MO 28 2029 22 WFPX Raleigh-Durham, NC 32 2028 23 WRPX Raleigh-Durham, NC 32 2028 23 WINP Pittsburgh, PA 16 2031 24 KPXG Portland, OR 22 2031 25 WNPX Nashville, TN 32 2029 28 WPXE Milwaukee, WI 30 2029 31 WSFJ Columbus, OH 19 2029 34 KPXL San Antonio, TX 26 2030 38 WPXC Jacksonville, FL 24 2029 44 WPXQ Providence, RI 17 2031 52 WPXL New Orleans, LA 33 2029 53 WQPX Wilkes Barre-Scranton, PA 33 2031 57 WPXK Knoxville, TN 18 2029 58 WKOI Dayton, OH 31 2029 61 KTPX Tulsa, OK 28 2030 62 KFPX Des Moines, IA 36 2030 71 WPXR Roanoke-Lynchburg, VA 27 2028 72 WIPL Portland, ME 24 2031 76 WLPX Charleston-Huntington, WV 18 2028 79 WZRB Columbia, SC 25 2028 81 WSPX Syracuse, NY 36 2031 82 KPXR Cedar Rapids, IA 22 2030 90 WEPX Greenville-Jacksonville, NC 36 2028 98 WPXU Greenville-Jacksonville, NC 16 2028 98 WTPX Wausau-Stevens Point, WI 19 2029 131 (1) Market rank is based on the 2023 Comscore HH Universe estimates. 10 Federal Regulation of Broadcasting — Broadcast television is subject to the jurisdiction of the FCC pursuant to the Communications Act of 1934, as amended (“Communications Act”).
Louis, MO 28 2029 23 WFPX Raleigh-Durham, NC 32 2028 25 WRPX Raleigh-Durham, NC 32 2028 25 KPXG Portland, OR 22 2031 26 WNPX Nashville, TN 32 2029 29 WPXE Milwaukee, WI 30 2029 31 WSFJ Columbus, OH 19 2029 32 KPXL San Antonio, TX 26 2030 35 WPXC Jacksonville, FL 24 2029 44 WPXQ Providence, RI 17 2031 50 WPXL New Orleans, LA 33 2029 52 WQPX Wilkes Barre-Scranton, PA 33 2031 57 WPXK Knoxville, TN 18 2029 59 WKOI Dayton, OH 31 2029 61 KTPX Tulsa, OK 28 2030 62 KFPX Des Moines, IA 36 2030 71 WIPL Portland, ME 24 2031 74 WPXR Roanoke-Lynchburg, VA 27 2028 75 WLPX Charleston-Huntington, WV 18 2028 78 WZRB Columbia, SC 25 2028 79 WSPX Syracuse, NY 36 2031 82 KPXR Cedar Rapids, IA 22 2030 85 WEPX Greenville-Jacksonville, NC 36 2028 99 WPXU Greenville-Jacksonville, NC 16 2028 99 WTPX Wausau-Stevens Point, WI 19 2029 132 (1) Market rank is based on the 2024 Comscore HH Universe estimates. 10 Federal Regulation of Broadcasting — Broadcast television is subject to the jurisdiction of the FCC pursuant to the Communications Act of 1934, as amended (“Communications Act”).
Lucie, FL - Ch. 9 Ind/34 N/A 2029 35 WCPO-TV Cincinnati, OH - Ch. 9 ABC/26 2026 2029 36 KTNV-TV Las Vegas, NV - Ch. 13 ABC/13 2026 2030 41 KMCC-TV Las Vegas, NV - Ch. 34 Ind/32 N/A 2030 41 WXMI-TV Grand Rapids-Kalamazoo, MI - Ch. 17 FOX/19 2026 2029 42 WGNT-TV Norfolk-Virginia Beach, VA - Ch. 27 CW/20 2024 2028 43 WTKR-TV Norfolk-Virginia Beach, VA - Ch. 3 CBS/16 2026 2028 43 WKBW-TV Buffalo, NY - Ch. 7 ABC/34 2026 2031 49 WFTX-TV Ft.
Lucie, FL - Ch. 9 Ind/34 N/A 2029 37 KTNV-TV Las Vegas, NV - Ch. 13 ABC/13 2026 2030 41 KMCC-TV Las Vegas, NV - Ch. 34 Ind/32 N/A 2030 41 WGNT-TV Norfolk-Virginia Beach, VA - Ch. 27 Ind/20 N/A 2028 42 WTKR-TV Norfolk-Virginia Beach, VA - Ch. 3 CBS/16 2025 2028 42 WXMI-TV Grand Rapids-Kalamazoo, MI - Ch. 17 FOX/19 2025 2029 43 WKBW-TV Buffalo, NY - Ch. 7 ABC/34 2026 2031 49 WFTX-TV Ft.
The FCC recently concluded the review that commenced in 2018, adopting an Order that largely retained the existing multiple ownership rules and added a prohibition on television broadcasters using multicast channels or low power television stations to acquire two “top-four” affiliations in a single market.
In an Order released in December 2023, the FCC concluded the review that commenced in 2018, largely retaining the existing multiple ownership rules and adding a prohibition on television broadcasters using multicast channels or low power television stations to acquire two “top-four” affiliations in a single market.
It is our objective to develop content and applications designed to enhance the user experience on each of those platforms. Our ability to cover our communities across various digital platforms allows us to expand our audiences beyond traditional broadcast television.
We distribute our content on multiple platforms, including broadcast, digital, mobile, social and over-the-top ("OTT"). It is our objective to develop content and applications designed to enhance the user experience on each of those platforms. Our ability to cover our communities across various digital platforms allows us to expand our audiences beyond traditional broadcast television.
The network’s programming lineup includes Morning Rush , In the Loop with Christian Bryant , Scripps News Reports with Chance Seales and Scripps News Showcase . 9 Information concerning our Scripps Networks FCC licensed television stations and the markets in which they operate is as follows: Station Market DTV Channel FCC License Expires in Market Rank (1) WPXN New York, NY 34 2031 1 KILM Los Angeles, CA 24 2030 2 KPXN Los Angeles, CA 24 2030 2 WCPX Chicago, IL 34 2029 3 WPPX Philadelphia, PA 34 2031 4 KPXD Dallas-Ft.
The network’s programming lineup includes The National Report, Morning Rush, Scripps News On The Scene, Happening Now In America, Today as it Happened and Scripps News Showcase. 9 Information concerning our Scripps Networks FCC licensed television stations and the markets in which they operate is as follows: Station Market DTV Channel FCC License Expires in Market Rank (1) WPXN New York, NY 34 2031 1 KILM Los Angeles, CA 24 2030 2 KPXN Los Angeles, CA 24 2030 2 WCPX Chicago, IL 34 2029 3 WPPX Philadelphia, PA 34 2031 4 KPXD Dallas-Ft.
Petersburg, FL 29 2029 11 KPXM Minneapolis-St. Paul, MN 16 2030 14 KWPX Seattle, WA 33 2031 15 WPXM Miami, FL 21 2029 17 WOPX Orlando, FL 14 2029 18 KSPX Sacramento, CA 21 2030 20 WRBU St.
Petersburg, FL 29 2029 13 KPXM Minneapolis-St. Paul, MN 16 2030 14 KWPX Seattle, WA 33 2031 15 WPXM Miami, FL 21 2029 18 WOPX Orlando, FL 14 2029 19 KSPX Sacramento, CA 21 2030 20 WINP Pittsburgh, PA 16 2031 22 WRBU St.
Lucie, FL - Ch. 5 NBC/12 2024 2029 35 WHDT-TV West Palm Beach-Port St.
Lucie, FL - Ch. 5 NBC/12 2027 2029 37 WHDT-TV West Palm Beach-Port St.
Revenue from advertising is subject to seasonality, market-based variations and general economic conditions. Due to increased demand in the spring and holiday seasons, the second and fourth quarters normally have higher advertising revenues than the first and third quarters. Programming expenses, employee costs and sales and marketing expenses are the primary operating costs of our Scripps Networks segment.
Due to increased demand in the spring and holiday seasons, the second and fourth quarters normally have higher advertising revenues than the first and third quarters. Programming expenses, employee costs and sales and marketing expenses are the primary operating costs of our Scripps Networks segment.
Bounce programming represents a rich mosaic of the African American community, featuring both licensed and original dramas, sitcoms, movies and specials. Original programming includes the hit series Johnson. Bounce XL is available as either an app or FAST channel with distribution on multiple streaming services. Court TV Court TV is available in approximately 96% of U.S. television broadcast homes.
Bounce programming represents a rich mosaic of the African American community, featuring both licensed and original dramas, sitcoms, movies and specials. Original programming includes the hit series Johnson and Mind Your Business. Bounce XL is available as either an app or FAST channel with distribution on multiple streaming services.
Laff More is available as a FAST channel with distribution across multiple streaming services. Scripps News Scripps News is our national news network focused on bringing objective, fact-based reporting and analysis on world and national news, including politics, entertainment, science and technology.
Laff More is available as a FAST channel with distribution across multiple streaming services. Scripps News Scripps News is our national streaming news channel focused on bringing objective, fact-based reporting and analysis on world and national news, including politics, entertainment, science and technology. In November 2024, we stopped distribution of the channel on over-the-air television.
Court TV is devoted to live, gavel-to-gavel coverage, in-depth legal reporting and expert analysis of the nation's most important and compelling trials.
Court TV Court TV is available in approximately 93% of U.S. television broadcast homes. Court TV is devoted to live, gavel-to-gavel coverage, in-depth legal reporting and expert analysis of the nation's most important and compelling trials.
Myers-Cape Coral, FL - Ch. 4 FOX/34 2026 2029 50 WTVR-TV Richmond, VA - Ch. 6 CBS/23 2026 2028 55 KJRH-TV Tulsa, OK - Ch. 2 NBC/8 2024 2030 62 WGBA-TV Green Bay-Appleton, WI - Ch. 26 NBC/14 2024 2029 63 WACY-TV Green Bay-Appleton, WI - Ch. 32 Ind/36 N/A 2029 63 WLEX-TV Lexington, KY - Ch. 18 NBC/28 2024 2029 65 KMTV-TV Omaha, NE - Ch. 3 CBS/31 2026 2030 69 KWBA-TV Tucson, AZ - Ch. 58 CW/21 2024 2030 70 KGUN-TV Tucson, AZ - Ch. 9 ABC/9 2026 2030 70 KOAA-TV Colorado Springs, CO - Ch. 5 NBC/25 2024 2030 86 KXXV-TV Waco-Killeen, TX - Ch. 25 ABC/26 2026 2030 93 KIVI-TV Boise, ID - Ch. 6 ABC/24 2026 2030 103 WSYM-TV Lansing, MI - Ch. 47 FOX/28 2026 2029 114 WTXL-TV Tallahassee-Thomasville, FL-GA - Ch. 27 ABC/27 2026 2029 116 KERO-TV Bakersfield, CA - Ch. 23 ABC/10 2026 (2) 120 KATC-TV Lafayette, LA - Ch. 3 ABC/28 2026 2029 124 KSBY-TV Santa Barbara-Santa Maria, CA - Ch. 6 NBC/15 2024 2030 130 KRIS-TV Corpus Christi, TX - Ch. 6 NBC/26 2024 2030 132 KPAX-TV Missoula, MT - Ch. 8 CBS/7 2024 2030 164 KTVQ-TV Billings, MT - Ch. 2 CBS/10 2024 2030 167 KXLF-TV Butte-Bozeman-Silver Bow, MT - Ch. 4 CBS/5 2024 2030 186 KRTV-TV Great Falls, MT - Ch. 3 CBS/7 2024 2030 194 KTVH-TV Helena, MT - Ch. 12 NBC/12 2024 2030 204 (1) Market rank is based on the 2023 Comscore HH Universe estimates.
Myers-Cape Coral, FL - Ch. 36 FOX/34 2025 2029 51 WTVR-TV Richmond, VA - Ch. 6 CBS/23 2025 2028 55 KJRH-TV Tulsa, OK - Ch. 2 NBC/8 2027 2030 62 WGBA-TV Green Bay-Appleton, WI - Ch. 26 NBC/14 2027 2029 63 WACY-TV Green Bay-Appleton, WI - Ch. 32 Ind/36 N/A 2029 63 WLEX-TV Lexington, KY - Ch. 18 NBC/28 2027 2029 65 KMTV-TV Omaha, NE - Ch. 3 CBS/31 2025 2030 68 KWBA-TV Tucson, AZ - Ch. 58 Ind/21 N/A 2030 73 KGUN-TV Tucson, AZ - Ch. 9 ABC/9 2026 2030 73 KOAA-TV Colorado Springs, CO - Ch. 5 NBC/25 2027 2030 83 KXXV-TV Waco-Killeen, TX - Ch. 25 ABC/26 2026 2030 91 KIVI-TV Boise, ID - Ch. 6 ABC/24 2026 2030 107 WSYM-TV Lansing, MI - Ch. 47 FOX/28 2025 2029 112 WTXL-TV Tallahassee-Thomasville, FL-GA - Ch. 27 ABC/27 2026 2029 118 KERO-TV Bakersfield, CA - Ch. 23 ABC/10 2026 2030 121 KATC-TV Lafayette, LA - Ch. 3 ABC/28 2026 2029 124 KSBY-TV Santa Barbara-Santa Maria, CA - Ch. 6 NBC/15 2027 2030 130 KRIS-TV Corpus Christi, TX - Ch. 6 NBC/26 2027 2030 135 KTVQ-TV Billings, MT - Ch. 2 CBS/10 2026 2030 164 KPAX-TV Missoula, MT - Ch. 8 CBS/7 2026 2030 167 KXLF-TV Butte-Bozeman-Silver Bow, MT - Ch. 4 CBS/5 2026 2030 187 KRTV-TV Great Falls, MT - Ch. 3 CBS/7 2026 2030 193 KTVH-TV Helena, MT - Ch. 12 NBC/12 2027 2030 204 (1) Market rank is based on the 2024 Comscore HH Universe estimates. 7 SCRIPPS NETWORKS Our Scripps Networks segment includes national news outlets Scripps News and Court TV as well as popular entertainment brands ION, Bounce, Grit, ION Mystery, ION Plus and Laff.
Scatter market pricing can vary from upfront pricing and can be volatile. In most cases, advertising sales in the upfront and scatter markets are subject to ratings guarantees that require us to provide additional advertising time if the guaranteed audience levels are not achieved.
In most cases, advertising sales in the upfront and scatter markets are subject to ratings guarantees that require us to provide additional advertising time if the guaranteed audience levels are not achieved. Similar to the scatter market, direct response advertisers buy their spots closer to the time when the spots will run, and pricing can vary based on demand.
We expect our network affiliation agreements to be renewed upon expiration. 6 Information concerning our full-power television stations, their network affiliations and the markets in which they operate is as follows: Station Market Network Affiliation/ DTV Channel Affiliation Agreement Expires in FCC License Expires in Market Rank (1) WFTS-TV Tampa-St.
We expect our network affiliation agreements to be renewed upon expiration. 6 Information concerning our full-power television stations, their network affiliations and the markets in which they operate is as follows: Station Market Network Affiliation/ DTV Channel Affiliation Agreement Expires in FCC License Expires in Market Rank (1) KNXV-TV Phoenix, AZ - Ch. 15 ABC/15 2026 2030 11 KASW -TV Phoenix, AZ - Ch. 61 Ind/27 N/A 2030 11 WMYD-TV Detroit, MI - Ch. 20 Ind/31 N/A 2029 12 WXYZ-TV Detroit, MI - Ch. 7 ABC/25 2026 2029 12 WFTS-TV Tampa-St.
The mix of upfront and scatter market advertising time sold is based upon the economic conditions at the time the sales take place, impacting the sell-out levels management is willing or able to obtain. The demand in the scatter market then impacts the pricing achieved for our remaining general market advertising inventory.
In the scatter market, advertisers buy their spots closer to the time when the spots will run. The mix of upfront and scatter market advertising time sold is based upon the economic conditions at the time the sales take place, impacting the sell-out levels management is willing or able to obtain.
In the upfront market, advertisers buy advertising time for upcoming seasons and, by committing to purchase in advance, lock in the advertising rates they will pay for the upcoming year. In the scatter market, advertisers buy their spots closer to the time when the spots will run.
Advertising revenue is sold in the upfront, scatter (together called general market), direct response and connected TV markets. In the upfront market, advertisers buy advertising time for upcoming seasons and, by committing to purchase in advance, lock in the advertising rates they will pay for the upcoming year.
Our compensation philosophy is based on rewarding each employee’s individual contributions and striving to achieve equal pay for equal work regardless of gender, race or ethnicity. We use a combination of fixed and variable pay, including base salary, bonus, commissions and merit increases, which vary across the business and by role.
We strive to attract and retain the most talented employees in the industry by offering competitive compensation and benefits. Our compensation philosophy is based on rewarding each employee’s individual contributions by using a combination of fixed and variable pay, including base salary, bonus, commissions and merit increases, which vary across the business and by role.
Similar to the scatter market, direct response advertisers buy their spots closer to the time when the spots will run, and pricing can vary based on demand. Direct response advertisers buy spots based on expected performance, giving advertisers an efficient and measured way to reach their customers. Direct response advertising is not subject to ratings guarantees.
Direct response advertisers buy spots based on expected performance, giving advertisers an efficient and measured way to reach their customers. Direct response advertising is not subject to ratings guarantees. Revenue from advertising is subject to seasonality, market-based variations and general economic conditions.
Existing combinations of two or more “top-four” affiliations are allowed to continue but cannot be sold together to a single buyer. Court challenges to the Commission’s Order are expected. The 2022 quadrennial review of the ownership rules remains open.
Existing combinations of two or more “top-four” affiliations are allowed to continue but cannot be sold together to a single buyer. The rule changes adopted in December 2023 went into effect in March 2024. Those changes have been challenged in Court, and those cases remain pending. The 2022 quadrennial review of the ownership rules also remains open.
The segment generates revenue principally from the sale of advertising time on the national television networks. Advertising revenue generated by our networks depends on viewership ratings and advertising rates paid by advertisers for delivery of advertisements to certain viewer demographics. Advertising revenue is sold in the upfront, scatter (together called general market), direct response and connected TV markets.
The networks reach nearly every U.S. television home through free over-the-air broadcast, cable/satellite, connected TV and/or digital distribution. The segment generates revenue principally from the sale of advertising time on the national television networks. Advertising revenue generated by our networks depends on viewership ratings and advertising rates paid by advertisers for delivery of advertisements to certain viewer demographics.
We consider our relationships with our employees to be good. Equity, Diversity and Inclusion Scripps is committed to an equitable, diverse and inclusive workplace that reflects the communities where we live, work and play. Our goal is to support all employees with the resources and development opportunities they need to write their own stories.
We consider our relationships with our employees to be good. Workplace Scripps is committed to a workplace that reflects the communities where we live, work and play.
We currently anticipate this effort will result in more than $40 million in annual savings, of which $20 million of the annualized savings was achieved by the end of 2023.
This initial reorganization of the operating structure was substantially completed by the end of the 2024 second quarter and resulted in more than $40 million in annual savings, of which $20 million of the annualized savings was achieved by the end of 2023.
Programming includes reality-based series such as Pawn Stars , Forged in Fire , American Pickers and Storage Wars. Grit Grit is available in approximately 99% of U.S. television broadcast homes and appeals more strongly to male viewers. Grit’s programming line-up is primarily iconic Western series and movies.
Court TV is available as either an app or FAST channel with distribution on multiple streaming services. 8 Grit Grit is available in approximately 98% of U.S. television broadcast homes and appeals more strongly to male viewers. Grit’s programming line-up is primarily iconic Western series and movies.
The Scripps Networks reach nearly every American through national news outlets Scripps News and Court TV and popular entertainment brands ION, Bounce, Defy TV, Grit, ION Mystery and Laff. Effective in January 2023, we merged our nationally focused news resources into a national outlet called Scripps News.
Our local stations have programming agreements with ABC, NBC, CBS and FOX. The Scripps Networks reach nearly every American through national news outlets Scripps News and Court TV and popular entertainment brands ION, Bounce, Grit, ION Mystery, ION Plus and Laff.
Lisa Knutson was named chief operating officer, assuming responsibility for the Local Media and Scripps Networks operating divisions, and was tasked with leading the Company’s restructuring efforts. The restructuring aims to create a leaner and more agile operating structure through the centralization of certain services and the consolidation of layers of management across our operating businesses and corporate office.
The strategic restructuring and reorganization created a leaner and more agile operating structure through the centralization of certain services and the consolidation of layers of management across our operating businesses and corporate office.
We also have seven CW affiliates - four on full power stations and three on multicast; seven independent stations and 10 additional low power stations. We provide free over-the-air news, information, sports and entertainment content that informs and engages our local communities. We distribute our content on multiple platforms, including broadcast, digital, mobile, social and over-the-top ("OTT").
Our television station group reaches approximately 25% of the nation’s television households and includes 18 ABC affiliates, 11 NBC affiliates, nine CBS affiliates and four FOX affiliates. We also have 11 independent stations and 10 additional low power stations. We provide free over-the-air news, information, sports and entertainment content that informs and engages our local communities.
The FCC has adopted rules implementing the Low Power Protection Act, although those rules have not yet gone into effect. When those rules become effective, eligible stations will have one year in which to apply for “Class A” status.
FCC rules implementing the Low Power Protection Act went into effect May 31, 2024, and eligible stations have until May 30, 2025 to apply for “Class A” status.
More than 3,800 employees joined 14 inspiring sessions. Of those, 39% were in manager and executive roles. At its core, our EDI work is about engaging every employee and helping them to participate at work at their fullest level, to achieve a truly inclusive workplace culture where they experience the satisfaction of belonging and performing well.
At its core, our work is about engaging every employee and helping them to participate at work in a way that is most fulfilling for them to experience a workplace culture where they experience the satisfaction of belonging and performing well. Compensation and Benefits Critical to our success is identifying, recruiting, retaining and incentivizing our existing and future employees.
We serve audiences and businesses through a portfolio of more than 60 local television stations in more than 40 markets and national news and entertainment networks. Our local stations have programming agreements with ABC, NBC, CBS, FOX and the CW.
Item 1. Business Founded in 1878, The E.W. Scripps Company motto is "Give light and the people will find their own way." Our vision statement is We Create Connection. We serve audiences and businesses through a portfolio of more than 60 local television stations in more than 40 markets and national news and entertainment networks.
Through the Scripps Howard Fund, our employees have opportunities to apply for grants to support their volunteer efforts in local communities as well as charitable contribution matching gifts. Our benefits vary by location and are designed to meet or exceed local laws and to be competitive in the marketplace.
Our benefits vary by location and are designed to meet or exceed local laws and to be competitive in the marketplace. Professional Development and Training At Scripps, we recognize that our employees are the foundation of our success.
We have operated broadcast television stations since 1947, when we launched Ohio’s first television station, WEWS, in Cleveland. Our television station group reaches approximately 25% of the nation’s television households and includes 18 ABC affiliates, 11 NBC affiliates, nine CBS affiliates and four FOX affiliates.
LOCAL MEDIA Our Local Media segment includes more than 60 local television stations and their related digital operations. We have operated broadcast television stations since 1947, when we launched Ohio’s first television station, WEWS, in Cleveland.
Court TV is available as either an app or FAST channel with distribution on multiple streaming services. 8 Defy TV Defy TV reaches approximately 95% of U.S. television broadcast homes and is a network that immerses viewers in the originality and eccentricity of those who cut against the grain.
ION Mystery is available as a FAST channel with distribution across multiple streaming services. ION Plus ION Plus is available in approximately 92% of U.S. television broadcast homes. The network features popular action and suspense programming that includes Hudson & Rex , Bull , MacGyver and Scorpion .
Scripps News remains the nation's only free 24/7 broadcast news network, available in approximately 91% of U.S. television broadcast homes. Scripps News is also available on multiple streaming services as either an app or FAST channel.
Scripps News is available on multiple streaming and digital platforms as either an app or FAST channel.
Financial information for each of our business segments can be found under “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and the Notes to Consolidated Financial Statements of this Form 10-K. LOCAL MEDIA Our Local Media segment includes more than 60 local television stations and their related digital operations.
Transactions contemplated by the TSA and commitment letters, which still need to be consummated, include, among others, entering into new revolving credit and asset securitization facilities and the exchange or repayment of certain of our existing term loans. 4 Financial information for each of our operating segments can be found under “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and the Notes to Consolidated Financial Statements of this Form 10-K.
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Item 1. Business Founded in 1878, The E.W. Scripps Company motto is "Give light and the people will find their own way." Our mission is to do well by doing good — creating value for customers, employees and owners by informing, engaging and empowering those we serve.
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We also have continued to identify efficiency opportunities within the functional departments of our organization, which resulted in additional restructuring charges over the last two quarters of 2024. In April 2024, we began a public process to explore the sale of our Bounce multi-cast television network.
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Scripps News combines the development and distribution of Newsy programming, the Local Media national desk and our award-winning investigative reporting newsroom in Washington, D.C. into one coordinated organization. The combined operation more efficiently serves national audiences and our local television stations.
Added
Bounce, which is available in approximately 95% of U.S. television broadcast homes, broadcasts a combination of syndicated shows, movies and original content that is created for Black audiences. On July 2, 2024, we announced a multi-year agreement with the National Hockey League's Florida Panthers ("Panthers"), which began with the 2024-2025 season.
Removed
During 2023, we continued our efforts to build awareness, grow the broadcast marketplace and improve consumers over-the-air television experiences by relaunching a new version of our Tablo product. In December 2022, we launched Scripps Sports to further leverage our local market depth and national broadcast reach for partnerships with sports leagues, conferences and teams.
Added
Under the new agreement, we have the ability to televise all locally produced Panthers preseason, regular-season and round one games of the postseason with distribution on cable, satellite and over-the-air television. On September 27, 2024, we announced plans to significantly reduce Scripps News' national network programming beginning in the fourth quarter of 2024.
Removed
In addition to the market depth of our local broadcast television stations, ION boasts the fifth-largest national broadcast viewership and its network of owned and operated and affiliate stations reaches nearly 100% of U.S. television households through broadcast, cable/satellite and connected TV platforms, providing it the opportunity to run localized, regionalized and national programming.
Added
As of November 15, 2024, Scripps News was no longer broadcast over the air, although it remained on streaming and digital platforms with weekday live coverage from the field. Beginning at the start of 2025, the scaled back Scripps News operation is expected to generate annualized net savings of $35 million.
Removed
Scripps Sports is comprised of a limited number of employees who seek and negotiate sports rights for the benefit of our Local Media and Scripps Networks businesses. The revenues earned and any sports rights fees or other direct expenses incurred reside within those respective businesses.
Added
In January 2025, we announced the formation of a joint venture with Gray Media, Nexstar Media Group, Inc. and Sinclair, Inc. Leveraging broadcasters’ uniquely efficient network architecture and the ATSC 3.0 transmission standard, EdgeBeam Wireless, LLC will provide expansive, reliable and secure data delivery services.
Removed
On March 27, 2023, we shut down the multicast network TrueReal, merging certain of its programming with that of Defy TV, and began leasing the additional spectrum it created on our owned and operated stations to Jewelry Television. In connection with the TrueReal restructuring, we relinquished rights to portions of their programming library.
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This partnership creates a spectrum footprint that no individual broadcaster could achieve on its own, unlocking the potential of ATSC 3.0 to offer nationwide coverage for data delivery to billions of potential devices on market-disrupting terms. We contributed cash consideration of $6.4 million for our 25% ownership interest in the joint venture.
Removed
On April 20, 2023, we announced a multi-year agreement to televise regular season Friday night WNBA games on ION. The WNBA Friday Night Spotlight on ION included games available nationally as well as games made available on a regional basis.
Added
On March 10, 2025, we entered into a Transaction Support Agreement (“TSA”) that was reached with certain of the Company’s lenders. Concurrently, we entered into commitment letters to provide for a new accounts receivable securitization facility and a new revolving credit facility.
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On May 4, 2023, we announced a multi-year agreement with the Vegas Golden Knights to televise the National Hockey League's team's games in Las Vegas and surrounding markets.
Added
The demand in the scatter market then impacts the pricing achieved for our remaining general market advertising inventory. Scatter market pricing can vary from upfront pricing and can be volatile.
Removed
The games aired on our local station KMCC, and our Las Vegas ABC affiliate KTNV provided marketing and promotion. 4 On October 5, 2023, we announced a multi-year agreement with the Arizona Coyotes to televise their locally broadcast games to residents of Arizona and surrounding states within the team's broadcast territory.
Added
Our senior leadership team collaborates with business and human resources leaders to develop and implement objectives and initiatives that are focused on culture (educating, developing, and growing), people (attracting and retaining), and business (accessible/engaged leadership, accountability, and transparency).
Removed
Games will air on our television stations within the Phoenix, Tucson and Salt Lake City markets. On November 9, 2023, we announced a multi-year agreement with the National Women's Soccer League to nationally televise Saturday night games on ION. These regular season matches will be distributed over 25 exclusive Saturday night double-headers beginning with their 2024 season.
Added
To support their growth and align with the evolving needs of our business, we have prioritized offering flexible, impactful learning and development opportunities. Our programs empower employees at all levels—whether they are new to their roles, aspiring leaders, or seasoned professionals—to develop the skills needed for both current and future success.
Removed
(2) Application for renewal of the license was submitted timely to the FCC. Under FCC rules, the license expiration date is automatically extended pending FCC review of and action on the renewal application.
Added
We are committed to fostering a culture of continuous learning. In 2024, employees completed training courses tailored to specific roles and skill sets. Our approach ensures that training adapts to the demands of the business, with a focus on building competencies critical to future success.
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Item 1A. Risk Factors
Risk Factors — what could go wrong, per management
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Item 1A. Risk Factors
Risk Factors — what could go wrong, per management
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2023 filing
2024 filing
Biggest changeION's broadcast stations are carried by cable and satellite operators in their local television markets pursuant to the FCC’s “must carry” rules. Additionally, in certain of our markets, our national networks are carried by local television broadcasters and cable and satellite operators pursuant to negotiated carriage agreements.
Biggest changeAdditionally, in certain of our markets, our national networks are carried by local television broadcasters and cable and satellite operators pursuant to negotiated carriage agreements. These contracts typically require us to make fixed fee payments and generally have three to five-year terms.
If the FCC renews a license with substantial conditions or modifications (including renewing the license for a term of fewer than eight years), it could have a material adverse effect on the affected station’s revenue potential. • As also discussed under Federal Regulation of Broadcasting, the FCC has adopted broadcasters’ proposal to permit the voluntary use of a new digital television transmission standard, ATSC 3.0, that is incompatible with the existing standard.
If the FCC renews a license with substantial conditions or 16 modifications (including renewing the license for a term of fewer than eight years), it could have a material adverse effect on the affected station’s revenue potential. • As also discussed under Federal Regulation of Broadcasting, the FCC has adopted broadcasters’ proposal to permit the voluntary use of a new digital television transmission standard, ATSC 3.0, that is incompatible with the existing standard.
The amount of political advertising generated in these even-numbered years can be unpredictable as the competitiveness of specific political races and issues in the markets where our television stations operate determines the extent of the benefit we may realize. • Continued consolidation and contraction of local advertisers in our local markets could adversely impact our operating results, given that we expect the majority of our advertising to be sold to local businesses in our markets. 15 • Local television stations have significant exposure to advertising in the automotive, retail and services industries.
The amount of political advertising generated in these even-numbered years can be unpredictable as the competitiveness of specific political races and issues in the markets where our television stations operate determines the extent of the benefit we may realize. • Continued consolidation and contraction of local advertisers in our local markets could adversely impact our operating results, given that we expect the majority of our advertising to be sold to local businesses in our markets. • Local television stations have significant exposure to advertising in the automotive, retail and services industries.
Some of the factors that could cause fluctuation in the stock price or trading volume of Class A Common shares include: • major world events and geopolitical conditions; • general market and economic conditions and market trends, including in the television broadcast industry, the national media marketplace and the financial markets generally; • the political, economic and social situation in the United States; • variations in quarterly operating results; 19 • inability to meet revenue forecasts; • announcements by us or competitors of significant acquisitions, strategic partnerships, joint ventures, capital commitments or other business developments; • adoption of new accounting standards affecting the media industry; • operations of competitors and the performance of competitors’ common stock; • litigation and governmental action involving or affecting us or our subsidiaries; • changes in financial estimates and recommendations by securities analysts; • loss of key personnel; • purchases or sales of blocks of our Class A Common shares; • operating and stock performance of companies that investors may consider to be comparable to us; and • changes in the regulatory environment, including rulemaking or other actions by the FCC or the SEC.
Some of the factors that could cause fluctuation in the stock price or trading volume of Class A Common shares include: • major world events and geopolitical conditions; • general market and economic conditions and market trends, including in the television broadcast industry, the national media marketplace and the financial markets generally; • the political, economic and social situation in the United States; • variations in quarterly operating results; • inability to meet revenue forecasts; • announcements by us or competitors of significant acquisitions, strategic partnerships, joint ventures, capital commitments or other business developments; • adoption of new accounting standards affecting the media industry; 18 • operations of competitors and the performance of competitors’ common stock; • litigation and governmental action involving or affecting us or our subsidiaries; • changes in financial estimates and recommendations by securities analysts; • loss of key personnel; • purchases or sales of blocks of our Class A Common shares; • operating and stock performance of companies that investors may consider to be comparable to us; and • changes in the regulatory environment, including rulemaking or other actions by the FCC or the SEC.
We cannot assure you that our business will generate cash flow from operations, that future borrowings will be 20 available to us under our Credit Agreement or any other credit facilities, or that we will be able to complete any necessary financings, in amounts sufficient to enable us to fund our operations or pay our debts and other obligations, or to fund other liquidity needs.
We cannot assure you that our business will generate cash flow from operations, that future borrowings will be available to us under our Credit Agreement or any other credit facilities, or that we will be able to complete any necessary financings, in amounts sufficient to enable us to fund our operations or pay our debts and other obligations, or to fund other liquidity needs.
If rates were to increase, debt service obligations on our variable rate indebtedness would increase even though the amount borrowed remained the same, and our net income and cash available to service our obligations would decrease. Additionally, upon the incurrence of new higher-yield term loans, the interest rates on our existing term loans would increase.
If rates were to increase, debt service obligations on our variable rate indebtedness would increase even though the amount borrowed remained the same, and our net income and cash available to service our obligations would decrease. Additionally, upon the incurrence of new higher-yield term loans, the interest rates on our existing term loans would increase. 20
Although we monitor security measures regularly, any unauthorized intrusion, malicious software infiltration, theft of data, network disruption, denial of service, or similar act by any party could disrupt the integrity, continuity, and security of our systems or the systems of our clients or vendors.
Although we monitor security measures regularly, any unauthorized intrusion, malicious software infiltration, theft of data, network disruption, denial of 17 service, or similar act by any party could disrupt the integrity, continuity, and security of our systems or the systems of our clients or vendors.
If our retransmission consent agreements are terminated or not renewed, or if our broadcast signals are distributed on less-favorable terms, our ability to compete effectively may be adversely affected. 17 • If we cannot renew our FCC broadcast licenses, our broadcast operations will be impaired.
If our retransmission consent agreements are terminated or not renewed, or if our broadcast signals are distributed on less-favorable terms, our ability to compete effectively may be adversely affected. • If we cannot renew our FCC broadcast licenses, our broadcast operations will be impaired.
Current or future policies of these regulatory authorities could restrict our ability to pursue or consummate future transactions and could require us to divest certain television stations if an acquisition under contract would result in excessive concentration in a market or fail to comply with FCC ownership limitations.
Current or future policies of these regulatory authorities could impact our ability to pursue or consummate future transactions and could require us to divest certain television stations if an acquisition under contract would result in excessive concentration in a market or fail to comply with FCC ownership limitations.
Our national networks have significant exposure to advertising in the consumer-packaged goods, pharmaceutical and insurance industries.
Our national networks have significant exposure to advertising in the consumer-packaged goods, pharmaceutical 14 and insurance industries.
The emerging currencies generally undercount over-the-air ("OTA") viewing, and Nielsen has not prioritized OTA enhancements. If measurement evolves in a direction that does not appropriately capture OTA viewership trends it could reduce the attractiveness of our audiences to advertisers. • Catastrophic events or geopolitical conditions that disrupt domestic or international economies.
The emerging currencies generally undercount over-the-air ("OTA") viewing, and measurement providers have not prioritized OTA enhancements. If measurement evolves in a direction that does not appropriately capture OTA viewership trends it could reduce the attractiveness of our audiences to advertisers. • Catastrophic events or geopolitical conditions that disrupt domestic or international economies.
Eighteen of our stations have affiliations with the ABC television network, eleven with the NBC television network, nine with the CBS television network and four with the FOX television network. Additionally, we have affiliations with the CW television network. These television networks produce and distribute programming which our stations commit to air at specified times.
Eighteen of our stations have affiliations with the ABC television network, eleven with the NBC television network, nine with the CBS television network and four with the FOX television network. These television networks produce and distribute programming which our stations commit to air at specified times.
As of December 31, 2023, we had approximately $3.0 billion in aggregate principal amount of outstanding indebtedness, approximately $818 million of which constituted senior unsecured debt, $523 million of which constituted senior secured debt and $1.3 billion of which constituted the aggregate principal amount of term loans under our Credit Agreement.
As of December 31, 2024, we had approximately $2.6 billion in aggregate principal amount of outstanding indebtedness, approximately $818 million of which constituted senior unsecured debt, $523 million of which constituted senior secured debt and $1.3 billion of which constituted the aggregate principal amount of term loans under our Credit Agreement.
These automated solutions could reduce the value of relationships with advertisers as well as result in downward pricing pressure. • The TV industry is on the verge of adopting new measurement currencies, and Nielsen is also making methodological changes to the way it measures viewing by incorporating set top box and smart TV data.
These automated solutions could reduce the value of relationships with advertisers as well as result in downward pricing pressure. • The TV industry is on the verge of adopting new measurement currencies, and measurement providers are also making methodological changes to the way they measure viewing by incorporating set top box and smart TV data.
If we are not able to generate sufficient cash flow to service our obligations, we may need to refinance or restructure our debt, sell assets, reduce or delay capital investments, or seek to raise additional capital. Additional debt or equity financing may not be available in sufficient amounts, at times or on terms acceptable to us, or at all.
If we are not able to successfully refinance or restructure our debt, we may need to sell assets, reduce or delay 19 capital investments, or seek to raise alternative capital. Additional debt or equity financing may not be available in sufficient amounts, at times or on terms acceptable to us, or at all.
We have the ability to incur up to $585 million of indebtedness under our Credit Agreement, all of which is secured indebtedness, effectively ranking senior to unsecured indebtedness to the extent of the value of the assets securing such indebtedness.
We have the ability to incur up to $585 million of indebtedness under our Credit Agreement that currently matures on January 7, 2026, all of which is secured indebtedness, effectively ranking senior to unsecured indebtedness to the extent of the value of the assets securing such indebtedness.
Our retransmission consent revenue may be adversely affected by renewals of retransmission consent agreements, by declines in the number of subscribers to multichannel video programming distributor ("MVPD") services, by new technologies for the distribution of video programming, by revised government regulations, or by MVPDs altering their strategies for delivering paid video services.
The loss of carriage agreements for our national networks would reduce our advertising revenues and affect our profitability. 15 Our retransmission consent revenue may be adversely affected by renewals of retransmission consent agreements, by declines in the number of subscribers to multichannel video programming distributor ("MVPD") services, by new technologies for the distribution of video programming, by revised government regulations, or by MVPDs altering their strategies for delivering paid video services.
Borrowings under our Credit Agreement are at variable rates of interest and expose us to interest rate risk. Interest rates may increase in the future.
Our variable rate indebtedness subjects us to interest rate risk, which could cause our annual debt service obligations to increase significantly. Borrowings under our Credit Agreement are at variable rates of interest and expose us to interest rate risk. Interest rates may increase in the future.
Any default resulting in an acceleration of outstanding indebtedness, a termination of commitments under our financing arrangements or lenders proceeding against the collateral securing such indebtedness would likely result in a material adverse effect on our business, financial condition and results of operations. 21 Our variable rate indebtedness subjects us to interest rate risk, which could cause our annual debt service obligations to increase significantly.
Any default resulting in an acceleration of outstanding indebtedness, a termination of commitments under our financing arrangements or lenders proceeding against the collateral securing such indebtedness would likely result in a material adverse effect on our business, financial condition and results of operations.
These contracts typically require us to make fixed fee payments and generally have three to five-year terms. 16 There is no assurance that we will be able to reach network affiliation or carriage agreements in the future. The non-renewal or termination of our network affiliation agreements would prevent us from being able to carry programming of the respective network.
There is no assurance that we will be able to reach network affiliation or carriage agreements in the future. The non-renewal or termination of our network affiliation agreements would prevent us from being able to carry programming of the respective network.
There can be no assurance that an acquisition will be approved by these regulatory authorities, or that a requirement to divest existing stations will not have an adverse effect on the transaction or our business. 18 We will continue to face cybersecurity and similar risks, which could result in the disclosure of confidential information, disruption of operations, damage to our brands and reputation, legal exposure and financial losses.
There can be no assurance that an acquisition will be approved by these regulatory authorities, or that a requirement to divest existing stations will not have an adverse effect on the transaction or our business.
These fees may be a percentage of retransmission revenues that the stations receive (see below) or may be fixed amounts based on the number of households or subscribers in a market. These fees have been increasing from renewal to renewal over the past several years.
These fees may be a percentage of retransmission revenues that the stations receive (see below) or may be fixed amounts based on the number of households or subscribers in a market. ION's broadcast stations are primarily carried by cable and satellite operators in their local television markets pursuant to the FCC’s “must carry” rules.
Removed
The loss of carriage agreements for our national networks would reduce our advertising revenues and affect our profitability.
Added
We will continue to face cybersecurity and similar risks, which could result in the disclosure of confidential information, disruption of operations, damage to our brands and reputation, legal exposure and financial losses.
Removed
As long as Scripps pays quarterly dividends in cash on the preferred shares, the dividend rate will be 8% per annum. If dividends on the preferred shares, which compound quarterly, are not paid in full in cash, the rate will increase to 9% per annum for the rest of time that the preferred shares are outstanding.
Added
Following Scripps' election to defer the first quarter 2024 dividend payment, the dividend rate on the preferred shares increased from 8% per annum to 9% per annum and will continue at that rate for the remaining periods that the preferred shares are outstanding.
Added
Our term loan that has an outstanding balance of $721 million and matures in May 2026 is our earliest maturing outstanding debt.
Added
We do not currently have the necessary cash on hand or projected future cash flows to fund the May 2026 debt maturity. To address our capital needs, we are in active discussions with funding sources to refinance portions of our outstanding debt.
Item 1C. Cybersecurity
Cybersecurity — threats and controls disclosure
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Item 1C. Cybersecurity
Cybersecurity — threats and controls disclosure
7 edited+2 added−1 removed5 unchanged
2023 filing
2024 filing
Biggest changeTabletop exercises are conducted to assess readiness for plan execution. 22 Any actual or suspected security incident is reported to the CISO. Cybersecurity incidents are evaluated under the Integrated Incident Response Program and flow to the Enterprise Response Team according to clearly defined escalation criteria.
Biggest changeCybersecurity incidents are evaluated under the Integrated Incident Response Program and flow to the Enterprise Response Team according to clearly defined escalation criteria. 21 Oversight Cybersecurity is a key risk included in risk management discussions on the Governance, Risk and Compliance committee that meets quarterly before board meetings.
The team manages governance, risk and compliance, security operations, and identity and access management. Scripps routinely identifies and considers potential improvements to its cybersecurity program based on the threat landscape. Improvements may include adjustments to staffing or processes or the acquisition of new technology.
The team manages governance, risk and compliance, security operations, and identity and access management. Scripps routinely identifies and considers potential improvements to its cybersecurity program based on the threat landscape. Improvements may include adjustments to staffing, processes or the acquisition of new technology.
Cybersecurity controls include, but are not limited to, the following measures: • Enforce controls that limit access based on job responsibilities and enforcing authentication measures, including strong password policies and multifactor authentication where appropriate. • Conduct exercises to ensure the company is prepared to respond to cyber incidents. • Align the cybersecurity program with NIST cybersecurity framework. • Scan our systems for vulnerabilities that may potentially impact our enterprise or products, categorize them based on severity and where possible, proactively address them to prevent exploitation by threat actors. • Employ a trained incident response team and a managed security service provider to identify and mitigate incidents that bypass our cybersecurity controls to minimize impact to operations.
Cybersecurity controls include, but are not limited to, the following measures: • Enforce controls that limit access based on job responsibilities and enforcing authentication measures, including strong password policies and multifactor authentication where appropriate. • Conduct exercises to ensure the company is prepared to respond to cyber incidents. • Align the cybersecurity program with the National Institute of Standards and Technology cybersecurity framework. • Scan our systems for vulnerabilities that may potentially impact our enterprise or products, categorize them based on severity and where possible, proactively address them to prevent exploitation by threat actors. • Employ a trained incident response team and a managed security service provider to identify and mitigate incidents that bypass our cybersecurity controls to minimize impact to operations.
Incident Response Plan The Integrated Incident Response Program is reviewed at least annually to ensure alignment with any changes in notification laws, company structure and operations, service providers and the risk landscape. Most recently, we updated the Cyber Incident Response Plan to include materiality assessments in accordance with the new U.S. Securities and Exchange Commission ("SEC") cybersecurity rules.
Incident Response Plan The Integrated Incident Response Program is reviewed at least annually to ensure alignment with any changes in notification laws, company structure and operations, service providers and the risk landscape. The Cyber Incident Response Plan includes materiality assessments in accordance with the new U.S. Securities and Exchange Commission ("SEC") cybersecurity rules.
Item 1C. Cybersecurity Protecting our systems and data from cyberthreats is important for ensuring the continuity of operations and maintaining the trust of our customers and stakeholders. Scripps is committed to respecting the privacy of the personal data in its care and complying with applicable privacy-related regulations.
Item 1C. Cybersecurity Protecting our systems and data from cyber threats is important for ensuring the continuity of operations and maintaining the trust of our customers and stakeholders. Scripps is committed to the transparent and ethical use of the personal data in its care and complying with applicable privacy-related regulations.
Our chief privacy officer oversees an enterprise wide privacy program that includes annual training; a “privacy by design” ethos within development teams; privacy-specific contract reviews; and an enterprise wide privacy platform to manage rights, requests and consent management. Privacy We understand the importance of protecting data.
Our chief privacy officer oversees an enterprise wide privacy program that includes annual training; a “privacy by design” ethos within development teams; privacy-specific contract reviews; and an enterprise wide privacy platform to manage rights, requests and consent management. Privacy Scripps is committed to data governance and protection. We recognize the importance of safeguarding personal information in today's digital landscape.
Oversight Cybersecurity is a key risk included in risk management discussions on the Governance, Risk and Compliance committee that meets quarterly before board meetings. The Board of Directors oversees cybersecurity and technology risks through the Audit Committee, which receives quarterly updates from the CISO. Intermittent updates are provided to the full Board for educational purposes or when special needs arise.
The Board of Directors oversees cybersecurity and technology risks through the Audit Committee, which receives quarterly updates from the CISO. Intermittent updates are provided to the full Board for educational purposes or when special needs arise.
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Our Privacy Policy defines “personal data” and, among other things, explains its coverage, how personal data is collected and stored, and a user’s rights to restrict its usage or opt out. Our privacy policies are updated annually and are conspicuously displayed on all applicable digital properties. For more information, please see the Privacy Policy on our website.
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This same process is also used to address materiality as it relates to non-cyber events, should they occur. Tabletop exercises are conducted periodically to assess readiness for plan execution. Any actual or suspected security incident is reported to the CISO.
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Our comprehensive Privacy Policy provides a clear definition of "personal data" and outlines where and how the policy applies. The policy details our methods for collecting and storing personal data, explains users' rights and addresses additional privacy-related matters. We maintain transparency by keeping our Privacy Policy updated and making it available across all relevant digital platforms.
Item 4. Mine Safety Disclosures
Mine Safety Disclosures — required of mining issuers
5 edited+0 added−0 removed0 unchanged
Item 4. Mine Safety Disclosures
Mine Safety Disclosures — required of mining issuers
5 edited+0 added−0 removed0 unchanged
2023 filing
2024 filing
Biggest changeTomlin 48 Chief Administrative Officer (since January 2021); Executive Vice President, National Media (November 2019 to January 2021), Senior Vice President, National Media (2017 to 2019) William Appleton 75 Chief Legal Officer (since May 2023); Executive Vice President, General Counsel (since August 2017) Daniel W.
Biggest changeTomlin 49 Chief Transformation Officer (since August 2024); Chief Administrative Officer (January 2021 to August 2024); Executive Vice President, National Media (November 2019 to January 2021), Senior Vice President, National Media (2017 to 2019) Brian G. Lawlor 58 President, Scripps Sports (since December 2022); President, Local Media (August 2017- January 2023) Daniel W.
Item 4. Mine Safety Disclosures None. 23 Executive Officers of the Company — Executive officers serve at the pleasure of the Board of Directors. Name Age Position Adam P.
Item 4. Mine Safety Disclosures None. 22 Executive Officers of the Company — Executive officers serve at the pleasure of the Board of Directors. Name Age Position Adam P.
Perschke 44 Senior Vice President, Controller (Principal Accounting Officer) (since November 2020); Vice President, Assistant Controller (January 2018 to November 2020) PART II
Perschke 45 Senior Vice President, Controller (Principal Accounting Officer) (since November 2020); Vice President, Assistant Controller (January 2018 to November 2020) PART II
Symson 49 President and Chief Executive Officer (since August 2017) Jason Combs 47 Chief Financial Officer (since January 2021); Vice President, Financial Planning & Analysis (April 2015 to January 2021) Lisa A.
Symson 50 President and Chief Executive Officer (since August 2017) Jason Combs 48 Chief Financial Officer (since January 2021); Vice President, Financial Planning & Analysis (April 2015 to January 2021) David M. Giles 64 Chief Legal Officer (since August 2024); Senior Vice President, Deputy General Counsel and Chief Ethics Officer (August 2017 to August 2024) Lisa A.
Knutson 58 Chief Operating Officer (since January 2023); President, Scripps Networks (January 2021 to January 2023); Executive Vice President, Chief Financial Officer (October 2017 to January 2021) Brian G. Lawlor 57 President, Scripps Sports (since December 2022); President, Local Media (August 2017- January 2023) Laura M.
Knutson 59 Chief Operating Officer (January 2023 to December 2024); President, Scripps Networks (January 2021 to January 2023); Executive Vice President, Chief Financial Officer (October 2017 to January 2021) Laura M.
Item 5. Market for Registrant's Common Equity
Market for Common Equity — stock, dividends, buybacks
2 edited+1 added−1 removed1 unchanged
Item 5. Market for Registrant's Common Equity
Market for Common Equity — stock, dividends, buybacks
2 edited+1 added−1 removed1 unchanged
2023 filing
2024 filing
Biggest changeCapital Stock and Share-Based Compensation Plans in the Notes to Consolidated Financial Statements in Part II, Item 8 of this Form 10-K for more information. 24 Performance Graph — Set forth below is a line graph comparing the cumulative return on the Company’s Class A Common shares, assuming an initial investment of $100 as of December 31, 2018, and based on the market prices at the end of each year and assuming dividend reinvestment, with the cumulative total return of the S&P 500 Index and the cumulative total return of the NASDAQ US Benchmark Media TR Index. 12/31/2018 12/31/2019 12/31/2020 12/31/2021 12/31/2022 12/31/2023 The E.W.
Biggest changeCapital Stock and Share-Based Compensation Plans in the Notes to Consolidated Financial Statements in Part II, Item 8 of this Form 10-K for more information. 23 Performance Graph — Set forth below is a line graph comparing the cumulative return on the Company’s Class A Common shares, assuming an initial investment of $100 as of December 31, 2019, and based on the market prices at the end of each year and assuming dividend reinvestment, with the cumulative total return of the S&P 500 Index and the cumulative total return of the NASDAQ US Benchmark Media TR Index. 12/31/2019 12/31/2020 12/31/2021 12/31/2022 12/31/2023 12/31/2024 The E.W.
Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities Our Class A Common shares are traded on the NASDAQ Global Select Market (“NASDAQ”) under the symbol “SSP.” As of December 31, 2023, there were approximately 13,300 owners of our Class A Common shares, based on security position listings, and approximately 70 owners of our Common Voting shares (which do not have a public market).
Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities Our Class A Common shares are traded on the NASDAQ Global Select Market (“NASDAQ”) under the symbol “SSP.” As of December 31, 2024, there were approximately 13,300 owners of our Class A Common shares, based on security position listings, and approximately 70 owners of our Common Voting shares (which do not have a public market).
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Scripps Company $ 100.00 $ 101.13 $ 100.28 $ 126.91 $ 86.50 $ 52.39 S&P 500 Index 100.00 131.49 155.68 200.37 164.08 207.21 NASDAQ US Benchmark Media TR Index 100.00 134.15 167.25 168.80 97.92 122.69
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Scripps Company $ 100.00 $ 99.17 $ 125.50 $ 85.54 $ 51.81 $ 14.33 S&P 500 Index 100.00 118.40 152.39 124.79 157.59 197.02 NASDAQ US Benchmark Media TR Index 100.00 124.67 125.83 72.99 91.46 133.73