Form 8-K Filing by comScore, Inc. on December 19, 2025

comScore, Inc. held a special meeting of stockholders on December 19, 2025, where shareholders overwhelmingly approved proposals related to a previously announced recapitalization transaction. The approved proposals included the issuance of common stock and Series C Convertible Preferred Stock to specific preferred stockholders, the approval of associated agreements and amendments, and an amendment to the company's Certificate of Incorporation to authorize a sufficient number of shares. The company expects the recapitalization to close by the end of 2025, subject to the satisfaction of various closing conditions. These conditions include the absence of legal restraints, accuracy of representations and warranties, performance of covenants, customary closing deliverables, Nasdaq listing approval, contemporaneous consummation by all preferred stockholders, and the effectiveness of an amendment to the company's senior secured financing agreement. The company cautioned that forward-looking statements involve risks and uncertainties that could cause actual events to differ materially from expectations.