Getty Images Holdings Inc.

07/07/2026 | Press release | Distributed by Public on 07/07/2026 04:06

Material Event (Form 8-K)

Item 8.01. Other Events.

As previously announced, on January 6, 2025, Getty Images Holdings, Inc. ("Getty Images"), entered into an Agreement and Plan of Merger (the "Merger Agreement"), by and among Getty Images, Shutterstock, Inc. ("Shutterstock") and certain merger subsidiaries thereof.

As also previously announced, on June 30, 2026, the Board of Directors of Getty Images unanimously resolved (a) not to proceed with the process to sell Shutterstock's editorial business under the supervision of the U.K. Competition and Markets Authority (the "CMA"), which was a condition to the CMA's required clearance of the transactions that Getty Images was not required to accept under the terms of the Merger Agreement and (b) to terminate the Merger Agreement following the passage of the Second Extended End Date (as defined in the Merger Agreement) on July 6, 2026, assuming no material change in the aforementioned circumstances.

On July 7, 2026, Getty Images delivered a written notice to Shutterstock terminating the Merger Agreement pursuant to the terms thereof, effective upon delivery of such notice.

Following termination of the Merger Agreement, Getty Images, Inc.'s outstanding 10.500% senior secured notes due 2030 (the "Senior Secured Notes") will be redeemed pursuant to the terms of the indenture governing the Senior Secured Notes.

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