Dallasnews Corporation
09/05/2025 | Press release | Distributed by Public on 09/05/2025 14:07
Additional Proxy Soliciting Materials (Form DEFA14A)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
Proxy Statement Pursuant to Section 14(a) of
the Securities Exchange Act of 1934 (Amendment No. )
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Filed by a Party other than the Registrant ☐
Check the appropriate box:
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Preliminary Proxy Statement |
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Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
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Definitive Proxy Statement |
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Definitive Additional Materials |
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Soliciting Material under §240.14a-12 |

(Name of Registrant as Specified In Its Charter)
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Payment of Filing Fee (Check the appropriate box):
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No fee required. |
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Fee paid previously with preliminary materials. |
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Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a6(i)(1) and 0-11. |
On September 5, 2025, DallasNews Corporation furnished the following letter to its shareholders:

Attention DallasNews Corporation Shareholders

Vote FOR the Hearst Merger on the Enclosed Proxy Card Today
and Secure an Attractive Cash Premium for Your Shares

DallasNews Corporation (Nasdaq: DALN) has entered into a definitive agreement to be acquired by Hearst, one of the nation's most distinguished news organizations, at a significant premium.

Vote Today to Secure an All-Cash $15 Per Share Offer
Remember - Not Voting is the Same as Voting Against the Merger


Some of the Benefits of the Hearst Merger for Shareholders Include:

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Shareholders will be entitled to receive an all-cash payment of $15.00 per share upon closing. |

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This represents a significant premium of 242% over the $4.39 closing price per share of Series A Common Stock on July 9, 2025 (the date prior to the announcement of the transaction). |

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The Hearst Merger provides shareholders the opportunity to realize accelerated ROI and immediate liquidity, while eliminating company ownership risks for shareholders. |

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Leading independent proxy advisory firm Glass Lewis recommends shareholders vote FOR the Hearst Merger and has stated the proposed terms approximate the maximum value available |

If the Hearst Merger is Not Approved by Shareholders, DallasNews Will Remain a Standalone Public Company and its Shares May Return to their Pre-Announcement Trading Value of ~$4 per Share

Your vote is very important regardless of how many shares you own. Not voting is the same as voting against the transaction

Vote FOR the Hearst Merger Today and Secure Certain Value for Your Investment


The voting window is closing rapidly - it is important to act now

To be certain your vote is cast by phone or internet, please vote on or before September 22, 2025, at 10:59 p.m. CT

If you have questions about voting your proxy or require replacement proxy materials, please contact our proxy solicitors D.F. King & Co., Inc. toll-free +1 (866) 416-0577 or by email at [email protected] or Okapi Partners toll-free at +1 (844) 343-2621 or by email at [email protected]


Dallasnews Corporation published this content on September 05, 2025, and is solely responsible for the information contained herein. Distributed via SEC EDGAR on September 05, 2025 at 20:07 UTC. If you believe the information included in the content is inaccurate or outdated and requires editing or removal, please contact us at [email protected]