Item 1.02
Termination of a Material Definitive Agreement.
As previously announced, on January 6, 2025, Shutterstock, Inc. (the "Company"), entered into an Agreement and Plan of Merger (the "Merger Agreement"), by and among Getty Images Holdings, Inc. ("Getty Images"), the Company and certain other parties. After reviewing the proposed merger, the U.K. Competition and Markets Authority (the "CMA") conditioned its required clearance of the transactions contemplated by the Merger Agreement upon a sale of the Company's editorial business.
On June 30, 2026, Getty Images filed a Current Report on Form 8-K announcing that its Board of Directors unanimously resolved (a) not to proceed with the process to sell the Company's editorial business under the supervision of the CMA, 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 prior to July 7, 2026.
On July 7, 2026, the Merger Agreement was terminated.