Form 8-K

8-K — Arena Group Holdings, Inc.

Accession: 0001493152-26-036875

Filed: 2026-08-10

Period: 2026-08-10

CIK: 0000894871

SIC: 4841 (CABLE & OTHER PAY TELEVISION SERVICES)

Item: Results of Operations and Financial Condition

Item: Regulation FD Disclosure

Item: Financial Statements and Exhibits

Documents

8-K — form8-k.htm (Primary)

EX-99.1 (ex99-1.htm)

EX-99.2 (ex99-2.htm)

EX-99.3 (ex99-3.htm)

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8-K

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Filename: form8-k.htm · Sequence: 1

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0000894871

2026-08-10

iso4217:USD

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UNITED

STATES

SECURITIES

AND EXCHANGE COMMISSION

WASHINGTON,

D.C. 20549

FORM

8-K

CURRENT

REPORT

Pursuant

to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date

of Report: (Date of Earliest Event Reported): August

10, 2026

THE

ARENA GROUP HOLDINGS, INC.

(Exact

name of registrant as specified in its charter)

delaware

001-12471

68-0232575

(State

or other jurisdiction

incorporation)

(Commission

File

Number)

(I.R.S.

Employer

Identification

No.)

200

VESEY STREET, 24TH

FLOOR

NEW

YORK, new

york

10281

(Address of principal executive offices)

(Zip code)

212-321-5002

(Registrant’s

telephone number including area code)

(Former

name or former address if changed since last report)

Securities

registered pursuant in Section 12(b) of the Act:

Title

of each class

Trading

Symbol(s)

Name

of each exchange on which registered

Common

Stock, par value $0.01 per share

AREN

NYSE

American

Check

the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under

any of the following provisions (see General Instruction A.2. below):

☐ Written

communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting

material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement

communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement

communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate

by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405

of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging

growth company ☐

an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying

with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item

2.02

Results

of Operations and Financial Condition.

August 10, 2026, The Arena Group Holdings, Inc. (the “Company”) issued a press release announcing its financial results for

the quarter ended June 30, 2026. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and incorporated

by reference herein in its entirety.

August 10, 2026, the Company also posted to its investor relations website at https://investors.thearenagroup.net/events-and-presentations/presentations,

as well as on its LinkedIn, Instagram and X (formerly known as Twitter) pages, a video presentation by Paul Edmondson, the Company’s

Chief Executive Officer, discussing the Company’s rebranding to Paladium.AI. A copy of the transcript of Mr. Edmondson’s

comments from the presentation and a copy of the slides from the presentation are furnished as Exhibit 99.2 to this Current

Report on Form 8-K, respectively, and are incorporated by reference herein in their entirety. The presentation, the transcript and the

slides should be viewed and/or read in conjunction with the press release.

The

information furnished with this Item 2.02, including Exhibits 99.1 and 99.2 hereto, shall not be deemed “filed”

for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject

to the liabilities of that section, nor shall they be deemed incorporated by reference into any other filing under the Securities Act

of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.

Item

7.01 Regulation

FD Disclosure.

August 10, 2026, the Company issued a press release announcing the closing of an acquisition of 100% of the issued and outstanding equity

interests of Fantasy Journalist, Inc. (d/b/a InfoSentience), a copy of which is furnished as Exhibit 99.4 to this Current Report on Form

8-K and incorporated by reference herein in its entirety. A copy of the press release is also available on the Company’s website

at www.thearenagroup.net.

The

information furnished with this Item 7.01, including Exhibit 99.3 hereto, shall not be deemed “filed” for purposes

of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference

into any other filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference

in such a filing.

Item

9.01. Financial

Statements and Exhibits.

(d)

Exhibits

99.1

Press release dated August 10, 2026 announcing financial results for the quarter ended June 30, 2026.

99.2

Transcript of comments in video presentation by Paul Edmondson, Chief Executive Officer of the Company.

99.3

Press release dated August 10, 2026 regarding the acquisition of Fantasy Journalist, Inc. (d/b/a InfoSentience).

104

Cover Page Interactive Data

File (embedded within the Inline XBRL document)

SIGNATURE

Pursuant

to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its

behalf by the undersigned hereunto duly authorized.

THE ARENA GROUP HOLDINGS, INC.

Dated: August

10, 2026

By:

/s/ Paul Edmondson

Name:

Paul Edmondson

Title:

Chief Executive Officer

EX-99.1

Filename: ex99-1.htm · Sequence: 2

Exhibit

99.1

The

Arena Group Reports Q2 2026 Results, Announces Rebrand to Paradium.AI, Refinance of Debt, Completion of Strategic Acquisition of InfoSentience

and Launch of Cutter Studios

Acquisition

of Data-Driven Language Generation Leader and Launch of Proprietary AI-Powered Content Production Engine Mark Strategic Evolution and

Updated Corporate Identity

NEW

YORK – August 10, 2026 – The Arena Group Holdings, Inc. (NYSE American: AREN) (“The Arena Group” or “Arena”),

the brand, data and IP company home to many of the nation’s most recognizable brands, including Parade, TheStreet, Men’s

Journal, Athlon Sports, ShopHQ and the Adventure Sports Network (including Surfer, Powder, Bike Magazine and more), today announced financial

results for the three months ended June 30, 2026 (“Q2 2026”), its rebrand to Paradium.AI, refinance of its current

debt, the acquisition of InfoSentience and the launch of Cutter Studios.

Financial

Highlights for Q2 2026:

● Q2

2026 revenue was $22.2 million, compared to $45.0 million in Q2 2025.

● Gross

margin was 39.2% in Q2 2026, compared to 56.4% in Q2 2025.

● Loss

from continuing operations for Q2 2026 was $0.2 million, compared to income from continuing

operations of $12.4 million in Q2 2025.

● Net

loss in Q2 2026 was $0.2 million, or -0.9% of revenue, compared to net income of $108.6 million,

or 241.3% of revenue, which included gain from discontinued operations of $96.2 million,

in Q2 2025.

● Adjusted

EBITDA for Q2 2026 was $4.4 million compared to Adjusted EBITDA of $18.6 million in Q2 2025.

Adjusted EBITDA margin was 19.8% in Q2 2026 compared to 41.3%, in Q2 2025.

● Cash

balance of $11.2 million, including $2.1 million generated in cash flow from operating activities

in Q2.

Paradium.AI,

InfoSentience, and Cutter Studios:

Following

the successful close of the InfoSentience acquisition, Arena is immediately leveraging this market-leading technology alongside Cutter

Studios, the company’s proprietary, AI-driven video and article production and distribution platform. These initiatives are

expected to unlock new B2B revenue streams, scale enterprise relationships, and drive growth across previously underserved content

verticals. Arena believes that the high-margin, asset-light model enables rapid, scalable expansion without the heavy capital

requirements of traditional media infrastructure. This integrated tech stack operates as a powerful force-multiplier for corporate workflows,

deploying advanced AI tools engineered to significantly increase scale and augment human talent rather than replace it.

seamlessly blending the authority of legacy media brands with automation, Arena believes it is uniquely positioned

to empower modern creators and media entrepreneurs to scale at unprecedented speeds, cementing an evolution far beyond traditional publishing.

This strategic transformation will culminate with the official corporate rebranding to Paradium.AI, which is expected to be completed

by the end of August.

“We

believe this quarter marks the official pivot point where our operational groundwork has converted into a durable technology advantage,”

said Paul Edmondson, CEO of The Arena Group. “We are actively executing our corporate transition to Paradium.AI, moving decisively

away from legacy publishing and emerging as a differentiated technology company built to empower independent creators. Driven by our

acquisition of InfoSentience’s automated data engine, the launch of Cutter Studios and our first-party data platform Encore, we

believe that we are delivering the scale, tools and reach that creators and brands simply cannot build independently.”

Debt

Refinance:

Following

a comprehensive review of the Company’s refinancing options, including engagement with multiple banks, The Arena Group elected

to extend its existing term debt facility with its current lender, Renew Group Private Limited, rather than pursue alternatives

that would have created unnecessary dilution. The amended facility extends the maturity by three years, underscoring the lender’s

continued confidence in the business.

“Extending

our debt maturity by three years is an important milestone for the company,” said Geoffrey Wait, Principal Financial Officer.”

This transaction strengthens our financial flexibility, eliminates a significant near-term uncertainty, and allows us to remain focused

on executing our strategic priorities without unnecessary equity dilution. We appreciate the continued confidence of our lending partner

and believe this positions us well as we continue our transformation.”

The

new facility was structured to align closely with our strategic roadmap, providing the necessary operational flexibility and financial

headroom to comfortably meet all obligations and covenants as we execute our ongoing strategic pivot while also reducing near term refinancing

risk. Arena believes this will enable it to selectively evaluate additional financing opportunities over time as market conditions improve.

“AI

has created an inflection point in digital media where you either evolve or get left behind—and we intend to lead,” continued

Edmondson. “We believe that we have built the foundational infrastructure to support today’s creator ecosystem, with

AI-powered tools designed to enable independent content creators. We believe we are stepping into Q3 with operational momentum. By extending

the maturity of our debt by three years on non-dilutive terms, we believe we have cleared our runway to aggressively execute our new

vision, position our platform for rapid scale, and deliver long-term value into our traditionally strongest quarters.”

About

The Arena Group

The

Arena Group Holdings, Inc. (NYSE American: AREN) is a brand, data and IP company that builds, acquires and scales high-performing digital

assets. We combine technology, storytelling and entrepreneurship to create deep content verticals that engage passionate audiences across

sports & leisure, lifestyle and finance. Through our portfolio of owned and operated brands including Parade, TheStreet, Men’s

Journal, Athlon Sports, ShopHQ, TravelHost and the Adventure Sports Network (ASN) (Surfer, Powder, etc.), we deliver trusted content

and meaningful experiences to millions of users each month. Visit us at thearenagroup.net to learn more.

THE

ARENA GROUP HOLDINGS, INC. AND SUBSIDIARIES

CONDENSED

CONSOLIDATED BALANCE SHEETS

(In

thousands of dollars, except for share data)

June 30, 2026

December 31,

2025

(Unaudited)

Assets

Current assets:

Cash and cash

equivalents

$ 11,170

$ 10,338

Accounts receivable (net

of allowances of $1,073 and $1,255 at June 30, 2026 and December 31, 2025, respectively)

18,489

22,270

Prepayments

and other current assets

2,776

3,022

Total current assets

32,435

35,630

Property and equipment, net

Operating lease right-of-use assets

1,881

2,031

Platform development, net

8,428

9,762

Acquired and other intangible assets, net

20,625

22,412

Other long-term assets

130

137

Goodwill

42,575

Total assets

$ 106,115

$ 112,603

Liabilities and stockholders’

deficiency

Current liabilities:

Accounts payable

$ 2,315

$ 1,676

Accrued expenses and other

4,995

7,631

Unearned revenue

1,651

3,251

Subscription and returns

reserve liability

587

508

Operating lease liability,

current portion

424

402

Liquidated

damages payable

3,686

3,535

Total current liabilities

13,658

17,003

Unearned revenue, net of current portion

Operating lease liability, net of current portion

1,853

2,071

Deferred tax liabilities

520

733

Term debt

97,606

97,578

Total liabilities

113,665

117,428

Commitments and contingencies

Stockholders’ deficiency:

Common stock, $0.01 par

value, authorized 1,000,000,000 shares; issued and outstanding: 47,610,653 and 47,594,930 shares at June 30, 2026 and December 31,

2025, respectively

482

Additional paid-in capital

349,307

349,198

Accumulated

deficit

(357,339 )

(354,505 )

Total stockholders’

deficiency

(7,550 )

(4,825 )

Total liabilities and

stockholders’ deficiency

$ 106,115

$ 112,603

THE

ARENA GROUP HOLDINGS, INC. AND SUBSIDIARIES

CONDENSED

CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)

(In

thousands of dollars, except for share data)

Three

Months Ended June 30,

2026

2025

Revenue

$ 22,183

$ 45,012

Cost of revenue (includes

amortization of platform development and developed technology for the three months ended June 30, 2026 and 2025 of $1,078 and $1,108,

respectively.

13,515

19,577

Gross profit

8,668

25,435

Operating expenses

Selling and marketing

1,825

1,942

General and administrative

3,655

6,200

Depreciation

and amortization

908

881

Total operating expenses

6,388

9,023

Income from operations

2,280

16,412

Other (expense)

Interest expense, net

(2,450 )

(2,945 )

Liquidated

damages

(76 )

Total other expense

(2,526 )

(3,021 )

(Loss) income before income taxes

(246 )

13,391

Income tax benefit (provision)

(979 )

(Loss) income from continuing operations

(176 )

12,412

Income from discontinued

operations, net of tax

—

96,227

Net

(loss) income

$ (176 )

$ 108,639

Basic net income (loss) per common share:

Continuing operations

$ —

$ 0.26

Discontinued

operations

—

2.03

Basic net income (loss)

per common share

$ 0.00

$ 2.29

Diluted net income (loss) per common share:

Continuing operations

$ —

$ 0.26

Discontinued

operations

—

2.02

Diluted net income (loss)

per common share

$ 0.00

$ 2.28

Weighted average number of common shares outstanding:

Basic

47,498,571

47,398,767

Diluted

47,498,571

47,635,146

report our financial results in accordance with generally accepted accounting principles in the United States of America (“GAAP”);

however, management believes that certain non-GAAP financial measures provide users of our financial information with useful supplemental

information that enables a better comparison of our performance across periods. We believe Adjusted EBITDA provides visibility to the

underlying continuing operating performance by excluding the impact of certain items that are noncash in nature or not related to our

core business operations. We calculate Adjusted EBITDA as net income (loss) as adjusted for income from discontinued operations, interest

expense (net), income taxes, and depreciation and amortization. We further adjust for stock-based compensation and other special items

that do not reflect our ongoing core operational performance, including impairment costs, third-party vendor or professional settlement

fees, liquidated damages, and government tax incentive credits. Our non-GAAP measure may not be comparable to similarly titled measures

used by other companies, have limitations as an analytical tool, and should not be considered in isolation, or as a substitute for analysis

of our operating results as reported under GAAP. Additionally, we do not consider our non-GAAP measure as superior to, or a substitute

for, the equivalent measure calculated and presented in accordance with GAAP. Some of the limitations are that our non-GAAP measure:

●

does

not reflect interest expense and financing fees, or the cash required to service our debt, which reduces cash available to us;

●

does

not reflect income tax provision or benefit, which is a noncash income or expense;

●

does

not reflect depreciation and amortization expense and, although this is a noncash expense, the assets being depreciated may have

to be replaced in the future, increasing our cash requirements;

●

does

not reflect stock-based compensation and, therefore, does not include all of our compensation costs;

●

does

not reflect the change in valuation of contingent consideration, and, although this is a noncash income or expense, the change in

the valuations each reporting period are not impacted by our actual business operations but is instead strongly tied to the change

in the market value of our common stock;

●

does

not reflect liquidated damages and, therefore, does not include future cash requirements if we repay the liquidated damages in cash

instead of shares of our common stock (which the investor would need to agree to);

●

does

not reflect any losses from the impairment of assets, which is a noncash operating expense;

●

does

not reflect any losses from the sale of assets, which is a noncash operating expense;

●

does

not reflect the employee retention credits recorded by us for payroll related tax credits under the CARES Act;

●

does

not reflect payments related to employee severance and employee restructuring changes for our former executives;

●

does

not reflect the professional and vendor fees incurred by us for services provided by consultants, accountants, lawyers, and other

vendors, which services were related to certain types of events that are not reflective of our business operations; and

●

may

not reflect proper non-direct cost allocations.

The

following table presents a reconciliation of Adjusted EBITDA to net income (loss), which is the most directly comparable GAAP measure,

for the periods indicated:

Three

Months Ended June 30,

2026

2025

Net (loss) income

$ (176 )

$ 108,639

Less: (Income) from discontinued

operations

—

(96,227 )

(Loss) income from continuing operations

(176 )

12,412

Add:

Interest expense, net (1)

2,450

2,945

Income taxes

(70 )

979

Depreciation and amortization

(2)

1,986

1,989

Stock-based compensation

(3)

151

Liquidated damages (4)

Other (5)

—

Adjusted

EBITDA

$ 4,408

$ 18,552

(1)

Interest

expense is related to our capital structure and varies over time due to a variety of financing transactions. Interest expense includes

$14 and $31 for amortization of debt costs for the three months ended June 30, 2026 and 2025 respectively. These amounts are noncash

items. Investors should note that cash interest payments will recur in future periods.

(2)

Depreciation

and amortization related to our developed technology and our Platform is included within cost of revenues of $1,078 and $1,108 for

the three months ended June 30, 2026 and 2025, respectively, and depreciation and amortization is included within operating expenses

of $908 and $881 for the three months ended June 30, 2026 and 2025, respectively. We believe (i) the amount of depreciation and amortization

expense in any specific period may not directly correlate to the underlying performance of our business operations and (ii) such

expenses can vary significantly between periods as a result of new acquisitions and full amortization of previously acquired tangible

and intangible assets. Investors should note that the use of tangible and intangible assets contributed to revenue in the periods

presented and will contribute to future revenue generation and should also note that such expense will recur in future periods.

(3)

Stock-based

compensation represents noncash costs arising from the grant of stock-based awards to employees, consultants and directors. We believe

that excluding the effect of stock-based compensation from Adjusted EBITDA assists management and investors in making period-to-period

comparisons in our operating performance because (i) the amount of such expenses in any specific period may not directly correlate

to the underlying performance of our business operations, and (ii) such expenses can vary significantly between periods as a result

of the timing of grants of new stock-based awards, including grants in connection with acquisitions. Additionally, we believe that

excluding stock-based compensation from Adjusted EBITDA assists management and investors in making meaningful comparisons between

our operating performance and the operating performance of other companies that may use different forms of employee compensation

or different valuation methodologies for their stock-based compensation. Investors should note that stock-based compensation is a

key incentive offered to employees whose efforts contributed to the operating results in the periods presented and are expected to

contribute to operating results in future periods. Investors should also note that such expenses will recur in the future.

(4)

Liquidated

damages (or interest expense related to accrued liquidated damages) represents amounts we owe to certain of our investors in private

placements offerings conducted in fiscal years 2018 through 2020, pursuant to which we agreed to certain covenants in the respective

securities purchase agreements and registration rights agreements, including the filing of resale registration statements and becoming

current in our reporting obligations, which we were not able to timely meet.

(5)

Represents

acquisition-related fair value adjustments associated with contract assets acquired in the Parade acquisition. Management excludes

these transaction-related adjustments as they are not reflective of our ongoing operational performance.

Forward-Looking

Statements

This

Press Release of The Arena Group Holdings, Inc. (the “Company,” “we,” “our,” and “us”)

contains certain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities

Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Forward-looking statements

relate to future events or future performance and include, without limitation, statements concerning our business strategy, future revenues

and income from continuing operations, anticipated yield growth and monetization improvements, cost reductions, debt refinancing efforts,

market growth, capital requirements, product introductions and technological capabilities, expansion plans, our stock price relative

to our peers and our share repurchase program (as disclosed in our Annual Report on Form 10-K for the year ended December 31, 2025 filed

with the SEC on March 16, 2026 (the “2025 Form 10-K”) and in our other SEC filings and publicly available documents). Other

statements contained in this Press Release that are not historical facts are also forward-looking statements. We have tried, wherever

possible, to identify forward-looking statements by terminology such as “may,” “will,” “could,” “should,”

“expects,” “anticipates,” “intends,” “plans,” “believes,” “seeks,”

“estimates,” and other stylistic variants denoting forward-looking statements.

caution investors that any forward-looking statements presented in this Press Release, including but not limited to our belief that

the acquisition will be immediately accretive to earnings and cash flow, the expectation that the acquisition will expand B2B revenue

streams, expectations relating to business efficiency, editorial capabilities and market reach, or that we may make orally or in

writing from time to time, are based on information currently available, as well as our beliefs and assumptions. The actual outcome related

to forward-looking statements will be affected by known and unknown risks, trends, uncertainties, and factors that are beyond our control

or ability to predict. Although we believe that our assumptions are reasonable, they are not guarantees of future performance, and some

will inevitably prove to be incorrect. As a result, our actual future results can be expected to differ from our expectations, and those

differences may be material. Accordingly, investors should use caution in relying on forward-looking statements, which are based only

on known results and trends at the time they are made, to anticipate future results or trends. We detail other risks in our public filings

with the Securities and Exchange Commission (the “SEC”), including in Part I, Item 1A, Risk Factors, in the 2025 Form 10-K.

The discussion in this Press Release should be read in conjunction with the consolidated financial statements and notes thereto included

in Part II, Item 8 in the 2025 Form 10-K.

This

Press Release and all subsequent written and oral forward-looking statements attributable to us or any person acting on our behalf are

expressly qualified in their entirety by the cautionary statements contained or referred to in this section. We do not undertake any

obligation to release publicly any revisions to our forward-looking statements to reflect events or circumstances after the date of this

Press Release except as may be required by law.

The

Arena Group Contact:

Morgan

Fitzgerald

morgan.fitzgerald@thearenagroup.net

The

Arena Group Investor Contact:

Rob

Fink

FNK

646-809-4048

aren@fnkir.com

EX-99.2

Filename: ex99-2.htm · Sequence: 3

Exhibit

99.2

Over

the last few years we have come a long way from our days as a traditional media company focused on “Arenas” that vertically

integrate audiences. As we continue to evolve, we are excited to reveal a fresh new look, feel and identity.

I’d

like to introduce Paradium.AI.

Yes.

We know. Another company just put “.AI” in its name, but bear with me .

The

media landscape didn’t just change; it fractured. For years, the industry lived on a diet of search engine traffic, and then—almost

overnight—LLMs began to consume audiences at scale. It challenged us to examine our relationship with our customers and our creativity,

in a deeper, unique way.

But

here is the thing: because I’ve spent my career surrounded by entrepreneurship and innovation in the Bay Area, we weren’t

starting from scratch. We weren’t scrambling for a strategy; we’re accelerating.

didn’t rename the company and then go look for the technology. Our team built the technology first, and the name finally caught

up.

Encore

has been running as the operating layer under our entire portfolio for a while now — quietly, doing the unglamorous work of turning

audience into data that drives commerce and ad revenue.

acquired InfoSentience, because generative AI is a fundamental tool that all publishers and creators don’t just want, they need

it. This isn’t about replacing our editorial team - it’s about empowering them .This technology acts as a multiplier—helping

create more on-brand content that readers love, that powers B2B customers, brands, and creators today, profitably.

launched Cutter Studios, because digital assets and distribution matter. It’s our proprietary engine that takes authentic video

voices, transforms them into clips and articles optimized for virality, publishes them, and distributes them through a smart AI syndication

engine that optimizes for audience and yield.

Our

smart CMS remains the core. Everything we build was designed to strengthen a creator, entrepreneur, or publisher running a digital media

company all driven by AI.

This

is all built and running. The name change came last.

We’re

not a traditional publisher anymore, and we haven’t been one for a while — we’re a technology company that powers entrepreneurs,

creators, and brands, with the tools, data, and reach they couldn’t build alone.

Our

new tagline is, “All In.” Not because it shares the initials with “Artificial Intelligence” — although,

yes, we like that — but because it’s true. We’ve spent real money, real time, and real talent on this initiative: Encore,

Infosentience, Cutter Studios. That’s not a marketing budget, that’s momentum.

the team: thank you for building the parts of this that were never going to make it into a highlight reel — the pipelines, the

integrations, and the creativity.This name is catching up to your work.

our shareholders: we know renames are cheap talk in this market, and you should be skeptical of them. Judge us on what’s already

running, not on the new logo. The logo’s just the part you can see.

This

is Paradium.AI. All In.

EX-99.3

Filename: ex99-3.htm · Sequence: 4

Exhibit

99.3

The

Arena Group d/b/a Paradium.AI Acquires InfoSentience to Scale Data-Driven Content Generation

The

strategic acquisition of InfoSentience is expected to be immediately accretive to earnings and cash flow, providing a scalable foundation

for accelerated growth across Paradium.AI’s premium editorial and data-driven revenue streams.

NEW

YORK, NY – August 10, 2026 – The Arena Group Holdings, Inc. d/b/a Paradium.AI (NYSE American: AREN) (the

“Company” or “Paradium.AI”), the technology, brand, data and IP company home to many of the nation’s most

recognizable brands, including Parade, TheStreet, Men’s Journal, Athlon Sports, ShopHQ and the Adventure Network (including Surfer,

Powder, Bike Magazine and more), today announced it has acquired InfoSentience, an innovator in automated, data-driven natural

language generation.

Strategic

Rationale and Technology Integration

This

acquisition is engineered to capitalize on InfoSentience’s established track record with elite partners such as MaxPreps. By integrating

their deterministic, high-volume narrative engine, Paradium.AI expects to significantly expand its B2B revenue streams and provide

existing editorial teams with the scale to cover data-intensive sectors, such as global finance and professional sports, with

reliability and speed.

“The

acquisition of InfoSentience represents a pivotal shift from traditional publishing to a robust technology infrastructure,” said

Ryan Bonini, General Manager, Sports & Leisure at The Arena Group. “By integrating InfoSentience’s deterministic language

generation, we believe that we are providing the scale and sophistication required for creators and brands to excel in an AI-driven

landscape. This technology enhances our editorial capabilities and empowers media entrepreneurs with data-driven reach that was previously

unattainable independently.”

The

combination drives business efficiency by automating repetitive, data-heavy reporting. This shift allows editorial staff to move beyond

manual data processing to focus on high-impact investigative journalism, while the technology simultaneously scales the Company’s

reach into previously underserved markets, ensuring a broader and more efficient content ecosystem.

“Joining

forces with The Arena Group, newly branded as Paradium.AI, marks a thrilling new chapter for our team and the technology we’ve

built at InfoSentience,” said Steve Wasick, Founder of InfoSentience. “Our technology is built to surface impactful, data-driven

insights across a large range of topics. Paradium.AI is an incredible platform to plug into, and we are eager to push the boundaries

of data-driven storytelling and deliver unparalleled value to creators and audiences alike through this partnership.”

part of the acquisition, InfoSentience will continue its operations for its third party partners, expand its offerings and continue

to seek new clients. Wasick will remain with the combined company. Acquired with cash on hand, the Company expects the acquisition to

be accretive to earnings in 2026. Livmo served as the exclusive sell-side advisor for this transaction.