Form 8-K

8-K — Paramount Skydance Corp

Accession: 0002041610-26-000016

Filed: 2026-04-08

Period: 2026-04-08

CIK: 0002041610

SIC: 4833 (TELEVISION BROADCASTING STATIONS)

Item: Regulation FD Disclosure

Item: Financial Statements and Exhibits

Documents

8-K — psky-20260408.htm (Primary)

EX-99 (exhibit99april2026.htm)

XML — IDEA: XBRL DOCUMENT (R1.htm)

8-K

8-K (Primary)

Filename: psky-20260408.htm · Sequence: 1

psky-20260408

0002041610falseParamount Skydance Corporation00020416102026-04-082026-04-08

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): April 8, 2026

Paramount Skydance Corporation

(Exact name of registrant as specified in its charter)

Delaware 001-42791 99-3917985

(State or other jurisdiction of

incorporation) (Commission File Number) (IRS Employer Identification

Number)

1515 Broadway

New York, New York 10036

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (212) 258-6000

Not Applicable

(Former name or former address, if changed since last report)

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:

☐ 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))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading Symbol(s) Name of each exchange on which registered

Class B Common Stock, $0.001 par value PSKY The Nasdaq Stock Market LLC

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 ☐

If 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 7.01

Regulation FD Disclosure.

Beginning in 2026, we transitioned our reporting structure into three new segments: Studios, Direct-to-Consumer, and TV Media. In addition, we updated our segment expense allocations to better reflect how we operate and make cost decisions across the business. Certain centralized costs that were previously allocated at the segment level are now reported within corporate expenses. Finally, we transitioned our segment measure and our non-GAAP profitability measure from Adjusted OIBDA to Adjusted EBITDA.

We are providing supplemental unaudited historical financial information under the new segment presentation and reflecting the segment expense allocation change. The Company did not operate under this new segment structure for any of these prior periods and will begin to report results under the new segment structure with its Quarterly Report on Form 10-Q for the three months ended March 31, 2026. This information is being furnished to allow investors an opportunity to review the periods of 2025 recast to reflect these presentation changes in advance of the Form 10-Q filing.

The information furnished pursuant to this Item 7.01, including Exhibit 99, 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 under that section and shall not be deemed to be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by reference in such filing.

Item 9.01

Financial Statements and Exhibits.

(d) Exhibits.

Exhibit Number Description of Exhibit

Supplemental unaudited historical financial information for the Successor and Predecessor periods of 2025 recast under new segment presentation and reflecting segment expense allocation change.

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.

PARAMOUNT SKYDANCE CORPORATION

By: /s/ Makan Delrahim

Name: Makan Delrahim

Title: Chief Legal Officer

Date: April 8, 2026

EX-99

Filename: exhibit99april2026.htm · Sequence: 2

Document

Exhibit 99

References to “Paramount,” the “Company,” “we,” “us” and “our” refer to Paramount Skydance Corporation and its consolidated subsidiaries, unless the context otherwise requires.

Reporting Structure Change

Beginning in 2026, we transitioned our reporting structure into three new segments: Studios, Direct-to-Consumer, and TV Media. Under the new segment structure, our Studios segment reflects the combination of the historical Filmed Entertainment segment with the historical TV Media studio operations, consolidating our content creation activities. Additionally, our premium cable channel, Paramount+ with Showtime, which was previously under the TV Media segment, is now managed under the Direct-to-Consumer segment.

Studios – Our Studios segment consists of our television and film studio operations, including CBS Studios, Paramount Television Studios, Nickelodeon Animation, Paramount Pictures, Paramount Animation, and Miramax, as well as Skydance Animation, Film, Television, and Interactive/Games, and Paramount Sports Entertainment.

Direct-to-Consumer – Our Direct-to-Consumer segment consists of our portfolio of domestic and international pay and free streaming services, including Paramount+, Pluto TV, and BET+, as well as our domestic premium cable network, Paramount+ with Showtime.

TV Media – Our TV Media segment consists of our (1) broadcast operations—the CBS Television Network, our domestic broadcast television network; CBS Stations, our owned television stations; and our international free-to-air networks, including Network 10 and Channel 5; (2) domestic basic cable networks, including, MTV, Comedy Central, Paramount Network, The Smithsonian Channel, Nickelodeon, BET Media Group, CBS Sports Network, and international extensions of certain of these brands; and (3) CBS Media Ventures, which produces and distributes first-run syndicated programming. TV Media also includes a number of digital properties such as CBS News 24/7 for 24-hour news and CBS Sports HQ for sports news and analysis.

Change to Segment Expense Allocations

Concurrent with the change to our segments, in the first quarter of 2026 we updated our segment expense allocations to better reflect how we operate and make cost decisions across the business. Certain centralized costs that were previously allocated at the segment level are now reported within corporate expenses.

Change in Primary Measure of Segment Profit and Loss

Also in the first quarter of 2026 we transitioned our primary measure of profit and loss for our operating segments from Adjusted operating income before depreciation and amortization (Adjusted OIBDA) to Adjusted EBITDA, which is defined as net earnings (loss) before interest expense and income; provision for (benefit from) income taxes; other items; equity in earnings (loss) of investee companies, net of tax; depreciation and amortization; and stock-based compensation, adjusted to exclude certain items identified as affecting comparability that are not part of our normal operations. This change was made to align with how management began measuring the Company’s ongoing operating performance in 2026. While both adjusted measures exclude items identified as affecting comparability that are not part of our normal operations, including programming charges, impairment charges, restructuring charges, transaction-related items, other corporate matters, and gain (loss) on dispositions, each where applicable, Adjusted EBITDA, as we define it, also excludes stock-based compensation, which is a noncash expense that management does not consider to be part of our underlying operating performance.

The changes described above will be presented in our Quarterly Report on Form 10-Q for the first quarter of 2026. The tables below present unaudited supplemental financial results for 2025 recast to reflect these changes and a reconciliation of total Adjusted EBITDA to Net earnings (loss), the most directly comparable financial measure in accordance with accounting principles generally accepted in the United States (“U.S. GAAP” or “GAAP”).

Our financial results for 2025 are presented in two distinct periods to indicate the new basis of accounting established for Paramount Global’s net assets upon the closing of the Transactions (as defined in our Annual Report on Form 10-K for the year ended December 31, 2025, which was filed with the U.S. Securities and Exchange Commission on February 25, 2026) on August 7, 2025. The periods prior to August 7, 2025 include only Paramount Global and are identified as “Predecessor”, and the periods beginning on August 7, 2025 reflect Paramount Skydance Corporation and are identified as “Successor”. For additional information, please refer to Note 1 of our Annual Report on Form 10-K for the year ended December 31, 2025.

TRENDING SCHEDULES

Studios Financial Results

(unaudited; in millions)

Supplemental

Predecessor Successor Supplemental Successor

Pro Forma (1)

Quarter Ended Period

From Period

From

Pro Forma (1)

Quarter Ended

Quarter Ended 12 Months Ended

3/31/25 6/30/25 7/1/25 - 8/6/25 8/7/25 - 9/30/25 9/30/25 12/31/25 12/31/25

Theatrical $ 148 $ 254 $ 73 $ 39 $ 112 $ 115 $ 629

Licensing and other 1,006 877 387 695 1,094 1,937 5,405

Advertising 5 4 2 4 6 8 23

Revenues 1,159 1,135 462 738 $ 1,212 2,060 $ 6,057

Content costs 738 737 278 540 1,434

Advertising and marketing 117 200 108 57 248

Other (2)

222 229 78 120 215

Expenses 1,077 1,166 464 717 1,897

Adjusted EBITDA $ 82 $ (31) $ (2) $ 21 $ 163

(1) Supplemental Pro Forma Revenues for the third quarter of 2025 and twelve months ended December 31, 2025 include the below adjustments in the applicable Predecessor period, which

represent Skydance revenues after the elimination of intercompany revenues from Paramount Global. Supplemental Pro Forma Revenues also reflect the combination of the Predecessor and

Successor revenues during each of these periods. While the Successor and Predecessor periods are distinct reporting periods, revenues were not impacted by the new accounting basis established

for Paramount Global’s net assets, and are supplementally presented on a pro forma combined basis to help investors view these revenues in a manner consistent with our management.

Quarter Ended Period

From

3/31/25 6/30/25 7/1/25 - 8/6/25

Licensing and other $ 96 $ 395 $ 12

Revenues $ 96 $ 395 $ 12

(2) Other segment expenses for our Studios segment include employee compensation; costs relating to the distribution of our content; costs for occupancy, technology, and professional services;

and other costs associated with our operations.

TRENDING SCHEDULES

Direct-to-Consumer Financial Results

(unaudited; in millions)

Supplemental

Predecessor Successor Supplemental Successor

Pro Forma (1)

Quarter Ended Period

From Period

From

Pro Forma (1)

Quarter Ended

Quarter Ended 12 Months Ended

3/31/25 6/30/25 7/1/25 - 8/6/25 8/7/25 - 9/30/25 9/30/25 12/31/25 12/31/25

Advertising $ 473 $ 494 $ 179 $ 300 $ 479 $ 553 $ 1,999

Affiliate and subscription 1,678 1,769 744 1,043 1,787 1,756 6,990

Licensing — 1 — 1 1 — 2

Revenues 2,151 2,264 923 1,344 $ 2,267 2,309 $ 8,991

Content costs 1,230 1,114 428 546 1,214

Advertising and marketing 359 305 120 160 514

Other (2)

566 591 238 329 611

Expenses 2,155 2,010 786 1,035 2,339

Adjusted EBITDA $ (4) $ 254 $ 137 $ 309 $ (30)

Paramount+ (Global)

Subscribers (3)

77.8 76.8 n/a n/a 77.9 78.9 78.9

Revenues $ 1,686 $ 1,771 $ 709 $ 1,060 $ 1,769 $ 1,837 $ 7,063

(1) Supplemental Pro Forma Revenues for the third quarter of 2025 and the twelve months ended December 31, 2025 each reflect the combination of the Predecessor and Successor revenues during

the period, which is supplementally presented to help investors view these amounts in a manner consistent with our management. While the Successor and Predecessor periods are distinct

reporting periods, revenues were not impacted by the new accounting basis established for Paramount Global’s net assets.

(2) Other segment expenses for our Direct-to-Consumer segment include employee compensation; revenue-sharing costs, including for third-party distribution; costs for occupancy, technology, and

professional services; and other costs associated with our operations.

(3) Subscribers include customers who are registered for Paramount+, either directly through our owned and operated apps and websites, or through third-party distributors. Subscribers also include

customers who are provided with access through a subscription bundle with a domestic linear video streaming service (vMVPD) or an international third-party distributor. Our subscriber count

includes only paid subscriptions and reflects the number of subscribers as of the applicable period-end date.

TRENDING SCHEDULES

TV Media Financial Results

(unaudited; in millions)

Supplemental

Predecessor Successor Supplemental Successor

Pro Forma (1)

Quarter Ended Period

From Period

From

Pro Forma (1)

Quarter Ended

Quarter Ended 12 Months Ended

3/31/25 6/30/25 7/1/25 - 8/6/25 8/7/25 - 9/30/25 9/30/25 12/31/25 12/31/25

Advertising $ 2,036 $ 1,655 $ 484 $ 977 $ 1,461 $ 1,966 $ 7,118

Affiliate and subscription 1,719 1,676 656 984 1,640 1,646 6,681

Licensing and other 129 123 58 81 139 187 578

Revenues 3,884 3,454 1,198 2,042 $ 3,240 3,799 $ 14,377

Content costs 1,896 1,576 504 903 1,871

Advertising and marketing 133 100 52 52 172

Other (2)

904 866 357 527 881

Expenses 2,933 2,542 913 1,482 2,924

Adjusted EBITDA $ 951 $ 912 $ 285 $ 560 $ 875

(1) Supplemental Pro Forma Revenues for the third quarter of 2025 and the twelve months ended December 31, 2025 each reflect the combination of the Predecessor and Successor revenues

during the period, which is supplementally presented to help investors view these amounts in a manner consistent with our management. While the Successor and Predecessor periods are

distinct reporting periods, revenues were not impacted by the new accounting basis established for Paramount Global’s net assets.

(2) Other segment expenses for our TV Media segment include employee compensation; revenue-sharing costs to television stations affiliated with the CBS Television Network; costs relating to

the distribution of our content; costs for research, occupancy, technology, and professional services; and other costs associated with our operations.

SUPPLEMENTAL DISCLOSURES REGARDING NON-GAAP FINANCIAL MEASURES

The table below sets forth Adjusted EBITDA and a reconciliation to net earnings (loss), the most directly comparable financial measure in accordance with U.S. GAAP. Adjusted EBITDA is a measure of performance not calculated in accordance with U.S. GAAP. We define Adjusted EBITDA as net earnings (loss) before interest expense and income; provision for (benefit from) income taxes; other items; equity in earnings (loss) of investee companies, net of tax; depreciation and amortization; and stock-based compensation, adjusted to exclude certain items identified as affecting comparability that are not part of our normal operations.

We use Adjusted EBITDA to, among other things, evaluate our operating performance and it is the primary measure used by management for planning and forecasting of future periods, and is an important indicator of our operational strength and business performance. In addition, we use Adjusted EBITDA to, among other things, value prospective acquisitions. We believe Adjusted EBITDA is relevant and useful for investors because it allows investors to view our performance in a manner consistent with the method used by our management; and because it excludes items that are not representative of our normal, recurring operations, it provides a clearer perspective on underlying performance, and makes it easier for investors, analysts and peers to compare our operating performance to other companies in the industry and to compare our results across reporting periods.

Adjusted EBITDA should be considered in addition to, and not as a substitute for, our results as reported under U.S. GAAP, including net earnings (loss), as a measure of performance and undue reliance should not be placed on Adjusted EBITDA. Other companies may define Adjusted EBITDA differently and, as a result, our measure of Adjusted EBITDA may not be directly comparable to Adjusted EBITDA of other companies.

SUPPLEMENTAL DISCLOSURES REGARDING NON-GAAP FINANCIAL MEASURES

Reconciliation of Adjusted EBITDA (Non-GAAP)

(unaudited; in millions)

Predecessor Successor

Quarter Ended Period

From Period

From Quarter Ended

3/31/25 6/30/25 7/1/25 - 8/6/25 8/7/25 - 9/30/25 12/31/25

Net earnings (loss) (Parent and noncontrolling interests) (GAAP) $ 161 $ 61 $ 190 $ 4 $ (544)

Equity in loss of investee companies, net of tax 73 67 31 33 71

Provision for (benefit from) income taxes 100 50 (229) 85 (125)

Other items, net 37 39 16 8 31

Loss from investment — — — — 40

Interest expense, net 179 182 72 114 188

Gain on dispositions (1)

(35) — — — —

Restructuring, transaction-related items, and other corporate matters (2)

85 181 188 185 546

Impairment charges (3)

— 157 — — —

Programming charges (4)

— — — — 41

Stock-based compensation (5)

44 39 16 29 62

Depreciation and amortization 88 87 29 226 364

Adjusted EBITDA (Non-GAAP) $ 732 $ 863 $ 313 $ 684 $ 674

(1) Primarily reflects a gain recognized upon the disposition of a noncore business.

(2) Principally reflects severance costs, lease impairments, transaction-related items, and other corporate matters.

(3) Reflects a charge to reduce the carrying values of FCC licenses in certain markets to their estimated fair values.

(4) In connection with a review of our content portfolio following the closing of the Transactions, we decided to abandon certain Skydance content, principally development projects. As a result, we

recorded programming charges associated with this abandonment.

(5) Stock-based compensation expense is a noncash expense that management does not consider to be part of our underlying operating performance.

ADJUSTED EBITDA BY REPORTABLE SEGMENT

(unaudited; in millions)

In the first quarter of 2026, management began using Adjusted EBITDA as the primary method for planning and forecasting of future periods, evaluating the operating performance of our segments, and making decisions about resource allocation. Accordingly, Adjusted EBITDA became the primary measure of profit and loss for our operating segments in accordance with Financial Accounting Standards Board (FASB) guidance for segment reporting. The table below sets forth our Adjusted EBITDA by reportable segment.

Predecessor Successor

Quarter Ended Period

From Period

From Quarter Ended

3/31/25 6/30/25 7/1/25 - 8/6/25 8/7/25 - 9/30/25 12/31/25

Studios $ 82 $ (31) $ (2) $ 21 $ 163

Direct-to-Consumer (4) 254 137 309 (30)

TV Media 951 912 285 560 875

Corporate/Eliminations (297) (272) (107) (206) (334)

Adjusted EBITDA(1)

$ 732 $ 863 $ 313 $ 684 $ 674

(1) See Supplemental disclosures regarding Non-GAAP financial measures for a reconciliation of total Adjusted EBITDA to net earnings (loss), the most directly comparable

GAAP measure.

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