重大事件
即時報告
8-K
2026-07-21
MediaCo 8-K披露任命新總裁及財務總監離職
AI 繁中摘要
📄 **申報類型**:8-K(即時報告)
🏢 **公司**:MediaCo Holding Inc.(納斯達克代碼:MDIA)
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**重點事件:高層管理團隊變動**
MediaCo Holding 於 2026 年 7 月 17 日提交 8-K 報告,披露兩項重要人事任命,即日起生效。
**1. 任命新總裁(President)**
• 董事會於 7 月 20 日委任 **Brian Fisher** 為總裁,即時生效。原總裁 Albert Rodriguez 留任行政總裁(CEO)。
• Fisher 先生(53 歲)此前擔任公司首席收益官(CRO,自 2025 年 8 月起),並曾先後出任多媒體銷售高級副總裁及 OTT/CTV 銷售副總裁。加入 MediaCo 前,他在 Disney、Tribune Media 及 Bloomberg Media 擔任高層管理職位。
• **薪酬安排**:
- 基本年薪:**45 萬美元**(2026 年 12 月 1 日升至 51 萬美元;2027 年 12 月 1 日升至 60 萬美元)
- 酌情現金花紅:最高達基本年薪 60%,若達成特定績效指標可增至 **115%**
- 股權激勵(待股東批准計劃修訂後發放):
- 限制性股票單位(RSU):**972,260 美元**(三年線性歸屬)
- 績效股票單位(PSU):**972,261 美元**(三年績效歸屬)
- 離職補償:如因公司無故解僱或自身正當理由離職,可獲六個月基本薪資(需簽署豁免書);另附六個月競業限制、一年不挖角及永久不貶損條款。
**2. 財務總監(CFO)離職及臨時任命**
• **Debra DeFelice** 於 7 月 17 日起不再擔任 CFO、財務長及執行副總裁。
• 董事會於 7 月 20 日委任 **Roberto Castro**(56 歲)為臨時 CFO 及臨時財務長。Castro 先生自 2026 年 4 月起擔任公司高級副總裁及財務總監;此前在 Spanish Broadcasting System(SBS)任職近 24 年,曾擔任財務副總裁等職務,亦曾在 DIRECTV Latin America 及 Coopers & Lybrand 工作。
• Castro 先生持有邁阿密大學會計碩士學位及 Loyola University New Orleans 會計學士學位。
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**📌 對投資者的潛在影響**
• 高層重組反映公司正在強化營運及財務管理團隊,新任總裁具備豐富媒體銷售經驗,加上績效掛鉤的薪酬結構,或有助於推動收入增長。
• 財務總監離職屬突發
展開英文正文
mdia-20260717FALSE000178425400017842542026-07-172026-07-17 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): July 17, 2026 MediaCo Holding Inc. (Exact Name of Registrant as Specified in Its Charter) 001-39029 (Commission File Number) Indiana84-2427771 (State or Other Jurisdiction of Incorporation)(I.R.S. Employer Identification No.) 48 West 25th Street, Third Floor New York, New York 10010 (Address of principal executive offices, including zip code) (212) 447-1000 (Registrant’s telephone number, including area code) 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 A Common Stock, par value $0.01 per shareMDIANasdaq Capital Market 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 o 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 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers; Compensatory Arrangements of Principal Officers. Appointment of President On July 20, 2026, the Board of Directors (the “Board”) of MediaCo Holding Inc. (the “Company”) appointed Brian Fisher as President of the Company, effective immediately. Albert Rodriguez previously served in the role of President and will continue to serve as Chief Executive Officer. Mr. Fisher, age 53, has served as Chief Revenue Officer of the Company since August 18, 2025, a role he vacated upon assuming the role of President. Prior to serving as the Company’s Chief Revenue Officer, Mr. Fisher served as the Company’s Senior Vice President of Video Sales from December 2024 until August 2025, the Company’s Senior Vice President of Multimedia Sales from March 2022 until November 2024, and the Company’s Vice President of OTT/CTV Sales from March 2021 until March 2022. Prior to joining the Company, Mr. Fisher held senior leadership roles at Disney, Tribune Media and Bloomberg Media. Mr. Fisher holds a BS in Business Administration from the University of Arizona. On January 22, 2026, the Company entered into an employment agreement with Mr. Fisher. Pursuant to his employment agreement, Mr. Fisher’s annual base salary is $450,000, with increases to $510,000 on December 1, 2026, and Six Hundred Thousand Dollars ($600,000) on December 1, 2027. The employment agreement provides that Mr. Fisher may be eligible to receive a discretionary cash bonus of up to 60% of his annual base salary, subject to increases of up to 115% if certain performance metrics are met. In addition, Mr. Fisher is entitled to severance equal to six months of base salary in the event he terminates his employment for good reason or his employment is terminated by the Company without cause or due to his disability, subject to Mr. Fisher’s execution, delivery, and non-revocation of a release of claims in favor of the Company. The employment agreement further provides that Mr. Fisher will be subject to a non-competition covenant for six months after his termination of employment, a non-solicitation covenant for one year after his termination of employment, and a perpetual non-disparagement covenant. In accordance with the terms of Mr. Fisher’s employment agreement, the Compensation Committee of the Company’s Board of Directors (the “Committee”) approved the following equity compensation under the company’s Equity Compensation Plan (the “Plan”), subject to all grant conditions being satisfied, (including shareholder approval of an amendment to increase the number of shares available for issuance under the Plan) (1) an award of restricted stock units valued at $972,260, subject to a three-year linear time-based vesting schedule, and (2) an award of performance stock units valued at $972,261 subject to a three-year linear performance-based vesting schedule. There are no arrangements or understandings between Mr. Fisher and any other person pursuant to which Mr. Fisher was appointed as President. There are no family relationships between Mr. Fisher and any director or executive officer of the Company subject to disclosure under Item 401(d) of Regulation S-K, and there are no transactions in which Mr. Fisher has an interest requiring disclosure under Item 404(a) of Regulation S-K. Departure of Chief Financial Officer and Appointment of Interim Chief Financial Officer Effective on July 17, 2026, Debra DeFelice no longer serves as Chief Financial Officer (“CFO”), Treasurer, and Executive Vice President of the Company. The Board appointed Roberto Castro as interim CFO and interim Treasurer on July 20, 2026. Mr. Castro, age 56, has served as Senior Vice President and Corporate Controller of the Company since April 20, 2026. Mr. Castro joined the Company following a nearly 24-year career at Spanish Broadcasting System (“SBS”), where he served in various senior finance roles, including Vice President of Finance beginning in 2015. Prior to joining SBS, Mr. Castro spent over six years at DIRECTV Latin America, where he held the roles of Accounting & Consolidation Manager and Senior Auditor. Prior to these roles, he served as an auditor at Coopers & Lybrand, LLP. He holds an MPA in Accounting from the University of Miami Herbert Business School and BBA in Accounting from Loyola University New Orleans. There are no arrangements or understandings between Mr. Castro and any other person pursuant to which Mr. Castro was appointed as interim CFO and interim Treasurer. There are no family relationships between Mr. Castro and any director or executive officer of the Company subject to disclosure under Item 401(d) of Regulation S-K, and there are no transactions in which Mr. Castro has an interest requiring disclosure under Item 404(a) of Regulation S-K. Item 9.01 Financial Statements and Exhibits. (d) Exhibits. EXHIBIT INDEX ExhibitDescription 104Cover Page Interactive Data File (formatted as Inline XBRL). SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. MEDIACO HOLDING INC. Date:July 21, 2026By: /s/ Roberto Castro Roberto Castro Interim Chief Financial Officer and Interim Treasurer