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Current Report · Items 1.02 · 8-K/A

GETTY IMAGES HOLDINGS INC

Termination of a Material Definitive Agreement

Item 1.02. Termination of a Material Definitive Agreement. As previously announced, on January 6, 2025, Getty Images entered into an Agreement and Plan of Merger (the “Merger Agreement”), by and among Getty Images, Shutterstock, Inc. (“Shutterstock”) and certain merger subsidiaries thereof.…

Filed Jul 7, 2026Accepted Jul 7, 2026, 4:47 PM EDTCIK 1898496Accession 0001213900-26-076004
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Company context

Getty Images (OTCPK: GETY) is the preeminent source of global visual content and coverage that offers a full range of content solutions to meet the needs of any customer around the globe, no matter their size. Through its Getty Images, iStock and Unsplash brands, websites and APIs, Getty Images serves customers in almost every country in the world and is the first-place people turn to discover, purchase and share powerful visual content from the world’s best photographers and videographers. Getty Images works with over 600,000 content creators and over 360 content partners to deliver this powerful and comprehensive content. Each year Getty Images covers more than 160,000 news, sport and entertainment events providing depth and breadth of coverage that is unmatched. Getty Images maintains one of the largest and best privately-owned photographic archives in the world with millions of images dating back to the beginning of photography.

Current securities

Historical securities (4)

Recent company filings

  1. Entry into a Material Definitive Agreement · Bankruptcy or Receivership · Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet ArrangementOct 26, 2026
  2. Bankruptcy or Receivership · Triggering Events That Accelerate or Increase a Direct Financial Obligation · Regulation FD DisclosureOct 21, 2026
  3. SCHEDULE 13D/A - filed by GETTY INVESTMENTS LLC regarding Getty Images Holdings, Inc.Oct 13, 2026
  4. Entry into a Material Definitive Agreement · Regulation FD DisclosureOct 13, 2026
  5. 25-NSE - filed by NEW YORK STOCK EXCHANGE LLC regarding Getty Images Holdings, Inc.Oct 2, 2026

Registered securities in this filing

Getty Images Holdings, Inc. · 8-K/A · Filed 2026-07-07

As filed in this accession. Current/historical status below comes from the governed listing record; the cover itself remains exact to this filing.

Class A Common Stock

Symbol
GETY
Exchange
NYSE
Classification
COMMON
Filing context

Context: AsOf2026-07-07

Dimensions: Not supplied

Accession 000121390026076004 · 1 registered-security cover member

Read the exact SEC filing ↗

Disclosure sections

Items 1.02

Select an item to read the extracted section. The as-filed document remains the primary evidence.

Item 1.02Item 1.02 - Termination of Material Agreement
Item 1.02. Termination of a Material Definitive Agreement. As previously announced, on January 6, 2025, Getty Images entered into an Agreement and Plan of Merger (the “Merger Agreement”), by and among Getty Images, Shutterstock, Inc. (“Shutterstock”) and certain merger subsidiaries thereof. As also previously announced, on June 30, 2026, the Board of Directors of Getty Images unanimously resolved (a) not to proceed with the process to sell Shutterstock’s editorial business under the supervision of the U.K. Competition and Markets Authority (the “CMA”), which was a condition to the CMA’s required clearance of the transactions that Getty Images was not required to accept under the terms of the Merger Agreement 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. On July 7, 2026, Getty Images delivered a written notice to Shutterstock terminating the Merger Agreement pursuant to the terms thereof, effective upon delivery of such notice. Following termination of the Merger Agreement, Getty Images, Inc.’s outstanding 10.500% senior secured notes due 2030 (the “Senior Secured Notes”) will be redeemed pursuant to the terms of the indenture governing the Senior Secured Notes. Cautionary Note Regarding Forward-Looking Statements The statements in this document, and any related oral statements, include forward-looking statements concerning Getty Images, Shutterstock, the terminated transaction described herein and other matters. All statements, other than historical facts, are forward-looking statements. Forward-looking statements may discuss goals, intentions and expectations as to future plans, trends, events, results of operations or financial condition, financings or otherwise, based on current beliefs and involve numerous risks and uncertainties that could cause actual results to differ materially from expectations. Forward-looking statements speak only as of the date they are made or as of the dates indicated in the statements and should not be relied upon as predictions of future events, as there can be no assurance that the events or circumstances reflected in these statements will be achieved or will occur or the timing thereof. Forward-looking statements can often, but not always, be identified by the use of forward-looking terminology including “believes,” “expects,” “may,” “will,” “should,” “could,” “might,” “seeks,” “intends,” “plans,” “pro forma,” “estimates,” “anticipates,” “designed,” or the negative of these words and phrases, other variations of these words and phrases or comparable terminology, but not all forward-looking statements include such identifying words. Forward-looking statements are based upon current plans, estimates and expectations that are subject to risks, uncertainties and assumptions. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary. The forward-looking statements in this document relate to, among other things, the redemption of the Senior Secured Notes. For a discussion of factors that could cause actual results to differ materially from those contemplated by forward-looking statements, see the section captioned “Risk Factors” in Getty Images’ Annual Report on Form 10-K for the fiscal year ended December 31, 2025 and other of its filings with the United States Securities and Exchange Commission. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those indicated or anticipated by such forward looking statements. While the list of factors presented here is considered representative, no such list should be considered to be a complete statement of all potential risks and uncertainties. Unlisted factors may present significant additional obstacles to the realization of forward looking statements. Getty Images does not assume, and hereby disclaims, any obligation to update forward-looking statements, except as may be required by law.

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