8-K

SAGA COMMUNICATIONS INC (SGA)

8-K 2026-02-13 For: 2026-02-13
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Added on April 06, 2026

21

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): February 13, 2026

SAGA COMMUNICATIONS, INC .

(Exact Name of Registrant as Specified in its Charter)

Florida 1-11588 38-3042953
(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation) Identification No.)

73 Kercheval Avenue
Grosse Pointe Farms , MI 48236
(Address of Principal Executive Offices) (Zip Code)

Registrant’s telephone number, including area code: ( 313 ) 886-7070

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 share SGA NASDAQ Global 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 ☐

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 Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On February 13, 2026, Saga Communications, Inc. (the “Company”) announced that Christopher S. Forgy, the Chief Executive Officer of the Company (“CEO”), began a temporary medical leave of absence that requires an indefinite period of recovery.  We anticipate that Mr. Forgy will be available for consultation on significant matters during his recovery and the Board has designated Wayne Leland, the Company’s Chief Operating Officer and Samuel D. Bush, the Company’s Chief Financial Officer to assist with Mr. Forgy’s responsibilities until Mr. Forgy returns from his medical leave.

Item 9.01.Financial Statements and Exhibits.

(d) Exhibits.

104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

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.

ugust
SAGA COMMUNICATIONS, INC.
Dated: February 13, 2026 By: /s/ Samuel D. Bush
Samuel D. Bush
Executive Vice President and Chief
Financial Officer