---
schema_version: "secwatch.filing_event.v1"
accession: "0001437749-25-023021"
form_type: "8-K"
ticker: "GTN"
cik: "0000043196"
company_name: "GRAY MEDIA, INC"
filed_at: "2025-07-18T23:59:59+00:00"
generated_at: "2026-05-18T05:52:21.395737+00:00"
event_type: "debt"
sentiment: "neutral"
materiality_score: 0.75
calibrated_materiality_score: 0.75
confidence: "high"
source: SEC EDGAR
---

# Gray Media issues $900M of 9.625% second lien notes due 2032; upsizes revolver to $750M

## Summary
- Issued $900M of 9.625% senior secured second lien notes due July 15, 2032 at par.
- Proceeds used to redeem all 7.000% senior notes due 2027 and repay $402.5M of term loan F.
- Revolving credit facility increased by $50M to $750M; maturity extended to Dec 1, 2028.
- Term loan F balance reduced to $90M; $700M undrawn revolver (excl. ~$8M letters of credit).
- Interest on new notes payable semiannually Jan 15/Jul 15, beginning Jan 15, 2026.

## SEC filing metadata
- accession: 0001437749-25-023021
- form_type: 8-K
- ticker: GTN
- cik: 0000043196
- company_name: GRAY MEDIA, INC
- filed_at: 2025-07-18T23:59:59+00:00
- event_type: debt
- sentiment: neutral
- materiality_score: 0.75
- calibrated_materiality_score: 0.75
- confidence: high
- sec_items: 1.01, 2.03, 8.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/43196/000143774925023021/0001437749-25-023021-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/43196/000143774925023021/gtn20250717_8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001437749-25-023021
- JSON: https://secwatch.observer/filing/0001437749-25-023021.json
- Plain text: https://secwatch.observer/filing/0001437749-25-023021.txt

## Key facts
- Debt Financings
  GRAY MEDIA, INC incurred senior notes of $900,000,000 with U.S. Bank Trust Company, National Association at 9.625% maturing July 15, 2032.
  - Instrument: senior notes
  - Principal: $900,000,000
  - Counterparty: U.S. Bank Trust Company, National Association
  - Rate: 9.625%
  - Maturity: July 15, 2032
  - Event: incurrence
  source text: On July 18, 2025, Gray Media, Inc. (“ Gray ”, “ we ” or the “ Company ”) issued $900,000,000 in aggregate principal amount of its 9.625% Senior Secured Second Lien Notes due 2032 (the “ Notes ”) pursuant to an indenture, dated as of July 18, 2025, between Gray, the guarantors party thereto and U.S. Bank Trust Company, National Association, as trustee and collateral agent (the “ Indenture ”).
  evidence_url: https://www.sec.gov/Archives/edgar/data/43196/000143774925023021/0001437749-25-023021-index.htm
- Debt Financings
  GRAY MEDIA, INC amended revolving credit of $750,000,000 aggregate commitments under Revolving Credit Facility (increased by $50 million) with Wells Fargo Bank, National Association at SOFR plus 1.75%-2.75% or Base Rate plus 0.75%-1.75% maturing December 1, 2028.
  - Instrument: revolving credit
  - Principal: $750,000,000 aggregate commitments under Revolving Credit Facility (increased by $50 million)
  - Counterparty: Wells Fargo Bank, National Association
  - Rate: SOFR plus 1.75%-2.75% or Base Rate plus 0.75%-1.75%
  - Maturity: December 1, 2028
  - Event: amendment
  source text: On July 18, 2025, the Company entered into a fifth amendment (the “ Fifth Amendment ”) to its Fifth Amended and Restated Credit Agreement (as amended, including by the Fifth Amendment, the “ Senior Credit Facility ”), dated as of December 1, 2021, by and among the Company, the guarantors party thereto, Wells Fargo Bank, National Association (“ Wells Fargo ”), as administrative agent, and the other agents and lenders party thereto. The Fifth Amendment, among other things, (i) increases the aggregate commitments under the Revolving Credit Facility by $50 million, resulting in aggregate commitments under the Revolving Credit Facility of $750 million, and (ii) extends the maturity date of the Revolving Credit Facility from December 1, 2027 to December 1, 2028.
  evidence_url: https://www.sec.gov/Archives/edgar/data/43196/000143774925023021/0001437749-25-023021-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.