CUMULUS MEDIA INC — fact timeline

CUMULUS MEDIA INC reported the three months ended March 31, 2026 results: revenue $164.4 million, net income net loss of $16.9 million, EPS Diluted loss per share $ (0.96).

“value creation." Operating Summary (dollars in thousands, except percentages and per share data): For the three months ended March 31, 2026, the Company reported net revenue of $164.4 million, a decrease of 12.2% from the three months ended March 31, 2025, net loss of $16.9 million and Adjusted EBITDA of $2.7 million. As Reported Three Months Ended March 31, 2026”

CUMULUS MEDIA INC entered chapter 11 in United States Bankruptcy Court for the Southern District of Texas (petition 2026-03-04).

“on March 4, 2026, Cumulus Media Inc. (the “Company”) and certain of its direct and indirect subsidiaries (collectively with the Company, the “Company Parties”) commenced filing voluntary petitions (the “Chapter 11 Cases”) in the United States Bankruptcy Court for the Southern District of Texas (the “Bankruptcy Court”) seeking relief under Chapter 11 of Title 11 of the United States Code (the “Bankruptcy Code”).”

CUMULUS MEDIA INC reported the year ended December 31, 2025 results: revenue $741,695, net income $(200,702), EPS $(11.55) per diluted share.

“per share $ (7.75) $ (13.60) 43.0 % Diluted loss per share $ (7.75) $ (13.60) 43.0 % As Reported Year Ended December 31, 2025 Year Ended December 31, 2024 % Change Net revenue $ 741,695 $ 827,076 (10.3) % Net loss $ (200,702) $ (283,254) 29.1 % Adjusted EBITDA (1) $ 52,006 $ 82,708 (37.1) % Basic loss per share $ (11.55) $ (16.79) 31.2 % Diluted loss per share $”

CUMULUS MEDIA INC reported the three months ended December 31, 2025 results: revenue $188,074, net income $(135,107), EPS $(7.75) per diluted share.

“net loss of $200.7 million and Adjusted EBITDA of $52.0 million. As Reported Three Months Ended December 31, 2025 Three Months Ended December 31, 2024 % Change Net revenue $ 188,074 $ 218,576 (14.0) % Net loss $ (135,107) $ (231,080) 41.5 % Adjusted EBITDA (1) $ 9,476 $ 25,039 (62.2) % Basic loss per share $ (7.75) $ (13.60) 43.0 % Diluted loss per share $”

CUMULUS MEDIA INC entered into ABL Commitment Letter with Fifth Third Bank and ABL Parties valued at Entry into ABL Commitment Letter with Fifth Third Bank as administrative agent and lenders party to (effective 2026-03-04).

“Item 1.01 Entry into a Material Definitive Agreement. Restructuring Support Agreement and ABL Commitment Letter In furtherance of the contemplated Restructuring, on March 4, 2026, prior to launching the Solicitation (as defined below) and prior to commencing the Chapter 11 Cases, the Company Parties entered into a (i) restructuring support agreement (together with all schedules, annexes, and exhibits attached thereto, the “Restructuring Support Agreement”) with an ad hoc group of (a) certain lenders (the “Consenting 2029 Term Loan Lenders”) of the Company’s outstanding term loans under that certain Credit Agreement, dated as of May 2, 2024 (the “2029 Credit Agreement”) and (b) certain holders (the “Consenting 2029 Noteholders” and, together with Consenting 2029 Term Loan Lenders, the “Consenting 2029 Holders”) of the Company’s 8.00% senior secured first-lien notes due 2029 issued under that certain Indenture, dated as of May 2, 2024 (the “2029 Indenture”) and (ii) that certain commitme”

CUMULUS MEDIA INC entered into Restructuring Support Agreement with Consenting 2029 Holders (Consenting 2029 Term Loan Lenders and Consenting 2029 Noteholders) valued at Entry into Restructuring Support Agreement with Consenting 2029 Holders to support the Plan and Rest (effective 2026-03-04).

“Item 1.01 Entry into a Material Definitive Agreement. Restructuring Support Agreement and ABL Commitment Letter In furtherance of the contemplated Restructuring, on March 4, 2026, prior to launching the Solicitation (as defined below) and prior to commencing the Chapter 11 Cases, the Company Parties entered into a (i) restructuring support agreement (together with all schedules, annexes, and exhibits attached thereto, the “Restructuring Support Agreement”) with an ad hoc group of (a) certain lenders (the “Consenting 2029 Term Loan Lenders”) of the Company’s outstanding term loans under that certain Credit Agreement, dated as of May 2, 2024 (the “2029 Credit Agreement”) and (b) certain holders (the “Consenting 2029 Noteholders” and, together with Consenting 2029 Term Loan Lenders, the “Consenting 2029 Holders”) of the Company’s 8.00% senior secured first-lien notes due 2029 issued under that certain Indenture, dated as of May 2, 2024 (the “2029 Indenture”) and (ii) that certain commitme”

CUMULUS MEDIA INC entered chapter 11 (petition 2026-03-04).

“On March 4, 2026 (i.e., the Petition Date), the Company Parties filed voluntary petitions to commence the Chapter 11 Cases in the Bankruptcy Court to implement the Plan effectuating the Restructuring”

CUMULUS MEDIA INC received a nasdaq delisting notice notice regarding other (rules 5450(a)(2), 5450(b)(1)(A)).

“April 23, 2025, Cumulus Media Inc. (the “Company”) received a notification from The NASDAQ Stock Market LLC (“Nasdaq”) indicating that, as a result of the Company’s previously disclosed noncompliance with Nasdaq Listing Rules 5450(a)(2) and 5450(b)(1)(A), Nasdaq has determined to delist the Company’s Class A common stock from the Nasdaq Global Market and will suspend trading of the Company’s Class A common stock on Nasdaq effective at the open of business, May 2, 2025, unless the Company timely requests an appeal of this determination before the Nasdaq Hearings Panel (the "Panel") by April 30”

CUMULUS MEDIA INC: Adopted director resignation policy for majority vote standard in uncontested elections (effective 2025-03-04).

“On March 4, 2025, the Board of Directors (the “Board”) of Cumulus Media Inc. (the “Company”), in part based upon feedback received during the Company’s extensive stockholder engagement efforts over the past year, unanimously approved an amendment (the “Bylaw Amendment”) to Section 2.7 of the Company’s Bylaws, as amended and restated (the “Bylaws”) to implement a director resignation policy to require that any incumbent director nominee who does not receive a majority of the votes cast in an election that is not a Contested Election (as defined therein) will promptly tender his or her resignation for consideration in accordance with the procedures set forth in Section 2.7 of the Bylaws.”

CUMULUS MEDIA INC received a nasdaq deficiency notice notice regarding stockholders equity (rules 5450(b)(1)(A)).

“March 6, 2025, Cumulus Media Inc. (the “Company”) received a notification from the Listing Qualifications Department of The NASDAQ Stock Market LLC (“NASDAQ”) indicating that, based on the Company’s stockholders’ equity of $6,951,000 as of December 31, 2024, as reported in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024, the Company is not in compliance with the minimum stockholders’ equity requirement for continued listing on the NASDAQ Global Market under NASDAQ Listing Rule 5450(b)(1)(A), which requires companies to maintain stockholders’ equity of at least $10”

Steven M. Galbraith was appointed as director at CUMULUS MEDIA INC.

“the Board, upon the recommendation of the Nominating and Governance Committee of the Board, appointed Steven M. Galbraith to serve as a director, effective January 22, 2025.”

Matthew Blank resigned as director at CUMULUS MEDIA INC.

“On January 22, 2025, Matthew Blank notified the Board of Directors (the “Board”) of Cumulus Media Inc. (the “Company”) that he has decided to resign from the Board to devote more time to his other commitments, effective as of January 22, 2025.”

CUMULUS MEDIA INC received a nasdaq deficiency notice notice regarding minimum bid price (rules 5550(a)(2)).

“December 16, 2024, Cumulus Media Inc. (the “Company”) received a notification from the Listing Qualifications Department of The NASDAQ Stock Market LLC (“NASDAQ”) indicating that the Company is not in compliance with NASDAQ Listing Rule 5550(a)(2) (the “Rule”) because the bid price of the Company’s Class A common stock on The Nasdaq Global Market has closed below $1.00 per share for 30 consecutive business days. The NASDAQ letter has no immediate effect on the NASDAQ listing or trading of the Company’s Class A common stock. In accordance with NASDAQ Listing Rule 5810(c)(3)(A), the Company has”

CUMULUS MEDIA INC incurred term loan of approximately $311.8 million aggregate principal amount with Bank of America, N.A..

“On or about the Issue Date, approximately $311.8 million aggregate principal amount of the New Term Loans will be outstanding under the New Credit Agreement as a result of the settlement of the Term Loan Exchange Offer”

CUMULUS MEDIA INC incurred senior notes of approximately $308.8 million aggregate principal amount with U.S. Bank Trust Company, National Association at 8.000% per annum maturing July 1, 2029.

“On or about the Settlement Date, approximately $308.8 million aggregate principal amount of the New Notes are expected to be issued as a result of the settlement of the Exchange Offer”

CUMULUS MEDIA INC entered into New Credit Agreement with Bank of America, N.A. valued at $311.8 million aggregate principal amount of New Term Loans (effective 2024-05-02).

“In connection with the Term Loan Exchange Offer, certain other subsidiaries of the Company, Bank of America, N.A., as Administrative Agent, and the other banks and financial institutions party thereto as lenders entered into a new Term Loan Credit Agreement (the “New Credit Agreement”) providing for the New Term Loans, effectuated through the Term Loan Exchange Agreement (the “Exchange Amendment”), dated as of May 2, 2024, by and among the Issuer, certain other subsidiaries of the Company, Bank of America, N.A., as administrative agent, and the other banks and financial institutions party thereto as lenders.”

CUMULUS MEDIA INC entered into New Notes Indenture with U.S. Bank Trust Company, National Association valued at $308.8 million aggregate principal amount of 8.000% Senior Secured First-Lien Notes due 2029 (effective 2024-05-02).

“On May 2, 2024 (the “Issue Date”), Cumulus Media New Holdings Inc. (the “Issuer”), a wholly-owned subsidiary of Cumulus Media Inc. (the “Company”), consummated its previously announced exchange offer (the “Exchange Offer”) pursuant to which approximately $325.7 million aggregate principal amount of the Issuer’s 6.750% Senior Secured First-Lien Notes due 2026 (the “Old Notes”) were tendered for new 8.000% Senior Secured First-Lien Notes due 2029 (the “New Notes”) issued by the Issuer.”

CUMULUS MEDIA INC reported three months ended March 31, 2024 results: revenue $200.1 million, net income net loss of $14.2 million, EPS Basic loss per share $ (0.85).

“For the three months ended March 31, 2024, the Company reported net revenue of $200.1 million, a decrease of 2.7% from the three months ended March 31, 2023, net loss of $14.2 million and Adjusted EBITDA of $8.4 million.”

CUMULUS MEDIA INC shareholders approved Proposal to ratify the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for 2024 at the 2024-05-02 meeting.

“Proposal No. 3 (Proposal to ratify the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for 2024): Votes For Votes Against Abstain 14,185,712 6,716 214,176 As a result of the foregoing, the proposal to ratify the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for 2024 was approved.”

CUMULUS MEDIA INC shareholders rejected Proposal to approve, on an advisory basis, the compensation paid to the Company’s named executive officers at the 2024-05-02 meeting.

“Proposal No. 2 (Proposal to approve, on an advisory basis, the compensation paid to the Company’s named executive officers): Votes For Votes Against Abstain Broker Non-Votes 3,635,051 6,742,340 16,645 4,012,568 As a result of the foregoing, the proposal to approve, on an advisory basis, the compensation paid to the Company’s named executive officers was not approved.”

CUMULUS MEDIA INC shareholders approved Election of Directors at the 2024-05-02 meeting.

“Proposal No. 1 (Election of Directors): Nominee Votes For Votes Withheld Broker Non-Votes Mary G. Berner 4,916,602 5,477,434 4,012,568 Matthew C. Blank 6,719,044 3,674,992 4,012,568 Thomas H. Castro 4,916,881 5,477,155 4,012,568 Deborah A. Farrington 6,880,600 3,513,436 4,012,568 Joan Hogan Gillman 6,701,509 3,692,527 4,012,568 Andrew W. Hobson 7,972,878 2,421,158 4,012,568 Brian G. Kushner 6,884,184 3,509,852 4,012,568 As a result of the foregoing vote, each of the seven listed nominees were elected to serve as directors of the Company until the Company’s next annual meeting of stockholders and until their successors are elected and qualified.”

CUMULUS MEDIA INC entered into Transaction Support Agreement with Ad-Hoc Group valued at 1% paid-in-kind fee (effective 2024-04-18).

“On April 18, 2024, Cumulus Media Inc. (the “Company”) announced that its wholly-owned subsidiary, Cumulus Media New Holdings Inc. (the “Issuer”), entered into a Transaction Support Agreement (the “Transaction Support Agreement”) with a certain group of the Issuer’s Old Term Loan (as defined therein) lenders and holders of Old Notes”

CUMULUS MEDIA INC reported three months ended March 31, 2024 results: revenue net revenue in a range of $199.0 million to $201.0 million, net income net loss in a range of $(14.9) million to $(13.4) million.

“For the three months ended March 31, 2024, the Company expects to report net revenue in a range of $199.0 million to $201.0 million, net loss in a range of $(14.9) million to $(13.4) million, and Adjusted EBITDA (1) in a range of $7.65 million to $9.15 million.”

CUMULUS MEDIA INC reported the year ended December 31, 2023 results: revenue $ 844,548, net income $ (117,879), EPS $ (6.83).

“Net revenue $ 844,548 $ 953,506 (11.4) % Net (loss) income $ (117,879) $ 16,235 N/A Adjusted EBITDA $ 90,728 $ 165,982 (45.3) % Basic (loss) income per share $ (6.83) $ 0.83 N/A Diluted (loss) income per share $ (6.83) $ 0.81 N/A”

CUMULUS MEDIA INC reported the three months ended December 31, 2023 results: revenue $ 221,301, net income $ (98,066), EPS $ (5.94).

“Net revenue $ 221,301 $ 251,270 (11.9) % Net loss $ (98,066) $ (54) 181,503.7 % Adjusted EBITDA $ 22,798 $ 42,717 (46.6) % Basic loss per share $ (5.94) $ (0.00) N/A Diluted loss per share $ (5.94) $ (0.00) N/A”

CUMULUS MEDIA INC reported three and nine months ended September 30, 2023 results: revenue $207.4 million, net income $2.7 million, EPS $0.16.

“a robust political spending cycle, gives us cautious optimism that we may be seeing the early signs of a market recovery.” Q3 Performance Summary: • Posted total net revenue of $207.4 million, a decline of 11% year-over-year • Generated digital revenue of $37.2 million, an increase of 7% year-over-year – representing 18% of total revenue, with growth across streaming,”

CUMULUS MEDIA INC shareholders approved Advisory vote on the frequency of future Say-on-Pay Votes at the 2023-04-26 meeting.

“the Company’s stockholders expressed their preference for Say-on-Pay Votes to be conducted every year”

CUMULUS MEDIA INC reported the three and six months ended June 30, 2023 results: revenue $210.1 million, net income net loss of $1.1 million, EPS $(0.06) per share.

“cost reductions, and execute on our strategy to opportunistically deploy capital to maximize long-term shareholder value.” Q2 Performance Summary: • Posted total net revenue of $210.1 million, a decline of 11% year-over-year • Generated digital revenue of $37.5 million, representing 18% of total revenue, driven by digital marketing services growth of 21%”

CUMULUS MEDIA INC amended Amendment with Bank of America, N.A. ("BofA") valued at $525.0 million (effective 2023-06-09).

“On June 9, 2023, Cumulus Media New Holdings Inc. (“Holdings”), an indirect wholly-owned subsidiary of Cumulus Media Inc. (the “Company”), Cumulus Media Intermediate, Inc. (“Intermediate”), a direct wholly-owned subsidiary of the Company, and certain of the Company’s other subsidiaries (collectively, with Holdings and Intermediate, the “Credit Parties”) entered into a second amendment (the “Amendment”) to the Credit Agreement (as amended, the “Credit Agreement”), dated as of September 26, 2019, between the Credit Parties and Bank of America, N.A. (“BofA”), as a lender and Administrative Agent and certain other lenders from time to time party thereto, which provides for a $525.0 million senior secured term loan (the “Term Loan Facility”).”

CUMULUS MEDIA INC shareholders approved Proposal to ratify the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for 2023 at the 2023-04-26 meeting.

“Proposal No. 5 (Proposal to ratify the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for 2023): Votes For Votes Against Abstain 15,271,971 64,104 77,332”

CUMULUS MEDIA INC shareholders approved Proposal to approve an amendment and restatement of the Cumulus Media Inc. 2020 Equity and Incentive Compensation Plan at the 2023-04-26 meeting.

“Proposal No. 4 (Proposal to approve an amendment and restatement of the Cumulus Media Inc. 2020 Equity and Incentive Compensation Plan): Votes For Votes Against Abstain Broker Non-Votes 9,745,339 3,104,267 15,904 2,547,897”

CUMULUS MEDIA INC shareholders approved Proposal to approve, on an advisory basis, the frequency of future advisory shareholder votes on the compensation paid to the Company's named executive officers at the 2023-04-26 meeting.

“Proposal No. 3 (Proposal to approve, on an advisory basis, the frequency of future advisory shareholder votes on the compensation paid to the Company's named executive officers): One Year Two Years Three Years Abstain Broker Non-Votes 12,030,840 3,714 796,830 34,126 2,547,897”

CUMULUS MEDIA INC shareholders approved Proposal to approve, on an advisory basis, the compensation paid to the Company's named executive officers at the 2023-04-26 meeting.

“Proposal No. 2 (Proposal to approve, on an advisory basis, the compensation paid to the Company’s named executive officers): Votes For Votes Against Abstain Broker Non-Votes 6,710,589 6,135,879 19,042 2,547,897”

CUMULUS MEDIA INC shareholders approved Election of Directors at the 2023-04-26 meeting.

“Proposal No. 1 (Election of Directors): Nominee Votes For Votes Withheld Broker Non-Votes Mary G. Berner 8,406,977 4,458,533 2,547,897 Matthew C. Blank 9,424,744 3,440,766 2,547,897 Thomas H. Castro 8,087,202 4,778,308 2,547,897 Deborah A. Farrington 10,587,356 2,278,154 2,547,897 Joan Hogan Gillman 9,383,042 3,482,468 2,547,897 Andrew W. Hobson 10,618,323 2,247,187 2,547,897 Brian G. Kushner 9,856,652 3,008,858 2,547,897”

CUMULUS MEDIA INC reported the three months ended March 31, 2023 results: revenue $205.7 million, net income net loss of $21.5 million, EPS $(1.17) per basic share.

“are not only well-positioned to weather the current storm but will rebound strongly when the market eventually recovers." Q1 Performance Summary: • Posted total net revenue of $205.7 million, a decline of 11% year-over-year • Increased digital revenue to $32.1 million, representing 16% of total revenue ◦ Grew digital marketing services 23% year-over-year, driven by”

CUMULUS MEDIA INC reported year ended December 31, 2022 results: revenue $953,506, net income $16,235, EPS $0.83.

“As Reported Year Ended December 31, 2022 Year Ended December 31, 2021 % Change Net revenue $ 953,506 $ 916,467 4.0 % Net income $ 16,235 $ 17,278 (6.0) % Adjusted EBITDA $ 165,982 $ 134,857 23.1 % Basic income per share $ 0.83 $ 0.84 (1.2) % Diluted income per share $ 0.81 $ 0.83 (2.4) %”

CUMULUS MEDIA INC reported three months ended December 31, 2022 results: revenue $251,270, net income $(54), EPS $(0.00).

“As Reported Three Months Ended December 31, 2022 Three Months Ended December 31, 2021 % Change Net revenue $ 251,270 $ 252,304 (0.4) % Net (loss) income $ (54) $ 17,639 N/A Adjusted EBITDA $ 42,717 $ 43,241 (1.2) % Basic (loss) income per share $ (0.00) $ 0.86 N/A Diluted (loss) income per share $ (0.00) $ 0.84 N/A”

CUMULUS MEDIA INC reported the nine months ended September 30, 2022 results: revenue $ 702,236, net income $ 16,289, EPS Diluted income (loss) per share $ 0.81.

“As Reported Nine Months Ended September 30, 2022 Nine Months ended September 30, 2021 % Change Net revenue $ 702,236 $ 664,163 5.7 % Net income (loss) $ 16,289 $ (360) N/A Adjusted EBITDA (1) $ 123,265 $ 91,617 34.5 % Basic income (loss) per share $ 0.82 $ (0.02) N/A Diluted income (loss) per share $ 0.81 $ (0.02) N/A”

CUMULUS MEDIA INC reported the three months ended September 30, 2022 results: revenue $ 233,463, net income $ 8,540, EPS Diluted income per share $ 0.45.

“As Reported Three Months Ended September 30, 2022 Three Months Ended September 30, 2021 % Change Net revenue $ 233,463 $ 237,716 (1.8) % Net income $ 8,540 $ 27,448 (68.9) % Adjusted EBITDA (1) $ 46,567 $ 45,828 1.6 % Basic income per share $ 0.45 $ 1.34 N/A Diluted income per share $ 0.45 $ 1.32 N/A”

Deborah A. Farrington was appointed as Director at CUMULUS MEDIA INC.

“appointed Deborah A. Farrington to serve as a director, effective August 19, 2022.”