What changed in this filing

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Item 1. Financial Statements

2025-11-07 compared with 2025-08-06 · 213 added, 257 removed, 563 unchanged (45% of the section changed)

2 unchanged sentences

Consolidated Statements of Financial Position

(in millions) June 30,

(in millions) September 30,

2025 December 31,

29 unchanged sentences

Commitments and contingencies (Note 17)

Redeemable noncontrolling interests (Notes 9 and 19) 19.4 13.6

Redeemable noncontrolling interests (Note 9) 19.6 13.6

Preferred stock (2025 - 50.0 shares authorized, and 0.1 shares of Series A Preferred Stock issued and outstanding;

12 unchanged sentences

Consolidated Statements of Operations

Three Months Ended Six Months Ended

June 30, June 30,

Three Months Ended Nine Months Ended

September 30, September 30,

(in millions, except per share amounts) 2025 2024 2025 2024

11 unchanged sentences

Loss on extinguishment of debt ( 0.6 ) — ( 0.6 ) ( 1.2 )

Other income, net — 1.1 — 1.1

Income (loss) before provision for income taxes and equity in earnings of investee companies 19.7 187.9 ( 2.4 ) 160.5

Provision for income taxes ( 0.2 ) ( 11.1 ) ( 0.7 ) ( 10.6 )

Other income (loss), net — ( 0.1 ) — 1.0

Income before benefit (provision) for income taxes and equity in earnings of investee companies 52.3 34.1 49.9 194.6

Benefit (provision) for income taxes ( 1.2 ) 0.2 ( 1.9 ) ( 10.4 )

Equity in earnings of investee companies, net of tax 0.3 0.5 2.2 0.5

Net income (loss) before allocation to redeemable and non-redeemable noncontrolling interests 19.5 177.0 ( 1.2 ) 149.9

Net income (loss) attributable to redeemable and non-redeemable noncontrolling interests — 0.2 ( 0.1 ) 0.3

Net income (loss) attributable to OUTFRONT Media Inc.

Net income before allocation to redeemable and non-redeemable noncontrolling interests 51.4 34.8 50.2 184.7

Net income attributable to redeemable and non-redeemable noncontrolling interests 0.1 0.2 — 0.5

Net income attributable to OUTFRONT Media Inc.

$ 51.3 $ 34.6 $ 50.2 $ 184.2

Net income (loss) per common share:

Net income per common share:

Basic $ 0.29 $ 0.20 $ 0.26 $ 1.10

5 unchanged sentences

OUTFRONT Media Inc.

Consolidated Statements of Comprehensive Income (Loss)

Three Months Ended Six Months Ended

June 30, June 30,

Consolidated Statements of Comprehensive Income

Three Months Ended Nine Months Ended

September 30, September 30,

(in millions) 2025 2024 2025 2024

Net income (loss) before allocation to redeemable and non-redeemable noncontrolling interests $ 19.5 $ 177.0 $ ( 1.2 ) $ 149.9

Net income (loss) attributable to redeemable and non-redeemable noncontrolling interests — 0.2 ( 0.1 ) 0.3

Net income (loss) attributable to OUTFRONT Media Inc.

Net income before allocation to redeemable and non-redeemable noncontrolling interests $ 51.4 $ 34.8 $ 50.2 $ 184.7

Net income attributable to redeemable and non-redeemable noncontrolling interests 0.1 0.2 — 0.5

Net income attributable to OUTFRONT Media Inc.

51.3 34.6 50.2 184.2

Other comprehensive income, net of tax:

Other comprehensive income (loss), net of tax:

Cumulative translation adjustments — — — ( 4.0 )

Net actuarial gain ( 0.1 ) — ( 0.1 ) —

Write-off of currency translation losses related to a disposition — — — 9.5

Total other comprehensive income, net of tax — 8.6 — 5.5

Total comprehensive income (loss) $ 19.5 $ 185.4 $ ( 1.1 ) $ 155.1

Total other comprehensive income (loss), net of tax ( 0.1 ) — ( 0.1 ) 5.5

Total comprehensive income $ 51.2 $ 34.6 $ 50.1 $ 189.7

See accompanying notes to unaudited consolidated financial statements.

6 unchanged sentences

Balance as of

March 31, 2024 $ 34.9 $ 0.1 $ 119.8 $ 161.9 $ 1.7 $ 2,398.6 $ ( 1,900.5 ) $ ( 8.9 ) $ 490.9 $ 1.6

June 30, 2024 $ 38.2 $ 0.1 $ 119.8 $ 162.0 $ 1.7 $ 2,403.1 $ ( 1,775.8 ) $ ( 0.3 ) $ 628.7 $ 1.6

Net income 0.3 — — — — — 34.6 — 34.6 ( 0.1 )

Other comprehensive income — — — — — — — 8.6 8.6 —

Stock-based payments:

Vested — — — 0.1 — — — — — —

Amortization — — — — — 7.0 — — 7.0 —

Shares paid for tax withholding for stock-based payments — — — — — ( 0.2 ) — — ( 0.2 ) —

Purchase of non-controlling interest ( 24.6 ) — — — — 0.3 — — 0.3 —

Series A Preferred Stock dividends ( 7 %)

4 unchanged sentences

Other ( 0.7 ) — — — — — — — — 0.1

Balance as of September 30, 2024 $ 13.5 0.1 $ 119.8 162.0 $ 1.7 $ 2,410.1 $ ( 1,793.3 ) $ ( 0.3 ) $ 618.2 $ 1.6

Balance as of

June 30, 2025 $ 19.4 $ 0.1 $ 119.8 $ 167.1 $ 1.7 $ 2,489.8 $ ( 1,952.3 ) $ ( 0.1 ) $ 539.1 $ 1.5

Balance as of

March 31, 2025 $ 17.4 $ 0.1 $ 119.8 $ 167.1 $ 1.7 $ 2,484.4 $ ( 1,919.1 ) $ ( 0.1 ) $ 566.9 $ 1.6

Net income 0.1 — — — — — 51.3 — 51.3 —

Other comprehensive loss — — — — — — — ( 0.1 ) ( 0.1 ) —

Stock-based payments:

Vested — — — 0.2 — — — — — —

Amortization — — — — — 5.6 — — 5.6 —

7 unchanged sentences

Balance as of

June 30, 2025 $ 19.4 0.1 $ 119.8 167.1 $ 1.7 $ 2,489.8 $ ( 1,952.3 ) $ ( 0.1 ) $ 539.1 $ 1.5

September 30, 2025 $ 19.6 0.1 $ 119.8 167.2 $ 1.7 $ 2,494.5 $ ( 1,953.4 ) $ ( 0.2 ) $ 542.6 $ 1.5

OUTFRONT Media Inc.

11 unchanged sentences

Shares paid for tax withholding for stock-based payments — — — ( 0.6 ) — ( 7.7 ) — — ( 7.7 ) —

Purchase of non-controlling interest ( 24.6 ) — — — — 0.3 — — 0.3 —

Series A Preferred Stock dividends ( 7 %)

5 unchanged sentences

Balance as of

June 30, 2024 $ 38.2 0.1 $ 119.8 162.0 $ 1.7 $ 2,403.1 $ ( 1,775.8 ) $ ( 0.3 ) $ 628.7 $ 1.6

September 30, 2024 $ 13.5 0.1 $ 119.8 162.0 $ 1.7 $ 2,410.1 $ ( 1,793.3 ) $ ( 0.3 ) $ 618.2 $ 1.6

OUTFRONT Media Inc.

Consolidated Statements of Redeemable Noncontrolling Interests, Preferred Stock and Equity (Continued)

Stockholders’ Equity

(in millions, except per share amounts) Redeemable Non-controlling Interests Shares of Series A Preferred Stock Series A Preferred Stock ($ 0.01 per share par value)

Shares of Common Stock Common Stock ($ 0.01 per share par value)

Additional Paid-In Capital Distribution in Excess of Earnings Accumulated Other Comprehensive Loss Total Stockholders’ Equity Non-controlling Interests

Balance as of December 31, 2024 $ 13.6 0.1 $ 119.8 166.0 $ 1.7 $ 2,493.6 $ ( 1,846.2 ) $ ( 0.1 ) $ 649.0 $ 1.6

Net loss ( 0.1 ) — — — — — ( 1.1 ) — ( 1.1 ) —

Net income — — — — — — 50.2 — 50.2 —

Other comprehensive loss — — — — — — — ( 0.1 ) ( 0.1 ) —

Stock-based payments:

9 unchanged sentences

Balance as of

June 30, 2025 $ 19.4 0.1 $ 119.8 167.1 $ 1.7 $ 2,489.8 $ ( 1,952.3 ) $ ( 0.1 ) $ 539.1 $ 1.5

September 30, 2025 $ 19.6 0.1 $ 119.8 167.2 $ 1.7 $ 2,494.5 $ ( 1,953.4 ) $ ( 0.2 ) $ 542.6 $ 1.5

See accompanying notes to unaudited consolidated financial statements.

1 unchanged sentence

Consolidated Statements of Cash Flows

Six Months Ended

Nine Months Ended

September 30,

(in millions) 2025 2024

Operating activities:

Net income (loss) attributable to OUTFRONT Media Inc.

Net income attributable to OUTFRONT Media Inc.

$ 50.2 $ 184.2

Adjustments to reconcile net income (loss) to net cash flow provided by operating activities:

Net income (loss) attributable to redeemable and non-redeemable noncontrolling interests ( 0.1 ) 0.3

Adjustments to reconcile net income to net cash flow provided by operating activities:

Net income attributable to redeemable and non-redeemable noncontrolling interests — 0.5

Depreciation and amortization 121.7 109.1

9 unchanged sentences

Change in assets and liabilities, net of investing and financing activities:

Decrease in receivables 2.8 11.0

Decrease in prepaid expenses and other current assets 5.9 3.8

(Increase) decrease in receivables ( 5.0 ) 2.3

Increase in prepaid expenses and other current assets ( 3.4 ) ( 2.6 )

Decrease in accounts payable and accrued expenses ( 27.4 ) ( 19.6 )

Increase in operating lease assets and liabilities 11.7 14.3

Increase in deferred revenues 1.7 6.6

Increase (decrease) in deferred revenues ( 0.4 ) 7.3

Increase (decrease) in income taxes ( 0.1 ) 0.3

7 unchanged sentences

Net proceeds from dispositions 1.1 310.0

Investment in investee companies — ( 1.2 )

Return of investment in investee companies 1.5 —

1 unchanged sentence

Financing activities:

Proceeds from long-term debt borrowings 499.4 —

Repayments of long-term debt borrowings ( 400.0 ) ( 200.0 )

3 unchanged sentences

Taxes withheld for stock-based compensation ( 13.2 ) ( 7.4 )

Purchase of redeemable noncontrolling interest — ( 23.9 )

Dividends ( 157.7 ) ( 156.4 )

3 unchanged sentences

Consolidated Statements of Cash Flows (Continued)

Six Months Ended

Nine Months Ended

September 30,

(in millions) 2025 2024

1 unchanged sentence

Net increase (decrease) in cash and cash equivalents

( 18.4 ) 13.6

Cash and cash equivalents at beginning of period

33 unchanged sentences

All shares of the Company’s common stock and per-share data included in these consolidated financial statements have been retroactively adjusted as though the Reverse Stock Split has been effected prior to all periods presented.

Revision of Previously Issued Financial Information

In the third quarter of 2024, we identified an error related to the accounting for noncontrolling interests in our consolidated joint ventures, which include buy/sell clauses.

The error related to the appropriate classification of these noncontrolling interests as redeemable and recognition of these redeemable noncontrolling interests at the maximum redemption value for each period.

The Company assessed the materiality of the error on its previously issued financial statements in accordance with the SEC’s Staff Accounting Bulletin (“SAB”) No.

99 and SAB No.

108 and concluded that the amount was not material, individually or in the aggregate, to any of its previously issued financial statements, but would have been material to certain of our financial statements in the current period.

Accordingly, we have revised our previously issued financial information.

All relevant prior period amounts affected by these revisions have been corrected in the applicable Notes to the Consolidated Financial Statements, as appropriate.

Any prior periods not presented herein may be revised in future filings to the extent necessary.

(See Note 19.

Revised Consolidated Financial Information .)

The impact of the revisions has been reflected throughout the Consolidated Financial Statements, including the applicable Notes to the Consolidated Financial Statements, as appropriate.

OUTFRONT Media Inc.

Notes to Consolidated Financial Statements

New Accounting Standards

5 unchanged sentences

Recent Pronouncements

In September 2025, the FASB issued amendments to guidance related to accounting for internal-use software.

An entity is required to start capitalizing software costs when management has authorized and committed to funding the software project and it is probable that the project will be completed and the software will be used to perform the function intended.

The amendments are effective for annual reporting periods beginning after December 15, 2027, and interim periods within those fiscal years.

Early adoption is permitted.

We do not expect the amendments to have an impact on our consolidated financial

OUTFRONT Media Inc.

Notes to Consolidated Financial Statements

In July 2025, the FASB issued guidance in developing reasonable and supportable forecasts as part of estimating expected credit losses.

All entities may elect a practical expedient that assumes that current conditions as of the balance sheet date do not change for the remaining life of the asset.

The guidance is effective for fiscal years beginning after December 15, 2025, and interim periods within those fiscal years.

Early adoption is permitted.

We do not expect this guidance to have an impact on our consolidated financial statements.

In November 2024 and January 2025, the FASB issued guidance to improve disclosure of expenses by providing more detailed information about specific expense categories included in commonly presented financial statement expense captions in the notes to the financial statements.

5 unchanged sentences

The table below presents the balances of major classes of assets and accumulated depreciation.

(in millions) Estimated Useful Lives June 30,

(in millions) Estimated Useful Lives September 30,

2025 December 31,

8 unchanged sentences

Property and equipment, net $ 642.5 $ 648.9

Depreciation expense was $ 23.6 million in the three months ended June 30, 2025, $ 18.4 million in the three months ended June 30, 2024, $ 47.2 million in the six months ended June 30, 2025, and $ 36.9 million in the six months ended June 30, 2024.

Depreciation expense was $ 22.4 million in the three months ended September 30, 2025, $ 18.6 million in the three months ended September 30, 2024, $ 69.6 million in the nine months ended September 30, 2025, and $ 55.5 million in the nine months ended September 30, 2024.

Intangible Assets

5 unchanged sentences

(in millions) Gross Accumulated Amortization Impairment Net

As of June 30, 2025:

As of September 30, 2025:

Permits and leasehold agreements $ 1,536.7 $ ( 971.1 ) $ — $ 565.6

11 unchanged sentences

Commitments and Contingencies ) and recorded impairments in the first and second quarters of 2024, due to the long-term outlook of our Transit reporting unit.

In the six months ended June 30, 2025, we acquired 10 displays, resulting in amortizable intangible assets for permits and leasehold agreements of $ 6.7 million, which are amortized using the straight-line method over their estimated useful lives, an average period of 18.1 years.

In the nine months ended September 30, 2025, we acquired 12 displays, resulting in amortizable intangible assets for permits and leasehold agreements of $ 8.3 million, which are amortized using the straight-line method over their estimated useful lives, an average period of 18.1 years.

All of our intangible assets, except goodwill, are subject to amortization.

Amortization expense was $ 17.4 million in the three months ended June 30, 2025, $ 17.3 million in the three months ended June 30, 2024, $ 34.5 million in the six months ended June 30, 2025, and $ 34.9 million in the six months ended June 30, 2024.

As a result of negative aggregate undiscounted cash flow forecasts related to our New York Metropolitan Transportation Authority (the “MTA”) asset group, we performed quarterly impairment analyses on the MTA asset group during the six months ended June 30, 2024, and recorded impairment charges of $ 8.8 million during the three months ended June 30, 2024, and $ 17.9 million during the six months ended June 30, 2024, representing additional MTA equipment deployment cost spending during the periods.

No impairment charges were recorded during the three and six months ended June 30, 2025.

Amortization expense was $ 17.6 million in the three months ended September 30, 2025, $ 18.7 million in the three months ended September 30, 2024, $ 52.1 million in the nine months ended September 30, 2025, and $ 53.6 million in the nine months ended September 30, 2024.

As a result of negative aggregate undiscounted cash flow forecasts related to our New York Metropolitan Transportation Authority (the “MTA”) asset group, we performed quarterly impairment analyses on the MTA asset group during 2024 and recorded impairment charges of $ 17.9 million during the nine months ended September 30, 2024, representing additional MTA equipment deployment cost spending during the first six months of 2024.

No impairment charges were recorded during the three and nine months ended September 30, 2025.

The following table presents our operating lease assets and liabilities:

(in millions, except years and percentages) June 30,

(in millions, except years and percentages) September 30,

2025 December 31,

7 unchanged sentences

The components of our lease expenses were as follows:

Three Months Ended Six Months Ended

June 30, June 30,

Three Months Ended Nine Months Ended

September 30, September 30,

(in millions) 2025 2024 2025 2024

5 unchanged sentences

Leased assets obtained in exchange for new operating lease liabilities 90.2 40.8 203.5 146.4

(a) In 2024, includes amounts related to Canada.

(a) In the nine months ended September 30, 2024, includes amounts related to Canada.

(See Note 13.

1 unchanged sentence

Dispositions .)

For each of the three and six months ended June 30, 2025 and 2024, sublease income related to office properties was immaterial.

We recorded rental income of $ 324.7 million for the three months ended June 30, 2025, $ 345.8 million for the three months ended June 30, 2024, $ 613.8 million for the six months ended June 30, 2025, and $ 649.9 million for the six months ended June 30, 2024, in Revenues on our Consolidated Statement of Operations.

For each of the three and nine months ended September 30, 2025 and 2024, sublease income related to office properties was immaterial.

We recorded rental income of $ 327.2 million for the three months ended September 30, 2025, $ 338.4 million for the three months ended September 30, 2024, $ 941.0 million for the nine months ended September 30, 2025, and $ 988.3 million for the nine months ended September 30, 2024, in Revenues on our Consolidated Statement of Operations.

Asset Retirement Obligation

7 unchanged sentences

Liabilities settled ( 2.2 )

As of June 30, 2025 $ 34.3

As of September 30, 2025 $ 34.0

Related Party Transactions

14 unchanged sentences

and (iii) in the event of a termination of the Billboard Agreement by the Providence Affiliate after a sale to a third-party, we may in certain circumstances be entitled to receive a termination payment.

As of June 30, 2025, operating lease assets related to the Billboard Agreement were $ 81.0 million , current operating lease liabilities related to the Billboard Agreement were $ 4.7 million and non-current operating lease liabilities related to the Billboard Agreement were $ 86.2 million , and are included in Operating lease assets, current Operating lease liabilities and non-current Operating lease liabilities , respectively, on the Consolidated Statements of Financial Position.

Billboard revenues related to the Billboard Agreement were $ 3.1 million in the three months ended June 30, 2025, $ 2.4 million in the three months ended June 30, 2024, $ 6.1 million in the six months ended June 30, 2025, and $ 5.2 million in the six months ended June 30, 2024, and recorded in Revenues on the Consolidated Statement of Operations.

Operating lease expenses related to the Billboard Agreement were $ 2.9 million in the three months ended June 30, 2025, $ 2.8 million in the three months ended June 30, 2024, $ 5.9 million in the six months ended June 30, 2025, and $ 6.3 million in the six months ended June 30, 2024, and recorded in Operating expenses on the Consolidated Statement of Operations.

As of September 30, 2025, operating lease assets related to the Billboard Agreement were $ 78.9 million , current operating lease liabilities related to the Billboard Agreement were $ 5.2 million and non-current operating lease liabilities related to the Billboard Agreement were $ 84.6 million , and are included in Operating lease assets, current Operating lease liabilities and non-current Operating lease liabilities , respectively, on the Consolidated Statements of Financial Position.

Billboard revenues related to the Billboard Agreement were $ 2.7 million in the three months ended September 30, 2025, $ 2.5 million in the three months ended September 30, 2024, $ 8.8 million in the nine months ended September 30, 2025, and $ 7.7 million in the nine months ended September 30, 2024, and recorded in Revenues on the Consolidated Statement of Operations.

Operating lease expenses related to the Billboard Agreement were $ 2.9 million in the three months ended September 30, 2025, $ 2.8 million in the three months ended September 30, 2024, $ 8.8 million in the nine months ended September 30, 2025, and $ 9.1 million in the nine months ended September 30, 2024, and recorded in Operating expenses on the Consolidated Statement of Operations.

Joint Ventures

1 unchanged sentence

All of these joint ventures are accounted for as equity investments.

These investments totaled $ 8.7 million as of June 30, 2025, and $ 8.6 million as of December 31, 2024, and are included in Other assets on the Consolidated Statements of Financial Position.

We provided sales and management services to these joint ventures and recorded management fees in Revenues on the Consolidated Statement of Operations of $ 0.7 million in the three months ended June 30, 2025, $ 1.2 million in the three months ended June 30, 2024, $ 1.3 million in the six months ended June 30, 2025, and $ 2.2 million in the six months ended June 30, 2024.

These investments totaled $ 8.9 million as of September 30, 2025, and $ 8.6 million as of December 31, 2024, and are included in Other assets on the Consolidated Statements of Financial Position.

We provided sales and management services to these joint ventures and recorded management fees in Revenues on the Consolidated Statement of Operations of $ 0.9 million in the three months ended September 30, 2025, $ 1.0 million in the three months ended September 30, 2024, $ 2.2 million in the nine months ended September 30, 2025, and $ 3.2 million in the nine months ended September 30, 2024.

OUTFRONT Media Inc.

1 unchanged sentence

Debt, net, consists of the following:

(in millions, except percentages) June 30,

(in millions, except percentages) September 30,

2025 December 31,

3 unchanged sentences

Long-term debt:

Term loan, due 2026 399.7 399.5

Term loan 499.2 399.5

Senior secured notes:

9 unchanged sentences

Weighted average cost of debt 5.4 % 5.4 %

The interest rate on the term loan due in 2026 (the “Term Loan”) was 6.1 % per annum as of June 30, 2025.

As of June 30, 2025, a discount of $ 0.3 million on the Term Loan remains unamortized.

On September 24, 2025, the Company, along with its wholly-owned subsidiaries, Outfront Media Capital LLC and Outfront Media Capital Corporation (together, the “Borrowers”), and other guarantor subsidiaries party thereto (together with the Company, the “Guarantors”), entered into a credit agreement dated as of September 24, 2025 (the “Credit Agreement”) to refinance the Company’s previously existing senior secured credit facilities (the “Refinancing”).

The Credit Agreement provides for, among other things, (i) a $ 500.0 million revolving credit facility (the “Revolving Credit Facility”) with a maturity date of September 24, 2030 , and (ii) a $ 500.0 million term loan (the “Term Loan,” together with the Revolving Credit Facility, the “Senior Credit Facilities”) with a maturity date of September 24, 2032 .

Borrowings under the Revolving Credit Facility and the Term Loan bear interest at a rate equal to SOFR (as defined in the Credit Agreement) or the Base Rate (as defined in the Credit Agreement) plus an applicable margin ranging from 1.25 % to 1.75 % for SOFR borrowings (or 1.00 % less for Base Rate borrowings) of the Revolving Credit Facility and from 1.75 % to 2.00 % for SOFR borrowings (or 1.00 % less for Base Rate borrowings) of the Term Loan, subject to adjustments based on the Company’s Consolidated Net Secured Leverage Ratio (as defined in the Credit Agreement) or the Company’s credit ratings, respectively.

The Revolving Credit Facility and the Term Loan are senior secured obligations of the Borrowers, are guaranteed on a senior secured basis by the Guarantors, and are secured by liens on substantially all of the assets of the Borrowers and the Guarantors.

In the three and nine months ended September 30, 2025, we recorded a Loss on extinguishment of debt of $ 0.6 million on the Consolidated Statement of Operations, relating to the write-off of deferred financing costs and a portion of the discount on our previously existing term loan.

In the nine months ended September 30, 2024, we recorded a Loss on extinguishment of debt of $ 1.2 million on the Consolidated Statement of Operations, relating to the write-off of deferred financing costs and a portion of the discount on our previously existing term loan.

OUTFRONT Media Inc.

Notes to Consolidated Financial Statements

The interest rate on the Term Loan was 6.2 % per annum as of September 30, 2025.

As of September 30, 2025, a discount of $ 0.8 million on the Term Loan remains unamortized.

The discount is being amortized through Interest expense, net , on the Consolidated Statement of Operations.

Revolving Credit Facility

We also have a $ 500.0 million revolving credit facility, which matures in 2028 (the “Revolving Credit Facility,” together with the Term Loan, the “Senior Credit Facilities”).

As of June 30, 2025, there were no outstanding borrowings under the Revolving Credit Facility.

The commitment fee based on the amount of unused commitments under the Revolving Credit Facility was $ 0.5 million in each of the three months ended June 30, 2025 and 2024, and $ 1.0 million in each of the six months ended June 30, 2025 and 2024.

As of June 30, 2025, we had issued letters of credit totaling approximately $ 5.3 million against the letter of credit facility sublimit under the Revolving Credit Facility.

As of September 30, 2025, there were no outstanding borrowings under the Revolving Credit Facility.

The commitment fee based on the amount of unused commitments under the Revolving Credit Facility was $ 0.5 million in the three months ended September 30, 2025, $ 0.5 million in the three months ended September 30, 2024, $ 1.5 million in the nine months ended September 30, 2025 and $ 1.5 million in the nine months ended September 30, 2024.

As of September 30, 2025, we had issued letters of credit totaling approximately $ 5.1 million against the letter of credit facility sublimit under the Revolving Credit Facility.

Standalone Letter of Credit Facilities

As of June 30, 2025, we had issued letters of credit totaling approximately $ 64.6 million under our aggregate $ 81.0 million standalone letter of credit facilities.

The total fees under the letter of credit facilities were immaterial in each of the three and six months ended June 30, 2025 and 2024.

OUTFRONT Media Inc.

Notes to Consolidated Financial Statements

As of September 30, 2025, we had issued letters of credit totaling approximately $ 67.2 million under our aggregate $ 81.0 million standalone letter of credit facilities.

The total fees under the letter of credit facilities were immaterial in each of the three and nine months ended September 30, 2025 and 2024.

Accounts Receivable Securitization Facility

As of June 30, 2025, we have a $ 150.0 million revolving accounts receivable securitization facility (the “AR Facility”), which terminates in June 2027, unless further extended.

As of September 30, 2025, we have a $ 150.0 million revolving accounts receivable securitization facility (the “AR Facility”), which terminates in June 2027, unless further extended.

In connection with the AR Facility, Outfront Media LLC and Outfront Media Outernet Inc., each a wholly-owned subsidiary of the Company, and certain of the Company’s taxable REIT subsidiaries (“TRSs”) (the “Originators”), will sell and/or contribute their respective existing and future accounts receivable and certain related assets to either Outfront Media Receivables LLC, a special purpose vehicle and wholly-owned subsidiary of the Company relating to the Company’s qualified REIT subsidiary accounts receivable assets (the “QRS SPV”) or Outfront Media Receivables TRS, LLC a special purpose vehicle and wholly-owned subsidiary of the Company relating to the Company’s TRS accounts receivable assets (the “TRS SPV” and together with the QRS SPV, the “SPVs”).

6 unchanged sentences

Further, the TRS SPV and the QRS SPV are jointly and severally liable for their respective obligations under the agreements governing the AR Facility.

As of June 30, 2025, there were $ 70.0 million of outstanding borrowings under the AR Facility, at a borrowing rate of 5.6 %.

As of June 30, 2025, borrowing capacity remaining under the AR Facility was $ 80.0 million based on approximately $ 360.1 million of accounts receivable that could be used as collateral for the AR Facility in accordance with the agreements governing the AR Facility.

The commitment fee based on the amount of unused commitments under the AR Facility was $ 0.1 million in the three months ended June 30, 2025, $ 0.2 million in the six months ended June 30, 2025, and $ 0.1 million in the six months ended June 30, 2024, and was immaterial for three months ended June 30, 2024.

In August 2025, we made a repayment of $ 20.0 million under the AR Facility.

As of September 30, 2025, there were no outstanding borrowings under the AR Facility.

As of September 30, 2025, borrowing capacity remaining under the AR Facility was $ 150.0 million based on approximately $ 366.2 million of accounts receivable that could be used as collateral for the AR Facility in accordance with the agreements governing the AR Facility.

The commitment fee based on the amount of unused commitments under the AR Facility was $ 0.1 million in the three months ended September 30, 2025, $ 0.1 million in the three months ended September 30, 2024, $ 0.3 million in the nine months ended September 30, 2025, and $ 0.2 million in the nine months ended September 30, 2024.

OUTFRONT Media Inc.

Notes to Consolidated Financial Statements

Debt Covenants

Our credit agreement, dated as of January 31, 2014 (as amended, restated, amended and restated, supplemented or otherwise modified, the “Credit Agreement”), governing the Senior Credit Facilities, the agreements governing the AR Facility, and the indentures governing our senior notes contain customary affirmative and negative covenants, subject to certain exceptions, including but not limited to those that restrict the Company’s and its subsidiaries’ abilities to (i) pay dividends on, repurchase or make distributions in respect to the Company’s or its wholly-owned subsidiary, Outfront Media Capital LLC’s capital stock or make other restricted payments other than dividends or distributions necessary for us to maintain our REIT status, subject to certain conditions and exceptions, (ii) enter into agreements restricting certain subsidiaries’ ability to pay dividends or make other intercompany or third-party transfers, and (iii) incur additional indebtedness.

The Credit Agreement governing the Senior Credit Facilities, the agreements governing the AR Facility, and the indentures governing our senior notes contain customary affirmative and negative covenants, subject to certain exceptions, including but not limited to those that restrict the Company’s and its subsidiaries’ abilities to (i) pay dividends on, repurchase or make distributions in respect to the Company’s or its wholly-owned subsidiary, Outfront Media Capital LLC’s, capital stock or make other restricted payments other than dividends or distributions necessary for us to maintain our REIT status and/or avoid incurring taxes, subject to certain conditions and exceptions, (ii) enter into agreements restricting certain subsidiaries’ ability to pay dividends or make other intercompany or third-party transfers, and (iii) incur additional indebtedness or grant additional liens.

One of the exceptions to the restriction on our ability to incur additional indebtedness is satisfaction of a Consolidated Total Leverage Ratio, which is the ratio of our consolidated total debt to our Consolidated EBITDA (as defined in the Credit Agreement) for the trailing four consecutive quarters, of no greater than 6.5 to 1.0.

As of June 30, 2025, our Consolidated Total Leverage Ratio was 4.8 to 1.0 in accordance with the Credit Agreement.

The terms of the Credit Agreement (and under certain circumstances, the agreements governing the AR Facility) require that we maintain a Consolidated Net Secured Leverage Ratio, which is the ratio of (i) our consolidated secured debt (less up to $ 150.0 million of unrestricted cash) to (ii) our Consolidated EBITDA (as defined in the Credit Agreement) for the trailing four consecutive quarters, of no greater than 4.5 to 1.0.

As of June 30, 2025, our Consolidated Net Secured Leverage Ratio was 1.6 to 1.0 in accordance with the Credit Agreement.

As of June 30, 2025, we are in compliance with our debt covenants.

As of September 30, 2025, our Consolidated Total Leverage Ratio was 4.8 to 1.0 in accordance with the Credit Agreement.

The terms of the Credit Agreement (and under certain circumstances, the agreements governing the AR Facility) require that we maintain a Consolidated Net Secured Leverage Ratio, which is the ratio of (i) our consolidated secured debt (less unrestricted cash) to (ii) our Consolidated EBITDA (as defined in the Credit Agreement) for the trailing four consecutive quarters, of no greater than 4.5 to 1.0 (subject to potential acquisition-related adjustments).

As of September 30, 2025, our Consolidated Net Secured Leverage Ratio was 1.6 to 1.0 in accordance with the Credit Agreement.

As of September 30, 2025, we are in compliance with our debt covenants.

Deferred Financing Costs

As of June 30, 2025, we had deferred $ 18.2 million in fees and expenses associated with the Term Loan, the Revolving Credit Facility, the AR Facility and our senior notes.

We are amortizing the deferred fees through Interest expense, net, on our

OUTFRONT Media Inc.

Notes to Consolidated Financial Statements

Consolidated Statement of Operations over the respective terms of the Term Loan, Revolving Credit Facility, AR Facility and our senior notes.

As of September 30, 2025, we had deferred $ 21.7 million in fees and expenses associated with the Term Loan, the Revolving Credit Facility, the AR Facility and our senior notes.

We are amortizing the deferred fees through Interest expense, net, on our Consolidated Statement of Operations over the respective terms of the Term Loan, Revolving Credit Facility, AR Facility and our senior notes.

Under the fair value hierarchy, observable inputs such as unadjusted quoted prices in active markets for identical assets or liabilities are defined as Level 1;

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and unobservable inputs for the asset or liability are defined as Level 3.

The aggregate fair value of our debt, which is estimated based on quoted market prices of similar liabilities, was approximately $ 2.6 billion as of June 30, 2025, and $ 2.5 billion as of December 31, 2024.

The fair value of our debt as of both June 30, 2025, and December 31, 2024, is classified as Level 2.

The aggregate fair value of our debt, which is estimated based on quoted market prices of similar liabilities, was approximately $ 2.6 billion as of September 30, 2025, and $ 2.5 billion as of December 31, 2024.

The fair value of our debt as of both September 30, 2025, and December 31, 2024, is classified as Level 2.

Redeemable Noncontrolling Interests

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Fair Value .)

As of June 30, 2025, 450,000,000 shares of our common stock, par value $ 0.01 per share, were authorized;

As of September 30, 2025, 450,000,000 shares of our common stock, par value $ 0.01 per share, were authorized;

167,234,469 shares were issued and outstanding;

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Dividends may, at the option of the Company, be paid in cash, in-kind, through the issuance of additional shares of Series A Preferred Stock or a combination of cash and in-kind, until April 20, 2028, after which time dividends will be payable solely in cash.

So long as any shares of Series A Preferred Stock remain outstanding, the Company may not, without the consent of a specified percentage of holders of shares of Series A Preferred Stock, declare a dividend on, or make any distributions relating to, capital stock that ranks junior to, or on a parity basis with, the Series A Preferred Stock, subject to certain exceptions, including but not limited to (i) any dividend or distribution in cash or capital stock of the Company on or in respect of the capital stock of the Company to the extent that such dividend or distribution is necessary to maintain the Company’s status as a REIT;

OUTFRONT Media Inc.

Notes to Consolidated Financial Statements

or make any distributions relating to, capital stock that ranks junior to, or on a parity basis with, the Series A Preferred Stock, subject to certain exceptions, including but not limited to (i) any dividend or distribution in cash or capital stock of the Company on or in respect of the capital stock of the Company to the extent that such dividend or distribution is necessary to maintain the Company’s status as a REIT;

and (ii) any dividend or distribution in cash in respect of our common stock that, together with the dividends or distributions during the 12 -month period immediately preceding such dividend or distribution, is not in excess of 5 % of the aggregate dividends or distributions paid by the Company necessary to maintain its REIT status during such 12 -month period.

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Subject to certain conditions set forth in the Articles (including a change of control), each of the Company and the holders of the Series A Preferred Stock may convert or redeem the Series A Preferred Stock at the prices set forth in the Articles, plus any accrued and unpaid dividends.

During the three months ended June 30, 2025, we paid cash dividends of $ 2.2 million on the Series A Preferred Stock and during the six months ended June 30, 2025, we paid cash dividends of $ 4.4 million on the Series A Preferred Stock.

As of June 30, 2025, the maximum number of shares of common stock that could be required to be issued on conversion of the outstanding shares of Series A Preferred Stock was approximately 7.8 million shares.

During the three months ended September 30, 2025, we paid cash dividends of $ 2.2 million on the Series A Preferred Stock and during the nine months ended September 30, 2025, we paid cash dividends of $ 6.6 million on the Series A Preferred Stock.

As of September 30, 2025, the maximum number of shares of common stock that could be required to be issued on conversion of the outstanding shares of Series A Preferred Stock was approximately 7.8 million shares.

We have a sales agreement in connection with an “at-the-market” equity offering program (the “ATM Program”), under which we may, from time to time, issue and sell shares of our common stock up to an aggregate offering price of $ 300.0 million.

We have no obligation to sell any of our common stock under the sales agreement and may at any time suspend solicitations and

OUTFRONT Media Inc.

Notes to Consolidated Financial Statements

offers under the sales agreement.

No shares were sold under the ATM Program during the six months ended June 30, 2025.

As of June 30, 2025, we had approximately $ 232.5 million of capacity remaining under the ATM Program.

We have no obligation to sell any of our common stock under the sales agreement and may at any time suspend solicitations and offers under the sales agreement.

No shares were sold under the ATM Program during the nine months ended September 30, 2025.

As of September 30, 2025, we had approximately $ 232.5 million of capacity remaining under the ATM Program.

On January 17, 2025, we effectuated a 1-for- 1.024549 reverse stock split on our common stock (the “Reverse Stock Split”).

All shares of the Company’s common stock included in these Consolidated Financial Statements have been retroactively adjusted as though the Reverse Stock Split has been effected prior to all periods presented.

On August 5, 2025 , we announced that our board of directors approved a quarterly cash dividend of $ 0.30 per share on our common stock payable on September 30, 2025 , to stockholders of record at the close of business on September 5, 2025 .

On November 6, 2025 , we announced that our board of directors approved a quarterly cash dividend of $ 0.30 per share on our common stock payable on December 31, 2025 , to stockholders of record at the close of business on December 5, 2025 .

The following table summarizes revenues by source:

Three Months Ended Six Months Ended

June 30, June 30,

Three Months Ended Nine Months Ended

September 30, September 30,

(in millions) 2025 2024 2025 2024

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Total revenues $ 467.5 $ 451.9 $ 1,318.4 $ 1,337.7

Rental income was $ 324.7 million in the three months ended June 30, 2025, $ 345.8 million in the three months ended June 30, 2024, $ 613.8 million in the six months ended June 30, 2025, and $ 649.9 million in the six months ended June 30, 2024, and is recorded in Revenues on the Consolidated Statement of Operations.

OUTFRONT Media Inc.

Notes to Consolidated Financial Statements

Rental income was $ 327.2 million in the three months ended September 30, 2025, $ 338.4 million in the three months ended September 30, 2024, $ 941.0 million in the nine months ended September 30, 2025, and $ 988.3 million in the nine months ended September 30, 2024, and is recorded in Revenues on the Consolidated Statement of Operations.

The following table summarizes revenues by geography:

Three Months Ended Six Months Ended

June 30, June 30,

Three Months Ended Nine Months Ended

September 30, September 30,

(in millions) 2025 2024 2025 2024

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We recognized substantially all of the Deferred revenues on the Consolidated Statement of Financial Position as of December 31, 2024, during the three months ended March 31, 2025.

OUTFRONT Media Inc.

Notes to Consolidated Financial Statements

Restructuring Charges

On June 23, 2025, we announced a restructuring and reduction in force plan (the “Plan”) intended to achieve the Company’s strategic goals of increasing sales demand, enhancing customer experience, optimizing internal cost efficiencies, and realigning its organization.

The Plan provides for a reduction of the Company’s workforce by approximately 120 employees, or 6 % of the Company’s total employees as of June 23, 2025.

The Plan provided for a reduction of the Company’s workforce by approximately 120 employees, or 6 % of the Company’s total employees as of June 23, 2025.

As of June 30, 2025, all reductions have been completed.

In the three months ended June 30, 2025, we recorded restructuring charges of approximately $ 19.8 million associated with the Plan, consisting of $ 17.6 million of severance payments, employee benefits and related costs (including approximately $ 2.2 million in non-cash charges for stock-based compensation), and $ 2.2 million of professional fees.

Restructuring charges of $ 8.2 million were recorded in Billboard , $ 3.6 million were recorded in Transit and $ 8.0 million were recorded in Corporate.

As of June 30, 2025, approximately $ 14.3 million in restructuring reserves related to severance payments, employee benefits and related costs remained outstanding and is included in Other current liabilities on the Consolidated Statement of Financial Position.

In the three months ended September 30, 2025, we recorded restructuring charges for severance payments of approximately $ 0.3 million associated with the Plan.

In the three months ended September 30, 2025, restructuring charges of $ 0.2 million were recorded in Billboard and $ 0.1 million were recorded in Transit .

In the nine months ended September 30, 2025, we recorded restructuring charges of approximately $ 20.1 million associated with the Plan, consisting of $ 17.9 million of severance payments, employee benefits and related costs (including approximately $ 2.2 million in non-cash charges for stock-based compensation), and $ 2.2 million of professional fees.

In the nine months ended September 30, 2025, restructuring charges of $ 8.4 million were recorded in Billboard , $ 3.7 million were recorded in Transit and $ 8.0 million were recorded in Corporate.

Restructuring reserves related to severance payments, employee benefits and related costs remained outstanding and is included in Other current liabilities on the Consolidated Statement of Financial Position and accrued professional fees related to the Plan remain outstanding and is included in Other accrued expenses on the Consolidated Statement of Financial Position, as follows:

(in millions) Total Restructuring Reserve Severance, Employee Benefits, and Related Costs Professional Fees

As of December 31, 2024 $ — $ — $ —

Charged to expense 20.1 17.9 2.2

Non-cash charges for stock-based compensation ( 2.2 ) ( 2.2 ) —

Liabilities settled ( 8.0 ) ( 6.0 ) ( 2.0 )

As of September 30, 2025 $ 9.9 $ 9.7 $ 0.2

Acquisitions and Dispositions

We completed several asset acquisitions for a total purchase price of approximately $ 8.5 million in the six months ended June 30, 2025, and $ 7.6 million in the six months ended June 30, 2024.

We completed several asset acquisitions for a total purchase price of approximately $ 10.4 million in the nine months ended September 30, 2025, and $ 11.2 million in the nine months ended September 30, 2024.

The value of the assets acquired during 2025 and 2024 has primarily been allocated to the related permits and leasehold agreements intangible assets (see Note 4.

Intangible Assets ).

OUTFRONT Media Inc.

Notes to Consolidated Financial Statements

On June 7, 2024, the Company completed the sale of the Canadian Business in the Transaction.

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Monte Carlo method simulation has been used to estimate the grant date fair value of these one-time PRSU grants.

OUTFRONT Media Inc.

Notes to Consolidated Financial Statements

The following table summarizes our stock-based compensation expense for the six months ended June 30, 2025 and 2024.

Three Months Ended Six Months Ended

June 30, June 30,

On September 4, 2025 and September 24, 2025, the Company granted one-time PRSU awards to each of Nicolas Brien, the Company’s Chief Executive Officer, and Matthew Siegel, the Company’s Executive Vice President and Chief Financial Officer, in the amounts of $ 2,000,000 and $ 400,000 , respectively.

The PRSUs are tied to the Company’s common stock price performance over a three-year performance period.

If the performance conditions are satisfied, the PRSUs will cliff vest on the earlier of the third anniversary of the respective grant dates and the dates on which Mr.

Brien’s and/or Mr.

Siegel’s respective employment is terminated by the Company without “Cause” or by Mr.

Brien and/or Mr.

Siegel for “Good Reason” (as those terms are each defined in Mr.

Brien’s and Mr.

Siegel’s respective employment agreements).

The terms and conditions of the PRSUs are set forth in the OUTFRONT Media Inc.

Amended and Restated Omnibus Stock Incentive Plan and the related equity award terms and conditions.

In addition, on September 4, 2025, the Company granted a one-time RSU award to Mr.

Brien with a value of $ 1,000,000 .

The RSUs cliff vest on the earlier of the third anniversary of the grant date and the date on which Mr.

Brien’s employment is terminated by the Company without “Cause” or by him for “Good Reason” (as those terms are each defined in his employment agreement).

The following table summarizes our stock-based compensation expense for the three and nine months ended September 30, 2025 and 2024.

Three Months Ended Nine Months Ended

September 30, September 30,

(in millions) 2025 2024 2025 2024

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Stock-based compensation expense, net of tax $ 5.3 $ 6.9 $ 21.9 $ 21.1

As of June 30, 2025, total unrecognized compensation cost related to non-vested RSUs and PRSUs was $ 33.0 million, which is expected to be recognized over a weighted average period of 2.1 years.

OUTFRONT Media Inc.

Notes to Consolidated Financial Statements

As of September 30, 2025, total unrecognized compensation cost related to non-vested RSUs and PRSUs was $ 31.3 million, which is expected to be recognized over a weighted average period of 2.0 years.

RSUs and PRSUs

The following table summarizes activity for the six months ended June 30, 2025, of RSUs and PRSUs issued to our employees.

The following table summarizes activity for the nine months ended September 30, 2025, of RSUs and PRSUs issued to our employees.

Activity Weighted Average Per Share Grant Date Fair Market Value

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PRSUs ( 17,456 ) 18.33

Non-vested as of June 30, 2025 3,044,341 16.24

Non-vested as of September 30, 2025 3,282,850 15.75

We are organized in conformity with the requirements for qualification and taxation as a REIT under the Internal Revenue Code of 1986, as amended (the “Code”) and, accordingly, we have not provided for U.S.

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Our effective income tax rate represents a combined annual effective tax rate for federal, state, local and foreign taxes applied to interim operating results.

In the six months ended June 30, 2025, our effective tax rate differed from the U.S.

In the nine months ended September 30, 2025, our effective tax rate differed from the U.S.

federal statutory income tax rate primarily due to our REIT status, including the dividends paid deduction, and the impact of state and local taxes.

In the six months ended June 30, 2024, our effective tax rate also included the effect of foreign operations before the impact of the Transaction.

In the nine months ended September 30, 2024, our effective tax rate also included the effect of foreign operations before the impact of the Transaction.

OUTFRONT Media Inc.

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Earnings Per Share (“EPS”)

Three Months Ended Six Months Ended

June 30, June 30,

Three Months Ended Nine Months Ended

September 30, September 30,

(in millions) 2025 2024 2025 2024

Net income (loss) available for common stockholders (a)

Net income available for common stockholders (a)

$ 51.3 $ 34.6 $ 50.2 $ 184.2

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2.2 2.2 6.6 6.6

Net income (loss) available for common stockholders (b)

Net income available for common stockholders (b)

$ 49.1 $ 32.4 $ 43.6 $ 177.6

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176.3 163.2 168.1 170.4

(a) For 2024, Net income available for common stockholders for the calculation of diluted EPS.

(b) For 2025, Net income (loss) available for common stockholders for the calculation of both basic and diluted EPS.

For 2024, Net income available for common stockholders for the calculation of basic EPS.

(c) The potential impact of 1.2 million granted RSUs and PRSUs in the three months ended June 30, 2025, 0.9 million granted RSUs and PRSUs in the three months ended June 30, 2024, 1.9 million granted RSUs and PRSUs in the six months ended June 30, 2025, and 1.0 million granted RSUs and PRSUs in the six months ended June 30, 2024, were antidilutive.

(d) The potential impact of 7.8 million shares of our common stock issuable upon conversion of the Series A Preferred Stock in each of the three and six months ended June 30, 2025, were antidilutive.

(a) For the three months ended September 30, 2025, and the nine months ended September 30, 2024, Net income available for common stockholders for the calculation of diluted EPS.

(b) For the nine months ended September 30, 2025, and the three months ended September 30, 2024, Net income available for common stockholders for the calculation of both basic and diluted EPS.

For the three months ended September 30, 2025, and the nine months ended September 30, 2024, Net income available for common stockholders for the calculation of basic EPS.

(c) The potential impact of 0.1 million granted RSUs and PRSUs in the three months ended September 30, 2025, 0.1 million granted RSUs and PRSUs in the nine months ended September 30, 2025, and 1.0 million granted RSUs and PRSUs in the nine months ended September 30, 2024, were antidilutive.

(d) The potential impact of 7.8 million shares of our common stock issuable upon conversion of the Series A Preferred Stock in the three months ended September 30, 2024 and 7.8 million shares of our common stock issuable upon conversion of the Series A Preferred Stock in the nine months ended September 30, 2025, were antidilutive.

Commitments and Contingencies

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Recoupable MTA equipment deployment costs are recorded as Prepaid MTA equipment deployment costs and Intangible assets on our Consolidated Statement of Financial Position, and as these costs are recouped from incremental revenues that the MTA would otherwise be entitled to receive, Prepaid MTA equipment deployment costs will be reduced.

If incremental revenues generated over the term of the agreement are not sufficient to cover all or a portion of the equipment deployment costs, the costs will not be recouped, which could have an adverse effect on our business, financial condition and results of operations, including impairment charges (see Note 4.

Intangible Assets ).

If incremental revenues generated over the term of the agreement are not sufficient to cover all or a portion of the

OUTFRONT Media Inc.

Notes to Consolidated Financial Statements

not recoup all costs of deploying advertising and communications screens with respect to the New Inventory by the end of the term of the MTA Agreement, the MTA will be obligated to reimburse us for these costs.

equipment deployment costs, the costs will not be recouped, which could have an adverse effect on our business, financial condition and results of operations, including impairment charges (see Note 4.

Intangible Assets ).

If we do not recoup all costs of deploying advertising and communications screens with respect to the New Inventory by the end of the term of the MTA Agreement, the MTA will be obligated to reimburse us for these costs.

Deployment costs in an amount not to exceed $ 50.7 million, which are deemed authorized before December 31, 2020, will be paid directly by the MTA.

For any deployment costs deemed authorized after December 31, 2020, the MTA and the Company will no longer be obligated to directly pay 70 % and 30 % of the costs, respectively, and these costs will be subject to recoupment in accordance with the MTA Agreement.

We did not recoup any equipment deployment costs in the six months ended June 30, 2025.

We did not recoup any equipment deployment costs in the nine months ended September 30, 2025.

In addition, we currently do not expect to recoup any equipment deployment costs throughout the remainder of the Amended Term (as defined below) of the MTA Agreement.

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We have the option to extend the Amended Term for an additional five-year period at the end of the Amended Term, subject to satisfying certain quantitative and qualitative conditions.

During the six months ended June 30, 2025, we had no recoupment from incremental revenues.

As of June 30, 2025, 27,251 digital displays had been installed, composed of 5,011 digital advertising screens on subway and train platforms and entrances, 15,824 smaller-format digital advertising screens on rolling stock and 6,416 MTA communications displays.

In the three months ended June 30, 2025, 218 installations occurred, for a total of 1,006 in the six months ended June 30, 2025.

During the six months ended June 30, 2025, we incurred equipment deployment costs of $ 12.3 million, which were recorded as Intangible assets related to franchise agreements.

As of June 30, 2025, we had Intangible assets related to franchise agreements balance related to the MTA Agreement of $ 21.6 million.

As a result of negative aggregate undiscounted cash flow forecasts related to our MTA asset group, we performed quarterly impairment analyses on the MTA asset group during the six months ended June 30, 2024, and recorded impairment charges of $ 8.8 million during the three months ended June 30, 2024, and $ 17.9 million during the six months ended June 30, 2024, representing additional MTA equipment deployment cost spending during the periods.

No impairment charges were recorded during the three and six months ended June 30, 2025.

During the nine months ended September 30, 2025, we had no recoupment from incremental revenues.

As of September 30, 2025, 27,341 digital displays had been installed, composed of 5,016 digital advertising screens on subway and train platforms and entrances, 15,904 smaller-format digital advertising screens on rolling stock and 6,421 MTA communications displays.

In the three months ended September 30, 2025, 90 installations occurred, for a total of 1,096 in the nine months ended September 30, 2025.

During the nine months ended September 30, 2025, we incurred equipment deployment costs of $ 15.3 million, which were recorded as Intangible assets related to franchise agreements.

As of September 30, 2025, we had Intangible assets related to franchise agreements balance related to the MTA Agreement of $ 23.5 million.

As a result of negative aggregate undiscounted cash flow forecasts related to our MTA asset group, we performed quarterly impairment analyses on the MTA asset group during 2024 and recorded impairment charges of $ 17.9 million during the nine months ended September 30, 2024, representing additional MTA equipment deployment cost spending during the first six months of 2024.

No impairment charges were recorded during the three and nine months ended September 30, 2025.

Letters of Credit

We have indemnification obligations with respect to letters of credit and surety bonds primarily used as security against non-performance in the normal course of business.

As of June 30, 2025, the outstanding letters of credit were approximately $ 69.9 million and outstanding surety bonds were approximately $ 172.6 million, and were not recorded on the Consolidated Statements of Financial Position.

As of September 30, 2025, the outstanding letters of credit were approximately $ 72.3 million and outstanding surety bonds were approximately $ 109.6 million, and were not recorded on the Consolidated Statements of Financial Position.

Legal Matters

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Segment Information

We have identified our Interim Chief Executive Officer as the chief operating decision maker for purposes of determining segments.

We have identified our Chief Executive Officer as the chief operating decision maker for purposes of determining segments.

We currently manage our operations through two reportable operating segments—(1) Billboard, which provides advertising space on billboard advertising structures and sites in the U.S., and (2) Transit , which provides advertising space on transit advertising displays operating under exclusive multi-year contracts with municipalities in large cities across the U.S.

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We believe these measures highlight operational trends and provide an important perspective on operational performance across periods.

Three Months Ended Six Months Ended

(in millions, except percentages) June 30, 2025 June 30, 2024 June 30, 2025 June 30, 2024

Three Months Ended Nine Months Ended

September 30, September 30,

(in millions, except percentages) 2025 2024 2025 2024

Billboard revenues

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Notes to Consolidated Financial Statements

Three Months Ended Six Months Ended

(in millions) June 30, 2025 June 30, 2024 June 30, 2025 June 30, 2024

Reconciliation to net income (loss):

Three Months Ended Nine Months Ended

September 30, September 30,

(in millions) 2025 2024 2025 2024

Reconciliation to net income:

Segment Adjusted OIBDA $ 155.0 $ 133.5 $ 381.4 $ 355.8

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Loss on extinguishment of debt ( 0.6 ) — ( 0.6 ) ( 1.2 )

Other income, net — 1.1 — 1.1

Income (loss) before benefit (provision) for income taxes and equity in earnings of investee companies 19.7 187.9 ( 2.4 ) 160.5

Provision for income taxes ( 0.2 ) ( 11.1 ) ( 0.7 ) ( 10.6 )

Other income (expense), net — ( 0.1 ) — 1.0

Income before benefit (provision) for income taxes and equity in earnings of investee companies 52.3 34.1 49.9 194.6

Benefit (provision) for income taxes ( 1.2 ) 0.2 ( 1.9 ) ( 10.4 )

Equity in earnings of investee companies, net of tax 0.3 0.5 2.2 0.5

Net income (loss) before allocation to redeemable and non-redeemable noncontrolling interests 19.5 177.0 ( 1.2 ) 149.9

Net income (loss) attributable to redeemable and non-redeemable noncontrolling interests — 0.2 ( 0.1 ) 0.3

Net income (loss) attributable to OUTFRONT Media Inc.

Net income before allocation to redeemable and non-redeemable noncontrolling interests 51.4 34.8 50.2 184.7

Net income attributable to redeemable and non-redeemable noncontrolling interests 0.1 0.2 — 0.5

Net income attributable to OUTFRONT Media Inc.

$ 51.3 $ 34.6 $ 50.2 $ 184.2

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(b) Selling, general and administrative expenses includes, but is not limited to, compensation and benefits, including commissions, professional fees, office rent and travel and entertainment.

(c) In the three and six months ended June 30, 2025, Restructuring charges associated with the Plan, consists of severance payments, employee benefits and related costs, and professional fees, and includes approximately $ 2.2 million in non-cash charges for stock-based compensation .

(c) In the three and nine months ended September 30, 2025, Restructuring charges associated with the Plan, consists of severance payments, employee benefits and related costs, and professional fees, and includes approximately $ 2.2 million in non-cash charges for stock-based compensation .

OUTFRONT Media Inc.

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Other disclosures (a) :

Three Months Ended Six Months Ended

(in millions) June 30, 2025 June 30, 2024 June 30, 2025 June 30, 2024

Three Months Ended Nine Months Ended

September 30, September 30,

(in millions) 2025 2024 2025 2024

Revenues (b) :

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Total revenues $ 467.5 $ 451.9 $ 1,318.4 $ 1,337.7

June 30, 2025 December 31, 2024

September 30, 2025 December 31, 2024

Long-lived Assets (c) :

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Revised Consolidated Financial Information

In the third quarter of 2024, we identified an error related to the accounting for noncontrolling interests in our consolidated joint ventures, which include buy/sell clauses.

The Company assessed the materiality of the error on its previously issued financial statements in accordance with the SEC’s SAB No.

99 and SAB No.

Accordingly, we have revised our previously issued financial information.

All relevant prior period amounts affected by these revisions have been corrected in the applicable Notes to the Consolidated Financial Statements, as appropriate.

Any prior periods not presented herein may be revised in future filings to the extent necessary.

There is no impact to net cash provided by operating activities, investing activities or financing activities in our Consolidated Statements of Cash Flows.

OUTFRONT Media Inc.

Notes to Consolidated Financial Statements

The following tables present the impact of correcting the errors related to the classification of redeemable noncontrolling interests on the affected line items of our Consolidated Statements of Redeemable Noncontrolling Interests, Preferred Stock and Equity for the three and six months ended June 30, 2024.

Stockholders’ Equity

(in millions, except per share amounts) Redeemable Non-controlling Interests Additional Paid-In Capital Total Stockholders’ Equity Non-controlling Interests

Balance as of March 31, 2024 $ — $ 2,431.9 $ 524.2 $ 3.2

Net income — — 176.8 0.2

Other comprehensive income — — 8.6 —

Stock-based payments:

Amortization — 7.6 7.6 —

Shares paid for tax withholding for stock-based payments — ( 0.2 ) ( 0.2 ) —

Series A Preferred Stock dividends ( 7 %)

— — ( 2.2 ) —

Dividends ($ 0.30 per share)

— — ( 49.9 ) —

Other — — — 0.2

Balance as of June 30, 2024 $ — $ 2,439.3 $ 664.9 $ 3.6

Stockholders’ Equity

(in millions) Redeemable Non-controlling Interests Additional Paid-In Capital Total Stockholders’ Equity Non-controlling Interests

Balance as of March 31, 2024 $ 34.9 $ ( 33.3 ) $ ( 33.3 ) $ ( 1.6 )

Net income (loss) 0.2 — — ( 0.2 )

Adjustment to redeemable value of noncontrolling interests 2.9 ( 2.9 ) ( 2.9 ) —

Other 0.2 — — ( 0.2 )

Balance as of June 30, 2024 $ 38.2 $ ( 36.2 ) $ ( 36.2 ) $ ( 2.0 )

Stockholders’ Equity

(in millions, except per share amounts) Redeemable Non-controlling Interests Additional Paid-In Capital Total Stockholders’ Equity Non-controlling Interests

Balance as of March 31, 2024 $ 34.9 $ 2,398.6 $ 490.9 $ 1.6

Net income 0.2 — 176.8 —

Other comprehensive income — — 8.6 —

Stock-based payments:

Amortization — 7.6 7.6 —

Shares paid for tax withholding for stock-based payments — ( 0.2 ) ( 0.2 ) —

Series A Preferred Stock dividends ( 7 %)

— — ( 2.2 ) —

Dividends ($ 0.30 per share)

— — ( 49.9 ) —

Adjustment to redeemable value of noncontrolling interests 2.9 ( 2.9 ) ( 2.9 ) —

Other 0.2 — — —

Balance as of June 30, 2024 $ 38.2 $ 2,403.1 $ 628.7 $ 1.6

OUTFRONT Media Inc.

Notes to Consolidated Financial Statements

Stockholders’ Equity

(in millions, except per share amounts) Redeemable Non-controlling Interests Additional Paid-In Capital Total Stockholders’ Equity Non-controlling Interests

Balance as of December 31, 2023 $ — 2,432.2 $ 607.0 $ 3.3

Net income — — 149.6 0.3

Other comprehensive income — — 5.5 —

Stock-based payments:

Amortization — 14.8 14.8 —

Shares paid for tax withholding for stock-based payments — ( 7.7 ) ( 7.7 ) —

Series A Preferred Stock dividends 7 %)

— — ( 4.4 ) —

Dividends ($ 0.60 per share)

— — ( 99.9 ) —

Balance as of June 30, 2024 $ — $ 2,439.3 $ 664.9 $ 3.6

Stockholders’ Equity

(in millions) Redeemable Non-controlling Interests Additional Paid-In Capital Total Stockholders’ Equity Non-controlling Interests

Balance as of December 31, 2023 $ 31.3 $ ( 29.7 ) $ ( 29.7 ) $ ( 1.6 )

Net income (loss) 0.3 — — ( 0.3 )

Adjustment to redeemable value of noncontrolling interests 6.5 ( 6.5 ) ( 6.5 ) —

Other 0.1 — — ( 0.1 )

Balance as of June 30, 2024 $ 38.2 $ ( 36.2 ) $ ( 36.2 ) $ ( 2.0 )

Stockholders’ Equity

(in millions, except per share amounts) Redeemable Non-controlling Interests Additional Paid-In Capital Total Stockholders’ Equity Non-controlling Interests

Balance as of December 31, 2023 $ 31.3 $ 2,402.5 $ 577.3 $ 1.7

Net income 0.3 — 149.6 —

Other comprehensive income — — 5.5 —

Stock-based payments:

Amortization — 14.8 14.8 —

Shares paid for tax withholding for stock-based payments — ( 7.7 ) ( 7.7 ) —

Series A Preferred Stock dividends ( 7 %)

— — ( 4.4 ) —

Dividends ($ 0.60 per share)

— — ( 99.9 ) —

Adjustment to redeemable value of noncontrolling interests 6.5 ( 6.5 ) ( 6.5 ) —

Other 0.1 — — ( 0.1 )

Balance as of June 30, 2024 $ 38.2 $ 2,403.1 $ 628.7 $ 1.6

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements