LAMRNasdaqSEC EDGAREDGAR

LAMAR ADVERTISING CO/NEW

Real Estate Investment Trusts·BATON ROUGE, LA·FY end 12/31·CIK 1090425

Board of Directors

7 members · 7 independent · FY 2025
DirectorRoleTenureAgeCommitteesIndep.Annual fees
John E. Koerner, IIIDirectorAuditCompNCG
Thomas V. ReifenheiserDirectorAuditCompNCG
Stephen P. MumblowDirectorAuditCompNCG
Marshall LoebDirectorAudit
Mimi LandrieuDirector
Nancy FletcherDirectorComp
Elizabeth ThompsonDirectorNCG

Risk-factor diff

FY 2025 10-K vs. FY 2024
+18 new25 removed

Net-new paragraphs in the most recent 10-K's Item 1A. Companies rarely add risk language without a real reason — additions here are often a leading signal of management concerns.

NEW · FY 2025

The Company has borrowed substantially in the past and will continue to borrow in the future. At December 31, 2025, Lamar Advertising Company’s wholly owned subsidiary, Lamar Media, had approximately $3.42 billion of total debt outstanding, net of deferred financing costs, consisting of approximately $688.6 million in bank debt outstanding under Lamar Media’s senior credit facility, $2.48 billion in various series of senior notes, $249.6 million under the Accounts Receivable Securitization Program and $0.8 million in other seller notes. Despite the level of debt presently outstanding, the term…

NEW · FY 2025

“Management’s Discussion and Analysis of Financial Condition and Results of Operations — Liquidity and Capital Resources”

NEW · FY 2025

for a description of the specific financial ratio requirements under the senior credit facility.

NEW · FY 2025

The Company is currently in compliance with all financial covenants. However, if in the future there are economic declines the Company can give no assurance that these declines will not negatively impact the Company’s financial results and, in turn, its ability to meet these financial covenant requirements. If Lamar Media fails to comply with its financial covenants, Lamar Media could be in default under the senior credit facility and the Accounts Receivable Securitization Program (which could result in an event of default under the indentures governing its outstanding notes). In the event of …

NEW · FY 2025

We are structured as an “UPREIT,” which stands for “umbrella partnership real estate investment trust.” While limited partners of Lamar Advertising Limited Partnership (“Lamar LP”) do not generally have any right to participate in or exercise management power over the business and affairs of Lamar LP, they do have the right to vote on certain amendments to the partnership agreement of Lamar LP, as well as on certain other matters. Persons holding such voting rights may exercise them in a manner that conflicts with the interests of our stockholders.

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Policies & disclosures

Clawback, anti-hedging, stock ownership, and related-party policies will populate from extracted proxy sections.