UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): ~~May~~July 2815, 2025

ENTRAVISION COMMUNICATIONS CORPORATION

(Exact name of Registrant as Specified in Its Charter)


Delaware	001-15997	95-4783236
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

1 Estrella Way
Burbank, California		91504
(Address of Principal Executive Offices)		(Zip Code)

     Registrant’s Telephone Number, Including Area Code: 310 447-3870

    

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Class A Common Stock	EVC	The New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 51.0201 DepartureEntry ofinto Directorsa orMaterial CertainDefinitive Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain OfficersAgreement.

~~(e)~~ On ~~May~~July 2815, 2025 (the “Effective Date”), Entravision Communications Corporation (the "“Company"”) entered into anAmendment ~~executive~~No. ~~compensation~~1 ~~letter~~(the ~~agreement~~“Amendment”) ~~with~~to ~~Juan~~the ~~Navarro~~Amended and Restated Credit Agreement dated as of March 17, 2023 (~~the~~as ~~"Compensation~~amended, ~~Letter")~~restated, ~~pursuant~~supplemented toor ~~which~~otherwise hemodified ~~will~~from ~~continue~~time to ~~serve~~time prior to the Effective Date, the “Existing Credit Agreement”; the Existing Credit Agreement, as amended by the Amendment, the “Credit Agreement”), by and among the Company’s, ~~Chief~~the ~~Revenue~~guarantors ~~Officer~~party thereto, Bank of America, N.A., ~~This~~as ~~agreement~~administrative ~~replaces~~agent anand ~~employment~~collateral ~~agreement~~agent, ~~which~~and ~~was~~the ~~effective~~other asfinancial ofinstitutions ~~December~~party 22thereto as Lenders (collectively, ~~2023~~the “Lenders”).

The ~~Compensation~~Amendment ~~Letter~~amends ~~provides~~the ~~for~~Existing anCredit ~~initial~~Agreement ~~base salary of $400,000 per year. Mr. Navarro is eligible~~ to ~~receive a target annual bonus equal to 60% of his base salary~~, ~~determined~~among inother ~~accordance with the Company’s Executive Cash Incentive Bonus Plan (the "Cash Plan")~~things, and is also eligible for equity incentive grants under the Company’s equity incentive plans. Mr. Navarro is not a “covered executive” under the Cash Plan for fiscal year 2025, such that he will not receive a 2025 cash bonus under the Cash Plan.

~~Additionally,~~increase ~~on May 28, 2025,~~ the ~~Company~~quarterly ~~entered~~amortization ~~into a participation agreement with Mr. Navarro (the "Participation Agreement"), pursuant~~ to which Mr. Navarro agrees to participate in the Company's previously-adopted Executive Severance and Change in Control Plan (the "Severance Plan") as a Group II executive. The Participation Agreement provides that$5, ~~notwithstanding the language of the Severance Plan~~000, if Mr. Navarro experiences a qualifying termination under the Severance Plan prior to December 31, 2026, then, solely for purposes of calculating severance payments under the Severance Plan, he will be deemed a “covered executive” for the year of termination under the Cash Plan.000;

~~The~~reduce ~~foregoing~~the ~~descriptions~~aggregate dorevolving ~~not~~commitments ~~purport~~from ~~to be complete and are subject to~~$75,000,000 ~~and qualified in their entirety by reference~~ to, ~~the full text of the Compensation Letter and the Participation Agreement~~$30, ~~copies of which are attached hereto as Exhibit 10.1 and Exhibit 10.2~~000, ~~respectively, and incorporated herein by reference.~~000;

~~Item~~increase ~~5.07~~the ~~Submission~~maximum ofpermitted ~~Matters~~Total toNet aLeverage ~~Vote~~Ratio of(as ~~Security~~defined ~~Holders~~in the Credit Agreement) to 4.0 to 1.0;

Oncalculate ~~May~~leverage ~~29,~~ratios ~~2025,~~based ~~the~~on ~~Company~~an ~~held~~annualized ~~its~~average ~~annual~~for ~~meeting of stockholders (~~the ~~“Annual~~eight ~~Meeting”).~~most Asrecently ofcompleted ~~the~~fiscal ~~record~~quarters ~~date of April 17, 2025, there were a total of 81,623,559 shares of Class A common stock issued~~ and ~~outstanding~~increase ~~and~~cash ~~entitled~~netting to ~~vote at the Annual Meeting. At the Annual Meeting~~$60, 72000,~~417,988~~000; ~~shares of Class A common stock were present in person or by proxy, representing a quorum.~~and

Atreduce the ~~Annual~~minimum ~~Meeting,~~permitted ~~the~~Interest ~~Company’s~~Coverage ~~stockholders:~~Ratio (~~i) elected each of the eight persons listed below under “Election of Directors” to serve~~ as adefined ~~director~~in of the ~~Company~~Credit ~~until the 2026 annual meeting of the stockholders and until their successors are duly elected and qualified; (ii~~Agreement) ~~ratified~~to the appointment of Deloitte & Touche, LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2025; and (iii) approved, on an advisory, non-binding basis, the compensation of our named executive officers2.0 ~~The~~to ~~results of the voting at the Annual Meeting on each such matter are set forth below~~1. 0.

1Pursuant to the Amendment, the Company agreed to pay to the Lenders consenting to the Amendment a fee equal to 0.05% ~~Election~~of the amount of ~~Directors:~~outstanding loans and commitments held by such Lenders under the Existing Credit Agreement.

Name	For	Withheld	Broker Non-Votes
Paul Anton Zevnik	63,897,572	1,236,793	7,283,623
Gilbert R. Vasquez	52,683,901	12,450,464	7,283,623
Martha Elena Diaz	52,335,867	12,798,498	7,283,623
Fehmi Zeko	52,808,437	12,325,928	7,283,623
Thomas Strickler	64,429,698	704,667	7,283,623
Brad Bender	65,014,822	119,543	7,283,623
Michael Christenson	64,904,124	230,241	7,283,623
Lara Sweet	65,014,442	119,923	7,283,623

The foregoing description of the Amendment is not complete and is qualified in its entirety by the terms and provisions of the Amendment, a copy of which is filed herewith as Exhibit 10.1 and is incorporated herein by reference.

2Item 7.01 RatificationRegulation ofFD the appointment of Deloitte & Touche, LLP, as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2025:Disclosure.

Votes For	71,858,920
Votes Against	540,577
Abstentions	18,490
Broker Non-Votes	0

On July 16, 2025, the Company issued a press release regarding the events described in Item 1.01. A copy of the press release is furnished herewith as Exhibit 99.1 and is incorporated herein by reference.

3The information set forth under this Item 7.01 ~~Approval~~is furnished pursuant to Item 7.01 and shall not be deemed “filed” for the purposes of ~~Executive~~Section ~~Compensation~~18 ~~(Non-Binding~~of ~~Advisory~~the ~~Resolution):~~Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall it be incorporated by reference into any registration document or other document filed by the Company.

Votes For	64,660,236
Votes Against	413,560
Abstentions	60,569
Broker Non-Votes	7,283,623

Item 9.01 Financial Statements and Exhibits.


10.1	Amendment No. 1, dated as of July 15, 2025, to Existing Credit Agreement, by and among the Company, the guarantors party thereto, Bank of America, N.A., as administrative agent and collateral agent, and the other financial institutions party thereto as Lenders
99.1	Press release issued by Entravision Communications Corporation on July 16, 2025
104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

~~(d) Exhibits~~SIGNATURES

10.1†	Executive Compensation Letter Agreement effective as of May 27, 2025 by and between the Company and Juan Navarro
10.2†	Participation Agreement effective effective as of May 27, 2025 by and between the Company and Juan Navarro
104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

† Management contract or compensatory plan, contract or arrangement.


			Entravision Communications Corporation

Date:	July 16, 2025	By:	/s/ Michael Christenson
			Michael Christenson, Chief Executive Officer

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

			Entravision Communications Corporation
Date:	June 2, 2025	By:	/s/ Michael Christenson
			Michael Christenson, Chief Executive Officer

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