Filing Analysis
Boston Omaha Corporation (BOC) held its Annual Meeting of Stockholders on August 21, 2026. The meeting resulted in the election of six Class A directors and the ratification of Deloitte & Touche LLP as the independent auditor.
📋 Key Facts
- Annual Meeting of Stockholders held on August 21, 2026.
- Six nominees elected to the Board of Directors: Tom Burt, David S. Graff, Brendan J. Keating, Frank H. Kenan II, Jeffrey C. Royal, and Vishnu Srinivasan.
- Deloitte & Touche LLP was ratified as the independent registered public accounting firm for the fiscal year ending December 31, 2026.
- Shareholders approved the advisory vote regarding Named Executive Officer Compensation.
Boston Omaha Corporation filed an 8-K to provide a slide presentation used during its Annual Meeting on August 21, 2026. This filing is intended to satisfy Regulation FD requirements by making the presentation available to the public.
📋 Key Facts
- The company held its Annual Meeting on August 21, 2026.
- A shareholder meeting presentation was released as Exhibit 99.1.
- The filing is made pursuant to Item 7.01 (Regulation FD Disclosure).
Boston Omaha Corporation has filed an 8-K to announce its second quarter 2026 financial results. The filing includes a press release and a presentation detailing the company's operational and financial performance for the period.
📋 Key Facts
- Company released Q2 2026 financial results on August 13, 2026.
- The filing includes Exhibit 99.1 (Press Release) and Exhibit 99.2 (Presentation).
- Results were filed in accordance with Item 2.02 of Form 8-K.
Boston Omaha Corporation issued an 8-K to confirm the date for its 2026 Annual Meeting of Stockholders. The meeting is scheduled for August 21, 2026, in Omaha, Nebraska.
📋 Key Facts
- Annual Meeting Date: August 21, 2026, at 10:00 a.m. CT.
- Location: Hotel Indigo, 1804 Dodge Street, Omaha, Nebraska.
- Record Date for voting: June 30, 2026.
- No shareholder proposals were received by the April 27, 2026 deadline.
- Definitive proxy statement expected to be filed on or about July 1, 2026.
Boston Omaha Corporation has authorized a new share repurchase program to buy back up to $30 million of its Class A common stock. The program is scheduled to commence around November 18, 2025, and run through December 31, 2026.
📋 Key Facts
- Authorized amount: Up to $30 million in Class A common stock repurchases.
- Program duration: Effective on or about November 18, 2025, until December 31, 2026.
- Methodology: Open market, privately-negotiated transactions, or via Rule 10b-18 compliance.
- Trading restrictions: Repurchases will not exceed 25% of the average daily trading volume over the previous 20 trading days.
Boston Omaha Corporation has filed an 8-K to announce its third quarter 2025 financial results via a press release and investor presentation. This is a routine earnings announcement filing.
📋 Key Facts
- Report date: November 13, 2025
- Reporting period: Third Quarter 2025
- Exhibits included: Press Release (99.1) and Investor Presentation (99.2)
- The filing is made pursuant to Item 2.02 regarding Results of Operations and Financial Condition.
Boston Omaha Corporation (BOC) held its Annual Meeting of Stockholders on August 25, 2025. The meeting resulted in the election of six directors and the ratification of Deloitte & Touche LLP as the independent auditor.
🚩 Red Flags
- None identified in this filing.
📋 Key Facts
- Annual Meeting of Stockholders held on August 25, 2025.
- Six nominees (Tom Burt, David S. Graff, Brendan J. Keating, Frank H. Kenan II, Jeffrey C. Royal, and Vishnu Srinivasan) were elected to the Board of Directors.
- Deloitte & Touche LLP was ratified as the independent registered public accounting firm for fiscal year ending December 31, 2025.
- Shareholders approved the advisory vote regarding Named Executive Officer Compensation.
Boston Omaha Corporation filed an 8-K to provide a slide presentation used during its Annual Meeting on August 25, 2025. This is a standard Regulation FD disclosure intended to ensure all investors have access to the same information presented at the meeting.
📋 Key Facts
- The company held/is holding an Annual Meeting on August 25, 2025.
- A shareholder presentation (Exhibit 99.1) was released simultaneously with this filing and via the company website.
- The disclosure is made pursuant to Item 7.01 (Regulation FD Disclosure).
Boston Omaha Corporation has filed an 8-K to announce its second quarter 2025 financial results via a press release and investor presentation.
📋 Key Facts
- The filing was made on August 13, 2025.
- Includes Exhibit 99.1: Press release titled 'Boston Omaha Corporation Announces Second Quarter 2025 Financial Results'.
- Includes Exhibit 99.2: Presentation titled 'Boston Omaha Q2 2025 Financial Results'.
Boston Omaha Corporation has dismissed KPMG LLP as its independent auditor and appointed Deloitte & Touche LLP for the fiscal year ending December 31, 2025. The change follows a selection process by the Audit Committee and includes disclosure of a previously identified material weakness in internal controls.
🚩 Red Flags
- Auditor change (KPMG to Deloitte) often warrants scrutiny in micro-cap contexts.
- Disclosure of a 'reportable event' involving a material weakness in internal controls over financial reporting.
- Resignation of the Chief Accounting Officer (CAO).
📋 Key Facts
- KPMG LLP was dismissed as the independent registered public accounting firm effective June 19, 2025.
- Deloitte & Touche LLP has been appointed as the new auditor for fiscal year 2025.
- The company reported no disagreements with KPMG regarding accounting principles or auditing scope.
- A 'reportable event' was disclosed: a material weakness in internal control over financial reporting related to previous accounting for investments in 24th Street Funds (ASC 323).
- The company claims this material weakness was remediated as of December 31, 2023.
- Joseph M. Meisinger resigned as Chief Accounting Officer effective June 18, 2025, to focus on his role as CEO of Boston Omaha Broadband, LLC.
Boston Omaha Corporation announced its first quarter 2025 financial results via a press release and investor presentation. The filing serves as the formal announcement of quarterly earnings for the period ending March 31, 2025.
📋 Key Facts
- Company issued Q1 2025 financial results on May 14, 2025.
- Results were communicated through a press release (Exhibit 99.1) and an investor presentation (Exhibit 99.2).
- The filing was signed by Joshua P. Weisenburger.
Boston Omaha Corporation issued its 2024 Annual Letter via Regulation FD disclosure. The filing contains no material changes to operations, finances, or corporate structure.
📋 Key Facts
- Company released its 2024 Annual Letter on March 28, 2025.
- The letter was issued pursuant to Item 7.01 (Regulation FD Disclosure).
- The filing is intended for informational purposes and the contents are not deemed 'filed' under Section 18 of the Exchange Act.
Boston Omaha Corporation issued a press release and presentation regarding its full year 2024 financial results. This filing serves as a Regulation FD disclosure to ensure simultaneous public dissemination of material non-public information.
📋 Key Facts
- Company released Full Year 2024 Financial Results on March 28, 2025.
- The announcement included both a press release (Exhibit 99.1) and a presentation (Exhibit 99.2).
- Information was made available via the company's website to comply with Regulation FD.
Boston Omaha Corporation announced the appointment of David S. Graff to its Board of Directors, effective January 17, 2025. Mr. Graff will serve on the Audit and Risk Committee as Chair and also join the Compensation Committee.
📋 Key Facts
- David S. Graff appointed to the Board effective January 17, 2025.
- Mr. Graff will serve a term expiring at the 2025 Annual Meeting of Stockholders.
- Appointed as Chair of the Audit and Risk Committee and member of the Compensation Committee.
- Compensation includes 1,000 shares of Class A common stock vesting in two equal tranches (date of issuance and April 1, 2025).
Magnolia Capital Fund, LP (MCF) fully exercised its remaining Class B warrants to acquire a total of 52,778 shares of Class B common stock on January 10, 2025. The transaction involved cash payments totaling $525,963.00.
🚩 Red Flags
- Related-party transaction: The Chairman, President, and CEO (Adam K. Peterson) is the managing member of The Magnolia Group, which holds voting/disposition power over the shares held by MCF.
- Concentrated voting power: Class B shares carry 10 votes per share, allowing significant control via a relatively small number of shares.
📋 Key Facts
- Magnolia Capital Fund, LP (MCF) exercised all remaining Class B warrants issued in 2015.
- Total shares purchased: 52,778 Class B common stock shares.
- Exercise price breakdown: 1,262 shares at $8.00/share and 51,516 shares at $10.00/share.
- Total cash consideration paid by MCF: $525,963.00.
- Class B common stock converts to Class A common stock at a 1:1 ratio.
- Class B shares carry 10 votes per share.
Boston Omaha Corporation announced the resignation of Bradford B. Briner from its Board of Directors, effective December 31, 2024. The departure is due to his election as the Treasurer of the State of North Carolina.
🚩 Red Flags
- None identified; resignation is for a public service role and lacks indications of conflict.
📋 Key Facts
- Bradford B. Briner will resign from the Board of Directors effective December 31, 2024.
- The resignation is prompted by Mr. Briner's election as Treasurer of the State of North Carolina.
- Mr. Briner is scheduled to assume his new position on January 1, 2025.
- The company explicitly states the departure is not due to any disagreement regarding operations, policies, or practices.
Boston Omaha Corporation filed an 8-K to announce its third quarter 2024 financial results via a press release and investor presentation. The filing serves as a Regulation FD disclosure of quarterly performance data.
📋 Key Facts
- Company announced Q3 2024 Financial Results on November 12, 2024.
- The announcement included a Press Release (Exhibit 99.1) and a Presentation (Exhibit 99.2).
- Information was released simultaneously via the company's website.
Boston Omaha Corporation's broadband subsidiary entered into a $20 million credit facility with First National Bank of Omaha to fund capital expenditures for business expansion. The agreement is secured by the assets of the operating subsidiaries and guaranteed by the parent subsidiary, but not by the holding company BOC.
🚩 Red Flags
- The loan is not guaranteed by the parent company, Boston Omaha Corporation (BOC), creating a ring-fenced liability for the subsidiary.
- Financial covenants include a Consolidated Fixed Charge Coverage Ratio of < 1.15 to 1.00 and a Total Leverage Ratio > 3.50 to 1.00.
📋 Key Facts
- Three subsidiaries (FIF AireBeam LLC, FIF St. George, LLC, and FIF Utah LLC) entered into a Credit Agreement on September 17, 2024.
- Total credit facility amount: $20 million in term loans.
- Interest rates: 2.75% per annum for SOFR Loans; 1.75% per annum for Base Rate Loans.
- Loan terms: Each term loan is due five years from the borrowing date, with principal amortized over a 10-year period.
- Purpose of funds: Capital expenditures for capital acquisition and leasing equipment for expansion.
- Security: All assets of the Borrowers and BOB are secured to the Lender; BOC (the parent) does not guarantee the debt.
Boston Omaha Corporation filed an 8-K to provide a slide presentation regarding its Q2 2024 Financial Results as part of Regulation FD disclosure requirements.
📋 Key Facts
- The filing is a Regulation FD disclosure (Item 7.01).
- The company released a 'Q2 2024 Financial Results' slide presentation on September 20, 2024.
- The presentation was simultaneously filed via this 8-K and posted to the company's website.
Boston Omaha Corporation filed an 8-K to announce its second quarter 2024 financial results via a press release and investor presentation. The filing is a standard regulatory disclosure of quarterly earnings performance.
📋 Key Facts
- Company released Q2 2024 Financial Results on August 13, 2024.
- The announcement includes a Press Release (Exhibit 99.1) and a Presentation (Exhibit 99.2).
- Information was disclosed simultaneously via the company's website.
Boston Omaha Corporation has authorized a $20 million share repurchase program for its Class A common stock. The program is scheduled to commence around August 15, 2024, and is expected to run through September 30, 2025.
📋 Key Facts
- Authorized amount: Up to $20 million of Class A common stock.
- Repurchase methods: Open market, privately-negotiated transactions, or other Rule 10b-18 compliant methods.
- Effective date: On or about August 15, 2024 (following the Q2 2024 10-Q release).
- Termination date: September 30, 2025, unless terminated earlier by the Board.
- Volume constraint: Repurchases will not exceed 25% of the average daily volume over the previous 20 trading days.
Boston Omaha Corporation's subsidiary, Link Media Holdings, LLC, entered into a Ninth Amendment to its Credit Agreement and a Second Amended and Restated Revolving Note with First National Bank of Omaha. The amendment increases the revolving line of credit from $10 million to $15 million and extends the term through August 2026.
🚩 Red Flags
- None identified in this filing.
📋 Key Facts
- Date of event: May 30, 2024
- Subsidiary involved: Link Media Holdings, LLC (billboard business)
- Lender: First National Bank of Omaha
- Revolving line of credit increase: From $10,000,000 to $15,000,000
- New expiration date for revolving line: August 12, 2026
- The parent company (BOC) does not provide a guaranty; obligations are guaranteed by Link's subsidiaries.
Boston Omaha Corporation announced the date for its 2024 Annual Meeting of Stockholders, scheduled for September 20, 2024. Due to the meeting timing, the company has established a new deadline of June 14, 2024, for stockholder proposals and director nominations.
📋 Key Facts
- 2024 Annual Meeting of Stockholders scheduled for September 20, 2024.
- Meeting location: The Salvation Army Omaha Kroc Center – Joyce Mammel Assembly Hall, Omaha, NE.
- New deadline for stockholder proposals and director nominations is the close of business on June 14, 2024.
- The meeting will be held in person with no remote streaming option.
Boston Omaha Corporation issued its 2023 Annual Letter via Regulation FD disclosure. This is a routine informational filing providing management's annual commentary to shareholders.
📋 Key Facts
- Company released its 2023 Annual Letter on May 20, 2024.
- The letter was issued pursuant to Item 7.01 (Regulation FD Disclosure).
- The filing includes the annual letter as Exhibit 99.1.
Boston Omaha Corporation is restructuring following the wind-down of its subsidiary, Boston Omaha Asset Management (BOAM). This includes a transition of management services for Brendan J. Keating from an employment model to a consulting agreement via his own LLC and the finalized separation of Co-CEO Alex Rozek.
🚩 Red Flags
- Related-party transaction: Management services for Brendan J. Keating are now being paid to an LLC owned by Mr. Keating.
- Executive turnover: The departure of Co-CEO Alex Rozek and the restructuring of management roles during a subsidiary wind-down.
📋 Key Facts
- Boston Omaha Asset Management (BOAM) is undergoing a wind-down process.
- Brendan J. Keating's employment agreement with BOAM has been terminated and replaced by a Services Agreement with Local Asset Management LLC, an entity owned by Mr. Keating.
- The new Services Agreement provides for consulting fees that decrease as BOAM assets are sold.
- Alex Rozek (former Co-CEO and Co-Chairman) has finalized his separation from the company after electing not to revoke his separation agreement.
- Former holders of Class C units in BOAM (Peterson, Keating, and Rozek) no longer have rights to distributions or membership in BOAM.
Boston Omaha Corporation filed an 8-K to announce its first quarter 2024 financial results via a press release. This is a routine regulatory filing used to disseminate quarterly earnings information.
📋 Key Facts
- The company issued a press release titled 'Boston Omaha Corporation Announces First Quarter 2024 Financial Results' on May 14, 2024.
- The filing includes Exhibit 99.1 containing the full text of the earnings announcement.
- Information provided under Item 7.01 is not considered 'filed' for purposes of Section 18 of the Exchange Act.
Boston Omaha Corporation announced the departure of Co-CEO and Co-Chairperson Alex B. Rozek, effective May 9, 2024. Adam K. Peterson has been appointed as the sole Chairman and sole CEO following this transition.
🚩 Red Flags
- Significant cash outflow: The company is committing approximately $16.7 million in cash plus significant equity/warrants to repurchase shares from a departing executive.
- Concentrated leadership change: Transition from Co-CEO structure to a single CEO/Chairman, indicating a major shift in governance and control.
- Complexity of separation: Involvement of an entity controlled by the executive (Boulderado Partners) in large-scale share repurchases.
📋 Key Facts
- Alex B. Rozek resigned as Co-CEO, Co-Chairperson, and Board member on May 9, 2024.
- Adam K. Peterson appointed as sole Chairman and sole CEO.
- The Company is repurchasing 210,000 Class A common shares, 527,780 Class B common shares, and 51,994 warrants from Mr. Rozek and Boulderado Partners, LLC.
- Total cash consideration to Mr. Rozek: $8,800,480; Total cash consideration to Boulderado: $7,960,890.90.
- Mr. Rozek will receive 200,000 Sky Harbour (SKYH) shares as part of his separation package.
- Separation includes a $960,000 severance and $75,000 in lieu of benefits, payable over 18 months.
- Mr. Rozek forfeited all Class C Units in Boston Omaha Asset Management (BOAM) for no consideration.
Boston Omaha Corporation is rescheduling its 2024 Annual Meeting of Stockholders from May 1, 2024, to later this summer or early fall. The change is intended to facilitate an in-person meeting rather than a virtual one.
🚩 Red Flags
- None identified; rescheduling an annual meeting for logistical reasons (moving from virtual to in-person) is a common administrative event.
📋 Key Facts
- Original meeting date: May 1, 2024
- New meeting timing: Later this summer or early fall (date TBD)
- Reason for rescheduling: To transition from a virtual format to an in-person format
- Impact on proxy deadlines: Deadlines for stockholder proposals and director nominations are reset to 10 days after the new meeting date is publicly announced
- Filing date: April 23, 2024
Boston Omaha Corporation completed the acquisition of 100% ownership in its broadband subsidiaries, FIF Utah LLC and FIF St. George, LLC, by exchanging Class A common stock for minority interests held by existing owners.
🚩 Red Flags
- Related-party transaction: The CEO of a subsidiary (Boston Omaha Broadband) is a direct counterparty in the stock exchange agreement for FIF Utah, LLC.
- Issuance of unregistered shares to insiders/related parties can lead to dilution and potential liquidity issues for those specific blocks.
📋 Key Facts
- Acquired 100% interest in FIF Utah LLC and FIF St. George, LLC as of April 2, 2024.
- FIF Utah transaction: Alpine Networks, Inc. (owned by CEO of Boston Omaha Broadband) exchanged ~17% interest for 275,611 shares valued at ~$4.4 million.
- FIF St. George transaction: Minority owners exchanged a combined 20% interest for 563,750 shares valued at ~$9.0 million.
- Stock valuation was based on the 30-day VWAP ending March 28, 2024.
- The transactions involve entities previously acquired in 2020 and 2022.
Boston Omaha Corporation filed an 8-K to announce its full year 2023 financial results via a press release. The filing is a standard regulatory disclosure under Regulation FD.
📋 Key Facts
- The company issued a press release titled 'Boston Omaha Announces Full Year 2023 Financial Results' on March 27, 2024.
- The announcement was made simultaneously via the company's website to comply with Regulation FD.
- The filing includes Exhibit 99.1 containing the full text of the financial results press release.
Boston Omaha Corporation's subsidiary, Link Media Holdings, Inc., entered into an Eighth Amendment to its Credit Agreement with First National Bank of Omaha. The amendment modifies financial covenants to allow for greater dividend flexibility.
🚩 Red Flags
- Modification of financial covenants (Fixed Charge Coverage Ratio) often indicates the need to prevent technical defaults due to previous cash outflows (dividends).
📋 Key Facts
- Link Media Holdings, Inc. (subsidiary) amended its credit agreement on February 14, 2024.
- The Eighth Amendment modifies the 'Consolidated Fixed Charge Coverage Ratio' definition.
- The modification specifically excludes a $5,000,000 dividend previously paid by Link to BOC in August 2023 from the ratio calculation.
- Total credit facility includes up to $30,000,000 in term loans and $5,000,000 in a revolving line of credit.
- The parent company (BOC) does not provide a guaranty for this debt; obligations are guaranteed by Link's subsidiaries.