Announcement • Jul 01

Getty Images Holdings, Inc. (NYSE:GETY) cancelled its acquisition of Shutterstock, Inc. (NYSE:SSTK) from BlackRock, Inc. (NYSE:BLK), The Vanguard Group, Inc. and others.

Getty Images Holdings, Inc. (NYSE:GETY) entered into an agreement to acquire Shutterstock, Inc. (NYSE:SSTK) from BlackRock, Inc. (NYSE:BLK), The Vanguard Group, Inc. and others for $1.2 billion in a merger of equals transaction on January 6, 2025. On December 10, 2024, Getty Images and Shutterstock entered into a letter agreement. Under the terms of the agreement, which was unanimously approved by the Boards of Directors of both companies, Shutterstock stockholders at close can elect to receive one of the following: (i) $28.84870 per share in cash for each share of Shutterstock common stock they own (ii) 13.67237 shares of Getty Images common stock for each share of Shutterstock common stock they own; or (iii) a mixed consideration of 9.17 shares of Getty Images common stock plus $9.50 in cash for each share of Shutterstock common stock they own. Shutterstock shareholder elections at close are subject to proration to ensure that the aggregate consideration payable by Getty Images consist of $9.50 in cash per Shutterstock share as of immediately before close and 9.17 shares of Getty Images stock per Shutterstock share as immediately before close. Based on the common shares outstanding as of the signing date, the aggregate consideration payable by Getty Images would consist of $331 million in cash and 319.4 million shares of Getty Images stock. Shutterstock equity holders with unvested RSU and PSU grants at close will only be eligible to receive the mixed consideration noted above upon vesting with respect to such grants. Shutterstock option holders will have their options and strike prices adjusted by a ratio equal to the sum of (i) 9.17 and (ii) $9.50 divided by the 10-day average closing stock price of Getty Images common stock for the period ending two (2) business days prior to the closing as quoted on NYSE. The combined company will have an enterprise value of approximately $3.7 billion will be named Getty Images Holdings, Inc and will continue to trade on the New York Stock Exchange under the ticker symbol “GETY”. At close, Getty Images stockholders will own approximately 54.7% and Shutterstock stockholders will own approximately 45.3% of the combined company on a fully diluted basis. Shutterstock stockholders would receive total merger consideration (i) with an implied value of approximately $33.07 per share after giving effect to a mixed election, (ii) with an implied value of approximately $35.14 per share after giving effect to a stock election, and (iii) with a value of $28.8487 per share after giving effect to a cash election. If the Merger Agreement is terminated Shutterstock will be required to pay Getty Images a termination fee in the amount of $32.7 million. If the Merger Agreement is terminated (a) Getty Images will be required to pay Shutterstock a termination fee in the amount of $32.7 million under certain specified circumstances if Getty Images enters into a superior proposal within 12 months of termination that is thereafter consummated and (b) by Shutterstock pursuant to the Financing Termination Right, Getty Images will be required to pay Shutterstock a termination fee in the amount of $40 million. In no event will Getty Images be required to pay both termination fees. Getty Images’s Chief Executive Officer, Craig Peters, will serve as Chief Executive Officer of the combined company. The combined company will have an eleven-member Board of Directors, comprised of Getty Images Chief Executive Officer Craig Peters, six directors designated by Getty Images and four directors designated by Shutterstock, including Paul Hennessy, Shutterstock Chief Executive Officer. The Chairman of the Board of Directors of the combined company will be Mark Getty, currently Chairman of Getty Images. The transaction is subject to the shareholders of both Shutterstock and Getty Images. The transaction is subject to the regulatory approvals and the extension or refinancing of Getty Images’ existing debt obligations. The transaction is subject to Getty Images’ registration statement on Form S-4 to be filed in connection with the Transactions having becoming effective, the expiration of the applicable waiting period under the HSR Act. The transaction was unanimously approved by board of directors of both Shutterstock and Getty Images. The combined company will have expected annual cost synergies between $150 million and $200 million by year three and to be accretive to earnings and cash flow beginning in year two. The transaction is expected to close in second half of 2025. As of April 2, 2025, Getty Images and Shutterstock announced the companies have each received a Request for Additional Information and Documentary Material from the U.S. Department of Justice in connection with the Merger. As of June 10, 2025, Shutterstock’s stockholders approved the adoption of the merger agreement between Shutterstock and Getty Images Holdings, Inc. (NYSE: GETY) (“Getty Images”), with approximately 82% of the issued and outstanding shares of Shutterstock common stock voting in favor. The CMA announced the launch of its merger inquiry by notice to the Parties on 22 August 2025 and has a deadline of October 20, 2025 for its phase 1 decision. The transaction is expected to close by the end of 2025. As on November 3, 2025, UK Competition and Markets Authority Refers Proposed Merger of Shutterstock and Getty Images for Phase 2 Review. As of February 23, 2026, Shutterstock and Getty Images issued a press release announcing that the United States Department of Justice concluded its review of the previously announced merger and the applicable waiting period under the Hart-Scott-Rodino Act has expired. The transaction is expected to close in 2026. On May 15, 2026, Competition and Markets Authority (CMA) conditionally clears Getty merger with Shutterstock. CMA independent inquiry group concludes deal can proceed if Shutterstock sells its editorial business. Berenson & Company, LLC acted as financial advisor to Getty for a fee of $2 million, which was not contingent upon closing of the merger and also contingent upon the closing of the merger, an additional fee of $8 million. J.P. Morgan Securities LLC acted as financial advisor and fairness opinion provider to Getty for an estimated fee of up to $5 million, $3 million of which became payable to J.P. Morgan at the time opinion is delivered and the remainder of which is payable at Getty Images’ sole discretion upon the consummation of the proposed merger. Michael J. Sheerin, Danielle Li, Steven Messina, Jon A. Hlafter and Todd E. Freed of Skadden, Arps, Slate, Meagher & Flom LLP, and Brian Lavin of Paul, Weiss, Rifkind, Wharton & Garrison LLP acted as legal advisors to Getty. Allen & Company LLC acted as financial advisor and fairness opinion provider to Shutter for a fee of approximately $20 million, contingent upon the consummation of the merger. In addition, the engagement letter provides for a fee of $4.5 million payable to Allen & Company upon delivery of its opinion, which is creditable against the transaction fee payable upon consummation of the merger. Kimberly Petillo-Decossard, Ross Sturman, Joseph Rosati, Keith Hallam, Matthew Barnett, George Paul, Heather Greenfield, Marc Israel, Orion Berg, Henrik Patel, David Dreier, Eliza McDougall, Binoy Dharia, Yehuda Rubel and Arlene Arin Hahn of White & Case LLP acted as legal advisor to Shutter. Equiniti Trust Company, LLC acted as transfer agent to Getty Images. D.F. King & Co., Inc. acted as information agent for Shutter. Getty Images Holdings, Inc. (NYSE:GETY) cancelled its acquisition of Shutterstock, Inc. (NYSE:SSTK) from BlackRock, Inc. (NYSE:BLK), The Vanguard Group, Inc. and others on June 30, 2026. The cancellation was due to the UK competition regulator's requirement to ?sell Shutterstock's editorial business as a condition for approval.

Announcement • Jan 09

Getty Images Holdings, Inc. (NYSE:GETY) entered into an agreement to acquire Shutterstock, Inc. (NYSE:SSTK) for $1.2 billion in a merger of equals transaction.

Getty Images Holdings, Inc. (NYSE:GETY) entered into an agreement to acquire Shutterstock, Inc. (NYSE:SSTK) for $1.2 billion in a merger of equals transaction on January 6, 2025. Under the terms of the agreement, which was unanimously approved by the Boards of Directors of both companies, Shutterstock stockholders at close can elect to receive one of the following: (i). $28.84870 per share in cash for each share of Shutterstock common stock they own; (ii). 13.67237 shares of Getty Images common stock for each share of Shutterstock common stock they own; or (iii) a mixed consideration of 9.17 shares of Getty Images common stock plus $9.50 in cash for each share of Shutterstock common stock they own. Shutterstock shareholder elections at close are subject to proration to ensure that the aggregate consideration payable by Getty Images consist of $9.50 in cash per Shutterstock share as of immediately before close and 9.17 shares of Getty Images stock per Shutterstock share as immediately before close. Based on the common shares outstanding as of the signing date, the aggregate consideration payable by Getty Images would consist of $331 million in cash and 319.4 million shares of Getty Images stock. Shutterstock equity holders with unvested RSU and PSU grants at close will only be eligible to receive the mixed consideration noted above upon vesting with respect to such grants. Shutterstock option holders will have their options and strike prices adjusted by a ratio equal to the sum of (i) 9.17 and (ii) $9.50 divided by the 10-day average closing stock price of Getty Images common stock for the period ending two (2) business days prior to the closing as quoted on NYSE. The combined company will have an enterprise value of approximately $3.7 billion will be named Getty Images Holdings, Inc and will continue to trade on the New York Stock Exchange under the ticker symbol “GETY”. At close, Getty Images stockholders will own approximately 54.7% and Shutterstock stockholders will own approximately 45.3% of the combined company on a fully diluted basis. Getty Images’s Chief Executive Officer, Craig Peters, will serve as Chief Executive Officer of the combined company. The combined company will have an eleven-member Board of Directors, comprised of Getty Images Chief Executive Officer Craig Peters, six directors designated by Getty Images and four directors designated by Shutterstock, including Paul Hennessy, Shutterstock Chief Executive Officer. The Chairman of the Board of Directors of the combined company will be Mark Getty, currently Chairman of Getty Images. If the Merger Agreement is terminated Shutterstock will be required to pay Getty Images a termination fee in the amount of $32,700,000. If the Merger Agreement is terminated (a) Getty Images will be required to pay Shutterstock a termination fee in the amount of $32,700,000 under certain specified circumstances if Getty Images enters into a superior proposal within 12 months of termination that is thereafter consummated and (b) by Shutterstock pursuant to the Financing Termination Right, Getty Images will be required to pay Shutterstock a termination fee in the amount of $40,000,000. In no event will Getty Images be required to pay both termination fees. The transaction is subject to the shareholders of both Shutterstock and Getty Images. The transaction is subject to the regulatory approvals and the extension or refinancing of Getty Images’ existing debt obligations. The transaction is subject to Getty Images’ registration statement on Form S-4 to be filed in connection with the Transactions having becoming effective, the expiration of the applicable waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976. The transaction was unanimously approved by board of directors of both Shutterstock and Getty Images. The combined company will have expected annual cost synergies between $150 million and $200 million by year three and to be accretive to earnings and cash flow beginning in year two. The transaction is expected to close in second half of 2025. Berenson & Company, LLC acted as financial advisor to Getty. J.P. Morgan Securities LLC acted as financial advisor and fairness opinion provider to Getty. Todd E. Freed and Jon A. Hlafter of Skadden, Arps, Slate, Meagher & Flom LLP acted as legal advisor to Getty. Allen & Company LLC acted as financial advisor and fairness opinion provider to Shutter. Kimberly C. Petillo-Décossard, Ross E. Sturman and Joseph F. Rosati of White & Case LLP acted as legal advisor to Shutter.

Total Shareholder Yield	18.1%
Future Dividend Yield	14.7%
Dividend Growth	16.4%
Next dividend pay date	n/a
Ex dividend date	n/a
Dividend per share	n/a
Payout ratio	-231%

Segment	Dividend Yield
Company (SSTK)	14.7%
Market Bottom 25% (US)	1.3%
Market Top 25% (US)	4.1%
Industry Average (Interactive Media and Services)	0.3%
Analyst forecast (SSTK) (up to 3 years)	14.7%

Data	Last Updated (UTC time)
Company Analysis	2026/07/06 08:12
End of Day Share Price	2026/07/02 00:00
Earnings	2026/03/31
Annual Earnings	2025/12/31

Package	Data	Timeframe	Example US Source ^*
Company Financials	10 years	Income statement Cash flow statement Balance sheet	SEC Form 10-K SEC Form 10-Q
Analyst Consensus Estimates	+3 years	Forecast financials Analyst price targets	Analyst Research Reports Blue Matrix
Market Prices	30 years	Stock prices Dividends, Splits and Actions	ICE Market Data SEC Form S-1
Ownership	10 years	Top shareholders Insider trading	SEC Form 4 SEC Form 13D
Management	10 years	Leadership team Board of directors	SEC Form 10-K SEC Form DEF 14A
Key Developments	10 years	Company announcements	SEC Form 8-K

Analyst	Institution
Nitin Bansal	BofA Global Research
Youssef Squali	Cantor Fitzgerald & Co.
Andrew Boone	Citizens JMP Securities, LLC

Shutterstock Dividends and Buybacks

Dividend criteria checks 3/6

Key information

Recent dividend and buyback updates

Upcoming dividend of US$0.36 per share

Fourth quarter dividend of US$0.36 announced

Shutterstock, Inc. announces Quarterly dividend, payable on June 18, 2026

Upcoming dividend of US$0.36 per share

Third quarter dividend increased to US$0.36

Shutterstock, Inc. Declares A Cash Dividend on Common Share , Payable on March 19, 2026

Recent updates

Shutterstock: The Deal Is Dead; The Company's Shares Are In Free Fall

New minor risk - Share price stability

Getty Images Holdings, Inc. (NYSE:GETY) cancelled its acquisition of Shutterstock, Inc. (NYSE:SSTK) from BlackRock, Inc. (NYSE:BLK), The Vanguard Group, Inc. and others.

Independent Director exercised options to buy US$139k worth of stock.

Upcoming dividend of US$0.36 per share

Consensus EPS estimates upgraded to US$1.42 loss

New major risk - Revenue and earnings growth

New major risk - Revenue and earnings growth

First quarter 2026 earnings released

New major risk - Revenue and earnings growth

Fourth quarter dividend of US$0.36 announced

SSTK: AI Content Partnerships Will Offset Rising Merger Regulation Risk

Shutterstock, Inc. announces Quarterly dividend, payable on June 18, 2026

Shutterstock Inc Launches AI Video Generator

SSTK: AI Data Partnerships And Dividend Will Offset Merger Uncertainty

Founder & Executive Chairman exercised options and sold US$825k worth of stock

Shutterstock Inc. Launches Licensed Content App in ChatGPT

SSTK: Merger Uncertainty Will Highlight AI Data Strength And Dividend Support

Shutterstock Inc Announces Major Expansion of Licensed Training Datasets

SSTK: Merger Uncertainty Will Highlight Resilient Margins And Dividend Support

Upcoming dividend of US$0.36 per share

Consensus revenue estimates fall by 12%

New minor risk - Dividend sustainability

Third quarter 2025 earnings released: EPS: US$0.38 (vs US$0.50 in 3Q 2024)

Investor sentiment deteriorates as stock falls 19%

SSTK: Stable Margins And Dividend Policy Will Support Future Upside

SSTK: Higher Future P/E And Dividend Policy Will Support Upside

Third quarter dividend increased to US$0.36

Shutterstock, Inc. Declares A Cash Dividend on Common Share , Payable on March 19, 2026

Upcoming dividend of US$0.33 per share

Third quarter dividend of US$0.33 announced

New major risk - Revenue and earnings growth

Shutterstock, Inc., Annual General Meeting, Dec 22, 2025

New minor risk - Earnings quality

Third quarter 2025 earnings: Revenues exceed analysts expectations while EPS lags behind

UK Competition and Markets Authority Refers Proposed Merger of Getty Images and Shutterstock for Phase 2 Review

Shutterstock, Inc. Receives Notice from the UK's Competition and Markets Authority of Their Intent to Refer the Proposed Merger of Shutterstock and Getty Images Holdings, Inc

Investor sentiment improves as stock rises 16%

Shutterstock, Inc. Launches Suite of AI Services for Model Training and Evaluation

Upcoming dividend of US$0.33 per share

New minor risk - Earnings quality

Second quarter 2025 earnings: EPS and revenues exceed analyst expectations

First quarter dividend of US$0.33 announced

Shutterstock, Inc. Declares Dividend, Payable on September 18, 2025

CEO & Director exercised options and sold US$3.7m worth of stock

Shutterstock, Inc.(NYSE:SSTK) dropped from Russell 2000 Growth-Defensive Index

Upcoming dividend of US$0.33 per share

First quarter 2025 earnings: EPS and revenues miss analyst expectations

Fourth quarter dividend of US$0.33 announced

Shutterstock, Inc. Declares Cash Dividend on Common Share, Payable on June 19, 2025

Investor sentiment deteriorates as stock falls 17%

Upcoming dividend of US$0.33 per share

Full year 2024 earnings: EPS misses analyst expectations

Third quarter dividend increased to US$0.33

Shutterstock, Inc. Declares Cash Dividend, Payable on March 20, 2025

Shutterstock, Inc. to Report Q4, 2024 Results on Feb 25, 2025

Price target decreased by 9.0% to US$46.62

Getty Images Holdings, Inc. (NYSE:GETY) entered into an agreement to acquire Shutterstock, Inc. (NYSE:SSTK) for $1.2 billion in a merger of equals transaction.

Shutterstock, Inc. Appoints Matt Furlong to Lead Its Marketplace Division as Chief Marketplace Officer on January 13, 2025

Shutterstock's (NYSE:SSTK) Returns On Capital Are Heading Higher

Is It Too Late To Consider Buying Shutterstock, Inc. (NYSE:SSTK)?

Shutterstock: AI Concerns Outweigh The Potential

Upcoming dividend of US$0.30 per share

Consensus EPS estimates fall by 20%

New major risk - Dividend sustainability

We Think Shutterstock (NYSE:SSTK) Can Stay On Top Of Its Debt

Shutterstock, Inc. Updates Earnings Guidance for the Year 2024

Third quarter 2024 earnings: Revenues exceed analysts expectations while EPS lags behind

Second quarter dividend of US$0.30 announced