{"url_path":"/sec/gety/8-k/2026-06-30/item-9-01","section_key":"item-9-01","section_title":"Item 9.01 ** **Financial Statements and Exhibits.**","topic":"sec","document":{"doc_type":"8-K","doc_date":"2026-06-30","source_url":"https://www.sec.gov/Archives/edgar/data/1898496/0001213900-26-073816-index.html","accession_number":"0001213900-26-073816","cik":"0001898496","ticker":"GETY","issuer_name":"Getty Images Holdings, Inc.","edgar_url":"https://www.sec.gov/Archives/edgar/data/1898496/0001213900-26-073816-index.html","primary_entity_key":"0001898496","primary_entity_name":"Getty Images Holdings, Inc."},"word_count":930,"has_tables":true,"body_markdown":"**Item 9.01** **Financial Statements and Exhibits.**\n\n \n\n(d) Exhibits\n\n \n\n**Exhibit No.**\n \n**Description**\n\n \n \n \n\n104\n \nCover Page Interactive Data File (formatted as Inline XBRL).\n\n \n\n**Cautionary Note Regarding Forward-Looking Statements**\n\n** **\n\nThe statements in this document, and any related oral statements, include\nforward-looking statements concerning Getty Images, Shutterstock, the proposed transaction described herein and other matters. All statements,\nother than historical facts, are forward-looking statements. Forward-looking statements may discuss goals, intentions and expectations\nas to future plans, trends, events, results of operations or financial condition, financings or otherwise, based on current beliefs and\ninvolve numerous risks and uncertainties that could cause actual results to differ materially from expectations. Forward-looking statements\nspeak only as of the date they are made or as of the dates indicated in the statements and should not be relied upon as predictions of\nfuture events, as there can be no assurance that the events or circumstances reflected in these statements will be achieved or will occur\nor the timing thereof. Forward-looking statements can often, but not always, be identified by the use of forward-looking terminology including\n“believes,” “expects,” “may,” “will,” “should,” “could,” “might,”\n“seeks,” “intends,” “plans,” “pro forma,” “estimates,” “anticipates,”\n“designed,” or the negative of these words and phrases, other variations of these words and phrases or comparable terminology,\nbut not all forward-looking statements include such identifying words. Forward-looking statements are based upon current plans, estimates\nand expectations that are subject to risks, uncertainties and assumptions. Should one or more of these risks or uncertainties materialize,\nor should underlying assumptions prove incorrect, actual results may vary. The forward-looking statements in this document relate to,\namong other things, obtaining applicable regulatory approvals on a timely basis or otherwise, the possibility that the proposed transaction\nmay be terminated subject to changes in facts, circumstances or developments prior to the outside date, including any changes to the scope\nor nature of any regulatory undertakings, and the ability of Getty Images to identify, engage and agree on terms with third-party advisors,\nincluding financial advisors, in connection with the evaluation of strategic alternatives. A more fulsome discussion of the risks related\nto the proposed transaction has been included in the information statement and proxy statement/prospectus. For a discussion of factors\nthat could cause actual results to differ materially from those contemplated by forward-looking statements, see the section captioned\n“Risk Factors” in each of Getty Images’ and Shutterstock’s Annual Report on Form 10-K for the fiscal year ended\nDecember 31, 2025 and other filings with the SEC. Should one or more of these risks or uncertainties materialize, or should underlying\nassumptions prove incorrect, actual results may vary materially from those indicated or anticipated by such forward looking statements.\nWhile the list of factors presented here is, and the list of factors presented in the information statement and proxy statement/prospectus\nis, considered representative, no such list should be considered to be a complete statement of all potential risks and uncertainties.\nUnlisted factors may present significant additional obstacles to the realization of forward looking statements. Neither Getty Images nor\nShutterstock assumes, and each hereby disclaims, any obligation to update forward-looking statements, except as may be required by law.\n\n \n\n1\n\n** **\n\n**Additional Information about the Merger and Where to Find It**\n\n** **\n\nIn connection with the proposed transaction, on March 31, 2025, Getty\nImages filed with the Securities and Exchange Commission (the “SEC”) a preliminary registration statement on Form S-4 that\nincludes an information statement of Getty Images and a proxy statement of Shutterstock and that also constitutes a prospectus with respect\nto shares of Getty Images’ common stock to be issued in the proposed transaction (the “information statement and proxy statement/prospectus”).\nThe registration statement was amended in a pre-effective amendment on Form S-4/A on April 28, 2025. The registration statement, as amended,\nwas declared effective on April 30, 2025, and Getty Images filed a final prospectus on April 30, 2025. Each of Getty Images and Shutterstock\nmay also file with or furnish to the SEC other relevant documents regarding the proposed transaction. This communication is not a substitute\nfor the information statement and proxy statement/prospectus or any other document that Getty Images or Shutterstock has filed or may\nfile with or furnish to the SEC. BEFORE MAKING ANY VOTING OR INVESTMENT DECISION, INVESTORS AND SECURITY HOLDERS ARE URGED TO READ THE\nINFORMATION STATEMENT AND PROXY STATEMENT/PROSPECTUS AND ALL OTHER RELEVANT DOCUMENTS THAT ARE OR WILL BE FILED WITH OR FURNISHED TO THE\nSEC, AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THESE DOCUMENTS, CAREFULLY AND IN THEIR ENTIRETY BECAUSE THEY CONTAIN OR WILL CONTAIN\nIMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION AND RELATED MATTERS. Investors and security holders may obtain free copies of the\ninformation statement and definitive proxy statement/prospectus and other documents containing important information about Getty Images,\nShutterstock and the proposed transaction through the website maintained by the SEC at www.sec.gov. Copies of the documents filed with\nor furnished to the SEC by Getty Images are available free of charge on Getty Images’ website at investors.gettyimages.com or by\ncontacting Getty Images’ Investor Relations department by email at investorrelations@gettyimages.com. Copies of the documents filed\nwith or furnished to the SEC by Shutterstock are available free of charge on Shutterstock’s website at investor. shutterstock.com\nor by contacting Shutterstock’s Investor Relations department by email at IR@Shutterstock.com.\n\n \n\n2\n\n \n\n**SIGNATURE**\n\n \n\nPursuant to the requirements of the Securities\nExchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.\n\n** **\n\n \n**GETTY IMAGES HOLDINGS, INC.**\n\n \n \n\nDate: June 30, 2026\nBy:\n/s/ Kjelti Kellough\n\n \nName: \nKjelti Kellough\n\n \nTitle:\nSenior Vice President, General Counsel, and Corporate Secretary\n\n** **\n\n3\n\n** **"}