The filing describes the approval of an amendment to the equity incentive plan, which is a compensatory arrangement rather than a change in management personnel.

of this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filings. Th…

of this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filings. Th…

of this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filings. Th…

Entry into a Material Definitive Agreement. Amendment to Financing Agreement On April 20, 2026, Digital Turbine, Inc. (the “Company”) amended its Financing Agreement (the “Financing Amendment”) among the Company, certain other wholly owned subsidiaries of the Company, as guarantors, Blue Torch Finance LLC, as administrative agent and as collateral agent, and the lenders from time to time party thereto to, among other things, amend the liquidity covenant to reduce the liquidity requirement for…

of this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filings. Th…

Director — Mollie Spilman: Resigned to pursue opportunities as a senior executive officer of another company.

of this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filings. Th…

Other Events. On October 22, 2025, Digital Turbine, Inc. (the “Company”) filed a prospectus supplement, dated October 22, 2025, to the Company’s shelf registration statement on Form S-3 (File No. 333-289265)(the “Prospectus Supplement”). The Prospectus Supplement covered 1,222,418 shares of the Company’s common stock, par value $0.0001 per share, to be sold by the “Selling Stockholders” as listed in the Prospectus Supplement. The Company is filing this report to provide the legal opinion as t…

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. The discussion under the heading “Financing Agreement” in

Unregistered Sales of Equity Securities. The discussion under the heading “Warrants to Purchase Stock” in

Termination of a Material Definitive Agreement. On August 29, 2025, the Company refinanced that certain Amended and Restated Credit Agreement, dated as of April 29, 2021 (as amended, restated, amended and restated, supplemented or otherwise modified prior to the Closing Date, the “Old Credit Facility”), by and among the Company and certain of its wholly owned subsidiaries as borrowers, certain other wholly owned subsidiaries of the Company as guarantors, the lenders from time to time party th…

Entry into a Material Definitive Agreement. Financing Agreement On August 29, 2025 (the “Closing Date”), Digital Turbine, Inc. (the “Company”) and certain other wholly owned subsidiaries of the Company, as guarantors (the “Guarantors”), entered into that certain Financing Agreement (the “Financing Agreement”) with Blue Torch Finance LLC, as administrative agent and as collateral agent (“Administrative Agent”), and the lenders from time to time party thereto (“Lenders”), pursuant to which the…

Entry into a Material Definitive Agreement. On August 5, 2025, Digital Turbine, Inc. (the “Company”) entered into a Sales Agreement (the “Sales Agreement”) with RBC Capital Markets, LLC and Craig-Hallum Capital Group LLC, as the Company’s sales agents (each, a “Sales Agent” and collectively, the “Sales Agents”), pursuant to which the Company may offer and sell from time to time through the Sales Agents shares of the Company’s common stock, par value $0.0001 per share (“Common Stock”), having…

of this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filings. Th…

of this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filings. Th…

The filing describes compensatory arrangements and equity grants for certain officers, not a management change.

Chief Financial Officer — Barrett Garrison: Mr. Garrison's departure as CFO is a significant change in management.

of this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filings. Th…

Results of Operations and Financial Condition On November 6, 2024, the Company issued a press release announcing financial results for the quarter ended September 30, 2024. The text of the announcement is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. In accordance with General Instruction B.2 of Form 8-K, the information in this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed to be “filed” for purposes of Section 1…

The filing is about an equity plan amendment, not a management change.

Results of Operations and Financial Condition On August 7, 2024, the Company issued a press release announcing financial results for the quarter ended June 30, 2024. The text of the announcement is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. In accordance with General Instruction B.2 of Form 8-K, the information in this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed to be “filed” for purposes of Section 18 of th…

The filing details compensation arrangements and grants of performance-based restricted stock units for senior executives, which is not a management change.

Results of Operations and Financial Condition On May 28, 2024, the Company issued a press release announcing financial results for the quarter ended March 31, 2024. The text of the announcement is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. In accordance with General Instruction B.2 of Form 8-K, the information in this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed to be “filed” for purposes of Section 18 of the…

Chief Accounting Officer — Joshua Kinsell: The company hired a new Chief Accounting Officer from an external source.