SCHEDULE: Neuberger Berman Reduces Getty Images Stake Below 5%

Neuberger Berman Group LLC and its affiliates have reduced their beneficial ownership in Getty Images Holdings, Inc. to 4.1% following an in-kind distribution of shares.

Summary

• Neuberger Berman Group LLC and its affiliates (the "Reporting Persons") filed an Amendment No. 6 to their Schedule 13D, detailing a change in their beneficial ownership of Getty Images Holdings, Inc. Class A common stock.
• On December 23, 2025, NBOKS Master Fund, an entity affiliated with Neuberger Berman, completed a pro-rata, in-kind distribution of 38,123,044 shares of Class A common stock to its sole limited partners.
• This distribution was made for no consideration, meaning it was not a sale on the open market.
• Following this distribution, the Reporting Persons now beneficially own 17,090,251 shares of Class A common stock.
• This current ownership represents approximately 4.1% of the Class A common stock outstanding.
• As a result of this transaction, the Reporting Persons ceased to be beneficial owners of more than five percent of Getty Images Holdings, Inc. Class A common stock as of December 23, 2025.
• The percentage of beneficial ownership is calculated based on an aggregate of 415,860,181 shares of Class A common stock outstanding as of November 5, 2025, as reported by the Issuer in its Form 10-Q filed on November 10, 2025.

Sentiment

Score: 4

Explanation: The reduction in stake by a significant institutional investor, even if an in-kind distribution, can be perceived negatively as it removes a large holder from the 5% reporting threshold. While not an active 'sale' by Neuberger Berman, it introduces uncertainty regarding the future actions of the limited partners who received the shares.

Positives

• The reduction in stake was due to an in-kind distribution to limited partners, not an open market sale by Neuberger Berman, which can be less disruptive to the stock price.

Negatives

• A major institutional investor reducing its stake below the 5% threshold could be perceived as a loss of conviction or a strategic portfolio rebalancing away from the issuer.
• The future actions of the limited partners who received the distributed shares are unknown and could lead to increased selling pressure if they decide to liquidate their holdings.

Risks

• The reduction in institutional ownership might lead to decreased investor confidence or increased selling pressure if the limited partners decide to liquidate their distributed shares.

Future Outlook

The filing does not contain any forward-looking statements or guidance regarding the Issuer's future performance or strategic direction.

Management Comments

• The filing does not contain notable quotes or paraphrased statements from company management of Getty Images Holdings, Inc. It includes signatures from Neuberger Berman management certifying the accuracy of the filing.

Industry Context

This filing reflects a portfolio adjustment by a major institutional investor, Neuberger Berman, rather than a direct operational or strategic change by Getty Images. Such distributions are common for investment funds and may not necessarily indicate a negative view on the underlying company, but rather a rebalancing or liquidation event for the fund's limited partners. The digital content and stock photography industry, where Getty Images operates, continues to evolve with trends in AI-generated content and subscription models.

Comparison to Industry Standards

• This filing primarily concerns an institutional investor's stake reduction via an in-kind distribution, which is a standard practice in investment fund management. It does not provide specific operational or financial results of Getty Images that would allow for a direct comparison to industry benchmarks or competitors like Shutterstock or Adobe Stock. The event itself is a procedural change in ownership structure for Neuberger Berman's fund, not a performance metric of Getty Images.

Stakeholder Impact

• Shareholders: The reduction in Neuberger Berman's stake might lead to increased volatility or selling pressure if the limited partners who received the shares decide to sell them. It also removes a large, active institutional investor from the 5% reporting threshold, potentially reducing institutional oversight.

Next Steps

• The filing does not explicitly mention future actions or milestones for Getty Images Holdings, Inc. or the Reporting Persons, beyond the completion of the distribution.

Key Dates

Recommendation

The filing indicates a significant reduction in Neuberger Berman's beneficial ownership of Getty Images, falling below the 5% threshold. While this was an in-kind distribution rather than an open market sale, it still represents a decrease in institutional conviction from a major holder. The impact on the stock price will depend on whether the limited partners who received the shares decide to sell them. Without further information on Getty Images' operational performance or strategic outlook, and given the nature of the distribution, a 'hold' recommendation is appropriate. Investors should monitor the trading activity of the distributed shares and Getty Images' upcoming financial reports.

Keywords

Getty Images, Neuberger Berman, Schedule 13D, Beneficial Ownership, Stock Distribution, Institutional Investor, Class A Common Stock, Investment Management