Form 8-K

8-K — Spok Holdings, Inc

Accession: 0001289945-26-000047

Filed: 2026-07-29

Period: 2026-07-29

CIK: 0001289945

SIC: 4812 (RADIO TELEPHONE COMMUNICATIONS)

Item: Results of Operations and Financial Condition

Item: Other Events

Item: Financial Statements and Exhibits

Documents

8-K — spok-20260729.htm (Primary)

EX-99.1 (a2q26-ex991earningspressre.htm)

GRAPHIC (spok_horxflatx4c.jpg)

XML — IDEA: XBRL DOCUMENT (R1.htm)

8-K

8-K (Primary)

Filename: spok-20260729.htm · Sequence: 1

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of Earliest Event Reported): July 29, 2026

SPOK HOLDINGS, INC.

(Exact name of registrant as specified in its charter)

Delaware 001-32358 16-1694797

(State or other jurisdiction

of incorporation) (Commission

File Number) (I.R.S. Employer

Identification No.)

3000 Technology Drive,

Suite 400

Plano,

Texas

75074

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (800) 611-8488

Not Applicable

Former name or former address, if changed since last report

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading symbol Name of each exchange on which registered

Common Stock, par value $0.0001 per share SPOK NASDAQ

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 2.02 Results of Operations and Financial Condition.

On July 29, 2026, Spok Holdings, Inc. (the “Company”) issued a press release announcing financial results for the second quarter ending June 30, 2026. A copy of the press release is furnished as Exhibit 99.1 to this report.

Item 8.01 Other Events.

On July 29, 2026, the Board declared a regular quarterly dividend of $0.3125 per share of the Company's common stock payable on September 9, 2026, to stockholders of record on August 19, 2026.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits:

Exhibit

No. Description

99.1

Spok Holdings, Inc. Earnings Press Release dated July 29, 2026

104

Cover Page Interactive Data File (the cover page XBRL tags are embedded within the inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Spok Holdings, Inc.

Date: July 29, 2026 By: /s/ Michael W. Wallace

Name: Michael W. Wallace

Title: Chief Financial Officer

EX-99.1

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Document

Exhibit 99.1

NEWS RELEASE

CONTACT:

Al Galgano

952-224-6096

al.galgano@spok.com

Spok Reports Second Quarter 2026 Results

Company Generates $4.1 Million of Net Income and $9.1 Million of Adjusted EBITDA

Software Operations Bookings Up Nearly 92% From the Prior Quarter

Executes Agreement to Sell Narrowband Licenses for $8 Million

Plano, Tx. (July 29, 2026) - Spok Holdings, Inc. (NASDAQ: SPOK), a global leader in healthcare communications, today announced results for the second quarter ended June 30, 2026. In addition, the Company’s Board of Directors declared a regular quarterly dividend of $0.3125 per share, payable on September 9, 2026, to stockholders of record on August 19, 2026.

Recent Highlights:

•Adjusted EBITDA totaled $9.1 million in the second quarter of 2026, up 22.1% from the prior year period. Second-quarter net income of $4.1 million, which included $1.5 million of severance and restructuring charges related to the previously announced strategic realignment, was down from second quarter 2025 net income of $4.6 million, which included a $0.7 million gain on the sale of one of its domain names

•Second-quarter software operations bookings totaled $9.5 million and included 14 six-figure customer contracts and 1 seven-figure customer contract

•Software revenue in the second quarter was up more than 3% from the prior year period, driven by a nearly 52% year-over-year growth in license revenue and a 53% year-over-year increase in managed services revenue

•Software backlog totaled $57.1 million at June 30, 2026, as the Company continues to focus on multi-year and managed services bookings

•Second quarter 2026 wireless average revenue per unit (ARPU) was $8.20, consistent with the prior year period

•Wireless units in service declined by 1.8% in the second quarter, an 84-basis point improvement from the first quarter decline and consistent with prior year levels

•Capital returned to stockholders in the second quarter of 2026 totaled $6.5 million

•Research and development costs totaled $3.3 million in the second quarter of 2026, supporting Spok's incorporation of Artificial Intelligence and further enhancements in the Company's industry-leading solutions

Spok.com

Exhibit 99.1

NEWS RELEASE

•Cash and cash equivalents balance of $16.6 million at June 30, 2026, and no debt

•Spok executed an agreement to sell certain narrowband spectrum licenses in its two-way paging inventory for $8 million in cash which subsequently closed on July 20, 2026

"Our focus continues to be on generating cash flow and returning capital to stockholders, while responsibly investing for future growth,” said Vincent D. Kelly, chief executive officer of Spok Holdings, Inc. “In the second quarter, we were able to deliver a nearly 92% increase in software operations bookings compared to the first quarter, a more than 3% year-over-year increase in software revenue, and an 84-basis point improvement in wireless unit attrition from the first quarter, as well as stable year-over-year wireless average revenue per unit. Additionally, we generated adjusted EBITDA totaling $9.1 million, a nearly 74% increase from the first quarter and a more than 22% increase from the prior year period.

“As part of the strategic realignment that we outlined last quarter, we completed the sale of certain of our narrowband spectrum licenses as we continue to find efficiencies within our organization and monetize our valuable asset base. We are confident that actions such as this will continue to create significant value for stockholders, while supporting both our investment in our Care Connect® Suite and our quarterly dividend, which currently represents a yield in excess of 10% for our stockholders. Additionally, Spok is actively implementing artificial intelligence to drive further operational efficiencies across the organization, with a particular focus on accelerating product development timelines, reducing time to market for new Care Connect Suite capabilities and other internal uses.

"Based on the anticipated full-year financial impact of the strategic realignment, first half software operations bookings levels and our visibility into our product sales pipeline, we are adjusting our full year 2026 financial guidance estimates for revenue, while maintaining the midpoint of our guidance for adjusted EBITDA. We now expect the midpoint for total revenue to be $136 million, while the midpoint for adjusted EBITDA remains at $30 million. The detail for this guidance is contained in the table attached to our press release," concluded Kelly.

Spok.com

Exhibit 99.1

NEWS RELEASE

Financial Highlights:

For the three months ended June 30,

For the six months ended June 30,

(Dollars in thousands) 2026 2025 Change (%) 2026 2025 Change (%)

Revenue

Wireless revenue

Paging revenue $ 16,011 $ 17,192 (6.9) % $ 32,580 $ 34,799 (6.4) %

Product and other revenue 1,202 1,248 (3.7) % 2,119 2,115 0.2 %

Total wireless revenue $ 17,213 $ 18,440 (6.7) % $ 34,699 $ 36,914 (6.0) %

Software revenue

License $ 3,632 $ 2,394 51.7 % $ 4,994 $ 5,025 (0.6) %

Professional services - projects 2,768 3,831 (27.7) % 6,096 8,302 (26.6) %

Professional services - managed services 2,332 1,520 53.4 % 4,391 2,835 54.9 %

Hardware 128 376 (66.0) % 314 697 (54.9) %

Maintenance and subscription 8,938 9,125 (2.0) % 17,743 18,207 (2.5) %

Total software revenue $ 17,798 $ 17,246 3.2 % $ 33,538 $ 35,066 (4.4) %

Total revenue $ 35,011 $ 35,686 (1.9) % $ 68,237 $ 71,980 (5.2) %

For the three months ended June 30,

For the six months ended June 30,

(Dollars in thousands) 2026 2025

Change (%)

2026 2025

Change (%)

GAAP

Operating expenses $ 29,586 $ 30,294 (2.3) % $ 60,368 $ 60,570 (0.3) %

Net income $ 4,120 $ 4,552 (9.5) % $ 6,107 $ 9,748 (37.4) %

Cash and cash equivalents (as of period end)

$ 16,592 $ 20,242 (18.0) % $ 16,592 $ 20,242 (18.0) %

Capital returned to stockholders $ 6,536 $ 6,477 0.9 % $ 14,494 $ 14,424 0.5 %

Non-GAAP

Adjusted operating expenses $ 27,112 $ 29,420 (7.8) % $ 56,580 $ 58,780 (3.7) %

Adjusted EBITDA $ 9,143 $ 7,489 22.1 % $ 14,400 $ 15,693 (8.2) %

Spok.com

Exhibit 99.1

NEWS RELEASE

For the three months ended June 30,

For the six months ended June 30,

(Dollars in thousands, excluding units in service and ARPU)

2026 2025

Change (%)

2026 2025

Change (%)

Key Statistics

Wireless units in service (000's) (as of period end)

645 694 (7.1) % 645 694 (7.1) %

Wireless average revenue per unit (ARPU)

$ 8.20 $ 8.20 — % $ 8.23 $ 8.21 0.2 %

Software operations bookings(1)

$ 9,467 $ 11,661 (18.8) % $ 14,406 $ 19,998 (28.0) %

Software backlog (as of period end)(2)

$ 57,108 $ 65,187 (12.4) % $ 57,108 $ 65,187 (12.4) %

(1) Software operations bookings includes net new (i.e., new customers or incremental add-on sales to existing customers) sales of license, professional services, equipment, and first-year maintenance.

(2) Software backlog excludes $17.0 million and $10.1 million of contractual obligations that are deemed cancellable by the customer without significant penalty as of June 30, 2026 and 2025, respectively.

Financial Outlook:

The Company is updating its prior financial guidance and now expects the following for the full year 2026:

(Unaudited and in millions) Current Guidance

Full Year 2026 Prior Guidance

Full Year 2026

From To From To

Revenue

Wireless $ 67.0 $ 70.0 $ 68.0 $ 71.0

Software $ 65.5 $ 69.5 $ 68.0 $ 72.0

Total Revenue $ 132.5 $ 139.5 $ 136.0 $ 143.0

Adjusted EBITDA $ 28.0 $ 32.0 $ 27.5 $ 32.5

2026 Second Quarter Call:

Management will host a conference call and webcast to discuss these financial results on Wednesday, July 29, 2026, at 5:00 p.m. Eastern Time. The presentation is open to all interested parties and may include forward-looking information.

Conference Call Details

Date/Time:

Wednesday, July 29, 2026, at 5:00 p.m. ET

Webcast: https://www.webcast-eqs.com/registration/Spok_Q2_2026

U.S. Toll-Free Dial In:

877-407-0890

International Dial In:

1-201-389-0918

Spok.com

Exhibit 99.1

NEWS RELEASE

To access the call, please dial in approximately ten minutes before the start of the call. For those unable to join the live call, an OnDemand version of the webcast will be available following the call under the URL link and on the investor relations website.

* * * * * * * * *

About Spok

Spok Holdings, Inc. (NASDAQ: SPOK), headquartered in Plano, Texas, is proud to be a global leader in healthcare communications. We deliver clinical information to care teams when and where it matters most to improve patient outcomes. Top hospitals rely on the Spok Care Connect® platform to enhance workflows for clinicians and support administrative compliance. Our customers send approximately 70 million messages each month through their Spok® solutions. Spok enables smarter, faster clinical communication. For more information, visit spok.com.

Spok is a trademark of Spok Holdings, Inc. Spok Care Connect and Spok Mobile are trademarks of Spok, Inc.

Non-GAAP Financial Measures

This press release contains the following non-GAAP financial measures: adjusted operating expenses and adjusted EBITDA. Adjusted operating expenses excludes depreciation and accretion expense, impairment of intangible assets and severance and restructuring costs. Adjusted EBITDA represents net income/(loss) before interest income/expense, income tax benefit/expense, depreciation and accretion expense, stock-based compensation expense, impairment of intangible assets, legal costs unrelated to core business activities and non-recurring in nature, and severance and restructuring. With respect to our expectations under "Financial Outlook" above, reconciliation of adjusted EBITDA to net income is not available without unreasonable efforts on a forward-looking basis due to the high variability, complexity and uncertainty with respect to certain items included in net income that are excluded from adjusted EBITDA, in particular, income tax benefit/expense, stock-based compensation expenses, impairment of intangible assets, severance and restructuring and other non-recurring expenses. These items can have unpredictable fluctuations based on unforeseen activity that is out of our control and/or cannot be reasonably predicted.

We believe that these non-GAAP financial measures provide useful information to management and investors regarding certain financial and business trends relating to Spok's financial condition and results of operations. We use these non-GAAP measures for financial, operational, and budgetary decision-making purposes, to understand and evaluate our core operating performance and trends, and to generate future operating plans. We believe that these non-GAAP financial measures permit

Spok.com

Exhibit 99.1

NEWS RELEASE

us to more thoroughly analyze key financial metrics used to make operational decisions and allow us to assess our core operating results. We believe that the use of these non-GAAP financial measures provides an additional tool for investors to use in evaluating ongoing operating results and trends and in comparing our financial measures with other software companies who present similar non-GAAP financial measures. We adjust for certain items because we do not regard these costs as reflective of normal costs related to the ongoing operation of the business in the ordinary course. In general, these items possess one or more of the following characteristics: non-cash expenses, factors outside of our control, items that are non-operational in nature, and unusual items not expected to occur in the normal course of business. We believe it is important to exclude these costs, given that they do not represent future operational costs under this strategic business plan. This allows us to assess the underlying performance of our core business under this new strategic business plan.

We do not consider these non-GAAP measures in isolation or as an alternative to financial measures determined in accordance with GAAP. The principle of these non-GAAP financial measures is that they exclude significant amounts that are required by GAAP to be recorded in the Company's financial statements. In addition, they are subject to inherent limitations as they reflect the exercise of judgment by management about which items are excluded or included in determining these non-GAAP financial measures. In order to compensate for these limitations, management presents non-GAAP financial measures in connection with GAAP results. We urge investors to review the reconciliation of our non-GAAP financial measures to the comparable GAAP financial measures which are included in this press release, and not to rely on any single financial measure to evaluate our business.

Safe Harbor Statement under the Private Securities Litigation Reform Act

Statements contained herein or in prior press releases which are not historical fact, such as statements regarding our future operating and financial performance, are forward-looking statements for purposes of the safe harbor provisions under the Private Securities Litigation Reform Act of 1995. These forward-looking statements involve risks and uncertainties that may cause our actual results to be materially different from the future results expressed or implied by such forward-looking statements. Factors that could cause actual results to differ materially from those expectations include, but are not limited to, our ability to manage wireless network rationalization to lower our costs without causing disruption of service to our customers; our ability to retain key management personnel and to attract and retain talent within the organization; the productivity of our sales organization and our ability to deliver effective customer support; our ability to identify potential acquisitions, finance, consummate and successfully integrate such acquisitions, and achieve the expected benefits of such acquisitions; economic conditions, such as recessionary economic cycles, the impact of trade disputes, tariffs and other trade protection measures, higher interest rates, inflation and higher levels of unemployment; risks related to our overall business strategy, including maximizing revenue and cash generation from our established businesses and returning capital to stockholders through dividends and repurchases of shares of our common stock; competition for our services and products from new technologies or those offered and/or developed from firms that are substantially larger and have much greater financial and human capital resources; continuing decline in the number of paging units we have in service with customers, commensurate with a continuing

Spok.com

Exhibit 99.1

NEWS RELEASE

decline in our wireless revenue; our ability to address changing market conditions with new or revised software solutions; undetected defects, bugs, or security vulnerabilities in our products; our dependence on the United States healthcare industry; long sales cycle of our software solutions and services; our reliance on third-party vendors to supply us with wireless paging equipment; our ability to maintain successful relationships with our channel partners; our ability to protect our rights in intellectual property that we own and develop and the potential for material litigation claiming intellectual property infringement by us; our use of open source software, third-party software and other intellectual property; our reliance on data centers and other computer systems, hardware, software and satellite networks and telecommunications systems infrastructure (collectively, "IT Systems") and technologies provided by third parties, and technology systems and electronic networks supplied and managed by third parties; cyberattacks, data breaches, system disruptions or other compromises to our or our critical third parties’ IT Systems, data, products or services; our ability to realize the benefits associated with our deferred income tax assets; future impairments of our long-lived assets or goodwill; risks related to data privacy and protection-related laws and regulation; and our ability to manage changes related to regulation, including laws and regulations affecting hospitals and the healthcare industry generally, as well as other risks described from time to time in our periodic reports and other filings with the Securities and Exchange Commission. Although Spok believes the expectations reflected in the forward-looking statements are based on reasonable assumptions, it can give no assurance that its expectations will be attained. Spok disclaims any intent or obligation to update any forward-looking statements.

Tables to Follow

Spok.com

SPOK HOLDINGS, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited and in thousands except share, per share amounts and ARPU)

For the three months ended For the six months ended

6/30/2026 6/30/2025 6/30/2026 6/30/2025

Revenue:

Wireless $ 17,213 $ 18,440 $ 34,699 $ 36,914

Software 17,798 17,246 33,538 35,066

Total revenue 35,011 35,686 68,237 71,980

Operating expenses:

Cost of revenue (exclusive of items shown separately below) 6,836 7,403 14,565 14,687

Research and development 3,280 3,065 6,737 6,159

Technology operations 5,870 6,233 12,032 12,423

Selling and marketing 3,923 4,349 8,411 9,274

General and administrative 7,203 8,370 14,835 16,237

Depreciation and accretion 929 854 1,921 1,713

Severance and restructuring 1,545 20 1,867 77

Total operating expenses 29,586 30,294 60,368 60,570

% of total revenue 84.5 % 84.9 % 88.5 % 84.1 %

Operating income 5,425 5,392 7,869 11,410

% of total revenue 15.5 % 15.1 % 11.5 % 15.9 %

Interest income 222 256 396 475

Other (expense) income (11) 734 (6) 756

Income before income taxes 5,636 6,382 8,259 12,641

Provision for income taxes (1,516) (1,830) (2,152) (2,893)

Net income $ 4,120 $ 4,552 $ 6,107 $ 9,748

Basic net income per common share $ 0.20 $ 0.22 $ 0.29 $ 0.48

Diluted net income per common share $ 0.20 $ 0.22 $ 0.29 $ 0.47

Basic weighted average common shares outstanding 20,899,901 20,580,044 20,835,558 20,510,561

Diluted weighted average common shares outstanding 21,084,776 20,750,971 21,189,123 20,746,786

Cash dividends declared per common share 0.3125 0.3125 0.6250 0.6250

SPOK HOLDINGS, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(In thousands)

6/30/2026 12/31/2025

ASSETS (Unaudited)

Current assets:

Cash and cash equivalents $ 16,592 $ 25,280

Accounts receivable, net 23,491 22,644

Prepaid expenses 9,878 8,909

Other current assets 671 1,051

Total current assets 50,632 57,884

Non-current assets:

Property and equipment, net 5,351 5,723

Operating lease right-of-use assets 5,327 6,477

Goodwill 99,175 99,175

Deferred income tax assets, net 34,955 36,530

Other non-current assets 171 322

Total non-current assets 144,979 148,227

Total assets $ 195,611 $ 206,111

LIABILITIES AND STOCKHOLDERS’ EQUITY

Current liabilities:

Accounts payable $ 4,460 $ 3,975

Accrued compensation and benefits 5,687 7,361

Deferred revenue 30,294 30,452

Operating lease liabilities 2,360 2,676

Other current liabilities 3,505 4,645

Total current liabilities 46,306 49,109

Non-current liabilities:

Asset retirement obligations 4,955 4,902

Operating lease liabilities 3,386 4,263

Other non-current liabilities 1,097 1,458

Total non-current liabilities 9,438 10,623

Total liabilities 55,744 59,732

Commitments and contingencies

Stockholders' equity:

Preferred stock $ — $ —

Common stock 2 2

Additional paid-in capital 109,179 108,212

Accumulated other comprehensive loss (1,774) (1,756)

Retained earnings 32,460 39,921

Total stockholders' equity 139,867 146,379

Total liabilities and stockholders' equity $ 195,611 $ 206,111

SPOK HOLDINGS, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited and in thousands)

For the six months ended

6/30/2026 6/30/2025

Operating activities:

Net income $ 6,107 $ 9,748

Adjustments to reconcile net income to net cash provided by operating activities:

Depreciation and accretion 1,921 1,713

Deferred income tax expense 1,573 2,615

Stock-based compensation 2,853 2,493

Gain on sale of domain name — (701)

Provisions for credit losses, service credits and other 691 539

Changes in assets and liabilities:

Accounts receivable (1,357) (4,415)

Prepaid expenses and other assets (614) (18)

Net operating lease liabilities (43) (6)

Accounts payable and other liabilities (1,974) (3,201)

Deferred revenue (235) 523

Net cash provided by operating activities 8,922 9,290

Investing activities:

Purchases of property and equipment (1,212) (1,791)

Proceeds from sale of domain name — 701

Net cash used in investing activities (1,212) (1,090)

Financing activities:

Cash distributions to stockholders (14,494) (14,424)

Proceeds from issuance of common stock under the Employee Stock Purchase Plan 184 142

Purchase of common stock for tax withholding on vested equity awards (2,070) (2,843)

Net cash used in financing activities (16,380) (17,125)

Effect of exchange rate on cash and cash equivalents (18) 22

Net decrease in cash and cash equivalents (8,688) (8,903)

Cash and cash equivalents, beginning of period 25,280 29,145

Cash and cash equivalents, end of period $ 16,592 $ 20,242

Supplemental disclosure:

Income taxes paid $ 309 $ 114

SPOK HOLDINGS, INC.

UNITS IN SERVICE, MARKET SEGMENTS,

AND AVERAGE REVENUE PER UNIT (ARPU)

(Unaudited and in thousands)

For the three months ended

6/30/2026 3/31/2026 12/31/2025 9/30/2025 6/30/2025 3/31/2025 12/31/2024 9/30/2024

Account size ending units in service (000's)

1 to 100 units 34 35 36 37 38 39 40 41

101 to 1,000 units 107 110 112 113 116 121 120 125

>1,000 units 504 512 527 534 540 545 560 564

Total 645 657 675 684 694 705 720 730

Market segment as a percent of total ending units in service

Healthcare 83.2 % 83.6 % 83.6 % 84.1 % 85.7 % 85.5 % 85.6 % 85.7 %

Government 5.1 % 5.0 % 4.9 % 5.0 % 4.0 % 4.0 % 4.0 % 4.1 %

Large enterprise 3.7 % 3.7 % 3.8 % 3.7 % 3.8 % 3.8 % 3.9 % 4.0 %

Other(1)

8.0 % 7.7 % 7.7 % 7.2 % 6.5 % 6.7 % 6.5 % 6.2 %

Total 100.0 % 100.0 % 100.0 % 100.0 % 100.0 % 100.0 % 100.0 % 100.0 %

Account size ARPU

1 to 100 units $ 12.97 $ 13.21 $ 13.26 $ 12.92 $ 12.88 $ 13.04 $ 13.08 $ 12.70

101 to 1,000 units 9.91 9.95 9.97 9.83 9.72 9.64 9.60 9.19

>1,000 units 7.51 7.61 7.56 7.51 7.54 7.59 7.50 7.33

Total $ 8.20 $ 8.29 $ 8.26 $ 8.19 $ 8.20 $ 8.24 $ 8.16 $ 7.95

(1) Other includes hospitality, resort and indirect units

RECONCILIATION OF ADJUSTED OPERATING EXPENSES

(Unaudited and in thousands)

For the three months ended For the six months ended

6/30/2026 6/30/2025 6/30/2026 6/30/2025

Operating expenses $ 29,586 $ 30,294 $ 60,368 $ 60,570

Add back:

Depreciation and accretion (929) (854) (1,921) (1,713)

Severance and restructuring (1,545) (20) (1,867) (77)

Adjusted operating expenses $ 27,112 $ 29,420 $ 56,580 $ 58,780

RECONCILIATION OF ADJUSTED EBITDA

(Unaudited and in thousands)

For the three months ended For the six months ended

6/30/2026 6/30/2025 6/30/2026 6/30/2025

Net income $ 4,120 $ 4,552 $ 6,107 $ 9,748

Add back:

Provision for income taxes 1,516 1,830 2,152 2,893

Other (expense) income 11 (734) 6 (756)

Interest income (222) (256) (396) (475)

Depreciation and accretion 929 854 1,921 1,713

EBITDA $ 6,354 $ 6,246 $ 9,790 $ 13,123

Adjustments:

Stock-based compensation 1,244 1,223 2,673 2,493

Severance and restructuring 1,545 20 1,867 77

Legal costs unrelated to core business activities and non-recurring in nature

$ — $ — $ 70 $ —

Adjusted EBITDA $ 9,143 $ 7,489 $ 14,400 $ 15,693

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Jul. 29, 2026

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Jul. 29, 2026

Entity Registrant Name

SPOK HOLDINGS, INC

Entity Tax Identification Number

16-1694797

Entity Incorporation, State or Country Code

Entity File Number

001-32358

Entity Address, Postal Zip Code

75074

Entity Address, Address Line One

3000 Technology Drive,

Entity Address, Address Line Two

Suite 400

Entity Address, State or Province

Entity Address, City or Town

Plano,

City Area Code

800

Local Phone Number

611-8488

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Security Exchange Name

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For the EDGAR submission types of Form 8-K: the date of the report, the date of the earliest event reported; for the EDGAR submission types of Form N-1A: the filing date; for all other submission types: the end of the reporting or transition period. The format of the date is YYYY-MM-DD.

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No definition available.

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- Definition

The type of document being provided (such as 10-K, 10-Q, 485BPOS, etc). The document type is limited to the same value as the supporting SEC submission type, or the word 'Other'.

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No definition available.

+ Details

Name:

dei_DocumentType

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- Definition

Address Line 1 such as Attn, Building Name, Street Name

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- Definition

Address Line 2 such as Street or Suite number

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- Definition

Name of the City or Town

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- Definition

Code for the postal or zip code

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No definition available.

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- Definition

Name of the state or province.

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No definition available.

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- Definition

A unique 10-digit SEC-issued value to identify entities that have filed disclosures with the SEC. It is commonly abbreviated as CIK.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

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- Definition

Indicate if registrant meets the emerging growth company criteria.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

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Name:

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- Definition

Commission file number. The field allows up to 17 characters. The prefix may contain 1-3 digits, the sequence number may contain 1-8 digits, the optional suffix may contain 1-4 characters, and the fields are separated with a hyphen.

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No definition available.

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- Definition

Two-character EDGAR code representing the state or country of incorporation.

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No definition available.

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- Definition

The exact name of the entity filing the report as specified in its charter, which is required by forms filed with the SEC.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

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- Definition

The Tax Identification Number (TIN), also known as an Employer Identification Number (EIN), is a unique 9-digit value assigned by the IRS.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

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- Definition

Local phone number for entity.

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No definition available.

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Name:

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- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 13e

-Subsection 4c

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- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 14d

-Subsection 2b

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- Definition

Title of a 12(b) registered security.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b

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Name:

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Data Type:

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- Definition

Name of the Exchange on which a security is registered.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection d1-1

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Name:

dei_SecurityExchangeName

Namespace Prefix:

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Data Type:

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- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as soliciting material pursuant to Rule 14a-12 under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 14a

-Subsection 12

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Name:

dei_SolicitingMaterial

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Data Type:

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- Definition

Trading symbol of an instrument as listed on an exchange.

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No definition available.

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Name:

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- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as written communications pursuant to Rule 425 under the Securities Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Securities Act

-Number 230

-Section 425

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