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): May 15, 2025

LAMAR ADVERTISING COMPANY

(Exact name of registrant as specified in its charter)

5321 Corporate Blvd.

Baton Rouge, Louisiana 70808

(Address of Principal Executive Offices) (Zip Code)

(225) 926-1000

(Registrant’s telephone number, including area code)

N/A

(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 (see General Instruction A.2. below):

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

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

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 8.01 Other Events.

On May 15, 2025, Lamar Advertising Company (the “Company”) issued a press release announcing that its Board of Directors declared a quarterly cash dividend of $1.55 per share payable on June 30, 2025, to holders of record of the Company’s Class A common stock and Class B common stock on June 16, 2025.

Additionally, as previously announced, the Company has completed $150.0 million in stock repurchases under its existing stock repurchase program, and had $100.0 million available to be repurchased in the future under the program. On May 15, 2025, the Company announced that its Board of Directors has approved an increase to its existing stock repurchase program in the amount of $150.0 million, bringing the total amount remaining that is available to be repurchased under the program to $250.0 million.

The stock repurchase program currently expires on March 31, 2026. The repurchase program may be extended, suspended or discontinued at any time. Such repurchases may be made on the open market or in privately negotiated transactions. The timing and amount of any repurchases will be determined by the Company’s management based on its evaluation of market conditions and other factors. The Company may also establish 10b5-1 trading plans from time to time that will provide flexibility if and when it buys back stock.

A copy of the press release relating to the quarterly dividend and the increase in stock repurchase authorization is filed herewith as Exhibit 99.1.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

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.