On its Q1 2025 earnings call, disclosed in an 8-K exhibit filed May 12, 2025, management reported progress, saying the company had held "dozens of meetings with interested parties, ranging from strategic tech and education companies to private equity firms," and described early indications as positive. On its Q2 2025 earnings call, disclosed in an 8-K exhibit filed August 5, 2025, Chegg said it continued to "engage with a select group of parties" as part of the review, without identifying any party, proposed price, or structure.
The strategic review concluded without a sale or go-private transaction. In an 8-K exhibit filed October 27, 2025, Chegg announced that after a year-long review conducted with Goldman Sachs and "after thoughtful consideration of multiple proposals, the Board unanimously determined that remaining an independent public company offers the best opportunity to maximize long-term shareholder value." No acquirer, bidder, purchase price, valuation multiple, or transaction consideration was ever disclosed in connection with the review, and none of the "multiple proposals" referenced were described in the filings reviewed.
Concurrent with the conclusion of the review, Chegg announced a leadership change and restructuring. Dan Rosensweig, previously Executive Chairman, reassumed the role of President and CEO effective October 27, 2025, with outgoing CEO Nathan Schultz becoming an Executive Advisor. Chegg also announced a restructuring to reduce its cost structure and redirect investment toward its Busuu language-learning and Skills businesses, which the release said were expected to generate approximately $70 million of revenue in 2025. The restructuring was expected to eliminate 388 roles globally, approximately 45% of the workforce, reduce 2026 non-GAAP expenses by approximately $100 million to $110 million, and result in approximately $15 million to $19 million of charges, mostly cash severance payments.
No merger agreement, tender offer, or merger proxy statement (no DEFM14A, PREM14A, S-4, or Schedule TO/14D-9) was ever filed for Chegg in connection with this process, consistent with the review ending in a decision to remain independent rather than in a signed transaction. Subsequent filings show Chegg continuing to operate as a standalone public company: it received an NYSE notice in December 2025 for average share price below $1.00 over 30 trading days, conducted multiple private note repurchases of its 0% convertible senior notes due 2026 through the first half of 2026, and announced on September 1, 2026 that it had repaid the remaining $33.9 million of those notes at maturity, leaving the company with no outstanding debt. No subsequent filing reviewed reopened or restarted a strategic/sale process.
