Penske Media Corporation this week filed a comprehensive legal opposition challenging Google's attempt to dismiss a major antitrust lawsuit, arguing the tech giant has violated the "fundamental fair exchange" that allowed the open internet to exist. The 56-page filing submitted February 12, 2026, in the U.S. District Court for the District of Columbia details how Google allegedly leverages its search monopoly to coerce publishers into providing content for artificial intelligence systems without compensation.

The memorandum responds to Google's motion to dismiss, presenting detailed arguments about coercive reciprocal dealing, monopoly maintenance, and unlawful tying arrangements. Judge Amit P. Mehta will consider whether Penske Media's amended complaint states plausible claims under Sections 1 and 2 of the Sherman Act.

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The bargain Google allegedly broke

Before AI Overviews transformed search results, publishers and Google maintained what the filing characterizes as a straightforward arrangement. Publishers allowed Google to crawl their content to build the search index, while Google referred user traffic to publisher websites. Publishers received revenue when users clicked through from search results to their sites. Google generated billions in advertising revenue from searches built on publisher data.

The filing argues that this exchange no longer holds. Google now threatens to withhold traffic unless publishers acquiesce to use of their content for generative AI products that compete directly with publishers for user attention. "Google's search monopoly leaves publishers with no choice: acquiesce - even as Google cannibalizes the traffic publishers rely on - or perish," according to the memorandum filed by Susman Godfrey attorneys representing Penske Media.

Publisher reactions documented in the filing illustrate mounting frustration across the industry. People Inc.'s CEO explained that Google "is using their market power to make sure we can't take back leverage." The executive described how Google uses one crawler for both search and AI, making it impossible for publishers to block AI usage without also blocking search. "If we block them, we then block search also. And even in a depleted state, search is still obviously material to us," the filing quotes.

Microsoft recently acknowledged this dynamic in public statements about the web's future. The company explained that the open web was built on an implicit value exchange where publishers made content accessible and distribution channels like search helped people find it. "That model does not translate cleanly to an AI-first world, where answers are increasingly delivered in a conversation," according to Microsoft statements referenced in the filing.

Technical arguments about market power

The legal memorandum presents extensive analysis of relevant product markets and Google's power within them. Penske Media defines multiple distinct markets affected by Google's conduct: Search Referral Traffic, Republishing Content, GAI Training Content, RAG Content, and Online Publishing.

The filing explains that Search Referral Traffic serves a particular function connecting users who submit search queries to web publishers with information that can answer those queries. Publishers value this traffic because it captures users actively searching for specific content. This "intentional" traffic cannot be delivered by sources like social media and direct website navigation, according to arguments presented.

Industry recognition of Search Referral Traffic as distinct appears throughout the memorandum. Publishing industry leaders discuss its importance in quoted statements. Google itself recognizes Search Referral Traffic as separate, having commented on how its products impact search referrals. One Google scientist noted that "direct answers" to queries "reduce search referral traffic," which "hurts [content providers'] ability to monetize" from search.

The filing addresses Google's monopsony power in the input market for search. Publishers contribute website content to Google's search index so Google can use that content to generate search results. Google has "the power to control prices" for this Search Index Data, as evidenced by obtaining content from Penske Media and other online publishers for zero access fee, according to the legal arguments.

Separate markets exist for Republishing Content, GAI Training Content, and RAG Content, the filing contends. Republishing refers to copying and publishing existing content. GAI training content teaches large language models to take seed input and iteratively predict the most likely next word based on learned patterns. RAG Content "grounds" an LLM with external information sources to improve output quality.

Each use has independent value and pricing in competitive markets. Public reporting has recognized these AI content markets while noting they remain "opaque" because participating companies generally do not disclose licensing agreement details. Courts have acknowledged AI content-licensing markets in other litigation, the filing notes.

Evidence of coercion and harm

Penske Media alleges that Google's conduct gives it unfair advantage over AI competitors. While rivals must win on innovation and improved productivity, Google starts ahead by exploiting its search monopoly to extract zero-cost inputs for GAI products. This reduces productivity, harms competition, and chills innovation, according to the arguments presented.

The memorandum documents specific harms to publishers. Google has acknowledged that when it provides "direct answers" on search results pages, this "reduce[s] search referral traffic" and "hurt[s] [content providers'] ability to monetize" their content. Studies show AI Overviews have diminished search referral traffic. Research cited in the filing predicts substantial advertising revenue loss and traffic decline ranging from 20 to 60 percent.

One study shows AI Overviews reduce click-through rates by as much as 34.5 percent for the top organic search result. Bain & Company concluded 60 percent of Google searches terminate without a click. Similarweb reports an 83 percent zero-click rate for searches with AI Overviews.

Penske Media has experienced declines in click-through rates as Google has increased AI Overviews coverage of content from its publications. Users who can obtain content through Google's AI Overviews have no incentive to navigate to Penske Media's websites, giving the publisher fewer opportunities for advertising and other revenue.

USA Today's CEO put it directly, according to statements quoted in the filing: "Google's insinuation that AI Overview is not getting in the way of the ten blue links and the traffic going back to creators and publishers is just 100% false. [Users] are reading the overview and stopping there. We see it."

Google attempts to recast the conduct as lawful "refusal to deal" under Supreme Court precedent, according to arguments addressed in Penske Media's opposition. The memorandum rejects this characterization, explaining that the claims are based on conditions placed by Google on dealings with publishers, not on refusal to deal.

The filing distinguishes this case from situations where courts limit antitrust liability for refusals to share competitive advantages. Penske Media is an input provider to Google's search, not a horizontal rival. The publisher seeks only to prevent Google from leveraging its unlawful monopoly power over search to extract content for AI products without compensation.

Even if the conduct could be characterized as refusal to deal, an exception exists where a defendant previously engaged in voluntary dealing before unilaterally revising terms to its benefit and others' detriment. Penske Media alleges extended dealings in which Google solicited online publishers to provide content for search indexing before changing requirements.

The memorandum addresses Google's product improvement arguments. Changes in product design are not immune from antitrust scrutiny and in certain cases may constitute unlawful means of maintaining a monopoly, the filing argues. At most, Google's contentions raise fact disputes inappropriate for resolution on a motion to dismiss.

Financial implications for journalism

The filing explains how publisher revenue models depend on search referral traffic. Penske Media generates income through display advertising based on total ad impressions shown to users, affiliate commissions when users purchase products through linked retailers, and subscription fees for premium content behind paywalls.

More visitors mean more ads and higher impression revenues. Fewer visitors mean fewer ads and lower impression revenue. Google's AI features reduce these revenue streams by keeping users within Google's ecosystem rather than directing them to publisher websites.

Content creation requires substantial investment. Penske Media invests enormous resources in human talent, technology, and infrastructure. The publisher has nearly 800 employees focused on publishing, including writers, reporters, and editors who contribute creativity, time, and labor to deliver journalism, perspectives, and storytelling.

The reduced economic incentives threaten content quality across the industry. Why would any online publisher invest in developing new content only to face a choice between permitting Google to use that content for free for all purposes or disappearing from search results? This dynamic "could put the future of the open Internet in danger," according to statements quoted in the memorandum.

Multiple antitrust theories

Penske Media's complaint includes six separate counts. The reciprocal dealing claims allege violations of both Section 1 and Section 2 of the Sherman Act. Additional counts charge unlawful tying, monopoly leveraging, unlawful monopolization, attempted monopolization, and unjust enrichment.

The filing argues these claims qualify for per se treatment under tying law. Coercive reciprocal dealing claims are analytically similar to tying claims, which have often received per se treatment from courts. Google has market power in the tying product market and the arrangement affects substantial commerce given that Penske Media expends hundreds of millions of dollars creating content that Google takes for free.

Under rule-of-reason analysis, the conduct has substantial anticompetitive effects including imposition of sub-competitive prices in multiple markets, restricted competition in online publishing, reduced quality and quantity of output, and elimination of choice among market participants.

The monopoly maintenance claim builds on established findings. This Court previously determined that "Google is a monopolist, and it has acted as one to maintain its monopoly" in General Search Services. With "no true competitor" in the search market, Google has enormous power to coerce publishers.

Standing and damages arguments

The memorandum addresses Google's challenges to Penske Media's antitrust standing. Publishers who are participants in relevant markets and suffer injury in markets where competition is being restrained are proper parties to bring private antitrust actions, the filing argues.

Penske Media suffers underpayment because it is forced to forgo compensation it would otherwise receive for licensing content for AI purposes. Google uses the unlawfully extracted content to power AI products that compete with Penske Media by answering queries on search results pages, resulting in substantial lost revenue.

These injuries flow directly from anticompetitive effects of Google's coercive conduct. Penske Media adequately alleges that it suffers harm as both a supplier of content for search and as a purchaser of Search Referral Traffic.

The Associated General Contractors factors support standing. Penske Media's injuries are direct and non-speculative. There are no intermediate steps between Google's coercion and its failure to pay for content. A direct causal chain connects Google's use of content for AI products, deprecation in search results engagement through AI Overviews, and reduced advertising revenue due to lack of search referrals.

The broader ecosystem at risk

Court documents from the ongoing search remedies proceedings acknowledge "increasingly existential problem faced by publishers and digital creators." Publishers are caught between reliance on Google to drive traffic and inability to prevent Google from using content to train and display in AI offerings without compensation.

Publishers cannot opt out of Google's use of their content for AI Overviews. Blocking content usage altogether would mean absence from Google's search index and non-appearance on search results pages, which is critical to directing user traffic. "That is not a tenable choice," according to statements from the search remedies proceedings quoted in today's filing.

The memorandum notes that licensing markets exist where law-abiding companies compete to pay for rights to publisher content. Google, by contrast, relies on its unlawful monopoly to coerce publishers into providing the same content for free. This represents coercive abuse of monopoly power, not competition on merits.

Other technology companies recognize these dynamics. OpenAI's Head of Product for ChatGPT confirmed during search remedies proceedings that Google's "leverage" over the web ecosystem stems from "traffic" it sends to publishers. This underscores Search Referral Traffic's distinct role in the digital economy.

What happens next

Judge Mehta will review Google's motion to dismiss and Penske Media's opposition arguments. The court must determine whether the amended complaint states plausible claims under applicable antitrust law.

If the court denies Google's motion, the case proceeds to discovery where Penske Media would gather evidence supporting its allegations. This could include internal Google documents about AI development, publisher relations, and search traffic impacts.

To the extent the court is inclined to dismiss any claims, Penske Media respectfully requests leave to amend. New information regarding AI impact on publishers continues to surface. Content licensing markets continue maturing as AI companies sign deals with publishers. Companies like Microsoft are introducing opportunities for publishers to monetize content for AI-related uses.

The case represents one of multiple legal challenges Google faces regarding its treatment of publisher content. The Atlantic filed a federal antitrust lawsuit in January 2026 alleging similar conduct. Dotdash Meredith sued Google in August 2025 seeking damages for advertising technology monopolization.

The European Commission opened a formal investigation in December 2025 examining whether Google violated EU competition rules by using publisher content for AI purposes without appropriate compensation or viable opt-out mechanisms.

Timeline

Summary

Who: Penske Media Corporation, parent company of Rolling Stone, Variety, Billboard, The Hollywood Reporter, Deadline, and other major media brands, filed opposition to Google's motion to dismiss in federal court for the District of Columbia.

What: A 56-page legal memorandum arguing that Google violated antitrust laws through coercive reciprocal dealing, monopoly maintenance, unlawful tying, monopoly leveraging, and attempted monopolization. The filing alleges Google leverages its search monopoly to force publishers into providing content for AI training, republishing, and retrieval-augmented generation without fair compensation while reducing website traffic publishers depend on for revenue.

When: Filed February 12, 2026, responding to Google's motion to dismiss the amended complaint. The alleged anticompetitive conduct spans from Google's introduction of Google-Extended controls in September 2023 through ongoing practices that harm publisher revenues through traffic diversion and content extraction for AI systems.

Where: United States District Court for the District of Columbia, Case No. 1:25-cv-03192-APM, before Judge Amit P. Mehta.

Why: This matters for marketing professionals because it exposes fundamental power imbalances in content distribution affecting the entire digital advertising ecosystem. Google controls 89.2 percent market share in general search services, rising to 94.9 percent on mobile devices, according to federal court findings. This dominance creates what Penske Media characterizes as a "monopsony" position where Google controls publisher access to search referral traffic while simultaneously extracting content for AI training without fair compensation. Research shows AI Overviews reduce organic clicks by 34.5 percent when present in search results, threatening advertising revenue that sustains journalism and quality content creation. The case could determine whether dominant platforms can leverage monopoly power to extract content for AI systems or whether publishers retain meaningful control over how their work is used and compensated.

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