528 material Form 8-K filings that 462 companies we cover made with the SEC in January 2025, each read and summarized by AI: what happened, the key figures, whether it reads positive or negative for shareholders, and how big a deal it is (impact 1-5). All of them were written later, when past filings were added: a selection, not every 8-K of the month (see the note below).
NCR Atleos appointed Andrew Wamser, formerly CFO of BlueLinx, as Executive Vice President and Chief Financial Officer effective January 27, 2025, replacing Paul Campbell, who will remain an employee until April 1, 2025. The filing describes Wamser's pay package and Campbell's severance treatment, and the company said it expects to meet financial targets for its first full fiscal year.
Andrew Wamser's offer letter sets a $550,000 annual base salary and a 100% target cash bonus.
Wamser receives a $2,000,000 equity award in time-based restricted stock units with a three-year cliff vesting schedule, plus a 2025 long-term incentive target of $1,500,000.
Paul Campbell remains an employee until April 1, 2025, and his departure is treated as a termination without cause for severance purposes.
The company will file the Campbell separation agreement as an exhibit to its 10-K for the fiscal year ending December 31, 2024.
Merit Medical said preliminary unaudited revenue for the year ended December 31, 2024 is about $1.355 billion to $1.357 billion, up about 7.7% to 7.9% from the prior year. The figures are unaudited and may change after the audit, and the company plans to report full fourth-quarter and 2024 results and 2025 guidance on February 25, 2025.
Preliminary 2024 revenue of about $1.355 billion to $1.357 billion, up about 7.7% to 7.9% year over year
Preliminary constant currency revenue increased about 8.4% to 8.6%; the foreign exchange impact is $7.9 million
Audited results are not yet available, and the auditor has not reviewed the preliminary figures
Full 2024 results and fiscal 2025 guidance are scheduled for February 25, 2025 after market close
This 8-K is from IAC Inc. (NASDAQ: IAC), not People Inc (PPLI). IAC's board approved a plan to spin off its full stake in Angi Inc. (NASDAQ: ANGI) to IAC shareholders, subject to conditions and final board approval. CEO Joey Levin will leave his CEO and board roles on the earlier of the spin-off's completion or May 31, 2025, and IAC does not intend to appoint a new CEO.
Spin-off expected to be tax free and to close in the first half of 2025, but no sooner than March 31, 2025
Levin's CEO and board roles end on the earlier of spin-off completion or May 31, 2025; he becomes Angi Executive Chairman
Levin receives 5,008,600 Angi Class B shares and $9,346,585 in cash, and will provide consulting services for six years at $3,000,000 per year
Levin's 3,000,000 restricted shares of IAC stock were cancelled and forfeited; IAC and Angi affirmed prior Q4 2024 financial expectations
On January 13, 2025, F&G Annuities & Life, Inc., a majority-owned subsidiary of Fidelity National Financial, completed a public offering of $375 million in 7.300% Junior Subordinated Notes due 2065. F&G intends to use the net proceeds for general corporate purposes, including repaying or repurchasing outstanding indebtedness. The filing does not state a direct effect on the parent company's earnings or per-share results.
Offering size: $375 million aggregate principal of 7.300% Junior Subordinated Notes due January 15, 2065.
Interest is payable quarterly beginning April 15, 2025. F&G may defer interest for up to five consecutive years while no Event of Default is continuing.
F&G may redeem the notes at par on or after January 15, 2030. Proceeds may fund repurchase, redemption or repayment of outstanding debt.
F&G Annuities & Life completed a public offering of $375 million in 7.300% junior subordinated notes due January 15, 2065. The company said it intends to use the net proceeds for general corporate purposes, including repurchasing, redeeming or repaying outstanding indebtedness.
Principal amount: $375 million; interest of 7.300% per year, paid quarterly beginning April 15, 2025
Notes mature January 15, 2065; F&G may defer interest for up to five consecutive years, with interest continuing to accrue
Optional redemption at 100% of principal from January 15, 2030; Rating Agency Event redemption at 102%
Underwriters include Wells Fargo Securities, BofA Securities, J.P. Morgan, Morgan Stanley and RBC Capital Markets; trustee is Citibank, N.A.
Exelixis reported preliminary, unaudited fiscal 2024 results and gave 2025 guidance, with total revenues of about $2.165 billion and net product revenues of about $1.805 billion for 2024. The audit is ongoing and the figures could change, with audited results due February 11, 2025. The 2025 net product revenue guidance of $1.95 billion to $2.05 billion sits above the 2024 preliminary figure, which points to expected growth for the cabozantinib franchise.
Preliminary fiscal 2024 total revenues of about $2.165 billion and net product revenues of about $1.805 billion
2025 guidance: total revenues of $2.15 billion to $2.25 billion; net product revenues of $1.95 billion to $2.05 billion
2025 research and development expenses guided at $925 million to $975 million; SG&A at $475 million to $525 million
Audited fiscal 2024 results scheduled for release February 11, 2025; the figures could change before then
NXP B.V., a subsidiary of NXP Semiconductors N.V., entered into a €360.0 million unsecured senior loan facility with the European Investment Bank on January 13, 2025. The proceeds are expected to fund research, development and innovation of semiconductor devices, technologies and solutions in five European countries, and the loans carry a maximum tenor of six years.
Facility size: €360.0 million unsecured senior loan from the European Investment Bank, signed January 13, 2025
Borrowings may be in U.S. dollars or euros, at fixed or floating rates with a floor of zero
Obligations fully guaranteed by NXP Semiconductors N.V., NXP Funding LLC and NXP USA, Inc.
Maximum loan tenor of six years; covenants and events of default are generally consistent with the company's August 26, 2022 revolving credit agreement
PTC Therapeutics reported preliminary, unaudited 2024 total revenue of approximately $814 million, which the company said exceeded its guidance, and gave 2025 total revenue guidance of $600 million to $800 million. The 2025 range sits below the 2024 preliminary figure, and the 2024 numbers remain subject to the year-end audit.
Unaudited 2024 total net revenue of approximately $814 million; net product revenue approximately $601 million
Translarna approximately $340 million and Emflaza approximately $207 million in unaudited 2024 net product revenue; Evrysdi royalty revenue approximately $211 million
2025 guidance: total revenue $600 million to $800 million; GAAP R&D and SG&A expense $805 million to $835 million
Results will be presented at the J.P. Morgan Healthcare Conference on January 13, 2025, after which the company enters a quiet period
Ichor Holdings said preliminary fourth quarter 2024 revenue of approximately $233 million was at the high end of its guidance, but expects gross margin and earnings per share to fall below the low end of prior guidance ranges. The company cited higher labor costs, higher-than-anticipated inventory charges and unfavorable product mix, and it now expects first quarter 2025 revenue of $235 million to $250 million and 2025 revenue above current expectations. The results are preliminary, unaudited and subject to completion of audit procedures, and the 10-K for fiscal 2024 has not been filed.
Q4 2024 revenue of approximately $233 million, at the high end of guidance and up over 10% sequentially from Q3 2024
Q4 2024 gross margin of 11% to 12% on a GAAP basis and about 12% non-GAAP; EPS below prior guidance ranges
Q1 2025 revenue outlook of $235 million to $250 million, with gross margin returning to 13% to 15%
Full Q4 and fiscal 2024 results and conference call on February 4, 2025, at 1:30 p.m. PT
Alignment Healthcare said it had about 209,900 health plan members as of January 1, 2025, up about 35% year over year, and expects 225,000 to 231,000 members by December 31, 2025. It reaffirmed its 2024 guidance and its confidence in about $40 million of adjusted EBITDA in 2025, with 2025 guidance to come on its fourth-quarter earnings call. The filing also says Dawn Maroney was promoted to President, effective immediately, to oversee day-to-day operations, while the filing provides no fourth-quarter or full-year 2024 results.
Health plan membership of about 209,900 as of January 1, 2025, up about 35% from January 1, 2024
Expects 225,000 to 231,000 members as of December 31, 2025, about 22% to 25% growth versus the midpoint of year-end 2024 membership guidance
Reaffirmed 2024 guidance: revenue of $2,665 million to $2,680 million and adjusted EBITDA of ($10) million to $5 million
Dawn Maroney promoted to President effective January 13, 2025; she reports to founder and CEO John Kao
Truist Financial said Vice Chair and Chief Operating Officer Hugh S. "Beau" Cummins III will resign effective immediately, citing material changes to his responsibilities after completion of strategic initiatives including the sale of Truist Insurance Holdings. His enterprise payments duties go to Kristin Lesher and his remaining duties go to CFO Michael B. Maguire, so shareholders face a senior operating leadership change.
Hugh S. "Beau" Cummins III resigns as Vice Chair and Chief Operating Officer, effective immediately, announced January 13, 2025
Resignation is treated as a Good Reason resignation under Truist's severance plan; Cummins remains eligible for his 2024 annual cash incentive award and receives outplacement benefits
Enterprise payments business moves to Kristin Lesher, Senior EVP and Chief Wholesale Banking Officer; remaining responsibilities move to CFO Michael B. Maguire
Sonos said CEO Patrick Spence will step down as CEO and board member effective January 13, 2025, and director Tom Conrad was appointed interim CEO and president. The company said the change is unrelated to its fiscal first quarter results, which will be reported February 6, 2025, and that it has begun a search for a permanent CEO.
Spence stays employed as an advisor through June 30, 2025, and receives a $1,875,000 cash severance payment and accelerated vesting of certain RSUs at that date, subject to a release of claims.
Conrad receives a monthly base salary of $175,000 and restricted stock units with a grant date value of $2.65 million, vesting monthly over his interim service.
Conrad stepped down as chair of the Compensation, People and Diversity & Inclusion Committee; Karen Boone was named chair and Julius Genachowski joined the committee.
Sonos is providing no update on fiscal first quarter results ahead of the February 6, 2025 report.
Xencor said its preliminary, unaudited cash, cash equivalents and marketable debt securities were about $707 million at December 31, 2024, compared with $697.0 million a year earlier. The company expects this cash to fund research and development and operations into 2028, and the figures may change after year-end closing and audit procedures.
Preliminary, unaudited cash, cash equivalents and marketable debt securities of about $707 million at December 31, 2024, versus $697.0 million at December 31, 2023
Based on current operating plans, Xencor expects cash to fund research and development programs and operations into 2028
January 13, 2025 investor presentation also updated XmAb808 to resumed dose escalation and reported completed enrollment in three vudalimab studies
Bentley Systems appointed James Lee as Chief Operating Officer effective January 13, 2025, after he spent time at Google Cloud and SAP. The company also eliminated the Chief Product Officer position, and Michael M. Campbell will leave on January 21, 2025 under a separation agreement that includes a $1.5 million cash severance payment.
James Lee appointed COO effective January 13, 2025, with a base salary of $400,000 (prorated for 2025) and an initial OTI target of $400,000 (prorated)
Lee to receive a one-time RSU grant with an aggregate value of $7.5 million, plus 2025 annual RSU awards of $488,889 time-based and $488,889 performance-based
Chief Product Officer role eliminated; product development consolidated under CTO Julien Moutte
Michael M. Campbell leaves January 21, 2025 and will receive a $1.5 million cash severance payment
Progyny said on January 13, 2025 that fourth-quarter 2024 revenue, net income and Adjusted EBITDA are now expected to be slightly above the ranges it gave in November. The company said member activity paced better than its guidance assumed, which had expected activity to be flat to down. The filing gives no specific dollar figures for the updated expectations.
Updated expectations cover the quarter and year ending December 31, 2024, and were issued January 13, 2025 in Exhibit 99.1.
Revenue, net income and Adjusted EBITDA for Q4 2024 are now expected to be slightly above the November guidance ranges.
CEO Pete Anevski will present at the JP Morgan Healthcare Conference on January 14, 2025 at 7:30 a.m. Pacific Time.
On January 8, 2025, SouthState Bank agreed to sell about 170 branch properties in Alabama, Florida, Georgia, North Carolina, South Carolina and Virginia to entities affiliated with Blue Owl Real Estate Capital for about $475 million in cash, and to lease them back under 15-year triple net leases. The company expects a pre-tax gain of about $225 million, but also about $40 million in first-year GAAP rent expense, so the deal trades a one-time gain for ongoing occupancy costs, and the final numbers could change during due diligence.
Sale of about 170 branches to Blue Owl affiliates for about $475 million cash, expected to close in the first quarter of 2025, subject to Blue Owl's due diligence.
Expected pre-tax gain of about $225 million after transaction-related expenses.
First-year rent of about $36 million pretax; GAAP rent expense of about $40 million, partly offset by about $8 million less depreciation.
Lease terms: 15-year initial term, three 5-year renewal options, 2% annual rent escalation; the bank will not close any branches or exit any markets.
Alnylam said preliminary full-year 2024 global net product revenues were $1,646 million, up 33% from 2023, and fourth-quarter revenues were approximately $451 million. The company also guided to 2025 combined net product revenue of $2,050 million to $2,250 million and expects non-GAAP operating income profitability in 2025, which matters to shareholders because it sets the company's first public outlook for the year. The figures are unaudited and subject to adjustment before full results in February 2025.
Preliminary Q4 2024 global net product revenues were approximately $451 million; full-year 2024 was $1,646 million, up 33%.
2025 combined net product revenue guidance is $2,050 million to $2,250 million, or 31% growth at the midpoint.
Total TTR guidance is $1,600 million to $1,725 million; Total Rare guidance is $450 million to $525 million.
Full results are due in February 2025; the vutrisiran heart-disease PDUFA target action date is March 23, 2025.
Revvity said preliminary fourth-quarter 2024 revenue growth of about 5% reported and 6% organic, which it expects to produce revenue of about $730 million. It also now expects full-year 2024 adjusted earnings per share to meet or exceed guidance given on November 4, 2024. Full results are due before market open on January 31, 2025.
Q4 2024 reported revenue growth expected at about 5%, organic growth about 6%
Q4 2024 revenue expected at approximately $730 million
Full-year 2024 adjusted EPS expected to meet or exceed the November 4, 2024 guidance
Full Q4 and full-year 2024 results and earnings call on January 31, 2025; CEO Prahlad Singh presents at J.P. Morgan Healthcare Conference on January 13, 2025
Shake Shack reported preliminary, unaudited fourth-quarter and fiscal 2024 results, with fourth-quarter total revenue of $328.7 million, up 14.8%, and Adjusted EBITDA of $46.5 million, up 48% year over year. The company also gave initial 2025 guidance of $1.45 billion to $1.48 billion in total revenue and $200 million to $210 million in Adjusted EBITDA, and said it now sees its Company-operated footprint reaching at least 1,500 Shacks over time, up from a prior target of 450.
Q4 2024 total revenue $328.7 million; FY2024 total revenue $1.3 billion; same-Shack sales up 4.3% in Q4
Q4 2024 Adjusted EBITDA $46.5 million, up 48%; restaurant-level profit margin about 22.7% of Shack sales
2025 guidance: total revenue $1.45 billion to $1.48 billion; Adjusted EBITDA $200 million to $210 million; net income $45 million to $60 million
Long-term Company-operated Shack target raised to at least 1,500 from 450; results are preliminary and unaudited pending the Form 10-K
ADMA Biologics preliminarily estimated unaudited total 2024 revenue of $417-425 million, above its previous guidance of $415 million, and said year-end 2024 cash grew to more than $100 million. The company also expects 2025 total revenue above $485 million and net income above $170 million, which gives shareholders updated figures for the year ahead.
Preliminary unaudited FY 2024 total revenue of $417-425 million, versus previous guidance of $415 million
Year-end 2024 total cash above $100 million, up about $45 million quarter over quarter, after $30 million of debt discharged in Q4 2024
FY 2025 total revenue expected to exceed $485 million and net income to exceed $170 million; FY 2026 revenue expected above $600 million
PAS submitted to the FDA for yield enhancement production process; approval anticipated mid-2025
Option Care Health reported preliminary, unaudited fourth-quarter and full-year 2024 results, with full-year net revenue of about $4.99 billion to $5.00 billion, up 16.0% to 16.2%, and adjusted diluted EPS of $1.55 to $1.59. For 2025 it expects net revenue of $5.2 billion to $5.4 billion and adjusted EPS of $1.59 to $1.69, including a $60 million to $70 million gross profit reduction tied to Stelara pricing adjustments. The Board also approved a new $500 million share repurchase program with no specified expiration date.
Q4 2024 net revenue of about $1.34 billion to $1.35 billion, up 19.2% to 20.1% year over year
Full-year 2024 adjusted diluted EPS of $1.55 to $1.59; GAAP diluted EPS of $1.21 to $1.23
2025 guidance: net revenue of $5.2 billion to $5.4 billion and adjusted EBITDA of $445 million to $465 million
New $500 million share repurchase program approved January 10, 2025; full results due February 26, 2025
Moderna disclosed preliminary, unaudited 2024 product sales of $3.0-3.1 billion and year-end cash of about $9.5 billion, ahead of its January 13, 2025 J.P. Morgan presentation. It also set a 2025 revenue range of $1.5-2.5 billion, mostly in the second half, and projected 2025 cash cost reductions of $1.0 billion and year-end 2025 cash of about $6.0 billion. The 2024 figures remain subject to the ongoing audit, and the filing gives no prior-year comparison for the new 2025 range.
Unaudited 2024 product sales of $3.0-3.1 billion, including $1.7 billion in the U.S.
Year-end 2024 cash, cash equivalents and investments of about $9.5 billion (unaudited).
2025 revenue projected at $1.5-2.5 billion, mostly in the second half; 2025 cash cost reductions of $1.0 billion, with a further $0.5 billion planned for 2026.
Expected year-end 2025 cash and investments of about $6.0 billion; full results due February 14, 2025.
Papa John's released preliminary, unaudited sales and unit development figures for the fourth quarter and full year 2024, ahead of an investor conference. Global system-wide sales fell about 3% for the year, and North America comparable sales declined 4%, so the results show weaker sales. Final results are due before the market opens on February 27, 2025.
Full-year 2024 global system-wide sales were about $4.9 billion, down about 3% from 2023, and down about 1% excluding the 53rd week in 2023.
North America comparable sales were down 4% for the full year and down 4% in the fourth quarter.
International comparable sales were up 2% in the fourth quarter but down less than 1% for the full year.
The company had 124 net new restaurants in 2024, and final results are scheduled for February 27, 2025.
Pediatrix Medical Group said Executive Chair Mark S. Ordan will return as chief executive, effective immediately, succeeding James D. Swift, M.D. The company also said it currently believes it will reach the high end of its $205 million to $215 million 2024 adjusted EBITDA outlook and that the result may exceed that range, which would be an upward move from the prior guidance.
Mark S. Ordan appointed CEO effective immediately, succeeding James D. Swift, M.D., who will assist during the transition
Prior 2024 adjusted EBITDA outlook was $205 million to $215 million; company now expects the high end or possibly more
Fourth quarter and full year 2024 results to be announced February 20, 2025
Inspire Medical Systems reported preliminary, unaudited fourth-quarter 2024 revenue of $239.5 million to $239.7 million, about 25% higher than a year earlier, and full-year 2024 revenue of $802.6 million to $802.8 million, up about 28%. The company also gave initial 2025 revenue guidance of $940 million to $955 million, a 17% to 19% increase, and announced leadership changes, including a new Chief Manufacturing and Quality Officer. The figures are estimates that may change before the full 2024 results are reported in the Form 10-K.
Preliminary Q4 2024 revenue of $239.5 million to $239.7 million, up about 25% year over year
Preliminary full-year 2024 revenue of $802.6 million to $802.8 million, up about 28%
Initial 2025 revenue guidance of $940 million to $955 million, a 17% to 19% increase
Jason Kelly named Chief Manufacturing and Quality Officer effective January 20, 2025; Chief Medical Officer Charisse Sparks left the company at the beginning of 2025
Regeneron released preliminary, unaudited fourth-quarter and full-year 2024 figures at the J.P. Morgan Healthcare Conference, showing aggregate U.S. EYLEA net product sales of $6 billion for the year, up 1%. The company also expects a fourth-quarter acquired in-process R&D charge of approximately $14 million pre-tax, which it says will reduce GAAP and non-GAAP net income per diluted share by about $0.11, and notes that results have not been finalized.
EYLEA HD and EYLEA aggregate U.S. net product sales were $6 billion for 2024, up 1%, and $1.5 billion in the fourth quarter of 2024 (preliminary, unaudited).
Expected fourth-quarter 2024 acquired IPR&D charge of approximately $14 million pre-tax, primarily related to asset acquisitions.
The charge is expected to lower GAAP and non-GAAP net income per diluted share for Q4 2024 by approximately $0.11.
Libtayo exceeded $1 billion in 2024 annual net sales, according to the press release.
Briefs are written by AI from the filing text and can contain mistakes — open the filing before acting on anything. Impact (1-5) and tone are the AI's reading of the filing for shareholders, not a price forecast. Not investment advice.
Briefs marked “Written later” were written in November 2026 for filings that were by then more than three weeks old, so months before mid-October 2026 hold a selection: every material 8-K of the past year for the 100 largest companies we cover and the last 15 important 8-Ks of every other one. Briefs the number check holds back are not shown or counted. Also: the last 45 days, briefs by company, A–Z and the live SEC filings wire.