1,027 material Form 8-K filings that 835 companies we cover made with the SEC in February 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).
VSE Corporation agreed on February 17, 2025 to sell its Fleet segment, including Wheeler Fleet Solutions, Co. and certain real estate, to One Equity Partners for up to $230 million in cash. The deal includes a $165 million payment at closing and an earn-out of up to $65 million tied to milestones, and the company intends to use the net proceeds to reduce borrowings under its credit agreement.
Total consideration of up to $230 million, including a $165 million closing payment ($140 million cash and $25 million seller note)
Earn-out payment of up to $65 million, subject to achieving certain milestones
Transaction is expected to close in the second quarter of 2025, subject to customary closing conditions and approvals
Company intends to use net proceeds to reduce existing borrowings under its credit agreement
Old National Bancorp disclosed that Michael L. Scudder, who had retired as Executive Chairman and a director on January 31, 2024, retired as an employee on February 15, 2025, completing his departure. The filing confirms the end of his remaining role with the company, which had been previously disclosed.
Michael L. Scudder retired as Executive Chairman and director on January 31, 2024, and stayed on as an employee.
Mr. Scudder retired as an employee on February 15, 2025.
The filing describes this as a follow-up to a previously disclosed event and reports no new compensation terms.
Papa John's International said director Anthony Sanfilippo resigned from its Board of Directors, effective February 18, 2025, having informed the Board of his decision that day. The company thanked him for six years of service to the Board. The filing does not state a reason for the resignation or name a replacement.
Anthony Sanfilippo resigned from the Board of Directors effective February 18, 2025
He informed the Board of his decision on February 18, 2025
The company thanked him for his service of the last six years
The 8-K was filed February 20, 2025 and signed by Chief Legal & Risk Officer Caroline Miller Oyler
IFF said Simon Herriott, its President of Health & Biosciences, will leave the company on March 31, 2025, and that his departure qualifies under the company's executive severance policy. Leticia Goncalves Lourenço will join as President of the Health & Biosciences division effective March 1, 2025, so the division will have a successor in place before Herriott's exit.
Simon Herriott, President, Health & Biosciences, leaves IFF on March 31, 2025
His departure is treated as a qualifying event under IFF's executive severance policy
Leticia Goncalves Lourenço joins IFF as President, Health & Biosciences, effective March 1, 2025
Mondelez entered into two new unsecured revolving credit agreements on February 19, 2025, totaling $6.0 billion, and terminated its existing $1.5 billion 364-day and $4.5 billion five-year facilities. The company said it will use the new facilities for general corporate purposes, including working capital and support for its commercial paper program. Both agreements require minimum shareholders' equity of at least $25.0 billion.
New 364-day facility: $1.5 billion, terminating February 18, 2026, replacing a facility dated February 21, 2024
New five-year facility: $4.5 billion, terminating February 19, 2030 unless extended, replacing a facility dated February 23, 2022
Both facilities require minimum shareholders' equity of not less than $25.0 billion and carry JPMorgan Chase Bank, N.A. as administrative agent
IDEX Corporation appointed Stephanie Disher and Matthijs Glastra to its Board of Directors, effective February 21, 2025, expanding the Board from 10 to 12 directors. Directors David C. Parry and Livingston L. Satterthwaite will retire after the 2025 Annual Meeting of Stockholders and will not stand for re-election, reducing the Board to 10 seats at that point.
Stephanie Disher joins the Board effective February 21, 2025 and will serve on the Nominating and Corporate Governance Committee.
Matthijs Glastra joins the Board effective February 21, 2025 and will serve on the Audit Committee.
David C. Parry and Livingston L. Satterthwaite will retire following the 2025 Annual Meeting of Stockholders.
Disher is CEO of Atmus Filtration Technologies and Glastra is Chair and CEO of Novanta Inc.
Ross Stores announced that CFO Adam Orvos will retire effective September 30, 2025. William Sheehan, currently Group Senior Vice President, Finance, was appointed Deputy Chief Financial Officer effective February 16, 2025, and is expected to succeed Orvos as CFO on October 1, 2025. The filing gives no financial results, so the change is a planned leadership transition rather than a change in company performance.
Adam Orvos (60) retires as Executive Vice President and CFO effective September 30, 2025
William Sheehan (56) appointed Deputy CFO effective February 16, 2025, and expected to become CFO on October 1, 2025
Sheehan joined Ross in February 2006 and has over 34 years of retail finance experience
Sheehan will report to Michael Hartshorn, Group President and Chief Operating Officer, as CFO
Stepan Company director Edward J. Wehmer will retire from the Board at the 2025 Annual Meeting of Stockholders, scheduled for April 29, 2025, and will not stand for re-election. The filing says the decision was not due to any disagreement with the Company. The Board will shrink from eight to seven directors, and Randall S. Dearth will become Lead Independent Director.
Wehmer notified the Board on February 18, 2025 and will serve until the April 29, 2025 Annual Meeting
Wehmer joined the Board in 2003, was Lead Independent Director since 2016, and chaired the Audit Committee from 2007 to 2023
Board size will fall from eight to seven directors upon his retirement
Randall S. Dearth will succeed Wehmer as Lead Independent Director
Ameriprise Financial's board appointed Glynis A. Bryan as a director effective March 1, 2025, on the recommendation of its Nominating and Governance Committee. She will also join the Audit and Risk Committee on the same date, and she will receive a pro rata share of the $190,000 annual deferred share unit grant under the outside director program.
Glynis A. Bryan appointed director effective March 1, 2025, upon recommendation of the Nominating and Governance Committee
Bryan also appointed to the Audit and Risk Committee effective March 1, 2025
Bryan eligible for a pro rata portion of the $190,000 annual deferred share unit grant, measured from March 1, 2025 to the 2025 annual meeting
Bryan was CFO of Insight Enterprises Inc. from 2007 through 2024
RPC Inc. said on February 18, 2025 that directors Gary W. Rollins and Pamela R. Rollins will not stand for re-election and will retire from the Board at the 2025 Annual Meeting of Stockholders. Both will keep serving as directors until that meeting, and the filing states there was no disagreement with the company over its operations, policies or practices.
Gary W. Rollins and Pamela R. Rollins informed the Board on February 18, 2025 of their retirement decision.
Their resignations take effect at the 2025 Annual Meeting of Stockholders.
The filing states there was no disagreement with the company on any matter relating to its operations, policies or practices.
Darling Ingredients elected Soren Schroder, a former Bunge Global SA chief executive, as an independent director effective February 20, 2025, and increased the board to eleven members. He joins the Audit and Compensation Committees, which matters to shareholders as a board governance change with no reported effect on financial results.
Soren Schroder elected to the board effective February 20, 2025, and named to the Audit and Compensation Committees.
Board size increased to eleven members; the board determined Schroder is independent under NYSE standards.
Schroder receives the standard non-employee director pay: a $100,000 annual retainer and a $150,000 annual restricted stock unit grant, prorated for 2025.
He previously served as Chief Executive Officer of Bunge Global SA from 2013 to 2019.
On February 20, 2025, NCR Atleos's Compensation & Human Resource Committee adopted standard award agreements for granting performance-based and time-based restricted stock units to the executive leadership team under its 2023 Stock Incentive Plan. The filing describes these as compensation arrangements rather than a leadership change, and it does not disclose any grant amounts.
Performance-based RSUs vest based on total stockholder return relative to a peer group over a three-year performance period.
Time-based RSUs vest annually in 33.33% increments, subject to continued employment or service.
Both agreements allow vesting to accelerate in certain circumstances after a change in control or a qualifying termination.
Forms are filed as Exhibits 10.1 and 10.2 to the 8-K.
Leidos subsidiary Leidos, Inc. sold $1 billion of senior unsecured notes in two $500 million tranches, due 2032 (5.400%) and 2035 (5.500%). Proceeds are planned for a tender offer for 3.625% notes due 2025, share repurchases, a partial term loan paydown, potential acquisitions and fees.
Two $500 million tranches: 5.400% notes due March 15, 2032 and 5.500% notes due March 15, 2035
Proceeds intended for tender offer of 3.625% notes due 2025, term loan repayment, share repurchases and potential acquisitions
Notes are guaranteed by Leidos Holdings, Inc.; interest is payable semi-annually from September 15, 2025
Holders can require repurchase at 101% of principal upon a change of control triggering event
Edison International's board increased its size from 11 to 12 members and appointed former U.S. Energy Secretary Jennifer Granholm as an independent director, effective April 1, 2025. The filing says she has not yet been named to any board committees and will receive standard non-employee director compensation.
Board size increased from 11 to 12 members; appointment made February 20, 2025, effective April 1, 2025
Granholm previously served as U.S. secretary of energy and as governor of Michigan
Filing states no related-party transactions requiring disclosure and no committee assignments yet
Press release furnished as Exhibit 99.1 also covers Southern California Edison board seat
On February 18, 2025, StandardAero's board elected Derek J. Kerr as a Class III director, effective that day. Carlyle affiliates, the company's controlling stockholder, designated him under the stockholders agreement dated October 1, 2024.
Board election effective February 18, 2025; Kerr designated by Carlyle affiliates
Annual cash retainer of $100,000 for board service
Initial and annual restricted stock unit awards each valued at $175,000 at the reference price, with vesting tied to the next annual meeting or first anniversary
ONEOK entered a second amended and restated credit agreement on February 14, 2025, with Citibank as administrative agent. The $3.5 billion unsecured revolving facility replaces the prior $2.5 billion facility and extends maturity from June 2028 to February 2030. Subsidiaries ONEOK Partners, Magellan, and EnLink guaranteed the obligations, which matters to shareholders because it expands the company's committed borrowing capacity and extends its debt maturity profile.
Facility size increased from $2.5 billion to $3.5 billion; ONEOK may request up to an additional $1.0 billion in commitments.
Maturity extended from June 2028 to February 2030, with the term running five years from the February 14, 2025 closing date.
Covenant requires a net leverage ratio not to exceed 5.00:1.00, stepping up to 5.50:1.00 for two fiscal quarters after an acquisition over $25 million.
Guarantors include ONEOK Partners, L.P., ONEOK Partners Intermediate Limited Partnership, Magellan Midstream Partners, L.P., and EnLink Midstream Partners, LP, all wholly owned subsidiaries.
Cognex named Matthew Moschner, formerly a Senior Vice President, as President and Chief Operating Officer effective immediately, with CEO Robert Willett continuing to lead the company. The board also amended the company's bylaws so the offices of CEO and President may be held by more than one person.
Moschner, 38, joined Cognex in 2017 and will oversee global engineering, products, sales and operations.
Annual base salary of $500,000 and target bonus of $500,000, with the opportunity to earn 0-250% of the bonus amount.
Promotion grant includes a stock option with an economic value of approximately $1,000,000, vesting in two equal installments on the fourth and fifth anniversaries.
Board approved the Second Amended and Restated By-Laws on February 19, 2025, effective immediately.
AAON, Inc. announced that CEO Gary Fields will become a special advisor to the Board effective May 13, 2025, and President and COO Matt Tobolski will become CEO on the same date. The filing discloses related-party transactions involving entities tied to Fields and Tobolski, but no change to financial results or guidance.
Matt J. Tobolski, PhD, 41, becomes CEO effective May 13, 2025, while keeping his role as President.
Gary D. Fields, 65, CEO since May 2020, moves to special advisor to the Board and remains a director.
No employment agreements were entered into with either executive in connection with the changes.
Prior-year related-party payments: $1.1 million in sales to Fields Mechanical Systems and $0.2 million in payments to it; $1.1 million in aircraft lease payments to an entity partly owned by Tobolski.
On February 19, 2025, American Financial Group's board elected Craig Lindner Jr. and David L. Thompson Jr. as directors, effective immediately. Director James E. Evans said he will not stand for re-election at the 2025 annual meeting but will remain a director through his current term and continue as Executive Consultant. The filing reports no financial results or financial effects, so the change is a board composition update for shareholders.
Craig Lindner Jr., Divisional President of AFG Real Estate Investments since 2017, elected director effective February 19, 2025
David L. Thompson Jr., Chairman, President and COO of Great American Insurance Company, elected director effective February 19, 2025
James E. Evans will not stand for re-election at the 2025 Annual Meeting but will serve through the remainder of his term
The filing states Evans's decision is not the result of any dispute or disagreement with the Company or Board
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.