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8-K filings in May 2025, explained

1,080 material Form 8-K filings that 839 companies we cover made with the SEC in May 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).

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HRLHORMEL FOODS CORP /DE/ May 28, 5:39 PM ET

Hormel Foods Q2 sales rise 0.4% to $2.90 billion; EPS falls to $0.33 from $0.34

Mixed earnings Written later 2.02

Hormel Foods reported second-quarter fiscal 2025 results for the quarter ended April 27, 2025, with net sales of $2.90 billion, up 0.4% from a year earlier, while diluted earnings per share were $0.33 compared with $0.34. The company narrowed its fiscal 2025 outlook, lowering the top of its diluted EPS range to $1.59 from $1.63 and raising the bottom of its net sales range to $12.0 billion from $11.9 billion, so shareholders face a narrower profit expectation with a lower ceiling.

  • Net sales of $2.90 billion, up 0.4%; organic net sales up 1%
  • Operating income of $248 million vs. $252 million a year earlier; adjusted operating income of $265 million vs. $276 million
  • Diluted EPS of $0.33 vs. $0.34; adjusted diluted EPS of $0.35 vs. $0.38
  • Fiscal 2025 diluted EPS range narrowed to $1.49 to $1.59 from $1.49 to $1.63; net sales range set at $12.0 to $12.2 billion from $11.9 to $12.2 billion
Read the filing on SEC.gov ↗
HPQHP INC May 28, 4:18 PM ET

HP Q2 revenue rises 3.3% to $13.2 billion, but EPS falls 31% and outlook is revised

Mixed earnings Written later 2.02

HP reported fiscal 2025 second-quarter net revenue of $13.2 billion, up 3.3% from a year earlier, while GAAP diluted EPS fell 31% to $0.42 and non-GAAP diluted EPS fell 13% to $0.71, below its previously provided outlook. CFO Karen Parkhill said the company adjusted its outlook for moderated demand and trade-related costs, and it now expects non-GAAP diluted EPS of $3.00 to $3.30 for fiscal 2025.

  • Q2 net revenue $13.2 billion, up 3.3%; GAAP diluted EPS $0.42, down from $0.61; non-GAAP diluted EPS $0.71, down from $0.82
  • Non-GAAP diluted EPS was below the previously provided outlook of $0.75 to $0.85; GAAP EPS was below $0.62 to $0.72
  • Q3 fiscal 2025 non-GAAP diluted EPS estimated at $0.68 to $0.80; full-year non-GAAP diluted EPS $3.00 to $3.30 and free cash flow $2.6 to $3.0 billion
  • Q2 free cash flow was $(95) million; $100 million spent on share repurchases and $273 million on dividends
Read the filing on SEC.gov ↗
ELFe.l.f. Beauty, Inc. May 28, 4:11 PM ET

e.l.f. Beauty to acquire rhode for $800 million plus up to $200 million earnout

Mixed m&a Written later 1.012.013.027.01

On May 28, 2025, e.l.f. Beauty agreed to buy rhode, the skin care and makeup brand founded by Hailey Bieber, for $800 million at closing plus up to $200 million in earnout payments. The cash portion is backed by $600 million of committed debt financing, and the stock portion adds new e.l.f. shares, so the deal changes the company's debt and share count if it closes. The same day, the company reported fiscal 2025 results: fourth-quarter net sales rose 4%, but full-year GAAP diluted earnings per share fell to $1.92 from $2.21, and the company gave no fiscal 2026 outlook.

  • Closing consideration is $800 million: $600 million in cash and about $200 million in Company stock, valued at $77.1685 per share, subject to adjustments.
  • Earnout of up to $200 million in cash over three years: up to $100 million tied to revenue projections and up to $100 million more on overachievement.
  • The transaction is expected to close in the quarter ending September 30, 2025; the agreement can be terminated if the merger is not consummated by September 25, 2025, and Buyer owes a $65 million reverse termination fee in certain circumsta
  • Fourth quarter net sales rose 4% to $332.6 million and GAAP diluted EPS was $0.49, versus $0.25; full-year net sales rose 28% to $1,313.5 million while full-year GAAP net income fell to $112.1 million from $127.7 million.
Read the filing on SEC.gov ↗
PEverpure, Inc. May 28, 4:04 PM ET

Pure Storage Q1 revenue rises 12% to $778.5 million; CFO Kevan Krysler to leave

Positive earnings Written later 2.025.02

Pure Storage reported first quarter fiscal 2026 revenue of $778.5 million, up 12% year over year, and a GAAP net loss of $14.0 million, narrower than the $35.0 million loss a year earlier. The company also said Chief Financial Officer Kevan Krysler will leave, and that he will stay until a successor is named and that the departure does not relate to financial statement or accounting issues.

  • Revenue $778.5 million, up 12% year over year; subscription services revenue $406.3 million, up 17%
  • GAAP operating loss of $31.2 million, versus $41.8 million a year earlier; non-GAAP operating income $82.7 million
  • Guidance: second quarter revenue of $845 million; fiscal 2026 revenue of $3.515 billion, up 11%
  • CFO Kevan Krysler to leave; he remains until a successor is named
Read the filing on SEC.gov ↗
CARTMaplebear Inc. May 28, 9:03 AM ET

Maplebear CEO Fidji Simo to resign Aug. 15; Chris Rogers named successor

Neutral leadership Written later 5.028.01

Maplebear said CEO and President Fidji Simo will resign effective August 15, 2025, to pursue another opportunity, and she will remain Board Chair. Chris Rogers, the company's Chief Business Officer, was appointed CEO and President and a Class II director, effective the same date, with the Board expanding from eight to nine directors. Separately, the Board approved raising the share repurchase authorization to $1 billion from $750 million.

  • Simo's resignation takes effect August 15, 2025; the filing says it is not due to any disagreement with the company.
  • Rogers, 46, has been Chief Business Officer since September 2022; his base salary will be CAD $1,370,000 per year.
  • Rogers's promotion RSUs are targeted at about $15 million in grant value, subject to Board or Compensation Committee approval; Simo's unvested time-vesting awards are forfeited as of the effective date.
  • The Board raised the buyback authorization to $1 billion on May 22, 2025, with about $218 million of prior capacity remaining as of March 31, 2025.
Read the filing on SEC.gov ↗
CASHPATHWARD FINANCIAL, INC. May 28, 9:00 AM ET

Pathward Financial gets Nasdaq notice over late 10-Q filing for Q1 2025

Negative legal/regulatory Written later 3.017.01

Pathward Financial received a Nasdaq notice on May 22, 2025, saying it is not in compliance with listing rules because it did not timely file its quarterly report for the period ended March 31, 2025. The company needs more time to evaluate the presentation and accounting of certain third-party lending and servicing relationships. Nasdaq says the notice has no immediate effect on the listing or trading of the common stock, but the company must still regain compliance, which may take until November 11, 2025.

  • Nasdaq notice dated May 22, 2025, cites Listing Rule 5250(c)(1) for failure to timely file the Form 10-Q for the quarter ended March 31, 2025
  • Review covers third-party lending and servicing relationships in the Consumer Solutions business, within held-for-investment loan balances of approximately $280 million as of December 31, 2024
  • Company has 60 days from the notice date to submit a compliance plan; Nasdaq may grant up to 180 calendar days, or until November 11, 2025
  • Nasdaq says the notice has no immediate effect on the listing or trading of the common stock
Read the filing on SEC.gov ↗
ELANElanco Animal Health Inc May 28, 7:30 AM ET

Elanco names Bob VanHimbergen CFO, succeeding Todd Young; guidance reconfirmed

Neutral leadership Written later 5.027.01

Elanco Animal Health appointed Robert (Bob) VanHimbergen as Executive Vice President and Chief Financial Officer, effective July 7, 2025, succeeding Todd Young, who stays on as an advisor through August 31, 2025. The company also reconfirmed its second quarter and full year guidance issued on May 7, 2025.

  • VanHimbergen, age 49, is currently CFO of Hillenbrand, Inc. and previously spent about 15 years at Johnson Controls International plc.
  • Initial pay includes a $660,000 base salary, a target annual cash incentive of 75% of base salary, and target long-term incentive compensation of $2,645,000.
  • Make-whole awards include a $890,000 cash bonus subject to partial repayment if he leaves within three years, and restricted stock units with a grant fair value of $1,735,000.
  • Young's transition terms include continued pay for his advisory role and accelerated vesting of a pro-rata portion of his unvested awards.
Read the filing on SEC.gov ↗
MMacy's, Inc. May 28, 7:01 AM ET

Macy's cuts 2025 adjusted EPS guidance to $1.60-$2.00 as first-quarter profit falls

Negative guidance Written later 2.02

Macy's reported first-quarter 2025 results for the 13 weeks ended May 3, 2025. Net sales fell 5.1% to $4.6 billion, which exceeded the company's prior guidance, but GAAP diluted EPS was $0.13 versus $0.22 a year earlier and adjusted diluted EPS was $0.16 versus $0.27. The company cut its 2025 adjusted diluted EPS guidance to $1.60 to $2.00 from $2.05 to $2.25, citing tariffs, moderating consumer discretionary spending and a heightened promotional landscape, while its net sales guidance was unchanged.

  • Net sales of $4.6 billion, down 5.1% year over year; comparable owned-plus-licensed-plus-marketplace sales down 1.2%
  • GAAP diluted EPS of $0.13 versus $0.22 a year earlier; adjusted diluted EPS of $0.16 versus $0.27
  • 2025 adjusted diluted EPS guidance cut to $1.60 to $2.00 from $2.05 to $2.25; net sales guidance unchanged at $21.0 billion to $21.4 billion
  • Quarterly dividend of 18.24 cents per share payable July 1, 2025; $101 million of share repurchases in the first quarter
Read the filing on SEC.gov ↗
PLABPHOTRONICS INC May 28, 7:00 AM ET

Photronics names George Macricostas CEO; Q2 GAAP EPS falls to $0.15

Negative leadership Written later 2.025.02

Photronics reported fiscal second-quarter 2025 revenue of $211.0 million, down 3% year over year, and GAAP net income attributable to shareholders of $8.9 million, or $0.15 per diluted share, versus $36.3 million a year earlier. CEO Frank Lee stepped down effective with the May 28, 2025 release, and George Macricostas, a board member since 2002, took over as CEO while remaining Chairman; the company plans to amend his employment agreement, with terms to be disclosed later. Third-quarter revenue guidance of $200 million to $208 million is below the second quarter's $211.0 million.

  • Q2 revenue was $211.0 million, down 3% year over year; GAAP net income attributable to shareholders was $8.9 million, or $0.15 per diluted share, versus $36.3 million, or $0.58, a year earlier.
  • Non-GAAP diluted EPS was $0.40, compared with $0.46 in the second quarter of 2024.
  • Q3 fiscal 2025 guidance: revenue of $200 million to $208 million and non-GAAP diluted EPS of $0.35 to $0.41.
  • Dr. Frank Lee stepped down as CEO and plans to retire in the next year or two; George Macricostas became CEO while remaining Chairman, and Lee remains Chairman and President of PDMC and on the board.
Read the filing on SEC.gov ↗
VRTVertiv Holdings Co May 28, 6:49 AM ET

Vertiv CFO David Fallon to retire; company reaffirms 2025 guidance

Neutral leadership Written later 5.027.01

Vertiv said Chief Financial Officer David Fallon will retire once a successor is named and takes the role, expected in the second half of 2025, citing family reasons. Fallon will then consult for the company through December 31, 2026, and the company reaffirmed its second quarter and full year 2025 guidance, which the filing says assumes tariff rates existing as of April 22, 2025.

  • David Fallon, CFO since 2017, will retire once a successor assumes the role, anticipated in the second half of 2025
  • Fallon will serve as a consultant through December 31, 2026 under a Transition and Consulting Agreement dated May 28, 2025
  • Vertiv reaffirmed second quarter and full year 2025 guidance, as disclosed in its first quarter 2025 earnings release issued April 23, 2025
  • The filing says the equity and incentive changes are expected to have no significant net impact to adjusted operating profit
Read the filing on SEC.gov ↗

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.