619 material Form 8-K filings that 507 companies we cover made with the SEC in December 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).
Teleflex agreed on December 9, 2025 to sell its OEM business to Lotus US Bidco Inc., an affiliate of Montagu and Kohlberg, for $1.5 billion in cash, and its acute care and interventional urology segments to Intersurgical Limited for $530 million in cash. The company also authorized a share repurchase program of up to $1 billion, which it primarily plans to fund with the sale proceeds, while also intending to pay down debt. Closings are expected in the second half of 2026, subject to regulatory approvals and other conditions.
OEM business sale to Lotus US Bidco Inc. for $1.5 billion in cash, with a $90 million termination fee payable by the buyer under certain circumstances
Acute care and interventional urology segments sold to Intersurgical Limited for $530 million in cash
Board authorized a share repurchase program of up to $1 billion; the company is not required to repurchase shares
Both transactions expected to close in the second half of 2026; outside date September 1, 2026, with extensions possible
Toro completed its purchase of Tornado Infrastructure Equipment Ltd., a Calgary-based maker of vacuum trucks, on December 8, 2025, for CAD $1.92 per share, or $279 million (CAD) on a fully diluted equity basis. The company expects the deal to be neutral to adjusted earnings per share in the first year and increasingly accretive after that, and it will give Tornado's 2026 contribution guidance on its December 17, 2025 earnings call. Separately, the board raised the quarterly dividend to $0.39 per share and authorized up to 6 million more shares for repurchase.
Acquisition completed December 8, 2025, at CAD $1.92 per share, a total fully diluted equity value of $279 million (CAD), funded with cash on hand, revolver borrowings and other financial arrangements.
Tornado generated net sales of about $161 million (CAD) in the 12 months ended September 30, 2025; the company expects the deal to be neutral to adjusted EPS in year one.
Expected annual run-rate cost synergies of $3 million (USD) over three years.
Quarterly dividend raised to $0.39 per share from $0.38, payable January 12, 2026, to holders of record on December 22, 2025; total repurchase authorization now 10,391,790 shares.
Casey's reported second-quarter results for the period ended October 31, 2025, with diluted EPS of $5.53, up 14.0% from $4.85 a year earlier, and net income of $206.3 million. The company also raised its fiscal 2026 EBITDA outlook to a 15% to 17% increase, which matters to shareholders because it points to higher expected earnings for the full year.
Diluted EPS was $5.53 versus $4.85 a year earlier, up 14.0%; net income was $206.3 million.
EBITDA was $410.1 million, up 17.5%; inside same-store sales rose 3.3%.
Fiscal 2026 EBITDA is now expected to rise 15% to 17%, and inside same-store sales are expected to rise 3% to 4%.
The Board approved a quarterly dividend of $0.57 per share, payable February 13, 2026.
Cracker Barrel reported a first-quarter fiscal 2026 GAAP net loss of $24.6 million, or $1.10 per diluted share, compared with net income of $4.8 million, or $0.22 per share, a year earlier. The company cut its fiscal 2026 adjusted EBITDA outlook to $70 million to $110 million from $150 million to $190 million, and lowered its revenue outlook, which signals weaker expected profit and sales for shareholders.
Total revenue fell 5.7% to $797.2 million; comparable store restaurant sales decreased 4.7% and comparable store retail sales decreased 8.5%.
Adjusted loss per diluted share was $0.74, versus adjusted earnings of $0.45 a year earlier; adjusted EBITDA was $7.2 million, compared with $45.8 million.
Fiscal 2026 revenue outlook was lowered to $3.2 billion to $3.3 billion from $3.35 billion to $3.45 billion.
The quarterly dividend was declared at $0.25 per share, payable February 11, 2026, to holders of record as of January 16, 2026.
XBiotech's President and CEO John Simard is retiring effective December 8, 2025, and will remain Chairman of the Board. Chief Scientific Officer Sushma Shivaswamy has been named interim CEO while keeping her scientific role, with her base salary raised to $750,000; a permanent CEO has not yet been appointed.
John Simard retires as President and CEO effective December 8, 2025, and stays on as Chairman of the Board
Sushma Shivaswamy, 47, named interim CEO effective December 8, 2025, while continuing as Chief Scientific Officer
Shivaswamy's annual base salary increased to $750,000; bonus and full remuneration package to be set by the Compensation Committee later
Simard will serve in a consulting role; the company intends to pay the Severance Amount under his employment agreement
STAAR Surgical entered Amendment No. 2 to its merger agreement with Alcon Research, LLC and Rascasse Merger Sub, Inc. on December 9, 2025. The amendment raises the cash consideration for each STAAR common share to $30.75 from $28.00 if the merger is completed, and changes how certain equity awards and 280G tax gross-ups are handled.
Merger consideration increased to $30.75 per share in cash, without interest, from $28.00 per share
Amendment converts certain restricted stock units and performance-based awards into Alcon Inc. restricted stock units, with performance deemed earned at 100% of target
Amendment eliminates 280G gross-ups and related tax indemnification arrangements; director awards vest at closing
Academy Sports and Outdoors reported third-quarter fiscal 2025 net sales of $1.38 billion, up 3.0%, with comparable sales down 0.9% and diluted GAAP earnings per share of $1.05, up 14.1%. The company narrowed its full-year guidance: the sales range is now -2.0% to flat (previously -3.0% to +1.0%), and GAAP EPS is now $5.35 to $5.85 (previously $5.30 to $6.00), so the top of both ranges came down while the bottom of the sales and gross margin ranges moved up.
Q3 net sales $1.38 billion, up 3.0%; comparable sales down 0.9%
Q3 diluted GAAP EPS $1.05 vs. $0.92 a year earlier; year-to-date diluted EPS $3.57, down 7.5%
Fiscal 2025 sales guidance narrowed to -2.0% to flat; GAAP EPS guidance $5.35 to $5.85
Gross margin guidance low end raised to 34.3% from 34.0%; quarterly dividend of $0.13 declared December 4, 2025
Elanco's board authorized a workforce restructuring plan on December 5, 2025, which is expected to eliminate about 300 positions and cost about $175 million in pretax charges, mostly in 2025. The company reaffirmed its fourth-quarter and full-year 2025 revenue and adjusted earnings guidance, but said its reported net loss and loss per share will reflect the charges, and it outlined a three-year financial outlook at its December 9 Investor Day.
Plan covers about 300 eliminated positions and about 300 roles shifted to growth areas or lower-cost locations.
Expected pretax charges total about $175 million: about $130 million cash-based, mostly paid over the next 2 years, and about $45 million non-cash asset impairments.
Impairments relate to closing the Kansas City, Missouri implant facility and exiting part of the Monheim, Germany facility.
Expected savings of about $25 million in 2026 and about $60 million in 2027; full-year 2025 revenue and adjusted earnings guidance reaffirmed.
G-III reported third-quarter fiscal 2026 results for the period ended October 31, 2025, with net sales down 9% to $988.6 million and GAAP diluted EPS of $1.84, versus $2.55 a year earlier. The company raised its fiscal 2026 GAAP diluted EPS guidance to $2.72 to $2.82 from $2.53 to $2.73 and declared its first quarterly dividend of $0.10 per share. Shareholders get a higher profit outlook and a new cash dividend, but sales and profit both declined from the prior-year quarter.
Q3 GAAP diluted EPS was $1.84 versus $2.55 a year earlier; non-GAAP diluted EPS was $1.90 versus $2.59
Fiscal 2026 GAAP diluted EPS guidance raised to $2.72 to $2.82 from $2.53 to $2.73; net sales guidance cut to about $2.98 billion from $3.02 billion
Gross tariff impact now estimated at about $135 million, with $65 million remaining unmitigated and reflected in guidance
Initial quarterly dividend of $0.10 per share; record date December 15, 2025; payment date December 29, 2025
The Bitwise 10 Crypto Index ETF completed its conversion from a trust quoted on OTCQX into an exchange-traded fund, with shares approved for listing on NYSE Arca and set to begin trading there on December 9, 2025. Shares will now be created and redeemed only through Authorized Participants, and the trust entered into several new service provider agreements as part of the conversion.
Shares approved by NYSE Arca on December 8, 2025; trading begins December 9, 2025
Shares withdrawn from quotation on OTCQX following the conversion
Shares may only be created and redeemed by Authorized Participants, as described in the prospectus dated December 8, 2025
New agreements include custody, marketing agent, transfer agency, fund administration and authorized participant agreements
Ollie's reported third-quarter fiscal 2025 net sales of $613.6 million, up 18.6%, and net income of $46.2 million, or $0.75 per diluted share, versus $0.58 a year earlier. The company raised its full-year fiscal 2025 net sales and adjusted earnings per share outlook, which gives shareholders a higher expected range for the year.
Q3 net sales rose 18.6% to $613.6 million; comparable store sales rose 3.3%
Diluted EPS was $0.75 versus $0.58; adjusted EPS rose 29.3% to $0.75
Fiscal 2025 net sales outlook raised to $2.648 billion to $2.655 billion from $2.631 billion to $2.644 billion
Fiscal 2025 adjusted EPS outlook raised to $3.81 to $3.87 from $3.76 to $3.84; gross margin decreased 10 basis points to 41.3% on tariff costs
Campbell's subsidiaries signed agreements on December 8, 2025 to acquire 49% stakes in La Regina, the company that currently produces all of Campbell's Rao's tomato-based pasta sauces. The total consideration is $286 million, with $146 million due in cash at closing and $140 million due on the first anniversary of closing, payable in cash or unregistered Campbell's shares at the company's discretion.
Total consideration is $286 million: $146 million in cash at closing and a $140 million second tranche due on the first anniversary of closing
Campbell's may pay the second tranche in cash or in unregistered shares, capped at 19.9% of outstanding capital stock
Remaining 51% stake is subject to call and put options, with the total equity consideration capped at $140 million
Deal is subject to customary closing conditions and has a long-stop outside date of June 8, 2026
Ferguson Enterprises reported results for the quarter ended October 31, 2025, with net sales of $8.2 billion, up 5.1%, and reported diluted earnings per share of $2.90, up 23.9%. It now expects calendar 2025 net sales growth of about 5%, compared with mid-single digit growth previously, and raised the low end of its adjusted operating margin range to 9.4%-9.6%. For shareholders, the filing shows higher sales and profit, along with a quarterly dividend of $0.89, up 7%.
Net sales of $8.2 billion, up 5.1%; reported diluted EPS of $2.90, up 23.9%; adjusted diluted EPS of $2.84, up 15.9%
Calendar 2025 guidance: net sales growth about 5% (prior: mid-single digit); adjusted operating margin 9.4%-9.6% (prior: 9.2%-9.6%)
US non-residential revenue rose 12% in the quarter, while US residential revenue fell 1%
Share repurchases of $208 million in the quarter; quarterly dividend of $0.89 payable February 27, 2026
Core & Main reported fiscal third-quarter net sales of $2,062 million, up 1.2%, and diluted earnings per share of $0.72, up 4.3%, while Adjusted EBITDA fell 1.1% to $274 million. The company reaffirmed its full-year fiscal 2025 outlook and its board raised the share repurchase authorization by $500 million to $1 billion, which could reduce the share count for existing shareholders.
Net sales rose 1.2% to $2,062 million; net income rose 2.1% to $143 million
Diluted EPS rose 4.3% to $0.72; Adjusted EBITDA fell 1.1% to $274 million
Full-year fiscal 2025 outlook reaffirmed, including net sales of $7,600 to $7,700 million
About $316 million of Class A shares repurchased as of December 8, 2025, leaving about $684 million available
Invesco agreed on December 8, 2025 to repurchase 500,000 of its 5.9% Series A Preference Shares from MassMutual at $1,180 per share, an 18% premium to the $1,000 liquidation preference, which the filing describes as a $500 million repurchase. The deal is expected to close around mid-December 2025, and MassMutual will keep $2.5 billion of preferred shares and its roughly 18.3% stake in Invesco's common shares.
Repurchase of 500,000 preferred shares at $1,180 per share, described as $500 million in total
Price is an 18% premium to the $1,000 per share liquidation preference
Closing expected around the middle of December 2025, five business days after the agreement date
MassMutual will receive a prorated fourth-quarter 2025 dividend, payable March 2, 2026
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.