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8-K filings in January 2026, explained

924 material Form 8-K filings that 737 companies we cover made with the SEC in January 2026, 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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13 of 924 briefs match

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PIIPolaris Inc. Jan 26, 7:01 PM ET

Polaris Q4 sales rise 9% to $1.9 billion; reported loss of $5.34 per share

Mixed earnings Written later 2.02

Polaris reported fourth quarter 2025 sales of $1.92 billion, up 9% from a year earlier, but a reported net loss of $304 million, or $5.34 per diluted share, driven by charges tied to the held-for-sale Indian Motorcycle business. The company guided 2026 sales up 1% to 3% and adjusted diluted EPS of $1.50 to $1.60, compared with an adjusted loss of $0.01 in 2025.

  • Q4 2025 sales were $1.92 billion, up 9% year over year; adjusted Q4 EPS was $0.08.
  • Q4 reported net loss attributable to Polaris was $304 million ($5.34 per diluted share), versus net income of $11 million ($0.19 per share) in Q4 2024.
  • Q4 2025 results included $288 million in impairment and other charges tied to the Indian Motorcycle business held for sale.
  • 2026 outlook: sales up 1% to 3% and adjusted diluted EPS of $1.50 to $1.60, versus an adjusted loss of $0.01 in 2025.
Read the filing on SEC.gov ↗

FG Imperii Acquisition Corp. closes $227.4 million IPO and places proceeds in trust

Neutral financing Written later 1.01

FG Imperii Acquisition Corp. (FGII), a blank check company, completed its initial public offering on January 20, 2026, with underwriters later exercising part of their over-allotment option. Total proceeds of $227,362,500 from the IPO and private placement securities were placed in a U.S.-based trust account, and an audited balance sheet as of January 20, 2026 was filed as Exhibit 99.1.

  • IPO of 20,000,000 units at $10.00 per unit closed January 20, 2026; over-allotment of 2,750,000 units closed January 23, 2026
  • Each unit includes one Class A ordinary share and one-half of one redeemable warrant exercisable at $11.50 per share
  • Trust account holds $200,000,000 at January 20, 2026, with total proceeds of $227,362,500 including $7,962,500 of deferred underwriter discount
  • Company has 24 months from the IPO closing to complete a business combination
Read the filing on SEC.gov ↗
CRCrane Co Jan 26, 4:28 PM ET

Crane Q4 2025 EPS rose 16% to $1.39; Alex Alcala named CEO effective April 27

Positive earnings Written later 2.025.02

Crane reported fourth-quarter 2025 sales of $581.0 million, up 6.8%, with GAAP earnings per diluted share from continuing operations of $1.39, up from $1.20 a year earlier. The company also initiated 2026 adjusted EPS guidance of $6.55 to $6.75 and said Executive Vice President and COO Alex Alcala will succeed Max Mitchell as President and CEO on April 27, 2026, with Mitchell becoming Executive Chairman.

  • Q4 2025 sales $581.0 million, up 6.8%; GAAP EPS from continuing operations $1.39 vs. $1.20; adjusted EPS $1.53 vs. $1.26
  • 2026 adjusted EPS outlook of $6.55 to $6.75, about 10% growth at the midpoint versus 2025 on a comparable basis
  • Alex Alcala to become President and CEO effective April 27, 2026; Max Mitchell to become Executive Chairman
  • Quarterly dividend raised 11% to $0.255 per share, payable March 11, 2026
Read the filing on SEC.gov ↗
NICNICOLET BANKSHARES INC Jan 26, 4:16 PM ET

Nicolet Bankshares shareholders approve MidWest One merger; closing expected Feb. 13

Positive m&a Written later 5.025.077.01

Nicolet Bankshares shareholders approved the merger with MidWest One and the related share issuance at a special meeting on January 26, 2026, and also approved raising authorized common shares from 30,000,000 to 60,000,000. The company said it has received all regulatory approvals, expects to complete the merger on February 13, 2026, if other closing conditions are met, and its board approved a $60 million increase to its stock repurchase authorization.

  • Merger proposal: 10,229,249 votes for, 48,210 against, 18,945 abstain, and 1,257,200 broker non-votes
  • Authorized share increase approved: 11,240,298 for and 267,339 against
  • Repurchase authorization raised by $60 million; about $19 million remained available at December 31, 2025
  • Equity awards of 101,000 restricted stock units with $13 million aggregate grant-date value; Michael E. Daniels received 20,000
Read the filing on SEC.gov ↗
SMSM Energy Co Jan 26, 4:15 PM ET

SM Energy's Vogel to step down as CEO; Elizabeth McDonald named CEO at Civitas merger close

Neutral leadership Written later 5.02

SM Energy said its board appointed Elizabeth A. McDonald as President and Chief Executive Officer and Blake D. McKenna as Executive Vice President and Chief Operating Officer, both effective at the closing of the second merger with Civitas Resources under the November 2, 2025 merger agreement. Herbert S. Vogel will no longer serve as CEO at that closing, and four directors resigned effective at the first merger closing. For shareholders, these changes set the leadership of the combined company, and the mergers are still pending.

  • Elizabeth A. McDonald to become President and CEO effective at the closing of the second merger, with a $900,000 base salary, a 120% short-term incentive target and a $5,300,000 long-term incentive target.
  • Blake D. McKenna to become Executive Vice President and Chief Operating Officer, with a $550,000 base salary, a 100% short-term incentive target and a $2,200,000 long-term incentive target.
  • Herbert S. Vogel will no longer serve as CEO effective at the second merger closing; Carla J. Bailo, Anita M. Powers, William D. Sullivan and Herbert S. Vogel resigned as directors, effective at the first merger closing.
  • Board to expand to 11 members with six new directors, including Elizabeth A. McDonald; Julio M. Quintana will continue as Chairman of the Board.
Read the filing on SEC.gov ↗
ADEAAdeia Inc. Jan 26, 4:10 PM ET

Adeia Names Mark Kokes Chief Revenue Officer; Dana Escobar to Depart March 13, 2026

Neutral leadership Written later 5.028.01

Adeia Inc. announced executive changes, including the appointment of Dr. Mark Kokes as Chief Revenue Officer effective January 26, 2026, and the planned departure of Dana Escobar, its Chief Licensing Officer & General Manager, Semiconductor, effective March 13, 2026. The filing also says Craig Mitchell rejoined as chief semiconductor officer and Bill Thomas was named chief strategy officer; the filing does not disclose financial results or a financial impact of these changes.

  • Dr. Mark Kokes appointed Chief Revenue Officer effective January 26, 2026; previously Chief Licensing Officer & General Manager, Media
  • Dana Escobar will leave his Chief Licensing Officer & General Manager, Semiconductor role and depart the company effective March 13, 2026
  • Escobar is entitled to severance under his February 9, 2023 agreement, subject to signing a general release and continued covenant compliance
  • Craig Mitchell rejoined as chief semiconductor officer and Bill Thomas was named chief strategy officer
Read the filing on SEC.gov ↗

Alexandria posts $6.35 4Q25 net loss per share and cuts quarterly dividend 45%

Negative earnings Written later 2.02

Alexandria Real Estate Equities reported a fourth-quarter 2025 net loss attributable to common stockholders of $1.08 billion, or $6.35 per diluted share, compared with a loss of $64.9 million, or $0.38 per share, a year earlier. Fund from operations (FFO) per share, as adjusted, fell to $2.16 from $2.39, and the company declared a common dividend of $0.72 per share, down 45% from $1.32 in the prior quarter, while reiterating its 2026 FFO guidance of $6.25 to $6.55 per share.

  • 4Q25 net loss attributable to common stockholders of $1.08 billion, or $6.35 per diluted share, versus $64.9 million, or $0.38 per share, in 4Q24
  • 4Q25 FFO per share, as adjusted, of $2.16, down from $2.39 in 4Q24; full-year 2025 was $9.01
  • Common dividend declared of $0.72 per share for 4Q25, a 45% reduction from $1.32 for 3Q25
  • 2026 FFO per share, as adjusted, guidance of $6.25 to $6.55 was reiterated on January 26, 2026
Read the filing on SEC.gov ↗
AGYSAGILYSYS INC Jan 26, 4:05 PM ET

Agilysys raises FY2026 revenue guidance to $318 million after record Q3 sales

Positive guidance Written later 2.02

Agilysys reported fiscal 2026 third-quarter revenue of $80.4 million, up 15.6% from $69.6 million a year earlier, and net income of $9.9 million, or $0.35 per diluted share, versus $3.8 million, or $0.14, a year earlier. The company raised its full-year total revenue guidance to $318 million and reiterated its Adjusted EBITDA target of 20% of revenue and 29% subscription revenue growth, which means shareholders get a higher revenue outlook while profit targets are unchanged.

  • Q3 total net revenue rose 15.6% to $80.4 million, the 16th consecutive record revenue quarter.
  • Net income was $9.9 million, or $0.35 per diluted share, compared with $3.8 million, or $0.14, a year earlier.
  • Full-year fiscal 2026 total revenue guidance was raised to $318 million, the higher end of the previous range.
  • Gross margin was 62.5% versus 63.0% a year earlier, and total backlog declined slightly during the quarter per CEO Ramesh Srinivasan.
Read the filing on SEC.gov ↗
BMRNBIOMARIN PHARMACEUTICAL INC Jan 26, 7:54 AM ET

BioMarin Plans $850 Million Notes for Amicus Deal; 2025 Revenue About $3.2 Billion

Neutral m&a Written later 2.027.018.01

BioMarin estimated unaudited 2025 total revenues of about $3.2 billion and cash, equivalents and investments of about $2.1 billion as of December 31, 2025, ahead of full results due in February 2026. It also announced plans for an $850 million senior unsecured notes offering and a new $2 billion senior secured term loan B, which it says will help fund its pending acquisition of Amicus Therapeutics, adding substantial new debt for shareholders to weigh.

  • Preliminary 2025 total revenues of about $3.2 billion, including about $920 million from VOXZOGO sales (unaudited)
  • Cash, cash equivalents and investments of about $2.1 billion as of December 31, 2025 (unaudited)
  • Planned $850 million senior unsecured notes due 2034 in a private placement; gross proceeds to be held in escrow pending the Amicus acquisition
  • Amicus holders to receive $14.50 per share in cash; aggregate transaction value of about $5,235.0 million; notes must be redeemed if the deal is not completed by December 19, 2026
Read the filing on SEC.gov ↗
INDVSupernus, Inc. Jan 26, 7:01 AM ET

Indivior completes U.S. domestication, with Indivior U.S. becoming the new parent company

Neutral restructuring Written later 1.012.033.023.035.015.025.035.057.018.01

Indivior, which the filing identifies as Indivior Pharmaceuticals, Inc., completed its change of domicile to the United States after the close of trading on January 23, 2026, making Indivior U.S. a Delaware company and the parent of Indivior PLC. The filing also covers an amendment to a note purchase agreement, new indemnification agreements, a 2026 equity plan, and officer and director details, which show how the company is governed after the change. Shareholders receive one share of Indivior U.S. common stock for each Indivior PLC ordinary share they held.

  • The scheme of arrangement became effective after the close of trading on January 23, 2026, and each Indivior PLC ordinary share was cancelled in exchange for one share of Indivior U.S. common stock, par value $0.001.
  • A First Amendment to the Note Purchase Agreement, dated January 21, 2026 and effective January 26, 2026, moves financial reporting to Indivior U.S. from Indivior U.K.
  • The Indivior U.S. 2026 Omnibus Equity Incentive Plan reserves 17,500,000 shares, and non-employee director pay is capped at $1,000,000 per fiscal year.
  • Joe Ciaffoni is listed as Chief Executive Officer and Ryan Preblick as Chief Financial Officer.
Read the filing on SEC.gov ↗
CBOECboe Global Markets, Inc. Jan 26, 7:00 AM ET

Cboe Global Markets COO Chris Isaacson to retire March 6; Scott Johnston named successor

Neutral leadership Written later 5.028.01

Cboe Global Markets said its Chief Operating Officer, Chris Isaacson, will retire on March 6, 2026, and will consult for the company through December 31, 2026. Scott Johnston, formerly COO of Akuna Capital, is expected to succeed him as COO effective March 7, 2026, after joining on February 17, 2026. The change is a senior executive transition, and the filing reports no financial results.

  • Chris Isaacson retires at the end of March 6, 2026 and provides consulting services through December 31, 2026, for a fee of $541,666.
  • Scott Johnston joins February 17, 2026 with a $550,000 base salary, a 130% target bonus, and a $2,735,000 target long-term incentive award.
  • Johnston is also to receive a $1,000,000 sign-on equity award and a $627,200 cash sign-on bonus.
  • Cboe also appointed Heidi Fischer as EVP, Global Head of Equities and Spot Markets, and Natan Tiefenbrun will depart the company.
Read the filing on SEC.gov ↗
ETNEaton Corp plc Jan 26, 6:40 AM ET

Eaton plans to spin off its Mobility Group, with completion expected by end of Q1 2027

Neutral restructuring Written later 7.01

Eaton said it intends to separate its Vehicle and eMobility segments, together called the Mobility Group, into an independent, publicly traded company. The spin-off is expected to be completed by the end of the first quarter of 2027, subject to approvals and an effective Form 10 registration statement, and is planned to be tax-free to Eaton shareholders for U.S. federal income tax purposes. The filing does not disclose Mobility revenue, earnings or a valuation, so the financial effect on shareholders cannot yet be measured.

  • Eaton intends to separate its Vehicle and eMobility segments (Mobility Group) into an independent, publicly traded company.
  • Completion is expected by the end of the first quarter of 2027, subject to Board approval and effectiveness of a Form 10 registration statement.
  • The planned separation is expected to be tax-free to Eaton shareholders for U.S. federal income tax purposes.
  • Eaton will report fourth quarter 2025 earnings on February 3, 2026, with a conference call at 11:00 a.m. ET that day.
Read the filing on SEC.gov ↗
LDOSLeidos Holdings, Inc. Jan 26, 6:28 AM ET

Leidos to buy ENTRUST Solutions Group for $2.4 billion in cash

Neutral m&a Written later 1.017.01

Leidos agreed on January 23, 2026 to buy ENTRUST Solutions Group, an engineering and design firm serving utilities, for a base price of $2.4 billion in cash, subject to customary adjustments. The company expects the deal to close in the second quarter of 2026 and says it will be immediately accretive to revenue growth and adjusted EBITDA margin, and accretive to non-GAAP diluted EPS in 2027.

  • Base purchase price of $2.4 billion in cash, adjusted for ENTRUST's cash, debt, transaction expenses and net working capital
  • Financing includes a $1.4 billion 364-day bridge facility from Citigroup, with the company also citing $500 million of cash on hand and $500 million of commercial paper in its investor presentation
  • Closing expected in Q2 2026, subject to HSR antitrust waiting period and other conditions; either party may terminate if the deal is not closed by August 14, 2026
  • Investor presentation shows pro forma gross leverage of 2.6x at close
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.