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).
Rayonier closed its merger with PotlatchDeltic on January 30, 2026, converting each PotlatchDeltic share into 1.8185 Rayonier common shares and $0.61 in cash. The Rayonier board was reconstituted to ten directors, and the combined company will keep the Rayonier name and trade under RYN starting February 2, 2026.
Each PotlatchDeltic common share converted into 1.8185 Rayonier common shares plus $0.61 in cash
Rayonier issued approximately 140.9 million common shares in connection with the merger
Eric J. Cremers, former PotlatchDeltic CEO, became Executive Chairman for a two-year term; Scott R. Jones became Lead Independent Director
Mark D. McHugh will serve as President and CEO for a four-year term, with an annual base salary of $950,000
Mondelez International said CFO Luca Zaramella will also serve as Chief Operating Officer starting February 1, 2026, overseeing commercial operations in its four geographical regions and the corporate sales, marketing and supply chain functions. The company is searching for a successor for the CFO role and expects to announce one at a later date, so the leadership change is not yet complete for shareholders.
Zaramella, 56, has been CFO since August 2018 and joined the company in 1996.
Zaramella's COO role takes effect February 1, 2026, in addition to his CFO duties.
Approved 2026 pay: base salary of $1,250,000, target annual incentive of 150% of base salary, and long-term incentive target value of $7,225,000.
The company is conducting a search for a CFO successor and expects to announce one at a later date.
NRG Energy completed its acquisition of 18 natural-gas-fired generation facilities and the CPower virtual power plant platform from LS Power, which the company says doubles its generation fleet to about 25 GW. The purchase price included $6.4 billion in cash, 24,250,000 newly issued NRG common shares, and about $3.2 billion of assumed debt, so the deal adds both cash and debt obligations and dilutes existing holders.
Purchase price: $6.4 billion in cash, 24,250,000 shares of common stock issued to sellers, and about $3.2 billion of assumed debt.
Acquired 18 natural-gas-fired facilities totaling about 13 GW, plus CPower's commercial and industrial VPP platform.
Cash portion funded partly by October 8, 2025 notes ($1.25 billion senior secured and $3.65 billion senior unsecured) and revolver borrowings.
Sellers' shares are locked up until July 30, 2026; NRG must file a Form S-3 resale registration for those shares; $1,500 million Lightning notes due 2032 and a $1.75 billion term loan were also disclosed.
SM Energy completed its all-stock merger with Civitas Resources on January 30, 2026, and the combined company will keep the SM ticker. The company also amended its credit agreement, raising lender commitments and the borrowing base and extending the facility's maturity, and it assumed Civitas's senior notes, which now add to its debt.
Both companies' stockholders approved the merger on January 27, 2026; Beth McDonald became CEO and the board grew to 11 members.
Revolving commitments rose from $2.0 billion to $2.5 billion, the borrowing base rose from $3.0 billion to $5.0 billion, and maturity was extended to January 30, 2031.
The company assumed five series of Civitas senior notes, with coupons from 5.000% to 9.625% and maturities from 2026 to 2033.
The company said it expects $200 million to $300 million in annual synergies and at least $1.0 billion in divestitures over the next year.
Tompkins Financial reported fourth-quarter 2025 GAAP diluted earnings per share of $6.70, up from $1.37 a year earlier, with net income of $96.2 million. The increase was driven mainly by a $188.2 million pre-tax gain on the sale of Tompkins Insurance Agencies to Arthur J. Gallagher & Co., partly offset by a $78.7 million pre-tax loss on securities sales. The company also declared a $0.67 per-share dividend, and its non-GAAP operating diluted EPS was $1.78.
GAAP diluted EPS of $6.70 for Q4 2025 vs. $1.37 for Q4 2024; net income of $96.2 million vs. $19.7 million
Sale of Tompkins Insurance Agencies to Arthur J. Gallagher & Co. for about $223.0 million in cash produced a $188.2 million pre-tax gain
Sale of $564.2 million of available-for-sale securities produced a $78.7 million pre-tax loss; non-GAAP operating diluted EPS was $1.78
Board declared $0.67 per share dividend on January 29, 2026, payable February 22, 2026, to holders of record February 13, 2026
Moog reported record fiscal first quarter 2026 net sales of $1.1 billion, up 21% from the prior-year quarter, and diluted earnings per share of $2.46, up 38%. The company raised its fiscal 2026 net sales and adjusted EPS guidance, while free cash flow was a use of $79 million in the quarter.
Net sales rose 21% to $1.1 billion; diluted EPS was $2.46 versus $1.78 a year earlier
FY 2026 net sales guidance raised to $4.3 billion from $4.2 billion; adjusted diluted EPS guidance raised to $10.20 from $10.00
Free cash flow was negative $79 million in the quarter, driven primarily by inventory build and payment timing
Board declared a quarterly dividend of $0.30 per share, payable February 26, 2026, to holders of record as of February 17, 2026
Illumina completed its acquisition of SomaLogic and related aptamer-based and functional proteomics assets from Standard BioTools on January 30, 2026, paying $350 million in cash at closing, subject to customary adjustments. The deal adds up to $75 million in potential milestone payments and royalties tied to product and service revenue, and Illumina said it funded the purchase with cash on hand. The filing does not give financial results for the acquired business, which Illumina said it will discuss on its February 5, 2026 earnings call.
Purchase price of $350 million in cash at closing, subject to customary adjustments
Up to $75 million in potential milestone payments to Standard BioTools, plus royalty streams
Transaction completed January 30, 2026; agreement dated June 22, 2025
Illumina will discuss the financial implications on its February 5, 2026 earnings call
Verizon said its 2026 earnings and cash flow expectations rest on significant changes to its cost structure and market strategy. The company plans to return about $55 billion to stockholders through dividends and buybacks through the end of 2028, and its board declared a higher quarterly dividend and a new $25 billion share repurchase authorization.
Quarterly dividend declared at $0.7075 per share, payable May 1, 2026, to holders of record on April 10, 2026
Annualized dividend increase of $0.07 per share, or 2.5%
New share repurchase program authorized for up to $25 billion of common stock
Company expects to repurchase at least $3 billion of common stock in 2026
First Hawaiian reported fourth-quarter 2025 net income of $69.9 million, or $0.56 per diluted share, down from $73.8 million, or $0.59 per share, in the prior quarter but up from $52.5 million, or $0.41 per share, a year earlier. The Board also adopted a stock repurchase program of up to $250.0 million and declared a quarterly dividend of $0.26 per share.
Net income $69.9 million vs $73.8 million in Q3 2025 and $52.5 million in Q4 2024
Diluted EPS $0.56 vs $0.59 in Q3 2025 and $0.41 in Q4 2024
Provision for credit losses $7.7 million vs $4.5 million in Q3 2025
Board adopted a repurchase program for up to $250.0 million; quarterly dividend of $0.26 payable February 27, 2026
Colgate-Palmolive reported fourth quarter 2025 net sales up 5.8% to $5,230 million, but GAAP diluted EPS was $(0.05) versus $0.90 a year earlier, driven by a $794 million after-tax goodwill and intangible asset impairment tied to the skin health business. Excluding these items, Base Business EPS rose 4% to $0.95. The company also guided 2026 net sales growth of 2% to 6% and GAAP double-digit EPS growth.
Q4 2025 net sales rose 5.8% to $5,230 million; organic sales rose 2.2%.
GAAP diluted EPS was $(0.05), down 106%, after a $794 million after-tax impairment charge on skin health goodwill and intangibles.
Base Business EPS rose 4% to $0.95; full-year 2025 GAAP EPS fell 25% to $2.63.
2026 guidance: net sales up 2% to 6%, organic sales growth of 1% to 4%, and GAAP double-digit EPS growth.
IES Holdings reported fiscal 2026 first-quarter revenue of $871 million, up 16%, and operating income of $97.7 million, up 31%. Diluted EPS was $4.51 versus $2.72, though the result includes a $16.9 million unrealized gain on marketable securities, and the company completed its $192.0 million acquisition of Gulf Island Fabrication after quarter end.
Revenue of $871 million, up 16% from $750 million; operating income of $97.7 million, up 31% from $74.6 million.
Diluted EPS of $4.51 vs $2.72; diluted adjusted EPS of $3.71 vs $2.64, excluding the $16.9 million securities gain.
Residential revenue fell 11% to $284.1 million, and segment operating income dropped to $8.9 million from $23.8 million.
Acquired Gulf Island Fabrication in January 2026 for an aggregate equity value of $192.0 million; the company reported $88.8 million cash and no debt at quarter end.
Church & Dwight reported fourth-quarter 2025 net sales of $1,644.2 million, up 3.9%, and adjusted EPS of $0.86, up 11.7%, while reported EPS fell to $0.60 after a $45.6 million after-tax charge tied to its VMS exit. For 2026, the company expects organic sales growth of 3% to 4% and adjusted EPS growth of 5% to 8%, while reported sales are expected to decline 0.5% to 1.5% because of 2025 business exits.
Q4 2025 organic sales rose 0.7%, below the company's outlook of approximately 1.5%.
Full-year 2025 net sales were $6,203.2 million, up 1.6%, and reported diluted EPS was $3.02 versus $2.37 in 2024.
The quarterly dividend rises 4.2% to $0.3075 per share, payable March 2, 2026.
The company expects Q1 2026 adjusted EPS of $0.92 per share and repurchased $900 million of shares in 2025.
American Express reported full-year 2025 revenue net of interest expense of $72.2 billion, up 10%, and diluted EPS of $15.38, up 10% from $14.01. The company forecast 2026 revenue growth of 9% to 10% and EPS of $17.30 to $17.90, and plans to raise its quarterly dividend about 16%. These figures point to continued growth and higher dividend payments for shareholders, though the 2026 outlook is forward-looking and subject to the risks listed in the filing.
Full-year 2025 net income was $10.8 billion, up 7% from $10.1 billion; EPS excluding the prior-year Accertify gain rose 15% to $15.38.
Fourth-quarter 2025 net income was $2.46 billion, up 13%, and diluted EPS was $3.53, up 16%.
2026 guidance calls for revenue growth of 9% to 10% and EPS of $17.30 to $17.90.
The quarterly dividend is planned to rise about 16%, from $0.82 to $0.95 per share, starting with the first-quarter 2026 declaration.
LyondellBasell reported a fourth-quarter 2025 net loss of $140 million, or $0.45 per diluted share, on sales of $7,091 million, compared with a $890 million loss on $7,727 million of sales in the prior quarter. For full year 2025, the company posted a net loss of $738 million after net income of $1,367 million in 2024, with sales down to $30,153 million from $33,394 million. The company also raised its Cash Improvement Plan target to $1.3 billion by the end of 2026, which it says supports cash generation for shareholders.
Q4 2025 net loss of $140 million, or $0.45 per diluted share, versus a net loss of $603 million in Q4 2024
Full year 2025 net loss of $738 million, or $2.34 per diluted share, versus net income of $1,367 million in 2024
Excluding identified items, full year 2025 earnings were $1.70 per diluted share, compared with $6.22 in 2024
Cash Improvement Plan target raised from $1.1 billion to $1.3 billion by year-end 2026; 2026 capital expenditures planned at $1.2 billion
Verizon reported fourth-quarter 2025 revenue of $36.4 billion, up 2.0% from a year earlier, and 616,000 postpaid phone net additions, up from 504,000. Reported EPS fell to $0.55 from $1.18 as selling, general and administrative expense rose 26.0%, while adjusted EPS, which excludes special items, was $1.09. The company also guided to 2026 adjusted EPS of $4.90 to $4.95 and free cash flow of $21.5 billion or more, and said the Frontier acquisition closed on January 20, 2026.
Q4 2025 total operating revenue $36.4 billion, up 2.0%; net income $2.4 billion versus $5.1 billion a year earlier
Q4 2025 EPS $0.55 (diluted $0.55 vs $1.18) and adjusted EPS $1.09; full-year 2025 EPS $4.06 and adjusted EPS $4.71
2026 outlook: adjusted EPS $4.90 to $4.95, 750,000 to 1.0 million postpaid phone net additions, free cash flow of $21.5 billion or more
Frontier acquisition closed January 20, 2026, expanding fiber access to over 30 million homes and businesses
ArcBest reported fourth quarter 2025 revenue of $972.7 million, down from $1.0 billion a year earlier, and a net loss from continuing operations of $8.1 million, or $0.36 per diluted share, which included a $9.1 million after-tax noncash impairment charge. For full-year 2025, revenue was $4.0 billion versus $4.2 billion, and net income from continuing operations fell to $60.1 million, or $2.62 per diluted share, from $173.4 million, a figure that included a $67.9 million after-tax benefit from a reduction in contingent consideration. The company returned more than $86 million to shareholders in 2025 through share repurchases and dividends.
Q4 2025 net loss from continuing operations of $8.1 million ($0.36 per diluted share) versus net income of $29.0 million ($1.24 per diluted share) in Q4 2024
Full-year 2025 non-GAAP net income of $84.8 million ($3.70 per diluted share) versus $149.7 million ($6.28 per diluted share) in 2024
Asset-Light operating loss of $15.3 million for 2025 versus operating income of $58.4 million in 2024
$100.8 million of share repurchase authorization remained as of January 28, 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.