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8-K filings in February 2026, explained

1,673 material Form 8-K filings that 1,260 companies we cover made with the SEC in February 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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REFRRESEARCH FRONTIERS INC Feb 18, 5:30 PM ET

Research Frontiers sells 1.1 million shares at $1.00 each in private placement

Neutral financing Written later 1.01

Research Frontiers entered subscription agreements on February 18, 2026 with private accredited investors, including family members of a director and the owner of an SPD-SmartGlass licensee. The company will receive $1.1 million in proceeds, and each investor also received one warrant per share, which adds potential future share issuance.

  • 1.1 million shares of common stock sold at $1.00 per share, equal to the February 13, 2026 closing price
  • The Company will receive $1.1 million in proceeds from the sale
  • Each share includes one warrant expiring February 28, 2031, with exercise prices from $1.10 to $1.50 depending on timing
  • Shares and warrant shares are unregistered and subject to at least a six-month holding period
Read the filing on SEC.gov ↗
CNXCNX Resources Corp Feb 18, 5:15 PM ET

CNX Resources prices $500 million of 5.875% senior notes due 2034

Neutral financing Written later 1.017.01

CNX Resources Corporation agreed on February 17, 2026 to sell $500 million of 5.875% senior notes due 2034 in a private offering priced at 100.0% of face value, with closing expected on or about February 26, 2026. The company said it will use the proceeds to buy back or redeem its outstanding 6.000% senior notes due 2029, which is a refinancing of existing debt rather than a stated change in operations.

  • Notes: $500 million aggregate principal, 5.875% senior notes due 2034, priced at 100.0% of face value
  • Expected closing: on or about February 26, 2026
  • Proceeds: tender offer for any and all 6.000% senior notes due 2029, with any remaining 2029 Notes to be redeemed; shortfall may be funded by the revolving credit facility
  • Initial purchaser: Wells Fargo Securities, LLC as representative
Read the filing on SEC.gov ↗

Spring Valley Acquisition Corp. IV closes $230 million IPO; funds placed in trust

Neutral financing Written later 8.01

Spring Valley Acquisition Corp. IV, a blank check company, completed its initial public offering of 23,000,000 units at $10.00 per unit on February 11, 2026, for gross proceeds of $230 million. The full $230 million, or $10.00 per unit, was placed in a trust account for public shareholders, and the company has until 24 months from the offering closing to complete a business combination.

  • 23,000,000 units sold at $10.00 each, including 3,000,000 units from the full exercise of the underwriters' over-allotment option
  • Private placement of 7,046,111 warrants at $0.90 each, for gross proceeds of $6,341,500
  • $230 million placed in trust; deferred underwriting fee payable of $9,200,000
  • Company has 24 months from the offering closing to complete a business combination, or it must redeem public shares
Read the filing on SEC.gov ↗
ITTITT INC. Feb 18, 4:30 PM ET

ITT Inc. Signs $2.875 Billion Delayed Draw Term Loan to Fund SPX FLOW Acquisition

Neutral financing Written later 1.012.03

ITT entered into a credit agreement providing delayed draw term loan commitments of $2.875 billion, which can be drawn on up to two occasions to finance its previously announced acquisition of SPX FLOW, Inc. The filing sets out borrowing costs, a maturity of two years from the first borrowing, and a maximum net debt to adjusted EBITDA ratio of 3.50 to 1.00, which adds debt obligations for shareholders to weigh against the acquisition.

  • Delayed draw term loan commitments total $2,875,000,000 and expire on September 11, 2026 if undrawn or not otherwise terminated.
  • DDTL Loans bear interest at Term SOFR plus 1.00% to 1.50%, or an alternate base rate plus 0.00% to 0.50%, based on the Company's debt ratings.
  • An unused commitment fee of 0.10% per year accrues from May 3, 2026 until the loans are fully funded or the commitments end.
  • Loans mature two years from the first borrowing and may be prepaid without penalty or premium, subject to customary conditions.
Read the filing on SEC.gov ↗

Mondelez signs $1.5 billion 364-day revolving credit facility, replacing prior $1.5 billion facility

Neutral financing Written later 1.011.022.03

Mondelez International entered into a new $1.5 billion 364-day senior unsecured revolving credit agreement on February 18, 2026, with JPMorgan Chase Bank, N.A. as administrative agent, and terminated its prior $1.5 billion 364-day facility dated February 19, 2025. The filing describes the facility as available for general corporate purposes, working capital and support of its commercial paper program, and it requires minimum shareholders' equity of at least $25.0 billion.

  • New facility: $1.5 billion, 364-day senior unsecured revolver, terminating February 17, 2027
  • Prior $1.5 billion 364-day revolving credit agreement, dated February 19, 2025, was terminated
  • Company may request up to $500 million in additional commitments and extend loan maturity to February 17, 2028
  • Covenant requires minimum shareholders' equity of not less than $25.0 billion
Read the filing on SEC.gov ↗
HACQHCM IV Acquisition Corp. Feb 18, 4:00 PM ET

HCM IV Acquisition Corp. closes $287.5 million IPO and places proceeds in trust account

Neutral financing Written later 1.013.025.038.01

HCM IV Acquisition Corp. closed its initial public offering on February 13, 2026, selling 28,750,000 units at $10.00 per unit for gross proceeds of $287.5 million, including the full exercise of the underwriter's over-allotment option. The company placed $287.5 million of IPO proceeds in a U.S.-based trust account, and the funds stay there until a business combination, a stockholder-approved redemption, or a liquidation if no combination is completed within 24 months. The company is a blank check company, and the filing does not name a target business.

  • IPO closed February 13, 2026: 28,750,000 units at $10.00 each, including 3,750,000 units from the over-allotment option
  • $287.5 million placed in trust, including $13,687,500 of the underwriter's deferred discount
  • Private placement of 4,666,667 warrants at $1.50 each, for $7 million gross proceeds, sold to the sponsor and the underwriter
Read the filing on SEC.gov ↗

Bread Financial terminates capped call transactions tied to its convertible notes

Neutral financing Written later 1.011.02

Bread Financial entered into termination agreements on February 17, 2026, unwinding capped call transactions linked to its 4.25% convertible senior notes issued in June 2023. The company says no notes remained outstanding as of December 31, 2025, and the counterparties will deliver shares of common stock to the company under the agreements, which are expected to settle by the end of February 2026.

  • Agreements dated February 17, 2026 terminate in full the capped call transactions with each option counterparty.
  • Hypothetically, settlement at the February 17, 2026 volume-weighted average price would have delivered about 1.5 million shares to the company; the actual number depends on the stock's performance during the unwind period and may be higher
  • Settlement is expected one business day after each unwind period ends, with all agreements expected to settle on or before the end of February 2026.
  • Shares received will not reduce any existing or future share repurchase authorization.
Read the filing on SEC.gov ↗
GVAGRANITE CONSTRUCTION INC Feb 18, 7:00 AM ET

Granite Construction to exchange $100 million of 2028 convertible notes, mostly for cash

Neutral financing Written later 1.011.033.02

On February 18, 2026, Granite Construction agreed with a limited number of holders to exchange $100 million of its 3.75% Convertible Senior Notes due 2028, with consideration based partly on its share price over a 15 trading-day period. At an assumed price of $128.61 per share, the total purchase price would be about $283 million, paid entirely in cash. The company also partly unwound related capped call transactions, and it expects $273.75 million of the notes to remain outstanding and about 2.2 million shares to leave its diluted share count.

  • Exchange of $100 million principal of 3.75% Convertible Senior Notes due 2028, agreed on February 18, 2026
  • At an assumed $128.61 daily VWAP, total purchase price is about $283 million including accrued interest, all in cash
  • Stock is delivered only if the average VWAP exceeds $140.00 over the 15 trading-day Measurement Period beginning February 18, 2026
  • Expected notes outstanding after closing: $273.75 million; about 2.2 million shares removed from diluted share count
Read the filing on SEC.gov ↗
MRVLMarvell Technology, Inc. Feb 18, 6:05 AM ET

Marvell Technology files prospectus supplement under existing shelf registration

Neutral financing Written later 8.01

Marvell Technology filed a prospectus supplement to its automatic shelf registration statement on Form S-3 on February 18, 2026. The 8-K was filed only to attach a legality opinion from Wilson Sonsini Goodrich & Rosati covering the securities in that supplement. The filing does not state the amount, type, or price of securities offered.

  • Prospectus supplement filed February 18, 2026 under Form S-3 Registration No. 333-285742
  • Filing made solely to attach Exhibit 5.1, a legality opinion from Wilson Sonsini Goodrich & Rosati
  • Exhibit 23.1 consent from Wilson Sonsini is included within Exhibit 5.1
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.