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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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23 of 1,673 briefs match

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RDNRADIAN GROUP INC Feb 12, 5:01 PM ET

Radian Group CFO Sumita Pandit departs; two finance and two mortgage insurance leaders promoted

Neutral leadership Written later 5.02

Radian Group said Sumita Pandit no longer serves as President and Chief Financial Officer effective February 12, 2026, in what the filing describes as an involuntary termination. Daniel Kobell was named interim Chief Financial Officer, and the board also elevated several long-standing executives to new senior roles, including two co-heads of the mortgage insurance business.

  • Sumita Pandit's role as President and Chief Financial Officer ended effective February 12, 2026; the filing describes the departure as involuntary.
  • Daniel Kobell, age 46, was appointed Senior Executive Vice President and interim Chief Financial Officer, reporting to CEO Richard Thornberry.
  • Robert J. Quigley, age 54, was appointed Senior Executive Vice President, Controller and Chief Accounting Officer.
  • Meghan Bartholomew and Steve Keleher were named Senior Executive Vice President, Co-Heads of Mortgage Insurance, reporting directly to Richard Thornberry.
Read the filing on SEC.gov ↗
RSGREPUBLIC SERVICES, INC. Feb 12, 4:57 PM ET

Republic Services adds Ian Craig to board; declares $0.625 quarterly dividend

Neutral leadership Written later 5.028.01

Republic Services appointed Ian Craig, 53, chief executive officer of Coca-Cola FEMSA, to its board of directors effective immediately, following a February 10, 2026 board action. The board also declared a regular quarterly dividend of $0.625 per share, payable April 15, 2026 to shareholders of record on April 2, 2026.

  • Craig was appointed February 10, 2026 and will serve on the Audit Committee and the Sustainability & Corporate Responsibility Committee.
  • Craig's director pay includes an RSU grant with a $230,000 fair market value and a $100,000 annual retainer, both prorated for 2026.
  • The quarterly dividend is $0.625 per share, with a record date of April 2, 2026 and a payment date of April 15, 2026.
  • The board now has 13 members, including 12 independent directors.
Read the filing on SEC.gov ↗
GEOGEO GROUP INC Feb 12, 4:56 PM ET

GEO Group CEO Donahue retires; founder Zoley returns as CEO on March 1

Neutral leadership Written later 5.027.01

GEO Group said CEO J. David Donahue will retire effective February 28, 2026, and founder George C. Zoley, currently Executive Chairman, will become Chairman and Chief Executive Officer effective March 1, 2026. Donahue will receive separation payments and a consulting fee through February 28, 2028, and Zoley's new employment agreement sets a $1,200,000 base salary with incentive awards tied to that salary, which shareholders can review in the filing.

  • J. David Donahue's retirement is effective February 28, 2026; he notified the company on February 6, 2026.
  • George C. Zoley's employment agreement runs through April 2, 2029 and sets a base salary of $1,200,000.
  • Zoley's target annual performance award is 200% of base salary, and his annual equity award has a grant date fair value of at least 300% of base salary.
  • Donahue will receive $104,167 per month under a consulting agreement from March 1, 2026 through February 28, 2028.
Read the filing on SEC.gov ↗
KDPKeurig Dr Pepper Inc. Feb 12, 4:56 PM ET

Keurig Dr Pepper adds two independent directors, expands board to eleven effective March 2

Neutral leadership Written later 5.028.01

Keurig Dr Pepper's board increased its size to eleven and appointed William Newlands and Amie Thuener as independent directors, effective March 2, 2026. The board also replaced its Remuneration and Nominating Committee with separate Nominating and Governance and Compensation Committees, effective the same date.

  • Board size increased to eleven directors; William Newlands and Amie Thuener appointed as independent members, effective March 2, 2026
  • Newlands joins the Nominating and Governance Committee; Thuener joins the Audit and Finance Committee
  • Remuneration and Nominating Committee dissolved and replaced by separate Nominating and Governance and Compensation Committees, effective March 2, 2026
Read the filing on SEC.gov ↗
CCITIGROUP INC Feb 12, 4:50 PM ET

Citi CEO Jane Fraser's 2025 pay set at $42 million, with $40.5 million incentive award

Neutral leadership Written later 8.01

Citi's Compensation Committee approved Chief Executive Officer Jane Fraser's 2025 incentive awards on February 11, 2026, bringing her total 2025 compensation to $42 million. The filing cites 2025 net income up 13% and revenues up 6% from 2024 as factors in the decision, and says more detail will appear in the 2026 Proxy Statement expected in April 2026.

  • Total 2025 compensation of $42 million: $1.5 million flat base salary and a $40.5 million total incentive award
  • Incentive split: 15% cash, 35% deferred stock vesting over 4 years, and 50% performance share units
  • Deferred stock and PSU share counts were based on a $120.356 five-day average closing price
  • 2025 net income rose 13% and revenues rose 6% from 2024; CET1 capital ratio was 13.2%
Read the filing on SEC.gov ↗
EQIXEQUINIX INC Feb 12, 4:30 PM ET

Equinix adopts executive severance plan and amends CEO severance agreement

Neutral leadership Written later 5.02

Equinix's Compensation Committee adopted an Executive Severance Plan covering executive officers other than the CEO, and amended CEO Adaire Fox-Martin's severance agreement to better align it with the plan. The filing also describes a 2026 annual incentive plan that pays bonuses in fully vested restricted stock units for executive officers, which the company says lets it retain more cash.

  • Severance Plan adopted February 6, 2026; a Change in Control Termination pays a lump sum of two times base salary plus target bonus, versus 12 months of salary and target bonus otherwise.
  • CEO Adaire Fox-Martin's amended agreement, dated February 6, 2026, eliminates the three-year term and adds 12 months of continued equity vesting.
  • 2026 Global Annual Incentive Plan sets target bonuses at 100% to 200% of base salary, with executive awards capped at 132% of target and weighted 50% on revenue and 50% on AFFO per share.
Read the filing on SEC.gov ↗
NMIHNMI Holdings, Inc. Feb 12, 4:28 PM ET

NMI Holdings appoints Renu Agrawal as independent director, board grows to ten

Neutral leadership Written later 5.027.01

NMI Holdings, Inc. expanded its Board to ten members and appointed Renu Agrawal as an independent director effective February 12, 2026. She was assigned to the Audit Committee and Risk Committee, and the filing describes a standard non-employee director compensation package for her board service.

  • Effective date: February 12, 2026; Board expanded to ten members
  • Ms. Agrawal assigned to the Audit Committee and Risk Committee
  • Annual cash retainer of $120,000 for 2026, prorated, plus an annual equity retainer of $170,000 in RSUs and an additional RSU grant with a grant-date fair value of $170,000
  • Board Chairman Bradley Shuster said her executive and board experience will be valuable to the Board
Read the filing on SEC.gov ↗
AMPAMERIPRISE FINANCIAL INC Feb 12, 4:27 PM ET

Ameriprise Financial: President Joseph Sweeney to retire April 3, 2026

Neutral leadership Written later 5.02

Ameriprise Financial said Joseph E. Sweeney, President of Advice & Wealth Management Products & Service Delivery, has decided to retire from the company on April 3, 2026. The filing gives no successor or financial details, so shareholders can see a senior leadership departure with a set date but no stated effect on results.

  • Joseph E. Sweeney, President, Advice & Wealth Management Products & Service Delivery, will retire
  • Retirement effective April 3, 2026
  • Announced February 12, 2026; filing does not name a successor or give compensation terms
Read the filing on SEC.gov ↗
STZCONSTELLATION BRANDS, INC. Feb 12, 4:24 PM ET

Constellation Brands names Nicholas Fink CEO effective April 13, 2026, succeeding Bill Newlands

Neutral leadership Written later 5.027.01

Constellation Brands said its board appointed Nicholas Fink, a board member since 2021 and current Fortune Brands Innovations CEO, as president and chief executive officer effective April 13, 2026. Current CEO William Newlands steps down and retires from the board on the same date, then serves as a strategic advisor through April 30, 2026. The change is a leadership transition at the top of a major beverage alcohol company, and the filing discloses compensation terms for both executives.

  • Nicholas Fink becomes president and CEO effective April 13, 2026, with a $1,400,000 initial base salary and a fiscal 2027 target bonus of 160% of base salary
  • Fink's employment agreement includes an $11,000,000 fiscal 2027 annual equity award grant date value and a Replacement Equity Award of 85,385 restricted stock units and 415,295 nonqualified stock options
  • William Newlands will retire from the board and receive a $1,200,000 consulting fee under a transition agreement covering May 1, 2026 through December 31, 2026
Read the filing on SEC.gov ↗

Norwegian Cruise Line Holdings names John Chidsey CEO, replacing Harry Sommer

Neutral leadership Written later 2.025.02

Norwegian Cruise Line Holdings appointed director John W. Chidsey as President and Chief Executive Officer effective immediately, succeeding Harry Sommer, who also resigned from the Board. The company said its fourth quarter 2025 Net Yield is expected to be around the midpoint of the previously disclosed range and that core quarterly and full year 2025 results are expected to be in line with its November 4, 2025 guidance.

  • John W. Chidsey, age 63, became President and CEO effective February 12, 2026, and remains on the Board without committee roles
  • Harry Sommer resigned as President, CEO and director on February 12, 2026, as part of a strategic leadership change, with no disagreement reported
  • Board size reduced from nine to eight directors
  • Full fourth quarter and full year 2025 results are scheduled for release on March 2, 2026
Read the filing on SEC.gov ↗

Grand Canyon Education names Dilek Marsh Chief Information Officer, effective February 9, 2026

Neutral leadership Written later 5.02

Grand Canyon Education appointed Dilek Marsh as Chief Information Officer effective February 9, 2026, while she keeps her Chief Technology Officer role. She signed a new employment agreement that raises her annual base salary to $346,000 and sets a target bonus of 50% of base salary.

  • Effective date of appointment: February 9, 2026
  • Base salary increases to $346,000 under the new Employment Agreement
  • Target annual cash bonus increases to 50% of base salary, tied to performance metrics
  • Marsh has served as Chief Technology Officer since July 2021 and joined the company in 2008
Read the filing on SEC.gov ↗

Fortune Brands names Amit Banati CEO as 2025 EPS falls 34% to $2.47

Negative leadership Written later 2.025.027.01

Fortune Brands reported lower fourth-quarter and full-year 2025 results, with earnings per share before charges down 12% in both periods. The company also said director Amit Banati will become CEO effective May 13, 2026, succeeding Nicholas Fink, who is resigning effective April 1, 2026, and issued 2026 EPS guidance before charges of $3.35 to $3.65.

  • Q4 2025 net sales were $1.1 billion, down 2%; EPS before charges was $0.86, down 12%.
  • Full-year 2025 net sales were $4.5 billion, down 3%; EPS before charges was $3.61, down 12%.
  • 2026 guidance: EPS before charges of $3.35 to $3.65 and net sales flat to up 2.0%.
  • Susan Kilsby named interim Executive Chair effective February 12, 2026, serving as principal executive officer until Banati starts.
Read the filing on SEC.gov ↗

Bain Capital GSS Investment Corp. appoints Ruchit Shah as independent director

Neutral leadership Written later 5.02

Bain Capital GSS Investment Corp. (BCSS) appointed Ruchit Shah to its board as an independent director, effective immediately, on February 11, 2026. He will also join the Audit, Compensation and Nominating Committees, and the filing says he owns 30,000 Class B ordinary shares of the company.

  • Ruchit Shah appointed to the board on February 11, 2026, effective immediately as an independent director
  • Shah will also serve on the Audit, Compensation and Nominating Committees
  • Shah is CEO and Chief Investment Officer of Council Oaks Partners and previously managed about $90 billion as Chief Investment Officer of Texas Treasury Safekeeping Trust Company
  • Shah owns 30,000 Class B ordinary shares of the company
Read the filing on SEC.gov ↗
SPSCSPS COMMERCE INC Feb 12, 4:10 PM ET

SPS Commerce adds two directors under Anson deal and raises buyback to $300 million

Neutral leadership Written later 1.015.027.01

SPS Commerce appointed Michael McConnell and Fumbi Chima to its board under a cooperation agreement with Anson Funds Management LP, which expanded the board to ten members. The company also said its share repurchase authorization was increased to $300 million, and director Sven Wehrwein will not stand for reelection at the 2026 annual meeting. The filing contains no financial results, and Anson agreed to standstill terms, including a limit on buying more than 9.9% of the company's common stock.

  • Board increased to ten; McConnell and Chima appointed effective February 12, 2026, with McConnell joining the Finance & Strategy Committee and Chima joining the Audit Committee.
  • Anson agreed to vote for the company's director nominees at the 2026 annual meeting and to customary standstill terms, including not purchasing more than 9.9% of outstanding common stock.
  • Sven Wehrwein, a director since 2008, will not stand for reelection at the 2026 annual meeting under the company's age limit.
  • CEO Chad Collins said the share repurchase authorization was increased to $300 million.
Read the filing on SEC.gov ↗
RMBSRAMBUS INC Feb 12, 4:10 PM ET

Rambus adds Victor Peng to board and names John Allen interim CFO

Neutral leadership Written later 5.02

Rambus appointed Victor Peng, a former AMD president, as a Class II director effective February 12, 2026, increasing the board to eight members. The company also set pay terms for John Allen as interim chief financial officer, including a monthly stipend and a transition bonus.

  • Victor Peng was appointed effective February 12, 2026, and will stand for reelection at the 2027 annual meeting.
  • Peng joined the Compensation and Human Resources Committee, chaired by Eric Stang.
  • John Allen will receive an additional monthly salary stipend of $17,801 while serving as interim CFO, plus a $150,000 transition bonus.
  • The company plans to file Allen's employment agreement as an exhibit to a later periodic report.
Read the filing on SEC.gov ↗
PSAPublic Storage Feb 12, 4:00 PM ET

Public Storage CEO Russell to retire; CFO Boyle named CEO effective April 1, 2026

Neutral leadership Written later 5.027.018.01

Public Storage said CEO Joseph D. Russell, Jr. will retire March 31, 2026, and H. Thomas Boyle, its CFO and Chief Investment Officer, will succeed him as CEO on April 1, 2026. Joseph D. Fisher, formerly CFO of UDR Inc., joins as President and Chief Financial Officer effective February 16, 2026, and Shankh S. Mitra will become non-executive Chairman of the Board on April 1, 2026. The filing reports leadership and board changes but no financial results or guidance.

  • Boyle becomes CEO April 1, 2026, with base salary raised to $1 million and 2026 target bonus set at 200% of salary
  • Fisher starts as President and CFO February 16, 2026, with initial base salary of $600,000
  • Russell retires March 31, 2026, and will receive monthly consulting fees of $400,000 through March 31, 2027
  • Mitra and Ronald L. Havner bought out-of-the-money options for $25 million and $5 million, respectively
Read the filing on SEC.gov ↗
YUMYUM BRANDS INC Feb 12, 3:18 PM ET

Yum Brands director Keith Barr resigns from board effective February 10, 2026

Neutral leadership Written later 5.02

Yum! Brands director Keith Barr informed the company on February 10, 2026 that he is resigning from the Board of Directors effective that date. The company says the resignation was not due to any disagreement over its operations, policies, or practices, and coincides with his recent appointment to a leadership position outside the company.

  • Director Keith Barr resigned from the Board effective February 10, 2026
  • Company states the resignation involved no disagreement on operations, policies, or practices
  • Resignation coincides with Barr's recent appointment to a leadership role outside YUM
Read the filing on SEC.gov ↗
UAAUnder Armour, Inc. Feb 12, 9:29 AM ET

Under Armour names Reza Taleghani CFO, replacing David Bergman as principal financial officer

Neutral leadership Written later 5.02

Under Armour, Inc. said Reza Taleghani became its Executive Vice President and Chief Financial Officer effective February 11, 2026, and was also appointed principal financial officer, replacing David Bergman in that role. Bergman will remain with the company as a senior advisor for a transition period. The change puts a new person in charge of the company's financial reporting, which matters to shareholders as a significant leadership change.

  • Reza Taleghani became Executive Vice President and Chief Financial Officer effective February 11, 2026
  • Taleghani replaces David Bergman as principal financial officer
  • David Bergman will stay with the company as a senior advisor for a transition period, length not stated
Read the filing on SEC.gov ↗
SONSONOCO PRODUCTS CO Feb 12, 9:05 AM ET

Sonoco Board Appoints Craig L. Nix, First Citizens BancShares CFO, as Director

Neutral leadership Written later 5.027.01

Sonoco's board appointed Craig L. Nix, chief financial officer of First Citizens BancShares, as a director on February 10, 2026, on the recommendation of its Corporate Governance and Nominating Committee. The filing says he is an independent director who will stand for election at the company's 2026 Annual General Meeting, and it does not report any financial results or guidance changes.

  • Board appointed Craig L. Nix on February 10, 2026; the company announced it in a press release dated February 12, 2026.
  • Nix serves as CFO of First Citizens BancShares, Inc. (Nasdaq: FCNCA), which he joined in 2014 after serving in roles there starting in 1999.
  • He joins the Audit Committee and the Financial Policy Committee and will receive non-employee director compensation under the company's existing practices.
  • He will stand for election at the Company's 2026 Annual General Meeting.
Read the filing on SEC.gov ↗
FEFIRSTENERGY CORP Feb 12, 7:28 AM ET

FirstEnergy director Melvin Williams will not stand for re-election at 2026 meeting

Neutral leadership Written later 5.02

FirstEnergy director Melvin Williams notified the company on February 8, 2026 that he will not seek re-election to the Board when his current term expires at the 2026 Annual Meeting of Shareholders. The filing states his decision was not due to any disagreement with the company on its operations, policies or practices.

  • Melvin Williams gave notice on February 8, 2026.
  • He will leave the Board when his current term ends at the 2026 Annual Meeting of Shareholders.
  • The filing says there was no disagreement with the company on operations, policies or practices.
Read the filing on SEC.gov ↗
DANDANA Inc Feb 12, 7:03 AM ET

Dana names Byron Foster CEO effective July 1, 2026; McDonald to remain Chairman

Neutral leadership Written later 5.027.01

Dana Incorporated said its board appointed Byron Foster, currently Senior Vice President and President of Light Vehicle Systems, as President and Chief Executive Officer effective July 1, 2026. Foster was also elected to the board effective February 11, 2026, and R. Bruce McDonald will remain CEO until that date and continue as Chairman afterward. The filing is a planned succession at the top of the company and does not report any financial results.

  • Byron Foster, 57, named CEO effective July 1, 2026, and joined Dana in 2021
  • Foster elected to the Board of Directors effective February 11, 2026
  • R. Bruce McDonald serves as CEO until July 1, 2026, then continues as Chairman
  • Foster previously held executive roles at Johnson Controls and Adient plc
Read the filing on SEC.gov ↗
KMXCARMAX INC Feb 12, 6:53 AM ET

CarMax Names Keith Barr as CEO, Effective March 16, 2026

Neutral leadership Written later 5.027.01

CarMax appointed Keith Barr, former CEO of InterContinental Hotels Group, as President and CEO effective March 16, 2026, and added him to the Board, which grows from nine to ten directors. David McCreight steps down as interim CEO and returns to the Board as an independent director, so the change replaces the company's interim leadership with a permanent chief executive.

  • Keith Barr is set to receive an annual base salary of $1,250,000 and an annual target bonus of 175% of base salary.
  • Barr's sign-on awards include restricted stock units and stock options, each with a target grant date fair value of $1,000,000.
  • Barr's severance agreement provides two times the sum of base salary and target annual bonus if he is terminated without cause or resigns for good reason.
  • Tom Folliard remains Interim Executive Chair until the Annual Meeting in June 2026.
Read the filing on SEC.gov ↗

AMG: President and COO Thomas Wojcik to step down effective March 6, 2026

Neutral leadership Written later 5.02

Affiliated Managers Group said President and Chief Operating Officer Thomas M. Wojcik will leave the company on March 6, 2026, with his duties being split among other senior leaders. The filing lists separation payments of $5,025,000 in 2026 and a further $11,050,000 in early 2027, subject to conditions, and cancels his unvested equity awards.

  • Thomas M. Wojcik steps down as President and Chief Operating Officer effective March 6, 2026
  • Cash payments of $5,025,000 in 2026, conditioned on a separation and release agreement
  • Additional $11,050,000 cash payment in Q1 2027, conditioned on ongoing obligations through early 2027
  • No long-term or short-term incentive pay for 2025 or 2026; all unvested equity awards cancelled on departure date
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.