1,589 material Form 8-K filings that 1,200 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).
GE Vernova completed an underwritten public offering of $2.6 billion in senior unsecured notes across three maturities on February 4, 2026. The company said net proceeds are intended for general corporate purposes, including financing part of the purchase price for the remaining 50% stake in Prolec GE, which closed on February 2, 2026. The filing shows added debt but does not state results or guidance changes.
Notes total $2.6 billion: $600 million due 2031 at 4.250%, $1.0 billion due 2036 at 4.875%, and $1.0 billion due 2056 at 5.500%.
Net proceeds are intended for general corporate purposes, including part of the Prolec GE stake purchase that closed February 2, 2026.
Underwriters are Citigroup Global Markets Inc., J.P. Morgan Securities LLC and Morgan Stanley & Co. LLC; the Bank of New York Mellon is trustee.
Make-whole redemption applies before the Par Call Dates: January 4, 2031 (2031 Notes), November 4, 2035 (2036 Notes) and August 4, 2055 (2056 Notes).
On February 4, 2026, Oracle completed a $25 billion offering of eight tranches of notes maturing between 2029 and 2066. Two days earlier, it agreed to an equity distribution program that lets sales agents sell up to $20.0 billion of common stock, though Oracle is not obligated to sell any shares. For shareholders, the new debt adds to Oracle's borrowings, and any share sales under the program would increase the number of shares outstanding.
Notes totaling $25 billion: $500 million Floating Rate Notes due 2029 up to $5.0 billion 5.700% Notes due 2036 and 6.700% Notes due 2056, with the 6.850% Notes due 2066 at $2.75 billion.
Net proceeds are for general corporate purposes, including capital expenditures, repayment of debt, investments or acquisitions, and dividends or share repurchases.
At-the-market program dated February 2, 2026 covers up to $20.0 billion of common stock, with 15 sales agents after a February 3, 2026 joinder.
Sales agents may receive a commission of up to 0.50% of gross proceeds from each share sale.
Evercore Inc. appointed Christine Varney as a director, effective March 1, 2026, with a term running to the 2026 annual meeting. She also joins the Audit and Nominating and Corporate Governance committees, and the board size rises from ten to eleven. The filing describes a one-time $50,000 RSU grant and her background as a former Assistant Attorney General and FTC Commissioner.
Board appointment effective March 1, 2026, for a term expiring at the 2026 annual meeting
Appointed to the Audit Committee and Nominating and Corporate Governance Committee
One-time RSU award valued at $50,000, vesting on the second anniversary of grant
Board size increased from ten to eleven directors effective March 1, 2026
Uniti Group subsidiaries completed a private offering of $1 billion in 8.625% senior notes due June 15, 2032, issued at 100.25% of principal. Proceeds will repay borrowings under Uniti Services' senior secured term loan due 2031, with the remainder for general corporate purposes. The notes add to the company's debt load and are senior unsecured, ranking behind secured debt.
Principal amount: $1,000,000,000; issue price 100.25% of principal, with interest accrued from December 15, 2025
Notes mature June 15, 2032 and pay 8.625% annual interest, first payment June 15, 2026
Proceeds used to repay borrowings under the senior secured first lien term loan facility due 2031 and for general corporate purposes
Company and certain subsidiaries guarantee the notes on a senior unsecured basis; regulatory approval is being sought for some regulated subsidiaries
American Healthcare REIT (NYSE: AHR) said its CEO and President, Danny Prosky, is on medical leave effective February 3, 2026, following a recent medical event. The board appointed Chairman Jeffrey T. Hanson, who was CEO from 2015 to 2021, as interim CEO and President effective the same date. The filing does not address financial results or guidance, but the leadership change is significant for shareholders during the interim period.
Danny Prosky, CEO, President and director, began a medical leave of absence effective February 3, 2026
Jeffrey T. Hanson, Chairman of the Board and CEO from 2015 to 2021, is Interim CEO and President effective February 3, 2026
The company said its senior leadership team is long-tenured and will work with Hanson to ensure continuity of operations
The press release was issued February 4, 2026 (Exhibit 99.1)
Asbury Automotive Group appointed Christopher DiSantis to its board effective March 1, 2026, and Philip Maritz, a director since April 2002, will not stand for re-election at the 2026 Annual Meeting. The board also lowered the threshold for stockholders to call a special meeting from 50% to 25% of outstanding voting shares, which gives shareholders more ability to request one.
Christopher DiSantis joins the board effective March 1, 2026, and the board has seated him on the Audit Committee and the Compensation & Human Resources Committee.
The board will have eleven directors, ten of whom are independent.
Philip Maritz, on the board since April 2002, will not stand for re-election at the 2026 Annual Meeting of Stockholders.
Bylaw amendments effective January 29, 2026 lower the special meeting request threshold from 50% to 25% of outstanding voting shares.
Stifel Financial and Stifel Nicolaus entered into an Amended and Restated Credit Agreement on February 4, 2026, replacing their existing unsecured credit agreement from September 2023. The new facility provides up to $1.0 billion in committed unsecured revolving borrowings, matures February 4, 2031, and carries variable rates based on SOFR. The filing describes it as a working capital and general corporate backstop, with no new borrowing amount disclosed beyond the facility size.
Facility size: up to $1.0 billion in committed unsecured revolving borrowings
Maturity date: February 4, 2031
Rates are variable and based on the Secured Overnight Financing Rate (SOFR)
Bank of America, N.A. is administrative agent for a lender syndicate; existing commitments were terminated when the new agreement took effect
Middleby's board appointed Christopher Hix as a director effective February 1, 2026, and named him to the Audit Committee. The board grows to eleven members, and the filing discloses no financial results or guidance changes.
Christopher Hix appointed to the Board effective February 1, 2026, and to the Audit Committee
Most recently Executive Vice President and Chief Financial Officer of Enovis Corporation
Hix also serves on the Brady Corporation board as Audit Committee Chairman
Board expands to eleven members; Hix receives standard nonemployee director compensation
Greenbrier's leasing subsidiary, GBX Leasing 2022-1 LLC, issued $300 million of Series 2026-1 railcar-secured notes on February 4, 2026. The company says the financing supports its leasing business and is non-recourse to Greenbrier, though the notes can be accelerated if certain defaults occur under the indenture.
Class A notes: $280,425,000 at a fixed 5.13%; Class B notes: $19,575,000 at a fixed 5.30%, both payable monthly.
Stated final maturity is February 22, 2056, but the filing anticipates earlier repayment if cash flow assumptions are met, with no assurance they will be.
Notes are obligations of the issuer only and are secured by a railcar portfolio and related operating leases; the press release describes them as non-recourse to Greenbrier.
Net proceeds from the railcars acquired will be used for general corporate purposes, per the filing.
COPT Defense Properties and its operating partnership entered into letter agreements on January 30, 2026 with CEO Stephen E. Budorick, COO Britt A. Snider and CFO Anthony Mifsud. The agreements set their participation in the company's Second Amended & Restated Executive Change in Control and Severance Plan for five-year periods and replace earlier letter agreements. The filing sets out the severance multiples and benefit periods that apply if these executives are terminated without cause or are constructively discharged.
Letter agreements dated January 30, 2026 supersede earlier agreements dated June 22, 2021, December 1, 2023 and November 1, 2021
Five-year participation periods for Budorick, Snider and Mifsud, after which they cease to participate unless otherwise agreed
Budorick's severance multiple is 2.00, or 2.99 if terminated within six months before to 24 months after a change in control; Snider's and Mifsud's is 1.00, or 2.99 under the same change-in-control window
Continuation coverage is two years for Budorick and one year for Snider and Mifsud
TransMedics appointed Giovanni Cecere as Chief Commercial Officer effective February 2, 2026, succeeding Tamer Khayal, who moves to Senior Vice President of International. The company also named Matthew Forsyth General Counsel effective March 9, 2026 or his later employment start date, succeeding Anil Ranganath, who will stay with the company through June 7, 2026 and then serve as a consultant until September 7, 2026. The filing lists severance-related payments to Ranganath, so these are senior executive changes shareholders may want to track.
Giovanni Cecere named Chief Commercial Officer effective February 2, 2026, succeeding Tamer Khayal, who had held the role since January 2018
Matthew Forsyth appointed Senior Vice President, General Counsel & Corporate Secretary, effective March 9, 2026 or his employment start date if later
Anil Ranganath moves to a non-executive role, remains employed until June 7, 2026, then serves as a consultant until September 7, 2026 at an annualized fee of $10,000
Ranganath's retention agreement payments include 0.75 times his highest base salary and bonus over the prior three years, up to nine months of COBRA premiums, and a pro-rated 2026 bonus
Kinsale Capital Group said director Frederick L. Russell, Jr. informed the company on January 30, 2026, that he will not stand for re-election to the Board when his term expires at the 2026 Annual Meeting of Stockholders. The company said his decision did not involve any disagreement on operations, policies or practices, and the Board expects to shrink from 10 to 9 directors effective on the date of that meeting.
Frederick L. Russell, Jr. informed the company on January 30, 2026 that he will not seek re-election
Departure takes effect at the 2026 Annual Meeting of Stockholders when his current term expires
The Board anticipates reducing its size from 10 to 9 directors effective on the date of the 2026 Annual Meeting
Company states the decision did not involve any disagreement with the company
At its February 3, 2026 annual meeting, WaFd shareholders elected four directors to three-year terms and approved the advisory vote on executive compensation and the ratification of Deloitte & Touche, LLP as auditor for fiscal 2026. Director Steven Singh also notified the company that he will resign from the board effective May 13, 2026, for personal reasons, and director David Grant retired after the meeting, with Bradley Shuster named Audit Committee chair.
Four directors elected for three-year terms, with Stephen M. Graham receiving 56,759,261 votes for and Randall H. Talbot receiving 49,773,954 votes for
Executive compensation advisory vote passed with 56,263,771 votes for and 2,300,778 against
Director Steven Singh resigns from the board effective May 13, 2026; he had served since 2018 and sat on the Technology Committee
Bradley Shuster succeeds David Grant as Audit Committee chair
VSE Corporation agreed on February 2, 2026 to sell 3,989,362 shares of common stock at $188.00 each, and underwriters exercised their option in full for 598,404 more shares. The company estimates net proceeds of about $830.2 million, which it plans to use mainly to fund part of the cash price for its pending PAG Acquisition.
Firm shares: 3,989,362 at $188.00 per share; option for 598,404 additional shares exercised in full on February 3, 2026
Estimated net proceeds of approximately $830.2 million after underwriting discounts and before offering expenses
Proceeds intended to help fund cash consideration for the PAG Acquisition of PAG HoldCo, parent of Precision Aviation Group; closing expected February 4, 2026
Executive officers and directors agreed to a 60-day lock-up on sales of common stock, subject to exceptions
Piper Sandler Companies elected Stuart M. Essig as a director effective February 4, 2026, increasing the board from nine to ten members. He was also appointed to the Audit Committee, and the filing describes his prior roles as chief executive and chairman of Integra LifeSciences Corporation.
Essig's initial term expires at the 2026 annual shareholder meeting.
Essig joins the Audit Committee of the Board.
Under the 2026 non-employee director program, he receives a pro-rated $100,000 annual cash retainer, a $60,000 initial equity grant, and a $150,000 annual equity grant after the 2026 annual meeting.
The filing states Essig has no related person transactions with the Company.
NRG Energy's Board appointed Sanjay Kapoor, a retired aerospace and defense finance executive, as an independent director effective February 3, 2026, and placed him on the Audit Committee. The filing reports no financial results or guidance, and the change brings the Board to 11 members according to the press release.
Sanjay Kapoor appointed independent director effective February 3, 2026, and joins the Audit Committee
Kapoor, age 65, was Executive Vice President and CFO of Spirit AeroSystems from 2013 to 2019
Kapoor will participate in the director compensation program described in the 2025 Proxy Statement filed March 19, 2025
Press release dated February 4, 2026 states the Board now has 11 members
Lamb Weston said its board appointed Jan Eli B. Craps as Executive Chair effective February 6, 2026, and named James D. Gray as Chief Financial Officer effective April 2, 2026, succeeding Bernadette M. Madarieta, who remains CFO through April 1, 2026. The filing also details large equity awards for the new executives and other named executive officers, plus a new 2,000,000-share inducement plan, which bear on shareholder dilution and management incentives.
Jan Eli B. Craps, age 48, former CEO of Budweiser APAC, appointed Executive Chair effective February 6, 2026, with a target long-term incentive valued at approximately $3,150,000.
James D. Gray, age 59, currently CFO of Ingredion Incorporated, becomes CFO April 2, 2026, with a $825,000 base salary and a $2,200,000 target long-term incentive.
On February 2, 2026, the Compensation Committee approved supplemental awards for NEOs, including 29,314 RSUs and 213,574 options at $60.00 for CEO Michael J. Smith.
The Board adopted a 2026 Inducement Stock Plan reserving 2,000,000 shares of common stock for new hires.
enVVeno Medical said Nasdaq notified it that the company regained compliance with the $1.00 minimum bid price rule and that the matter is closed. The company also reported cash and investments of approximately $28 million as of December 31, 2025. The filing does not include revenue, net loss, or guidance, and the company says it expects to share more details on its 2026 strategic plans in the coming weeks.
Nasdaq confirmed the closing bid price was at or above $1.00 for 10 consecutive business days, from January 20, 2026 through February 2, 2026.
Cash and investments were approximately $28 million as of December 31, 2025.
The company expects to share additional details on its 2026 strategic plans in the coming weeks.
Freshpet appointed John O'Connor, formerly a Senior Vice President at Zoetis, as Chief Financial Officer effective February 9, 2026, replacing Ivan Garcia, who had been Interim CFO since October 2025. The company also reaffirmed its fiscal 2025 guidance from November 3, 2025, and said it will report fourth quarter and full year 2025 results on February 23, 2026.
O'Connor's base salary is $525,000, with a target annual bonus of at least 70% of salary and a long-term equity incentive target of at least 150% of salary.
He receives an inducement grant of restricted stock units covering 7,500 shares, vesting in equal installments over the first three anniversaries of the effective date.
Ivan Garcia steps down as Interim CFO and continues as Senior Vice President, Finance.
Freshpet reaffirmed its fiscal 2025 guidance and will report fourth quarter and full year 2025 results on February 23, 2026.
United Rentals, Inc. increased its board from 10 to 11 directors and appointed Alexander R. Taussig, a Board Partner at Lightspeed Venture Partners, as an independent director effective February 4, 2026. The filing describes a routine board addition with no change to executive leadership or financial results, and his committee assignments will be decided later.
Taussig receives an annual retainer of $125,000 plus an annual equity grant of $190,000 in fully vested restricted stock units, pro-rated for 2026.
The board now has 11 members, nine of whom are independent directors, according to the press release.
Board committee appointments for Taussig will be decided at a future date.
Texas Instruments agreed to acquire Silicon Labs for $231.00 per share in an all-cash deal with a total enterprise value of about $7.5 billion, which both boards unanimously approved. Texas Instruments expects the deal to be accretive to its earnings per share, excluding transaction-related costs, in the first full year after closing, and to generate about $450 million in annual manufacturing and operational synergies within three years of closing. The transaction is expected to close in the first half of 2027, subject to Silicon Labs stockholder approval and regulatory approvals.
Silicon Labs stockholders will receive $231.00 in cash per share; total enterprise value is about $7.5 billion
Texas Instruments expects to fund the deal with cash on hand and debt financing arranged before closing; no financing contingency
Expected synergies of about $450 million a year within three years post-close; accretive to EPS in the first full year, excluding transaction costs
Expected closing in the first half of 2027, subject to regulatory approvals and Silicon Labs stockholder approval
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.