AI filing briefs · archive

8-K filings in February 2026, explained

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).

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MOHMOLINA HEALTHCARE, INC. Feb 6, 5:06 PM ET

Molina Healthcare takes $93 million impairment, eases credit covenant through 2027

Mixed restructuring Written later 1.012.032.06

Molina Healthcare said it expects a non-cash, pre-tax impairment charge of about $93 million on certain intangible assets in the first quarter of 2026, tied to its decision to exit the Medicare Advantage Prescription Drug product for 2027. The company also amended its credit agreement with Truist Bank as administrative agent, temporarily lowering the minimum interest coverage ratio it must maintain, which gives it more room under the covenant through September 2027.

  • Estimated non-cash, pre-tax impairment charge of about $93 million on certain intangible assets, to be recorded in Q1 2026
  • Charge results from exiting the Medicare Advantage Prescription Drug product for 2027, which the company says does not fit its focus on dual eligible members in Medicare
  • First Amendment to Credit Agreement dated February 4, 2026, with Truist Bank as administrative agent; minimum interest coverage ratio cut from 3.00:1.00 to 1.75:1.00 through December 31, 2026, then rising to 2.75:1.00 by September 30, 2027
  • The charge will be excluded from adjusted net income, as defined in the fourth quarter earnings release issued February 5, 2026
Read the filing on SEC.gov ↗
ETNEaton Corp plc Feb 6, 4:52 PM ET

Eaton Adds $8 Billion Term Loan and Raises Revolving Credit to $4 Billion

Neutral financing Written later 1.012.03

Eaton entered into an $8 billion senior unsecured delayed draw term loan on February 6, 2026, with a December 31, 2026 maturity. The same day, the company's $3 billion revolving credit agreement was increased to $4 billion. The filing says the new term loan can be drawn in a single draw on the closing date, and that the company will pay ticking fees on the undrawn amount starting 60 days after February 6, 2026. For shareholders, this adds up to $8 billion in committed borrowing that the company may draw on, and the filing does not state the purpose of the funds.

  • $8 billion senior unsecured delayed draw term loan dated February 6, 2026, maturing December 31, 2026, with Citibank as administrative agent
  • Revolving credit commitments increased from $3 billion to $4 billion under a Commitment Increase Agreement, on terms otherwise unchanged
  • Ticking fees apply from 60 days after February 6, 2026 until the earlier of maturity or funding, based on Eaton's senior unsecured debt ratings from S&P and Moody's
Read the filing on SEC.gov ↗
REGREGENCY CENTERS CORP Feb 6, 4:44 PM ET

Regency Centers director C. Ronald Blankenship to retire from board after 2026 annual meeting

Neutral leadership Written later 5.02

Regency Centers said director C. Ronald Blankenship notified the company on February 4, 2026, that he will not stand for re-election and will retire from the Board when his current term expires, immediately after the 2026 Annual Meeting of Shareholders. The company said the retirement was not due to any disagreement over its operations, policies or practices, and it thanked him for 25 years of service.

  • Notice of intention to retire given on February 4, 2026
  • Retirement takes effect upon expiration of current term, immediately after the 2026 Annual Meeting of Shareholders
  • Mr. Blankenship served 25 years, described by the Board as a leader of the Board
  • Company states retirement was not due to any disagreement with the company
Read the filing on SEC.gov ↗

Independence Realty Trust GC Michele Weisbaum to retire March 31, 2026, will consult

Neutral leadership Written later 5.02

Independence Realty Trust's General Counsel and Secretary, Michele Weisbaum, will retire on or about March 31, 2026, as previously disclosed. The Compensation Committee approved a consulting arrangement under which she will help transition her duties at $30,000 per month through December 31, 2026, unless ended sooner.

  • Michele Weisbaum, Executive Vice President, General Counsel and Secretary, retires on or about March 31, 2026
  • Compensation Committee approved her consulting engagement on February 3, 2026
  • Consulting fee is $30,000 per month, expected to run through December 31, 2026
Read the filing on SEC.gov ↗
DANDANA Inc Feb 6, 4:40 PM ET

Dana approves performance-vested stock unit grants to executives, excluding CEO

Neutral shareholder Written later 5.02

On February 6, 2026, Dana's Board approved performance-vested restricted stock units for eligible participants, including named executive officers other than CEO Bruce McDonald, under the 2021 Omnibus Incentive Plan. The units vest based on pre-set stock price targets over January 1, 2026 through December 31, 2029, plus continued employment, and could pay out from zero to three times target. The grant is a compensation arrangement rather than a leadership change, so its direct effect on shareholders depends on how many shares are ultimately earned.

  • Board approval date: February 6, 2026
  • Performance period: January 1, 2026 through December 31, 2029
  • Payout range: zero to three times target, based on stock price targets and continued employment
  • Shares settle in two equal installments in early 2030 and early 2031; award form filed as Exhibit 10.1
Read the filing on SEC.gov ↗
KRMNKarman Holdings Inc. Feb 6, 4:36 PM ET

Karman Holdings closes $275 million Seemann and MSC acquisition, amends credit agreement

Neutral m&a Written later 1.012.037.018.01

Karman Holdings completed its acquisition of Seemann Composites and Materials Sciences on February 3, 2026, for $210 million in cash plus $10 million in common stock, subject to adjustments. The company also amended its credit agreement, refinancing $502.8 million of term loans at a rate 75 basis points lower and adding $265 million, for a total term loan principal of $767.8 million, which funded the deal and added working capital.

  • Acquisition consideration: $210 million cash and $10 million in common stock, subject to customary purchase price adjustments
  • Term loans refinanced at $502.8 million and increased by $265 million to $767.8 million total principal
  • Term loan rate reduced 75 basis points to SOFR plus 2.75%; revolver pricing cut 75 basis points at each leverage level
  • Company expects the acquisitions to be immediately accretive in 2026 to revenue growth, EBITDA, earnings per share and cash flow
Read the filing on SEC.gov ↗
COFCAPITAL ONE FINANCIAL CORP Feb 6, 4:34 PM ET

Capital One approves $40 million 2025 pay package for CEO Richard Fairbank

Neutral leadership Written later 5.02

On February 3, 2026, Capital One's Compensation Committee and independent directors approved a $40 million total pay package for Chairman and CEO Richard Fairbank for 2025 performance, and set his 2026 compensation plan. The filing also adopts an executive cash severance policy and a change of control severance plan, both effective March 1, 2026, which set limits on future executive severance terms.

  • 2025 pay package totals $40 million: $2.5 million in RSUs granted February 4, 2025, plus a $37.5 million year-end incentive award
  • The $37.5 million incentive includes $24.8 million in performance shares tied to 2026 to 2028 performance, a $6.7 million deferred cash bonus, and RSUs with a $6.0 million grant date value
  • Cash Severance Policy, effective March 1, 2026, bars new executive severance above 2.99 times base salary plus target bonus without stockholder ratification
Read the filing on SEC.gov ↗
UPSUNITED PARCEL SERVICE INC Feb 6, 4:33 PM ET

UPS: Director Kevin Warsh would resign from board if confirmed as Fed Chair

Neutral leadership Written later 5.02

UPS disclosed that director Kevin M. Warsh would resign from the company's Board if the Senate confirms him as Chairman of the Federal Reserve Board of Governors, a nomination announced by President Trump on January 30, 2026. Warsh told the company on February 2, 2026, that his decision was not due to any disagreement with UPS on its operations, policies or practices. The filing does not describe any change to UPS operations or financial results.

  • President Trump announced intent to nominate Kevin M. Warsh as Fed Chairman on January 30, 2026, subject to Senate confirmation.
  • Warsh informed UPS on February 2, 2026, that he would resign as a director if confirmed.
  • The company states the decision was not due to any disagreement on operations, policies or practices.
Read the filing on SEC.gov ↗
OCOwens Corning Feb 6, 4:30 PM ET

Owens Corning director Maryann Mannen will not seek re-election in 2026

Neutral leadership Written later 5.02

Owens Corning director Maryann T. Mannen told the board on February 4, 2026, that she will not stand for re-election at the 2026 Annual Meeting of Stockholders. The company said her decision is not due to any disagreement over its operations, policies or practices, and the board plans to cut its size from ten directors to nine at that meeting.

  • Maryann T. Mannen advised the board on February 4, 2026, that she will not stand for re-election.
  • Her departure takes effect at the 2026 Annual Meeting of Stockholders.
  • The company said the decision does not stem from any disagreement with the company.
  • The board intends to reduce its size from ten directors to nine after the meeting.
Read the filing on SEC.gov ↗
AKRACADIA REALTY TRUST Feb 6, 4:30 PM ET

Acadia Realty Trust CAO Joseph Napolitano to retire effective about April 1, 2026

Neutral leadership Written later 5.02

Acadia Realty Trust said Senior Vice President and Chief Administrative Officer Joseph Napolitano will retire effective on or about April 1, 2026, and that his departure is not due to any disagreement with the company on operations, policies, practices, or accounting. The company does not plan to name a successor, and his responsibilities will be shifted to other members of management.

  • Joseph Napolitano notified the company of his retirement on February 3, 2026
  • Retirement effective on or about April 1, 2026
  • No disagreement with the company on operations, policies, practices, or accounting cited
  • No successor CAO planned; duties reallocated to other management members
Read the filing on SEC.gov ↗
LBRTLiberty Energy Inc. Feb 6, 4:30 PM ET

Liberty Energy completes $700 million convertible notes offering due 2031

Neutral financing Written later 1.012.033.028.01

Liberty Energy completed a private offering of $700.0 million of 0.00% convertible senior notes due March 1, 2031, including a $70.0 million option that the initial purchasers exercised in full. The company plans to use the net proceeds of about $746.0 million to fund capped call transactions, repay debt under its July 24, 2025 credit agreement, and for general corporate purposes. The notes add debt, but they carry no regular interest and their conversion price of about $34.50 per share, with capped calls offsetting part of the potential dilution, could affect existing holders.

  • $700.0 million of 0.00% convertible senior notes due March 1, 2031, sold to initial purchasers; a $70.0 million option was exercised in full on February 4, 2026
  • Net proceeds of approximately $746.0 million, of which about $109.3 million funded the capped call transactions
  • Initial conversion price of about $34.50 per share, a premium of about 32.5% over the $26.04 closing price on February 3, 2026; initial capped call cap price of about $65.10
  • Remaining proceeds intended to repay indebtedness under the Credit Agreement dated July 24, 2025 and for general corporate purposes
Read the filing on SEC.gov ↗
NXPINXP Semiconductors N.V. Feb 6, 4:28 PM ET

NXP amends and restates $3 billion revolving credit agreement, maturing February 2031

Neutral financing Written later 1.012.03

On February 6, 2026, NXP B.V. and NXP Funding LLC amended and restated their revolving credit agreement with Barclays Bank PLC as administrative agent, providing $3 billion of senior unsecured revolving credit commitments. The facility matures February 6, 2031, and is guaranteed by NXP Semiconductors N.V. and NXP USA, Inc. For shareholders, the filing describes a renewed committed credit line with a 3.00 to 1.00 minimum interest coverage covenant, but it does not state whether any amount has been drawn.

  • Facility: $3 billion senior unsecured revolving commitments, including a $200 million letters of credit sub-facility
  • Maturity: February 6, 2031
  • Pricing: Term SOFR plus 0.75% to 1.25%, or base rate plus 0.0% to 0.25%, based on senior unsecured credit rating; commitment fee 0.065% to 0.15% on undrawn amounts
  • Covenant: consolidated interest coverage ratio of at least 3.00 to 1.00 at each fiscal quarter end
Read the filing on SEC.gov ↗
MHKMOHAWK INDUSTRIES INC Feb 6, 4:25 PM ET

Mohawk names COO Paul De Cock interim president of Flooring Rest of World segment

Neutral leadership Written later 5.02

Mohawk Industries said Paul De Cock, its Chief Operating Officer, will also serve as interim president of the Flooring Rest of World segment, succeeding Wim Messiaen, who resigned on February 5, 2026 to pursue other interests. The filing says there will be no material change to De Cock's compensation, and it does not report any financial results or guidance, so the change is administrative in scope until a permanent successor is named.

  • Paul De Cock named interim president of Flooring Rest of World, effective immediately, until a permanent successor is found
  • Wim Messiaen resigned as segment president on February 5, 2026 to pursue other interests
  • De Cock, age 52, remains Chief Operating Officer, a role he has held since February 1, 2025
  • No material change to De Cock's compensation tied to the interim appointment
Read the filing on SEC.gov ↗

United Airlines Holdings issues $1 billion of 4.875% senior notes due 2029

Neutral financing Written later 1.012.038.01

On February 6, 2026, United Airlines Holdings, Inc. issued $1,000,000,000 of 4.875% senior notes due March 1, 2029 in a public offering, guaranteed by its subsidiary United Airlines, Inc. The notes were sold under a shelf registration and an underwriting agreement dated February 3, 2026, and the filing does not state how the proceeds will be used.

  • Principal amount: $1,000,000,000; interest of 4.875% per year, paid semi-annually on March 1 and September 1, starting September 1, 2026
  • Maturity: March 1, 2029; UAL may redeem before December 1, 2028 at the greater of par or a make-whole amount, and at par plus accrued interest on or after that date
  • Covenants limit liens securing borrowed money or capital leases and mergers or asset transfers, subject to exceptions; holders may require repurchase at 101% of principal upon a Change of Control Triggering Event
  • Underwriters acting through Barclays Capital Inc. and BofA Securities, Inc.; issued under the Base Indenture dated May 7, 2013 with The Bank of New York Mellon Trust Company, N.A. as trustee
Read the filing on SEC.gov ↗
TRVTRAVELERS COMPANIES, INC. Feb 6, 4:16 PM ET

Travelers director Laurie Thomsen will not stand for re-election in 2026

Neutral leadership Written later 5.02

Travelers said director Laurie J. Thomsen notified the company on February 3, 2026 that she will not seek re-election to its Board at the 2026 Annual Meeting of Shareholders. She will serve out her current term, which ends at that meeting, and the company said her decision was not due to any disagreement with management or the Board.

  • Notice given February 3, 2026, disclosed in an 8-K dated February 6, 2026
  • Laurie J. Thomsen will not stand for re-election at the 2026 Annual Meeting of Shareholders
  • Her term runs until that meeting; the filing states no disagreement with management or the Board
Read the filing on SEC.gov ↗
EPCEDGEWELL PERSONAL CARE Co Feb 6, 4:11 PM ET

Edgewell completes $340 million sale of Feminine Care business to Essity

Mixed m&a Written later 2.017.01

Edgewell Personal Care closed the sale of its Feminine Care segment to Essity on February 2, 2026, receiving approximately $340 million in cash, subject to post-closing adjustments. The company plans to use the net proceeds mainly to pay down its U.S. revolving credit facility, and its pro forma filing estimates a loss on disposal and goodwill impairment of $42.1 million net of tax, which the company says may differ materially from the final figure.

  • Closing date was February 2, 2026; the company received about $340 million in cash from Essity, subject to adjustments for inventory, indebtedness and other items.
  • Pro forma filing shows $140.0 million outstanding on the revolving credit facility as of September 30, 2025, assumed to be repaid with sale proceeds.
  • Estimated loss on disposal and goodwill impairment of $42.1 million, net of tax, based on September 30, 2025 balances; the goodwill impairment alone was $37.4 million.
  • Transition services agreement with Essity covers accounting, IT, quality assurance, operations, supply chain and sales for at least one year.
Read the filing on SEC.gov ↗

Hewlett Packard Enterprise: director Raymond Ozzie will not seek re-election in 2026

Neutral leadership Written later 5.02

Hewlett Packard Enterprise disclosed that director Raymond E. Ozzie does not intend to seek re-election at its 2026 Annual Meeting of Stockholders. His board term will end when his current term expires at that meeting, which is expected to be held on April 1, 2026. The filing gives no reason for his decision and does not name a replacement.

  • Director Raymond E. Ozzie will not stand for re-election at the 2026 Annual Meeting of Stockholders.
  • His term ends at the 2026 Annual Meeting, expected to be held on April 1, 2026.
  • The filing states Ozzie notified the board on February 3, 2025; the 8-K itself is dated February 6, 2026.
Read the filing on SEC.gov ↗
WAYWaystar Holding Corp. Feb 6, 4:06 PM ET

Waystar: Chief Business Officer Ric Sinclair to resign effective March 2, 2026

Neutral leadership Written later 5.02

Waystar Holding Corp. disclosed that Chief Business Officer Eric (Ric) Sinclair III notified the company on February 2, 2026 of his intention to resign effective March 2, 2026, to join another company. The company says the departure is not due to any disagreement over its operations, policies, or practices, and he will receive his 2025 annual bonus with no other severance.

  • Resignation notified February 2, 2026; effective March 2, 2026
  • Role: Chief Business Officer
  • No disagreement with the company or its Board cited as the reason
  • Separation payment limited to his 2025 annual bonus, paid under standard practices; no other severance
Read the filing on SEC.gov ↗
PSMTPRICESMART INC Feb 6, 4:03 PM ET

PriceSmart re-elects all 11 board nominees and declares $1.40 annual dividend

Neutral shareholder Written later 5.025.078.01

At its February 5, 2026 annual meeting, PriceSmart stockholders re-elected all 11 board nominees, approved on an advisory basis the pay of named executive officers for fiscal 2025, and ratified Ernst & Young LLP as auditor for the fiscal year ending August 31, 2026. The same day, the board declared an annual cash dividend of $1.40 per share, paid in two installments, which sets the income return for shareholders of record. The board said future dividends remain subject to its review of financial performance, capital needs and macroeconomic conditions.

  • Eleven directors re-elected, including Robert E. Price and David N. Price; no nominee was rejected in the filing
  • Say-on-pay proposal: 28,290,908 votes for and 413,826 against, with 10,453 abstentions and 793,761 broker non-votes
  • Auditor ratification: 29,255,505 votes for, 245,750 against and 7,693 abstentions
  • Dividend of $1.40 per share: $0.70 payable February 27, 2026 (record date February 17, 2026) and $0.70 payable August 31, 2026 (record date August 17, 2026)
Read the filing on SEC.gov ↗

Marriott director Debra Lee will not stand for re-election at 2026 annual meeting

Neutral leadership Written later 5.02

Marriott International disclosed that director Debra L. Lee, who chairs the Inclusion and Social Impact Committee, informed the company on February 3, 2026 that she will not stand for re-election at its 2026 annual shareholder meeting. The filing states she did not decline because of any disagreement with Marriott's operations, policies or practices.

  • Debra L. Lee informed Marriott on February 3, 2026 that she will not stand for re-election
  • Lee chairs the Board's Inclusion and Social Impact Committee
  • Marriott's filing says the decision was not due to any disagreement with company operations, policies or practices
Read the filing on SEC.gov ↗
ATPCAgape ATP Corp Feb 6, 11:00 AM ET

Agape ATP to effect 1-for-50 reverse stock split effective February 9, 2026

Neutral shareholder Written later 3.035.037.01

Agape ATP Corporation plans a 1-for-50 reverse stock split of its common stock on February 9, 2026, with shares trading on a split-adjusted basis on the Nasdaq Capital Market from February 10, 2026. Stockholders approved an amendment at the January 30, 2026 annual meeting allowing the board to carry out reverse splits, and the board chose this ratio. The split reduces the number of outstanding shares by a factor of 50, and the authorized share count is not changed.

  • Reverse split ratio is 1-for-50, effective February 9, 2026, per the filing and press release
  • Split-adjusted trading on Nasdaq begins February 10, 2026, under the unchanged symbol ATPC
  • Common stock receives new CUSIP number 008389306; fractional shares are rounded up to the nearest whole share
  • Stock option and award terms, including exercise prices and share counts, will be adjusted proportionally
Read the filing on SEC.gov ↗
UAAUnder Armour, Inc. Feb 6, 7:38 AM ET

Under Armour Q3 revenue falls 5% to $1.33 billion; GAAP net loss $431 million

Mixed earnings Written later 2.02

Under Armour reported third-quarter fiscal 2026 revenue of $1.33 billion, down 5% from a year earlier, and a GAAP net loss of $431 million, which included a $247 million non-cash tax valuation allowance. The company also widened its fiscal 2026 GAAP operating loss outlook to about $154 million, while raising its adjusted diluted EPS outlook to $0.10 to $0.11 from $0.03 to $0.05, a non-GAAP measure that excludes charges. For shareholders, the GAAP results and outlook weakened even as the adjusted figures improved.

  • Revenue was $1.33 billion, down 5% from $1.40 billion; North America fell 10% to $757 million.
  • GAAP net loss was $431 million, or $1.01 per diluted share, including a $247 million valuation allowance on U.S. federal deferred tax assets.
  • Adjusted diluted EPS was $0.09, excluding a $99 million litigation reserve expense tied to an insurance carrier dispute.
  • Fiscal 2026 GAAP operating loss is now expected to be about $154 million, compared with the prior outlook of a $56 million to $71 million loss.
Read the filing on SEC.gov ↗
CBOECboe Global Markets, Inc. Feb 6, 7:30 AM ET

Cboe Global Markets Q4 2025 diluted EPS rises 60% to $2.97 on record net revenue

Positive guidance Written later 2.02

Cboe Global Markets reported record fourth-quarter 2025 net revenue of $671.1 million, up 28 percent, and diluted EPS of $2.97, up 60 percent from the prior-year quarter. The company also set 2026 guidance for mid single-digit organic total net revenue growth and adjusted operating expenses of $864 million to $879 million, which matters to shareholders as a baseline for the year ahead.

  • Q4 2025 net revenue $671.1 million, up 28 percent; adjusted diluted EPS $3.06, up 46 percent
  • Full-year 2025 diluted EPS $10.42, up 45 percent; full-year net revenue $2.4 billion, up 17 percent
  • 2026 guidance: organic total net revenue growth 'mid single-digit'; adjusted operating expenses $864 million to $879 million
  • No share repurchases in Q4 2025; $614.5 million of buyback authorization remained at December 31, 2025
Read the filing on SEC.gov ↗
ROIVRoivant Sciences Ltd. Feb 6, 7:12 AM ET

Roivant swings to $265.9 million Q3 net loss; revenue falls to $2.0 million

Negative earnings Written later 2.02

Roivant reported a net loss attributable to Roivant Sciences Ltd. of $265.9 million, or $0.38 per share, for the quarter ended December 31, 2025, compared with net income of $169.4 million a year earlier. The prior-year result included a $327.0 million gain from discontinued operations tied to the Dermavant sale, and the loss from continuing operations rose to $313.7 million from $208.9 million, so shareholders face a larger operating loss even as the company reported positive Phase 2 brepocitinib data in cutaneous sarcoidosis.

  • Revenue was $2.0 million for the quarter, down from $9.0 million a year earlier
  • Loss from continuing operations was $0.38 per share, compared with $0.22 per share a year earlier
  • R&D expenses rose $23.8 million to $165.4 million; G&A rose $33.5 million to $175.1 million, including a $17.1 million headquarters impairment
  • Consolidated cash, cash equivalents, restricted cash and marketable securities totaled $4.5 billion as of December 31, 2025
Read the filing on SEC.gov ↗
UIUbiquiti Inc. Feb 6, 7:10 AM ET

Ubiquiti Q2 fiscal 2026 revenue rises 35.8% to $814.9 million; GAAP EPS $3.86

Positive earnings Written later 2.02

Ubiquiti reported results for the fiscal quarter ended December 31, 2025, with revenue of $814.9 million, up 35.8% from a year earlier and 11.1% from the prior quarter. GAAP net income rose 70.8% to $233.6 million, or $3.86 per diluted share, compared with $2.26 a year earlier. The board also declared a $0.80 per share cash dividend, payable February 23, 2026, to shareholders of record on February 17, 2026.

  • Revenue of $814.9 million, up 35.8% year over year and 11.1% from the prior quarter
  • GAAP diluted EPS of $3.86 versus $2.26 a year earlier; non-GAAP diluted EPS of $3.88
  • GAAP gross margin of 45.9%, up from 41.2% a year earlier and down slightly from 46.0% in the prior quarter
  • $0.80 per share cash dividend payable February 23, 2026; record date February 17, 2026
Read the filing on SEC.gov ↗
ANAUTONATION, INC. Feb 6, 7:05 AM ET

AutoNation Q4 revenue falls 4% to $6.9 billion; diluted EPS rises 1% to $4.70

Mixed earnings Written later 2.02

AutoNation reported fourth-quarter 2025 revenue of $6.9 billion, down 4% from a year earlier, while diluted EPS rose 1% to $4.70. For the full year, revenue rose 3% to $27.6 billion and diluted EPS rose 1% to $17.04, while adjusted EPS climbed to $20.22 from $17.46. The results matter to shareholders because Q4 operating income and net income both fell 8%, even as the company repurchased $785 million of its stock in 2025.

  • Q4 2025 operating income was $313.9 million, down 8%, and net income was $172.1 million, down 8%.
  • Full-year 2025 adjusted diluted EPS was $20.22 versus $17.46 a year earlier; adjusted free cash flow was $1.05 billion.
  • Share repurchases totaled $785 million in 2025, with $968 million of authorization remaining as of February 4, 2026.
Read the filing on SEC.gov ↗
PIPRPIPER SANDLER COMPANIES Feb 6, 7:03 AM ET

Piper Sandler Q4 net revenue rises 38% to $666 million; 4-for-1 stock split set

Positive earnings Written later 2.028.01

Piper Sandler reported record fourth-quarter 2025 net revenues of $666 million, up 38% from a year earlier, and full-year net revenues of $1.9 billion, up 24%. The board also declared a $5.00 special dividend and a $0.70 quarterly dividend, and approved a four-for-one forward stock split, which takes effect March 23, 2026.

  • Q4 2025 net revenues of $666 million, up 38% from Q4 2024; GAAP diluted EPS of $6.40
  • Full-year 2025 net revenues of $1.9 billion, up 24%; GAAP diluted EPS of $15.82 versus $10.24 in 2024
  • Special dividend of $5.00 and quarterly dividend of $0.70 per share, payable March 13, 2026 to holders of record March 3, 2026
  • Four-for-one forward split effective 4:30 p.m. ET March 23, 2026; split-adjusted trading begins March 24, 2026
Read the filing on SEC.gov ↗

Philip Morris International 2025 Adjusted EPS Up 14.8% to $7.54; Sets 2026 Outlook

Positive earnings Written later 2.02

Philip Morris International reported fourth-quarter and full-year 2025 results. Full-year reported diluted EPS was $7.26, up from $4.52 in 2024, and adjusted diluted EPS was $7.54, up 14.8%, while net revenues rose 7.3% to $40.6 billion. The company forecast 2026 reported diluted EPS of $7.87 to $8.02 and adjusted diluted EPS of $8.38 to $8.53.

  • Full-year 2025 reported diluted EPS of $7.26 versus $4.52 in 2024; adjusted diluted EPS of $7.54
  • Full-year 2025 net revenues of $40.6 billion, up 7.3% reported and 6.5% organically
  • 2026 forecast: adjusted diluted EPS of $8.38 to $8.53, with no share repurchases assumed
  • Declared regular quarterly dividend of $1.47 per share, or $5.88 annualized
Read the filing on SEC.gov ↗

Virtus Q4 revenue falls 11% to $208.0 million; net outflows reach $8.1 billion

Negative earnings Written later 2.02

Virtus Investment Partners reported fourth-quarter 2025 results, with revenue down 11% from a year earlier to $208.0 million and adjusted diluted earnings per share down 13% to $6.50. GAAP diluted earnings per share rose 11% to $5.17, but the company said that reflected items such as investment gains and fair value adjustments, and assets under management fell to $159.5 billion, which matters to shareholders because lower assets generally reduce fee revenue.

  • Revenue of $208.0 million, down 11% from $233.5 million a year earlier and down 4% from $216.4 million in the prior quarter
  • GAAP diluted EPS of $5.17 versus $4.66 a year earlier; adjusted diluted EPS of $6.50 versus $7.50
  • Net outflows of $8.1 billion in the quarter versus $4.8 billion a year earlier; ending assets under management of $159.5 billion, down 9% year over year
  • Cash and cash equivalents of $386.5 million at December 31, 2025; the company repurchased 60,292 shares for $10.0 million during the quarter
Read the filing on SEC.gov ↗
BIIBBIOGEN INC. Feb 6, 6:55 AM ET

Biogen Q4 non-GAAP EPS falls 42% to $1.99; 2026 revenue seen down mid-single digits

Mixed earnings Written later 2.02

Biogen reported fourth quarter 2025 revenue of $2.3 billion, down 7%, and a GAAP diluted loss of $(0.33) per share, compared with GAAP EPS of $1.83 a year earlier. For full year 2025, revenue rose 2% to $9.9 billion and non-GAAP diluted EPS was $15.28, above the company's $14.50 to $15.00 guidance range, though down 7% from $16.47. The company expects 2026 non-GAAP diluted EPS of $15.25 to $16.25 and a mid-single digit percentage revenue decline.

  • Q4 2025 total revenue was $2,279 million, down 7% year-over-year; non-GAAP diluted EPS was $1.99 versus $3.44 in Q4 2024.
  • Full year 2025 total revenue was $9.9 billion, up 2%; GAAP diluted EPS was $8.79 and non-GAAP diluted EPS was $15.28.
  • Full year 2026 guidance: non-GAAP diluted EPS of $15.25 to $16.25 and total revenue expected to decline by a mid-single digit percentage versus 2025.
  • Q4 2025 included approximately $131 million of GAAP other expense related to litigation matters.
Read the filing on SEC.gov ↗

Atmus Adds Heath Sharp to Board of Directors, Expanding It to Eight Members

Neutral leadership Written later 5.02

Atmus Filtration Technologies appointed Heath Sharp, CEO and Managing Director of Reliance Worldwide Corporation, as a director on February 5, 2026, increasing the board from seven to eight members. Sharp was named to the Audit and Nominating and Governance Committees and qualifies as independent under NYSE standards, a change that adds an outside industrial executive to board oversight.

  • Appointed February 5, 2026; serves as a Class III director until the next Annual Meeting of Stockholders
  • Board size increased from seven to eight directors
  • Named to the Audit Committee and Nominating and Governance Committee
  • Currently CEO since 2015 and Managing Director since 2016 at Reliance Worldwide Corporation (ASX: RWC)
Read the filing on SEC.gov ↗
NVTnVent Electric plc Feb 6, 6:45 AM ET

nVent Q4 sales rise 42% to $1.1 billion; 2026 EPS guidance $3.27 to $3.42

Positive earnings Written later 2.02

nVent reported fourth-quarter 2025 sales of $1.1 billion, up 42%, and reported EPS from continuing operations of $0.71, compared with a loss of $(0.10) a year earlier. Full-year 2025 sales reached $3.9 billion, up 30%, and the company issued 2026 guidance for reported EPS of $3.27 to $3.42, with adjusted EPS of $4.00 to $4.15.

  • Q4 2025 reported EPS from continuing operations was $0.71 versus $(0.10) in Q4 2024; adjusted EPS was $0.90, up 53%
  • Full-year 2025 sales were $3.9 billion, up 30%, with organic growth of 13%
  • 2026 guidance: reported sales growth of 15% to 18%; reported EPS of $3.27 to $3.42; adjusted EPS of $4.00 to $4.15
  • Investor Day is set for February 24, 2026 in New York, where medium-term financial targets will be shared
Read the filing on SEC.gov ↗
RXORXO, Inc. Feb 6, 6:31 AM ET

RXO Q4 net loss widens to $46 million as revenue falls to $1.5 billion

Negative earnings Written later 1.011.022.022.037.01

RXO reported a fourth-quarter 2025 GAAP net loss of $46 million, compared with $25 million a year earlier, with revenue down to $1.5 billion from $1.7 billion and adjusted EBITDA of $17 million versus $42 million. The company also closed a $450 million asset-based revolving credit facility on February 5, 2026, which replaces its prior $600 million facility, and expects first-quarter 2026 adjusted EBITDA of $5 million to $12 million.

  • Q4 2025 revenue was $1.5 billion versus $1.7 billion in Q4 2024; gross margin was 14.8% versus 15.5%
  • Q4 2025 GAAP net loss was $46 million, or $0.27 per diluted share, versus a net loss of $25 million, or $0.15 per share, a year earlier
  • Q4 2025 adjusted EBITDA was $17 million, down from $42 million; the GAAP loss included a $12 million goodwill impairment
  • Q1 2026 outlook: adjusted EBITDA of $5 million to $12 million, with Brokerage volume down 5% to 10% and gross margin of 11% to 13%
Read the filing on SEC.gov ↗
MKTXMARKETAXESS HOLDINGS INC Feb 6, 6:30 AM ET

MarketAxess Q4 revenue rises 3.5% to $209.4 million; GAAP EPS $2.51 includes tax benefit

Mixed earnings Written later 1.012.022.038.01

MarketAxess reported fourth-quarter and full-year 2025 results, with Q4 revenue up 3.5% to $209.4 million and full-year revenue up 4% to $846.3 million. Q4 GAAP diluted EPS of $2.51 was lifted by a notable tax reserve benefit of about $31.3 million, while EPS excluding notable items was $1.68, down 3%. The company also gave 2026 guidance for expenses excluding notable items of $530.0 million to $545.0 million and amended its $750.0 million credit agreement, extending maturity to February 2, 2029.

  • Q4 2025 total revenues were $209.4 million, up 3.5%; full-year 2025 revenues were $846.3 million, up 4%.
  • Q4 2025 GAAP diluted EPS was $2.51 versus $1.73 a year earlier; excluding notable items, diluted EPS was $1.68, down 3%.
  • Full-year 2025 GAAP diluted EPS was $6.64 versus $7.28 in 2024, down 9%; excluding notable items it was $7.39, up 2%.
  • The Credit Facility matures February 2, 2029; $220.0 million was outstanding as of the filing date.
Read the filing on SEC.gov ↗
NWLNEWELL BRANDS INC. Feb 6, 6:30 AM ET

Newell Brands Q4 net loss widens to $315 million; 2026 EPS outlook $0.54 to $0.60

Mixed earnings Written later 2.02

Newell Brands reported fourth quarter and full year 2025 results on February 6, 2026. Fourth quarter net sales fell 2.7% to $1.9 billion and the GAAP net loss widened to $315 million from $54 million, including $340 million of non-cash impairment charges, while normalized diluted EPS rose to $0.18 from $0.16. The company initiated 2026 guidance calling for net sales of (1%) to 1% and normalized EPS of $0.54 to $0.60, which gives shareholders a baseline for the coming year.

  • Q4 2025 net sales were $1.9 billion, down 2.7%, with core sales down 4.1%.
  • Q4 net loss was $315 million versus $54 million a year earlier; diluted loss per share was $0.75.
  • Q4 normalized diluted EPS was $0.18 versus $0.16 in the prior year period.
  • 2026 outlook: net sales (1%) to 1%, normalized EPS $0.54 to $0.60, operating cash flow $350 million to $400 million.
Read the filing on SEC.gov ↗
PRLBProto Labs Inc Feb 6, 6:06 AM ET

Proto Labs posts record Q4 revenue of $136.5M, up 12.1%; 2026 growth outlook 6%-8%

Positive earnings Written later 2.02

Proto Labs reported record fourth-quarter 2025 revenue of $136.5 million, up 12.1% year over year, and swung to net income of $6.0 million, or $0.25 per diluted share, from a net loss a year earlier. For full year 2025, revenue rose 6.4% to a record $533.1 million and diluted EPS was $0.88, but the company guided to 6% to 8% revenue growth for 2026, with Q1 2026 revenue expected between $130.0 million and $138.0 million.

  • Q4 2025 revenue was $136.5 million, up 12.1%; CNC Machining revenue rose 25.0%.
  • Q4 2025 diluted EPS was $0.25, versus a loss of $0.02 per share in Q4 2024.
  • Full year 2025 revenue was $533.1 million, up 6.4%; diluted EPS was $0.88, versus $0.66 in 2024.
  • 2026 outlook: revenue growth of 6% to 8% for fiscal 2026; Q1 2026 revenue of $130.0 million to $138.0 million.
Read the filing on SEC.gov ↗
MRVLMarvell Technology, Inc. Feb 6, 6:02 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 6, 2026, covering the issuance and sale of securities. The 8-K was filed only to attach a legal opinion from Wilson Sonsini Goodrich & Rosati on the legality of those securities, so the filing does not state the amount, type, or price of any securities.

  • Prospectus supplement filed February 6, 2026 under Registration No. 333-285742 (Form S-3 automatic shelf).
  • Legal opinion from Wilson Sonsini Goodrich & Rosati attached as Exhibit 5.1, with consent as Exhibit 23.1.
  • Filing states no offering size, security type, or price; it is administrative in purpose.
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.