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).
Tyson Foods agreed on February 10, 2026 to sell $500 million of 4.950% senior notes due 2036 in an underwritten public offering. The company expects the sale to close on February 20, 2026, and plans to use the net proceeds for general corporate purposes, including paying down debt, which is expected to include retiring its 4.00% Notes due March 2026. The filing adds $500 million of long-term debt, with the stated use of proceeds being debt reduction and general corporate needs.
$500 million aggregate principal amount of 4.950% Senior Notes due 2036, sold under an effective Form S-3 shelf registration
Underwriters include BofA Securities, J.P. Morgan Securities and Morgan Stanley & Co. as representatives; closing expected February 20, 2026
Proceeds for general corporate purposes, including expected retirement of the outstanding 4.00% Notes due March 2026
On February 10, 2026, Celsius Holdings' board accepted the resignations of directors Israel Kontorvsky and Michael Del Pozzo, both appointed under PepsiCo's board designation rights, and appointed Christy Jacoby and John Short to fill the vacancies. The same day, Tony Guilfoyle moved from Chief Commercial Officer to Chief Customer Officer and no longer serves as an executive officer under SEC rules. The filing reports no compensation for the new directors and describes board seats tied to PepsiCo's rights under an August 28, 2025 securities purchase agreement.
Kontorvsky and Del Pozzo resigned from the board effective February 10, 2026; both had been appointed under PepsiCo's board designation rights.
Christy Jacoby, 55, and John Short, 53, were appointed directors effective February 10, 2026, with terms ending at the 2026 annual meeting.
Jacoby joined the Audit and Enterprise Risk Committee; Short joined the Governance and Nominating Committee.
Tony Guilfoyle became Chief Customer Officer and ceased to be an executive officer under SEC rules.
Cambridge Acquisition Corp. closed its initial public offering of 23,000,000 units at $10.00 per unit on February 9, 2026, generating gross proceeds of $230,000,000. As of February 9, 2026, $230,000,000 of the IPO and private placement proceeds, including $8,050,000 in deferred underwriting commissions, was deposited in a trust account for public shareholders.
Closed IPO of 23,000,000 units at $10.00 per unit, including 3,000,000 units from the full exercise of the over-allotment option, for gross proceeds of $230,000,000
Private placement of 495,500 units to the Sponsor at $10.00 per unit, for total proceeds of $4,955,000
$230,000,000 placed in trust, including $8,050,000 in deferred underwriting commissions
Audited balance sheet reflecting receipt of proceeds to be filed within four business days of the IPO closing
Cantor Equity Partners IV, Inc. appointed Alan Riffkin as a Class II director effective February 10, 2026, and named him to the audit and compensation committees. The board approved $50,000 per year in director pay for him, paid quarterly. The filing describes a board addition rather than a change in company operations or financial results.
Alan Riffkin appointed to the board as a Class II director effective February 10, 2026
Also appointed to the Audit Committee and the Compensation Committee
Director compensation of $50,000 per year, paid quarterly
Filing states no family relationships between Mr. Riffkin and any director or executive officer
Deluxe and certain subsidiaries signed an asset purchase agreement to sell specified assets tied to their Safeguard and Safeguard Business Systems brands to PFG-SG Operating Group LLC. The buyer will pay about $25 million, with $12 million due at closing and the rest in three equal annual installments, and the deal is expected to close in the first quarter of 2026.
Aggregate purchase price is approximately $25 million: $12 million at closing, remainder in three equal installments on each later anniversary of closing.
Transaction is expected to close in the first quarter of 2026, subject to customary closing conditions.
Either side may terminate if closing conditions are not met by April 30, 2026, and the Seller Entities agree to a three-year non-compete and non-solicit covenant after closing.
Franklin BSP Realty Trust, Inc. (FBRT) said its board appointed Michael Comparato as chief executive officer, effective immediately, succeeding Richard J. Byrne, who resigned as CEO on February 10, 2026. Byrne will remain chairman, and Brian Buffone was appointed president to succeed Comparato, also effective immediately. The change is a leadership transition at the top of the company, which is externally managed by Benefit Street Partners L.L.C.
Michael Comparato, 48, appointed CEO effective February 10, 2026; he had been president since March 2023
Richard J. Byrne resigned as CEO on February 10, 2026 and will continue as Chairman of the Board
Brian Buffone, 48, appointed president; he has been head of real estate operations at the Advisor since January 2025
On February 5, 2026, subsidiary Hainan Helpson Medical & Biotechnology entered a Technology Transfer Agreement with Xiaoyun Chen to acquire ownership of an invention patent for a Topiroxostat nanoemulsion. The transfer price is $8.82 million, paid in restricted common stock at $0.70 per share, and the closing is expected by February 20, 2026. The share issuance will add 12,600,000 shares to the company's common stock outstanding.
Transfer price of $8.82 million, paid in common stock at $0.70 per share
Company is to issue 12,600,000 restricted shares of common stock
Closing expected by February 20, 2026
Shares are unregistered and issued under Regulation S to a non-U.S. person
On February 5, 2026, Dauch's board appointed Fiona MacAulay and Simon Mackenzie Smith as independent directors, with committee seats effective April 29, 2026. The same day, Dauch named Markus Bannert Vice President, Metal Forming, with a base salary of €800,000 and a performance equity award with a target of 90,909 shares. The filing describes these as board and executive appointments and contains no financial results.
MacAulay joins as a Class I director serving until the 2027 annual meeting and is appointed to the Compensation and Nominating/Corporate Governance committees, effective April 29, 2026.
Smith joins as a Class II director serving until the 2028 annual meeting and is appointed to the Audit and Technology committees, effective April 29, 2026.
Bannert's base salary is €800,000, with a target annual bonus of 75% and a target long-term incentive of 150% of base salary.
Bannert's inducement award has a target of 90,909 shares, with up to 272,727 shares earnable; 50% vests at the end of the performance period ending March 31, 2029, and the rest one year later.
Danaher Corporation disclosed that director Jessica L. Mega retired from its Board of Directors effective February 5, 2026, citing commitments tied to her other professional obligations. The filing states her decision was not the result of any disagreement with Danaher on its operations, policies or practices.
Jessica L. Mega notified the Board on February 5, 2026, of her retirement, effective the same day.
She cited commitments related to her other professional obligations.
The filing states there was no disagreement with Danaher on operations, policies or practices.
The 8-K contains no financial results; its only exhibit is an inline XBRL cover page.
On February 10, 2026, NextEra Energy Capital Holdings, a wholly-owned subsidiary of NextEra Energy, sold €650 million of 2030 debentures and €650 million of 2034 debentures, both guaranteed by parent NextEra Energy. The filing is mainly administrative: it files legal opinions from outside counsel as exhibits for these registered securities, and it does not report earnings or guidance.
Two series sold on February 10, 2026: €650 million of 2.989% debentures due February 10, 2030 and €650 million of 3.624% debentures due February 10, 2034
Total principal sold is €1.3 billion, and NextEra Energy guarantees both series
Debentures were registered under Registration Statement Nos. 333-278184, 333-278184-01 and 333-278184-02
Exhibits filed are legal opinions from Squire Patton Boggs (US) LLP and Morgan, Lewis & Bockius LLP, dated February 10, 2026
Two Southwest Airlines board members, C. David Cush and Gregg A. Saretsky, submitted resignations on February 9, 2026, effective February 23, 2026. The company states neither departure involves a disagreement with Southwest on its operations, policies or practices.
Directors C. David Cush and Gregg A. Saretsky submitted resignations on February 9, 2026.
Resignations take effect February 23, 2026.
The filing states neither departure is due to a disagreement with the company on operations, policies or practices.
Jackson Acquisition Company II said it received a notice from the New York Stock Exchange on February 6, 2026, stating that it does not meet the NYSE requirement to maintain at least 300 public stockholders on a continuous basis. The company must submit a business plan within 45 days of receiving the notice showing how it will return to compliance within 18 months, and the NYSE then has 45 days to review it.
NYSE notice received February 6, 2026, citing Section 802.01B of the NYSE Listed Company Manual
Company must submit a business plan within 45 days of receipt, showing compliance within 18 months
Notice has no immediate effect on listing or trading; shares stay listed under JACS if the NYSE approves the plan
If the plan fails or is not accepted, the NYSE may start suspension and delisting procedures
EGH Acquisition Corp. filed a transcript of a February 5, 2026 investor presentation by Hecate Energy Group, its proposed merger partner, as Regulation FD disclosure. The presentation gave a high-level transaction overview, and the companies said they expect the deal to close later this summer, subject to a shareholder vote that has not yet been held.
Hecate's pre-money equity value is $800 million, with an implied post-money enterprise value of roughly $1.28 billion including estimated net debt.
Hecate shareholders are expected to own approximately 80% of the combined company, assuming no redemptions by EGH public shareholders.
Hecate cited $686 million of future receipts from signed sales contracts and an estimated 2026 adjusted EBITDA of $115 million.
The companies expect the transaction to close later this summer; the proxy statement and EGH shareholder vote are still pending.
Rambus Inc. said its Senior Vice President and Chief Financial Officer, Desmond Lynch, will resign effective February 27, 2026, to pursue another professional opportunity, and that the departure is not tied to any disagreement with the company. Vice President and Chief Accounting Officer John Allen will serve as interim CFO while the company searches for a permanent successor. The company also reaffirmed its previously issued guidance for the first quarter of fiscal 2026.
Desmond Lynch resigns as CFO effective February 27, 2026, to pursue another professional opportunity
John Allen, age 62, named Vice President, Interim Chief Financial Officer; he remains Chief Accounting Officer
Allen's annual base salary is $383,985 with a target bonus of $153,594; compensation is subject to review
Rambus reaffirmed its previously issued guidance for the first quarter of fiscal 2026
On February 9, 2026, UMB Financial's Compensation Committee approved change-in-control agreements with each named executive officer, providing severance if they are terminated without cause or resign for good reason within 24 months after a change in control. The filing gives no financial amounts for the company, and the full agreements will be filed with the 10-Q for the quarter ending March 31, 2026.
Agreements approved February 9, 2026 with each named executive officer; initial term runs through December 31, 2026 and renews annually.
CEO and CEO of UMB Bank, n.a. receive 3X the sum of base salary and bonus; other named executive officers receive 2X.
Benefits include 18 months of group health premiums, pro-rated target bonus, and full equity acceleration for assumed awards.
Full form of agreement to be attached to the Form 10-Q for the quarter ending March 31, 2026.
Sun Communities appointed Fernando Castro-Caratini as interim Chief Financial Officer effective February 4, 2026, after Mark E. Patten left the role the same day in what the company called a mutual decision. The company has started a search for a permanent CFO, so the post remains interim for now.
Castro-Caratini, age 42, previously served as CFO for about four years and was a senior advisor before this appointment.
Patten's departure was described as mutual and not tied to disagreements over financial policies, accounting, financial statements or disclosures.
Patten will receive separation payments of $3,000,000.
Castro-Caratini's transition agreement runs to February 28, 2027, with a salary of $45,833 per month and a 2026 bonus of up to $1,100,000 plus a $1,000,000 tenure bonus.
On February 10, 2026, American Express issued $3.5 billion in total principal of senior and subordinated notes under a February 3, 2026 prospectus supplement. The filing mainly attaches legal exhibits for these debt issuances and reports no new financial results. For shareholders, it shows the company raising debt funding, but the filing does not describe how the proceeds will be used.
Senior notes: $1.35 billion of 4.009% fixed-to-floating notes due February 9, 2029; $1.0 billion of 4.456% fixed-to-floating notes due February 10, 2032; and $650 million of floating rate notes due February 9, 2029.
Subordinated notes: $500 million of 5.412% fixed-to-fixed notes due February 8, 2041.
The notes were issued under indentures with The Bank of New York Mellon as trustee.
Filed exhibits include a legal opinion from Benjamin L. Kuder, Esq.
McDonald's board increased its size to 12 directors and elected James D. Farley Jr., president and CEO of Ford Motor Company, effective February 4, 2026. The board said he is independent and has not been named to any board committee.
Board expanded to 12 directors, effective February 4, 2026, and Farley elected the same day.
Farley currently serves as President and CEO of Ford Motor Company and sits on Ford's board.
Farley has no board committee assignments yet; he will receive director compensation generally consistent with non-employee directors.
Valaris and Transocean entered a Business Combination Agreement on February 9, 2026, under which Transocean will acquire all Valaris shares in exchange for Transocean shares at 15.235 Transocean shares per Valaris share, effected by a Bermuda scheme of arrangement. After closing, Transocean shareholders would own about 53% of the combined company and Valaris shareholders about 47%, so Valaris holders would give up control to Transocean's existing investor base.
Exchange ratio of 15.235 Transocean shares for each Valaris share, with Transocean shares issued under the Securities Act Section 3(a)(10) exemption.
Post-closing ownership: about 53% Transocean shareholders and about 47% Valaris shareholders.
Termination fees: $195 million payable by Transocean and $173 million payable by Valaris in specified circumstances; the agreement can be terminated if closing has not occurred by February 9, 2027.
Closing requires shareholder approvals from both companies, a Bermuda court sanction order, NYSE listing approval for the new shares, and certain regulatory approvals.
J.M. Smucker said John Brase, President and Chief Operating Officer, is no longer an executive officer effective February 9, 2026, and the company has eliminated the COO role. The company also made several promotions, including Mark Smucker resuming the President title, and said it expects to maintain its fiscal 2026 outlook, with an update due on February 26, 2026.
John Brase is no longer an executive officer effective February 9, 2026; the company expects to enter a separation agreement with him.
Tucker Marshall's base salary rises from $725,000 to $745,000 after his promotion to Chief Financial Officer | Executive Vice President.
Robert Ferguson was elected an executive officer as Chief Product Supply Officer, with a base salary of $700,000.
The company expects to maintain its fiscal 2026 outlook and will update it on its third quarter earnings call on February 26, 2026.
Prudential Financial's board elected Maryann T. Mannen as an independent director on February 9, 2026, effective May 12, 2026, subject to shareholder approval per the news release. Mannen is chairman, president and chief executive officer of Marathon Petroleum Corporation and MPLX LP, and will sit on two board committees.
Board elected Maryann T. Mannen as an independent director on February 9, 2026; appointment effective May 12, 2026
Mannen will serve on the Corporate Governance and Business Ethics Committee and the Compensation and Human Capital Committee
Mannen is chairman, president and CEO of Marathon Petroleum Corporation and MPLX LP, and previously served as CFO of Marathon Petroleum
Target said Lisa Roath, a 48-year-old Target veteran, will become Executive Vice President and Chief Operating Officer on February 15, 2026, with an annual base salary of $775,000. Rick Gomez, Executive Vice President and Chief Commercial Officer, will step down from that role on the same date and move to an advisor role until April 17, 2026, when he is expected to leave the company with severance.
Lisa Roath appointed Executive Vice President and Chief Operating Officer, effective February 15, 2026
Roath's annual base salary is $775,000; she has been with Target since 2006
Rick Gomez steps down as Executive Vice President and Chief Commercial Officer effective February 15, 2026
Gomez stays as a non-executive advisor until April 17, 2026, and is expected to receive severance under the Income Continuation Plan
WESCO International said CFO David Schulz plans to retire effective May 31, 2026, and named Indraneel Dev as Executive Vice President and Chief Financial Officer, effective on a mutually agreed date in February 2026. Schulz will shift to a special advisor role to the CEO until retirement, and the filing says his decision was not due to any disagreement with the company. The change is a planned leadership transition at the finance chief level, and the filing contains no financial results or guidance.
David Schulz, CFO since 2016, retires effective May 31, 2026, serving as Special Advisor to the CEO until then
Neel Dev, formerly CFO and Chief Revenue Officer of Congruex LLC, joins as CFO in February 2026
Dev's base salary is $800,000, with a $500,000 sign-on cash bonus and sign-on restricted stock units granted at $1,500,000 and $2,800,000
Dev's expected 2026 annual equity award has an aggregate grant date fair value of $2,700,000
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.