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).
Marcus & Millichap reported preliminary fourth quarter and full year 2025 results, with revenue and profit improving from 2024. The results are preliminary because the audit is ongoing and the Form 10-K has not been filed, including work on a valuation allowance for deferred tax assets, so tax and net income figures may change.
Q4 2025 total revenue was $244.0 million, up 1.6% from $240.1 million; diluted EPS was $0.34 vs $0.22 a year earlier.
Full year 2025 revenue was $755.2 million, up 8.5%, and the net loss narrowed to $1.9 million ($0.05 per diluted share) from $12.4 million in 2024.
Full year 2025 Adjusted EBITDA was $24.6 million, up from $9.4 million in 2024.
Tax provision, effective tax rate and net income metrics are preliminary and may be adjusted; the final results will be in the Form 10-K.
W. P. Carey Inc. priced a €1.0 billion offering of senior unsecured notes with a weighted-average coupon of 3.500% and a weighted-average term of 7.4 years, with settlement expected February 24, 2026. The company said it will use the proceeds to repay €500 million of 2.250% notes due April 2026 and for general corporate purposes, including repaying amounts outstanding under its revolving credit facility and term loan.
Two tranches of €500 million each: 3.250% notes due 2031, offered at 99.249% of principal, and 3.750% notes due 2035, offered at 98.500% of principal
Proceeds to repay all €500 million of 2.250% Senior Notes due April 2026, plus general corporate purposes and other debt repayment
Expected settlement date February 24, 2026, subject to customary closing conditions
Cantor Equity Partners VI, Inc. completed its initial public offering of 11.5 million Class A ordinary shares at $10.00 per share on February 6, 2026, raising $115 million in gross proceeds. The full $115 million was placed in a U.S.-based trust account, and the company said the audited balance sheet as of that date is filed as Exhibit 99.1. The company is a blank-check company that has not yet commenced operations or identified a business combination, so shareholder value depends on whether it completes a future deal.
IPO of 11,500,000 Class A ordinary shares at $10.00 per share, including 1,500,000 shares from the full exercise of the underwriter's over-allotment option, closed February 6, 2026
Private placement of 300,000 Class A ordinary shares to sponsor Cantor EP Holdings VI, LLC at $10.00 per share, for $3 million in gross proceeds
$115 million ($10.00 per public share) placed in trust account with Continental Stock Transfer & Trust Company as trustee; offering costs were approximately $2.5 million
Company has until February 6, 2028 to complete a business combination, or it must redeem public shares
Corebridge Financial entered into a Share Repurchase Agreement with American International Group, Inc. (AIG) to buy back its common stock for an aggregate price of approximately $750 million. The per share price of $30.42 equals the closing price on the New York Stock Exchange on February 12, 2026, and the repurchase is expected to close on February 17, 2026, subject to customary closing conditions.
Per share purchase price of $30.42, the February 12, 2026 NYSE closing price
Aggregate purchase price of approximately $750 million
Expected closing date of February 17, 2026, subject to customary closing conditions
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.
Diodes reported fourth-quarter 2025 revenue of $391.6 million, up 15.4% from a year earlier and flat from the prior quarter, with GAAP net income of $10.2 million, or $0.22 per diluted share, compared with $0.18 a year earlier. The company guided first-quarter 2026 revenue to about $395 million, plus or minus 3%, and set three-year interim targets of $2 billion in annual revenue and over $4 in non-GAAP EPS, which matters to shareholders because it gives a new benchmark for future performance.
Q4 2025 revenue $391.6 million, up 15.4% year over year; full-year 2025 revenue about $1.5 billion, up 13%
Q4 2025 GAAP net income $10.2 million, or $0.22 per diluted share, versus $0.18 a year earlier; Q4 GAAP gross margin 31.1% versus 32.7% a year earlier
Q1 2026 revenue guidance of about $395 million, plus or minus 3%; midpoint is a 19% increase year over year
Three-year interim targets: about $2 billion revenue, about $700 million gross profit, 35%-plus gross margin, and over $4 non-GAAP EPS, which the CEO said is expected by calendar 2028
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.
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.
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
Vail Resorts subsidiary Vail Holdings entered into a Tenth Amended and Restated Credit Agreement on February 9, 2026, with Bank of America as administrative agent. The new $1.275 billion senior term loan replaces the existing term loan and a $275 million delayed draw term loan, extends maturities, and lowers borrowing interest rates.
New $1,275,000,000 senior term loan facility replaces existing term loan (about $885.9 million outstanding) and $275,000,000 delayed draw term loan
Revolver and term loan maturities extended to the earlier of five years from closing or 90 days before the 5.625% senior notes due 2030 mature, if those notes remain outstanding
Borrowing interest rate reduced by modifying the leverage-based pricing grid and removing the 0.10% credit spread adjustment
Callaway Golf reported fourth-quarter and full-year 2025 results on February 12, 2026. Full-year net sales fell 0.8% to $2.06 billion and GAAP earnings per diluted share dropped to $0.21 from $0.50, while adjusted EBITDA from continuing operations was $222.4 million, down $38.8 million. The company guided 2026 adjusted EBITDA to $170 million to $195 million, and reported net cash of about $680 million in cash against about $480 million of debt after its Topgolf and Jack Wolfskin transactions.
Q4 2025 net sales were $367.5 million, down 1.1%, and the GAAP net loss from continuing operations was $66.0 million, or $0.36 per diluted share, versus a loss of $0.51 a year earlier.
Full-year 2025 GAAP gross margin fell to 42.1%, with $34 million of incremental tariff expense cited as the main cause.
2026 guidance calls for net sales of $1.98 billion to $2.05 billion and adjusted EBITDA of $170 million to $195 million, compared with $222 million reported for 2025.
The company announced a $200 million share repurchase program in January and plans to repay $258 million of convertible notes in May 2026.
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%
LXP Industrial Trust reported fourth-quarter 2025 results on February 12, 2026. Gross revenues and net income attributable to common shareholders both fell from a year earlier, while Adjusted Company FFO was flat at $0.79 per diluted share. The company also issued 2026 guidance of $(0.01) to $0.14 per diluted share for net income and $3.22 to $3.37 per diluted share for Adjusted Company FFO.
Q4 2025 total gross revenues were $86.7 million, versus $100.9 million a year earlier; the filing attributes the decline mainly to $15 million of prior-year rental revenue from a tenant purchase option.
Net income attributable to common shareholders was $27.1 million, or $0.46 per diluted share, versus $31.4 million, or $0.54 per diluted share, in Q4 2024.
Adjusted Company FFO was $47.0 million, or $0.79 per diluted share, unchanged from Q4 2024.
2026 guidance: net income attributable to common shareholders of $(0.01) to $0.14 per diluted share; Adjusted Company FFO of $3.22 to $3.37 per diluted share.
On February 12, 2026, Carnival plc entered into Amendment No. 1 to its Amended and Restated Deposit Agreement with JP Morgan Chase Bank, N.A., as depositary, which governs American Depositary Receipts. The amendment sets out when the agreement terminates, including automatically upon completion of the proposed unification of the dual listed company arrangement and migration of Carnival Corporation from Panama to Bermuda, and describes how holders would receive New Carnival Shares in that case. The filing does not report financial results or a dollar impact.
Amendment No. 1 signed February 12, 2026, with JP Morgan Chase Bank, N.A. as Depositary
Deposit Agreement terminates immediately and automatically upon consummation of the proposed unification and migration from Panama to Bermuda
Depositary will use reasonable efforts to distribute New Carnival Shares to ADR holders; unsold proceeds would be held in trust without interest if distribution is not possible
Morningstar reported fourth-quarter 2025 revenue of $641.1 million, up 8.5%, and diluted earnings per share of $2.83, up 4.4%. GAAP operating income fell 5.1% to $159.6 million, reflecting a $22.7 million contingent payment gain on the sale of US TAMP assets versus $64.0 million a year earlier, along with higher operating expense that included $15.9 million in severance. Full-year 2025 revenue was $2.4 billion, up 7.5%, and the company repurchased $787.0 million of its shares, while long-term debt rose to $1,072.6 million ahead of the CRSP acquisition that closed Feb. 2, 2026.
Q4 2025 revenue was $641.1 million, up 8.5% reported and 8.1% organic.
Q4 diluted EPS was $2.83 versus $2.71; adjusted diluted EPS rose 26.6% to $2.71.
Q4 operating income was $159.6 million, down 5.1%, with the US TAMP contingent gain at $22.7 million versus $64.0 million a year earlier.
Full-year 2025 diluted EPS was $8.87, up 3.4%; the company repurchased $787.0 million of shares in 2025.
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.
Ingersoll Rand reported fourth-quarter 2025 revenue of $2.09 billion, up 10%, and GAAP net income attributable to the company of $266 million, or $0.67 per share, compared with $229.8 million, or $0.57 per share, a year earlier. For full-year 2025, GAAP net income fell to $581 million, or $1.45 per share, from $838.6 million, or $2.06 per share, mainly due to a $229.7 million goodwill impairment and a $127.1 million loss on equity method investments. The company also issued 2026 guidance calling for revenue growth of 2.5% to 4.5% and adjusted EBITDA of $2,130 million to $2,190 million.
Q4 2025 adjusted EPS was $0.96, up 14%; full-year 2025 adjusted EPS was $3.34, up 2%.
Full-year 2025 operating cash flow was $1,356 million and free cash flow was $1,220 million.
2026 guidance: adjusted EPS of $3.45 to $3.57, with revenue growth of 2.5% to 4.5%.
The company returned $1,050 million to shareholders through buybacks and dividends in 2025.
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
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
PDF Solutions reported record fourth-quarter revenue of $62.4 million, up 25% from a year earlier, and record full-year revenue of $219.0 million, up 22%. GAAP results swung to a loss in both periods, while non-GAAP diluted earnings per share rose, and management expects 2026 revenue to grow in line with its 20% long-term target.
Q4 2025 total revenues were $62.4 million, up from $50.1 million in Q4 2024; full-year revenues were $219.0 million, up from $179.5 million.
Q4 2025 GAAP net loss was $48 thousand, or $(0.00) per diluted share, compared with net income of $0.5 million in Q4 2024.
Full-year 2025 GAAP net loss was $0.6 million, or $(0.02) per diluted share, compared with net income of $4.1 million in 2024.
Q4 2025 non-GAAP diluted EPS was $0.30, up from $0.25 in Q4 2024; full-year non-GAAP diluted EPS was $0.94, up from $0.84.
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
Mohawk Industries reported fourth-quarter 2025 net earnings of $42 million, or $0.68 per diluted share, down from $90 million, or $1.43, a year earlier, as restructuring costs rose to $51.4 million. Adjusted diluted EPS was $2.00 versus $1.95, and net sales rose 2.4% to $2.7 billion as reported but fell 3.3% on an adjusted basis. The company expects first-quarter 2026 adjusted EPS of $1.75 to $1.85 and disclosed an immaterial correction to prior-period accounts receivable.
Q4 2025 net earnings $42 million, diluted EPS $0.68, versus $90 million and $1.43 in Q4 2024
Q4 adjusted diluted EPS $2.00 versus $1.95; net sales $2.7 billion, up 2.4% as reported and down 3.3% adjusted
Full-year 2025 net earnings $370 million and diluted EPS $5.93, versus $515 million and $8.09 in 2024
Q1 2026 adjusted EPS guidance of $1.75 to $1.85, excluding restructuring or other one-time charges
Eversource reported full-year 2025 GAAP earnings of $1.69 billion, or $4.56 per share, up from $811.7 million, or $2.27 per share, in 2024. Non-GAAP recurring earnings were $4.76 per share, within the company's updated 2025 guidance range of $4.72 to $4.80, and the company projected 2026 earnings of $4.80 to $4.95 per share. The company also raised its five-year investment plan to $26.5 billion for 2026 to 2030 and expects to raise $800 million to $1.1 billion in equity over that period.
Full-year 2025 GAAP EPS of $4.56 vs. $2.27 in 2024; non-GAAP recurring EPS of $4.76 vs. $4.57
Fourth-quarter 2025 GAAP earnings of $421.3 million, or $1.12 per share, vs. $72.5 million, or $0.20, in Q4 2024
2026 EPS guidance of $4.80 to $4.95 per share; long-term EPS growth of 5 to 7 percent through 2030
Five-year investment plan of $26.5 billion for 2026 to 2030, up $2.3 billion from the prior $24.2 billion plan
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
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
Thermo Fisher issued four series of senior notes in a public offering on February 12, 2026, totaling $3.8 billion in principal. The company expects net proceeds of about $3.76 billion and plans to use them to pay part of the cash consideration for its pending Clario Acquisition, which still requires customary closing conditions and regulatory approvals.
Four note series totaling $3.8 billion: $1.0 billion due 2031, $750 million due 2033, $1.3 billion due 2036 and $750 million due 2046
Expected net proceeds of approximately $3.76 billion after underwriting discounts and estimated offering expenses
Proceeds intended to pay a portion of the cash consideration for the previously announced Clario Acquisition, which is subject to closing conditions and regulatory approvals
Healthcare Realty reported fourth quarter 2025 GAAP net income of $14.4 million, or $0.04 per share, compared with a net loss of $106.8 million a year earlier, and NAREIT FFO rose to $0.36 per share from $0.30. The company also issued 2026 guidance calling for Normalized FFO of $1.58 to $1.64 per share, roughly flat with $1.61 in 2025, and a $0.24 quarterly dividend.
Q4 2025 GAAP net income was $14.4 million ($0.04 per share) versus a net loss of $106.8 million ($0.31 per share) in Q4 2024.
Q4 2025 NAREIT FFO was $0.36 per share versus $0.30; Normalized FFO was $0.40 per share, unchanged from the prior year.
2026 guidance: Normalized FFO of $1.58 to $1.64 per share (2025: $1.61) and NAREIT FFO of $1.44 to $1.50 (2025: $1.38).
Dividend of $0.24 per share payable March 11, 2026, to holders of record on February 24, 2026; new commercial paper program of up to $600 million.
On February 12, 2026, CVR Energy issued $600 million of 7.500% senior notes due 2031 and $400 million of 7.875% senior notes due 2034 in a private offering. The company also amended its senior secured asset-based revolving credit facility, extending its maturity from June 2027 to February 2031 and raising commitments from $345 million to $550 million. The new notes add $1 billion of debt for shareholders to weigh against the larger borrowing capacity.
$600 million of 7.500% senior notes due February 15, 2031, and $400 million of 7.875% senior notes due February 15, 2034
Credit facility maturity extended from June 2027 to February 2031; commitments raised from $345 million to $550 million, with possible increase to $700 million
Notes are senior unsecured and guaranteed by most existing domestic subsidiaries; interest is payable semi-annually starting August 15, 2026
Holders may require repurchase at 101% of principal upon a change of control triggering event
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.
Supernus Pharmaceuticals said it will report fourth quarter and full year 2025 financial and business results after the market closes on February 24, 2026, and will host a conference call and webcast that day at 4:30 p.m. ET. The filing is a scheduling notice only and contains no financial results, so it does not indicate how the company performed.
Results release scheduled for after market close on Tuesday, February 24, 2026
Conference call and webcast set for February 24, 2026 at 4:30 p.m. ET, hosted by CEO Jack Khattar and CFO Tim Dec
Filing contains no revenue, profit or guidance figures
Bio-Rad reported fourth-quarter 2025 revenue of $693.2 million, up 3.9% from a year earlier, but its GAAP operating result was a loss of $118.9 million after a $172.8 million impairment. Non-GAAP diluted earnings per share fell to $2.51 from $2.90, while GAAP net income of $720.0 million was driven mainly by a gain on its Sartorius AG investment. The company also gave a 2026 outlook of non-GAAP currency neutral revenue growth of about 0.5% to 1.5% and a non-GAAP operating margin of about 12.0% to 12.5%.
Q4 2025 revenue was $693.2 million, up 3.9% from $667.5 million; currency neutral growth was 1.7%
GAAP loss from operations was $118.9 million, including a $172.8 million impairment; non-GAAP operating income was $83.0 million, down from $92.1 million
GAAP net income was $720.0 million, or $26.65 per diluted share, mainly from a change in the fair market value of the Sartorius AG investment; non-GAAP diluted EPS was $2.51 versus $2.90
2026 outlook: non-GAAP currency neutral revenue growth of approximately 0.5% to 1.5% and non-GAAP operating margin of approximately 12.0% to 12.5%
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
Flowers Foods reported fourth-quarter net sales up 11.0% to $1.233 billion, helped by an extra week and the Simple Mills acquisition, but swung to a net loss of $67.1 million due to a $136.0 million non-cash impairment of intangible assets. For fiscal 2026, the company expects net sales of $5.163 billion to $5.267 billion and adjusted diluted EPS of $0.80 to $0.90, which it says will be below 2025 levels, and it is conducting a comprehensive review of operations.
Q4 net sales rose 11.0% to $1.233 billion; diluted EPS was a loss of $0.32 versus earnings of $0.20 a year earlier
Q4 adjusted diluted EPS was $0.22, flat with the prior year period; full-year 2025 adjusted diluted EPS fell $0.19 to $1.09
2026 guidance: adjusted EBITDA of approximately $465 million to $495 million, versus $535.2 million in 2025
Management will host a live question and answer webcast at 8:30 a.m. Eastern Time on February 13, 2026
Public Storage reported fourth-quarter 2025 diluted net income of $2.60 per share, down from $3.21 a year earlier, while Core FFO per share rose 1.2% to $4.26. The company gave 2026 Core FFO guidance of $16.35 to $17.00 per share and said CEO Joe Russell will retire effective March 31, 2026, with Tom Boyle becoming CEO on April 1, 2026.
Q4 2025 diluted net income per share was $2.60, versus $3.21 in Q4 2024; full-year net income per share was $9.01, versus $10.64.
Q4 2025 Core FFO per share was $4.26, versus $4.21; full-year Core FFO per share was $16.97, versus $16.67.
2026 guidance: Core FFO per share of $16.35 to $17.00, and Same Store revenue growth of (2.2)% to —%.
Joe Russell retires effective March 31, 2026; Tom Boyle to become CEO effective April 1, 2026.
Bright Horizons reported fourth-quarter 2025 revenue of $734 million, up 9%, but net income fell 25% to $22 million and diluted EPS fell to $0.38 from $0.50, partly due to $14.8 million of incremental impairment and lease termination costs. For full-year 2025, revenue rose 9% to $2.9 billion and diluted EPS rose 40% to $3.36, and the company gave 2026 guidance of $3.075 billion to $3.125 billion in revenue and $4.90 to $5.10 in diluted adjusted EPS. The filing also disclosed higher 2026 pay targets for the CEO and CFO and a shift in the long-term incentive program toward performance-based awards.
Q4 2025 revenue $733.7 million, up 9%; income from operations $45.5 million, down 6%
Q4 2025 diluted EPS $0.38 versus $0.50 a year earlier; diluted adjusted EPS $1.15, up 17%
Full-year 2025 revenue $2.9 billion, up 9%; net income $193 million, up 38%
2026 guidance: revenue $3.075 billion to $3.125 billion; diluted adjusted EPS $4.90 to $5.10
Toast reported fourth-quarter 2025 total revenue of $1.6 billion, up from $1.3 billion a year earlier, and GAAP net income of $101 million, up from $33 million. On February 10, 2026, its board approved a $500 million increase to the existing share repurchase program, which has no expiration date and does not require any minimum purchases. Toast also gave 2026 guidance for full-year Adjusted EBITDA of $775 million to $795 million.
Q4 2025 total revenue was $1.6 billion ($1,633 million), up from $1.3 billion ($1,338 million) in Q4 2024.
Full-year 2025 GAAP net income was $342 million, compared with $19 million in 2024; Adjusted EBITDA was $633 million, compared with $373 million.
For 2026, Toast expects Q1 Adjusted EBITDA of $160 million to $170 million and full-year Adjusted EBITDA of $775 million to $795 million.
On February 10, 2026, the board approved a $500 million increase to the share repurchase program for Class A common stock.
Kinsale Capital Group reported fourth-quarter 2025 net income of $138.6 million, or $5.99 per diluted share, up from $109.1 million, or $4.68, a year earlier. For full-year 2025, net income was $503.6 million, or $21.65 per diluted share, compared with $414.8 million, or $17.78, in 2024, and the company also raised its quarterly dividend to $0.25 per share, a 47.1% increase, as stated in the filing.
Q4 2025 net income $138.6 million, $5.99 per diluted share, versus $109.1 million, $4.68 in Q4 2024
Full-year 2025 net income $503.6 million, $21.65 per diluted share, versus $17.78 in 2024
Q4 gross written premiums rose 1.8% to $451.1 million; Commercial Property Division premiums fell 28.3% in the quarter
BioMarin closed an $850 million private offering of 5.500% senior notes on February 12, 2026. The proceeds are held in escrow to help fund its pending acquisition of Amicus Therapeutics, alongside new term loans and a revolving credit facility.
$850 million of 5.500% senior unsecured notes due 2034 issued at 100.000% of face value
Proceeds held in escrow; notes must be redeemed at issue price plus accrued interest if the Amicus acquisition is not completed by December 19, 2026
Acquisition financing also includes a $2 billion term loan B, an $800 million term loan A and a $600 million revolving credit facility
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.
Artivion reported fourth-quarter 2025 revenue of $116.0 million, up from $97.3 million a year earlier, and GAAP net income of $2.4 million, or $0.05 per diluted share, compared with a net loss of $16.5 million in the prior-year quarter. The company also guided to 2026 revenue of $486 million to $504 million and adjusted EBITDA of $105 million to $110 million.
Q4 2025 GAAP revenue was $116.0 million versus $97.3 million in Q4 2024; full-year 2025 revenue was $441.3 million versus $388.5 million.
Q4 2025 GAAP net income was $2.4 million, or $0.05 per diluted share, versus a net loss of $16.5 million, or $0.39 per share, in Q4 2024.
Full-year 2025 adjusted EBITDA was $89.6 million, and the company expects 2026 adjusted EBITDA of $105 million to $110 million.
Twilio reported fourth-quarter 2025 revenue of $1.37 billion, up 14% year over year, and full-year revenue of $5.07 billion, also up 14%. The company posted a fourth-quarter GAAP net loss of $45.9 million after an $80.6 million impairment of an equity method investment, while full-year GAAP net income was $33.8 million. Its first-quarter and full-year 2026 guidance points to slower organic revenue growth than in 2025, which matters to shareholders weighing the company's growth trajectory.
Q4 2025 non-GAAP diluted EPS was $1.33, up from $1.00 a year earlier; GAAP diluted net loss per share was $0.30, versus $0.08 in Q4 2024.
Full-year 2025 GAAP diluted EPS was $0.21, compared with a loss of $0.66 in 2024; full-year non-GAAP diluted EPS was $4.89.
Q1 2026 guidance: revenue of $1.335 billion to $1.345 billion and non-GAAP diluted EPS of $1.21 to $1.26; organic revenue growth of 10% to 11%.
FY2026 guidance: organic revenue growth of 8% to 9%, versus 13% in 2025; free cash flow of $1.04 billion to $1.06 billion.
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.
Maplebear Inc., which operates as Instacart, reported fourth-quarter 2025 results on February 12, 2026, with total revenue up 12% to $992 million and adjusted EBITDA up 20% to $303 million. GAAP net income fell 46% to $81 million, mainly due to higher general and administrative expense that included a $60 million FTC settlement. The company guided first-quarter 2026 GTV to $10,125 million to $10,275 million and adjusted EBITDA to $280 million to $290 million.
Q4 2025 GTV of $9,852 million, up 14% year-over-year; orders of 89.5 million, up 16%
Total revenue of $992 million, up 12%; GAAP net income of $81 million, down 46%
Adjusted EBITDA of $303 million, up 20%; Q4 repurchases of $1.1 billion of shares
Q1 2026 outlook: GTV of $10,125 million to $10,275 million; adjusted EBITDA of $280 million to $290 million
Yelp reported record full-year 2025 net revenue of $1.46 billion, up 4%, and net income of $146 million, up 10%, with diluted earnings per share of $2.24. Fourth-quarter results were weaker, with net revenue down 1% and adjusted EBITDA down 15%, and the company guided 2026 adjusted EBITDA to $310 million to $330 million, below the $369 million reported for 2025, as it invests in its AI transformation.
Full-year 2025 net revenue was a record $1.46 billion, up 4%; net income was $146 million; diluted EPS was $2.24, up 19%.
Fourth-quarter 2025 net revenue was $360 million, down 1%, and adjusted EBITDA was $86 million, down 15% from $101 million a year earlier.
2026 outlook: net revenue of $1.455 billion to $1.475 billion and adjusted EBITDA of $310 million to $330 million.
Restaurants, Retail & Other advertising revenue fell 6% to $444 million, while Services advertising revenue rose 8% to a record $948 million.
CareTrust REIT reported fourth-quarter and full-year 2025 results with higher net income, revenue and per-share normalized FFO than a year earlier. Q4 net income attributable to the company was $111.3 million, or $0.50 per diluted share, compared with $52.1 million a year earlier, and the company issued 2026 guidance for normalized FFO of $1.90 to $1.95 per share. The $0.335 quarterly dividend was maintained.
Q4 2025 net income attributable to CareTrust was $111.3 million, or $0.50 per diluted share, up $0.21 from $0.29 a year earlier.
Q4 normalized FFO was $0.47 per diluted share, up 18%; full-year 2025 normalized FFO was $1.76 per share, up 17%.
2026 guidance projects normalized FFO of $1.90 to $1.95 per share and net income of $1.45 to $1.50 per share, based on 225 million diluted shares.
The company closed $1.8 billion of investments in 2025 at a blended stabilized yield of 8.6%, and reported no borrowings on its $1.2 billion revolving credit facility.
Pegasystems' Compensation Committee approved a 2026 incentive plan for its executive officers on February 9, 2026. Bonuses depend on achieving corporate goals weighted 75% financial and 25% strategic, and officers may take half of their target bonus in restricted stock units.
Plan covers January 1, 2026 through December 31, 2026; no funding if the Funding Percentage is below 70%.
Officers may elect to receive 50% of their target incentive in RSUs, granted in March 2026 at 85% of the closing price.
RSUs vest on or about the 2027 incentive payout date, subject to funding and continued employment.
The filing gives no dollar amounts for the incentive pool or individual targets.
Roku reported fourth-quarter and full-year 2025 results in a shareholder letter filed February 12, 2026. Q4 total net revenue was $1.395 billion, up 16% from a year earlier, and the company reported Q4 net income of $80.5 million compared with a $35.5 million loss in Q4 2024. The company also guided to 2026 total net revenue of $5.500 billion and Adjusted EBITDA of $635 million.
Q4 2025 total net revenue was $1.395 billion, up 16% year over year; Q4 net income was $80.5 million, versus a loss of $35.5 million in Q4 2024.
Full-year 2025 total net revenue was $4.737 billion, up 15%, and net income was $88.4 million, versus a loss of $129.4 million in 2024.
For 2026, Roku expects total net revenue of $5.500 billion and Q1 2026 total net revenue of $1.200 billion.
Roku repurchased $150 million of shares under a $400 million stock repurchase program announced in the third quarter of 2025.
SPS Commerce reported fourth-quarter 2025 revenue of $192.7 million, up 13%, and net income of $25.8 million, or $0.68 per diluted share, versus $17.6 million, or $0.46, a year earlier. The board also named Joseph Del Preto as Chief Financial Officer effective March 16, 2026, succeeding Kimberly Nelson, who is retiring, and added $200.0 million to the share repurchase authority.
Q4 2025 revenue was $192.7 million, up from $170.9 million; net income was $25.8 million, or $0.68 per diluted share, versus $0.46 a year earlier.
Fiscal 2026 revenue guidance is $798.5 million to $806.9 million, representing 6% to 7% growth over 2025.
Joseph Del Preto joins as Executive Vice President and CFO effective March 16, 2026, succeeding Kimberly Nelson, who is retiring.
Repurchase authority rises by $200.0 million to a total of $300.0 million, with the program expiring December 1, 2027.
HASI reported a fourth-quarter 2025 GAAP net loss attributable to controlling stockholders of $53.8 million, or $0.43 per diluted share, compared with net income of $70.1 million, or $0.54 per share, a year earlier. For full-year 2025, GAAP diluted EPS fell to $1.41 from $1.62, while adjusted EPS rose 10% to $2.70; the company also raised its quarterly dividend to $0.425 per share and introduced 2028 adjusted EPS guidance of $3.50 to $3.60. For shareholders, GAAP earnings declined while adjusted measures and long-term guidance point to growth.
Q4 2025 GAAP net loss to controlling stockholders of $53.8 million, diluted EPS of $(0.43), versus net income of $70.1 million and $0.54 in Q4 2024
Full-year 2025 adjusted earnings of $342 million and adjusted EPS of $2.70, versus $2.45 in 2024; GAAP diluted EPS was $1.41 versus $1.62
Closed $4.3 billion of new investments in 2025, up 87% year-over-year
2028 guidance of adjusted EPS of $3.50 to $3.60; quarterly dividend of $0.425 per share payable April 17, 2026
Federal Realty reported fourth-quarter and full-year 2025 results on February 12, 2026. Full-year net income available to common shareholders was $403.0 million, or $4.68 per diluted share, up from $287.2 million, or $3.42, in 2024, and total revenue was $1.28 billion. The company also issued 2026 guidance of $7.42 to $7.52 per diluted share for Nareit FFO and Core FFO, and $3.90 to $4.00 for earnings per diluted share.
Q4 2025 net income available to common shareholders was $127.7 million, or $1.48 per diluted share, versus $63.5 million, or $0.75, in Q4 2024.
Full-year 2025 Nareit FFO was $7.22 per diluted share, up 6.6% from $6.77; Core FFO was $7.06, up 4.3%.
Acquired two properties in Q4 2025 totaling $340 million, including Village Pointe in Omaha, NE.
Declared a regular quarterly dividend of $1.13 per common share, payable April 15, 2026.
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