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).
UFP Technologies said its president, Mitchell C. Rock, will become Chief Executive Officer on June 4, 2026, when Mr. Bailly retires from that role and becomes Executive Chairman through his retirement in 2027. The filing sets Mr. Rock's base salary at $700,000, a target long-term incentive of up to $1,750,000 in restricted stock units, and a one-time $650,000 restricted stock unit grant, with severance terms that include a larger payout if a change of control occurs.
Mitchell C. Rock becomes CEO effective June 4, 2026; Mr. Bailly retires as CEO on that date and remains Executive Chairman through 2027.
Mr. Rock's base salary is $700,000 per year after the appointment date, with an annual bonus target of up to 100% of base salary.
Mr. Rock's severance without a change of control is 18 months of base salary; a change of control termination pays two times salary plus full target bonus.
Effective January 1, 2026, the board's committee raised base salaries for the named executive officers, including $505,000 for CFO Ronald J. Lataille.
Idea Acquisition Corp., a blank check company, closed its initial public offering of 35,000,000 units at $10.00 per unit on February 12, 2026, with gross proceeds of $350,000,000, and sold 6,000,000 private placement warrants for $9,000,000 at the same time. The filing states that the trust account holds the $350,000,000 until a business combination is completed or the funds are redeemed, and that the company must complete a business combination within 24 months of the IPO closing or return public shares.
IPO of 35,000,000 units at $10.00 per unit closed February 12, 2026, with gross proceeds of $350,000,000; units trade on Nasdaq as IACOU.
Private placement of 6,000,000 warrants at $1.50 per warrant generated $9,000,000; the sponsor bought 3,666,667 warrants.
$350,000,000 was placed in a trust account maintained by Continental Stock Transfer & Trust Company, with the funds generally held until a business combination or redemption within 24 months.
Eugene "Rod" Roddenberry Jr., Jules Urbach and Vinny Lingham were appointed independent directors on February 10, 2026.
Goldman Sachs disclosed that Kathryn H. Ruemmler has decided to retire from her roles as Chief Legal Officer and General Counsel, effective June 30, 2026. The filing does not name a successor or give reasons for the departure, so shareholders have no details yet on how the legal function will be led.
Kathryn H. Ruemmler will retire as Chief Legal Officer and General Counsel
Retirement is effective June 30, 2026
The filing does not name a successor or state a reason for the retirement
QuidelOrtho said Chief Financial Officer Joseph M. Busky notified the company on February 9, 2026, that he plans to retire effective June 30, 2026. The company said the decision is for personal reasons and not the result of any disagreement on financial statements, operations, policies or practices.
Joseph M. Busky, CFO and principal financial officer, gave notice on February 9, 2026
Retirement is effective June 30, 2026
The filing states the departure is for personal reasons, not a disagreement with the company or its auditors
TransDigm Inc., a subsidiary of TransDigm Group, completed $2.0 billion of new debt on February 13, 2026: $1.2 billion of 6.125% senior subordinated notes due 2034 and $800 million of new tranche N term loans due 2033. Proceeds, together with cash on hand, are intended to fund the purchase prices of the previously announced acquisitions of Stellant Systems and Jet Parts Engineering and Victor Sierra Aviation Holdings. The added borrowing increases TransDigm's debt load, which shareholders may weigh against the acquisitions' expected benefits.
$1.2 billion of 6.125% senior subordinated notes issued at 100% of principal, maturing July 31, 2034
$800 million of new tranche N term loans maturing February 13, 2033, bearing Term SOFR plus 2.50%
Proceeds plus cash on hand to fund Stellant Systems and Jet Parts Engineering/Victor Sierra Aviation acquisitions and related fees
Fox Factory Holding Corp. expanded its board to eight directors and appointed Alan L. Bazaar as a Class II director effective February 13, 2026. The company also formed a Transformation Committee to oversee management's efforts on profitability, cost-cutting and margin improvement, following a Cooperation Agreement with Engine Capital L.P. and its affiliates dated February 8, 2026.
Alan L. Bazaar appointed as Class II director effective February 13, 2026, with a term expiring at the 2027 annual meeting
Board increased by one seat to a total of eight directors
Bazaar joins the Compensation, Nominating and Corporate Governance, and newly formed Transformation Committees
Filing states Bazaar receives the same non-employee director benefits, pro-rated from his appointment date
Tennant entered a cooperation agreement with Vision One Fund, LP and affiliates on February 12, 2026, adding Patrick E. Allen and James T. Glerum, Jr. to its board and committing to declassify the board. The deal sets standstill and voting terms that run until the expiration date tied to the 2027 annual meeting, and it does not report any financial results.
Patrick E. Allen appointed as a Class II director, with a term expiring at the 2027 annual meeting; Vision One recommended him as a candidate.
James T. Glerum, Jr. appointed as a Class III director, with a term expiring at the 2028 annual meeting; he retired as Vice Chairman, Investment Banking at Citigroup in July 2024.
Board will not increase beyond eleven directors until the 2027 annual meeting announcement; by the earlier of the 2027 annual meeting or sixteen months after the agreement, the company will seek approval to declassify the board.
Both new directors join the Executive Committee effective February 12, 2026, and the Audit Committee effective March 1, 2026; the 2026 annual meeting is expected April 29, 2026.
Las Vegas Sands said Robert G. Goldstein will move from chairman and chief executive to senior advisor effective March 1, 2026. Patrick Dumont, the company's president and chief operating officer, will take over as chairman, CEO, president and treasurer on that date, and the filing states that no compensation decisions tied to the promotion have been made. Dumont is the son-in-law of Dr. Miriam Adelson, whose family controls more than 50 percent of the voting power of the company's common stock.
Robert G. Goldstein becomes senior advisor effective March 1, 2026; the press release says through March 2028.
Board appointed Patrick Dumont as chairman, CEO, president and treasurer on February 12, 2026, effective March 1, 2026.
Dumont was also appointed chairman of Sands China Ltd., effective March 1, 2026.
Dumont has been president and chief operating officer since January 2021 and joined the company in 2010.
Dauch reported fourth quarter 2025 sales flat at $1.38 billion, with a net loss of $75.3 million that widened from $13.7 million a year earlier. Full year 2025 sales fell to $5.84 billion from $6.12 billion, and the company swung to a net loss of $19.7 million from net income of $35.0 million. The company also issued its first 2026 outlook, including the partial-year contribution from the Dowlais acquisition, which closed February 3.
Q4 2025 adjusted EPS was $0.07, compared with an adjusted loss of $(0.06) in Q4 2024; GAAP loss per share was $(0.63)
Full year 2025 Adjusted EBITDA was $743.2 million, down from $749.2 million, with margin rising to 12.7% from 12.2%
2026 targets: sales of $10.3-$10.7 billion, Adjusted EBITDA of $1.3-$1.4 billion, and adjusted free cash flow of $235-$325 million
Q4 2025 restructuring and acquisition-related costs were $55.8 million, compared with $8.3 million a year earlier
Wendy's reported fourth-quarter 2025 revenue of $543.0 million, down 5.5%, and net income of $26.5 million, down 44.2%, with reported diluted EPS of $0.14 versus $0.23 a year earlier. For full-year 2026, the company expects adjusted EBITDA of $460 million to $480 million and adjusted EPS of $0.56 to $0.60, below 2025 adjusted EBITDA of $522.4 million and adjusted EPS of $0.88, and it expects global systemwide sales growth of approximately flat.
Q4 2025 global systemwide sales were $3.4 billion, down 8.3%; U.S. same-restaurant sales fell 11.3%.
Full-year 2025 net income was $165.1 million, down 15.1%, and reported diluted EPS was $0.85 versus $0.95.
2026 outlook: adjusted EBITDA $460 million to $480 million; adjusted EPS $0.56 to $0.60; free cash flow $190 million to $205 million.
No shares were repurchased in Q4 2025 or in Q1 2026 to date; about $35.0 million remains under the authorization, which expires in February 2027. The regular quarterly dividend is $0.14 per share, payable March 16, 2026.
Moderna reported fourth-quarter 2025 revenue of $678 million, down 30% from a year earlier, while its net loss narrowed to $826 million and loss per share improved to $(2.11). The company reiterated a 2026 target of up to 10% revenue growth, but disclosed that the U.S. FDA issued a Refusal-to-File letter for its seasonal flu vaccine, which the company says it is working to address through a Type A meeting.
Q4 2025 revenue was $678 million, down 30% from Q4 2024; net loss was $826 million versus $1.1 billion, and loss per share was $(2.11) versus $(2.91).
Full-year 2025 revenue was $1.9 billion, down 40%; full-year net loss was $2.8 billion versus $3.6 billion in 2024.
2026 framework: revenue growth of up to 10%, R&D of about $3.0 billion, SG&A of about $1.0 billion, and year-end cash and investments of $5.5 to $6.0 billion.
The U.S. FDA issued a Refusal-to-File letter for the mRNA-1010 seasonal flu vaccine; Moderna has requested a Type A meeting.
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.