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).
Nicolet Bankshares completed its merger with MidWest One Financial Group effective February 13, 2026, with MidWest One merging into Nicolet and issuing about 6.6 million Nicolet shares to MidWest One holders. The company said the deal adds about $6 billion in assets, raising total assets to about $15 billion, and the board was expanded to twelve members with four former MidWest One directors joining.
Merger effective February 13, 2026; each MidWest One share converted into 0.3175 Nicolet shares
About 6.6 million Nicolet shares issued, valued at $155.19 per share based on the February 13, 2026 NYSE closing price
Board set at twelve members: eight Nicolet directors and four former MidWest One directors (Tracy S. McCormick, Carl J. Chaney, Janet E. Godwin, Matthew J. Hayek)
MidWest One Bank will operate as a division until a planned system conversion in August 2026
Expeditors International disclosed an employment agreement with Roberto A. Martinez, its President, Global Products, effective June 1, 2025, which the company entered into on May 23, 2025. The filing sets his annual base salary at $100,000, subject to Board or Compensation Committee review, and includes severance terms and a six-month non-compete. The agreement is an administrative compensation disclosure and does not report a change in company financial results.
Annual base salary of $100,000, with eligibility for incentive compensation
Agreement entered into May 23, 2025, effective June 1, 2025
Severance available on termination without cause, subject to a release of claims or resignation
Includes a six-month non-compete and 12-month non-solicitation provision
Getty Realty Corp. entered into an underwriting agreement on February 17, 2026, for 4,000,000 shares of common stock sold through forward sale agreements, at $32.48 per share to the underwriters, and the offering closed on February 19, 2026. The company will not receive proceeds from the initial sale, but it expects to issue shares and receive cash upon settlement of the forward sale agreements within about one year, which would add to its outstanding common stock.
4,000,000 shares offered at a price to the underwriters of $32.48 per share; underwriters are J.P. Morgan Securities LLC and Wells Fargo Securities, LLC.
The offering closed on February 19, 2026, and the company receives no proceeds from the shares sold by the forward sellers.
Company expects to physically settle the forward sale agreements within approximately one year of the February 17, 2026 prospectus supplement, with the forward sale price initially set at $32.48 per share.
Underwriters hold a 30-day option to buy an additional 600,000 shares; exercise would lead to another forward sale agreement.
Camden Property Trust sold $600 million of 4.900% notes maturing in 2036, with the sale closing on February 19, 2026. The company expects about $594.0 million in net proceeds to repay part of its $1.2 billion revolving credit facility and part of its $600 million commercial paper program, plus general corporate purposes.
Notes: $600 million principal, 4.900% interest, maturing February 28, 2036
Offered to the public at 99.936% of face amount; net proceeds of about $594.0 million
Proceeds to repay part of the $1.2 billion revolver and part of the $600 million commercial paper program
Issued under an existing shelf registration; underwriters include BofA Securities and J.P. Morgan
Pinnacle West and its utility subsidiary Arizona Public Service (APS) each signed new five-year unsecured revolving credit facilities on February 18, 2026, replacing earlier facilities that would have expired in April 2028. The filing also discloses 2026 annual incentive award opportunities for several executives, tied to APS earnings levels and business unit goals.
Pinnacle West facility: up to $300 million through February 18, 2031, replacing a $200 million facility
APS facility: up to $1.7 billion through February 18, 2031, replacing a $1.25 billion facility
Chairman, President and CEO Theodore N. Geisler has a target incentive of up to 125% of base salary, with a maximum of 250%
Facilities can support commercial paper issuance and letters of credit; both include change of control and cross default provisions
Destra Multi-Alternative Fund (DMA) said independent trustee Paul Kazarian voluntarily stepped down from its Board of Trustees, effective February 12, 2026. The filing does not describe reasons for the resignation, and the fund says it will announce any updates on board composition as appropriate.
Paul Kazarian, an independent trustee, voluntarily resigned from the Board of Trustees
Resignation effective February 12, 2026; announced February 19, 2026
The fund will announce any updates regarding Board composition as appropriate
ManpowerGroup entered into new letter agreements dated February 13, 2026 with Jonas Prising, Becky Frankiewicz, Jack McGinnis and Michelle S. Nettles covering severance, other post-employment benefits and restrictive covenants. The new agreements replace similar prior agreements and are in substantially the same form apart from their term. The filing contains no new financial figures, so the change is administrative and shareholders are not directly affected by a stated amount.
Letter agreements dated February 13, 2026 with four executives: Jonas Prising, Becky Frankiewicz, Jack McGinnis and Michelle S. Nettles
Agreements replace prior similar agreements and are in substantially the same form, aside from the new term
New agreements expire on the earlier of two years after a change of control or February 28, 2029 if no change of control occurs before then
NNN REIT announced that Chair Steven D. Cosler retired from its Board effective February 18, 2026, and that independent director Edward J. Fritsch will succeed him as Chair. The change is a board leadership transition with no financial results or guidance included in the filing.
Steven D. Cosler retired from the Board effective February 18, 2026; he had served on the Board since August 2016 and as Chair since May 2021.
Edward J. Fritsch, a director since February 2012, becomes Chair upon Mr. Cosler's retirement.
Mr. Fritsch is a former President and CEO of Highwoods Properties, Inc. (retired 2019).
On February 19, 2026, T-Mobile USA, a wholly-owned subsidiary of T-Mobile US, closed an underwritten public offering of €2.5 billion in senior notes in three tranches. The filing says net proceeds are expected to fund general corporate purposes, including share repurchases, dividends declared by the Board, and refinancing of existing debt.
Three tranches totaling €2.5 billion: €750 million of 3.200% notes due 2032, €750 million of 3.625% notes due 2035, and €1.0 billion of 3.900% notes due 2038.
The offering closed on February 19, 2026, under an underwriting agreement dated February 12, 2026.
The notes are senior unsecured obligations guaranteed initially by T-Mobile US and certain wholly-owned subsidiaries.
T-Mobile USA intends to list the notes on the Nasdaq Bond Exchange.
National Bank Holdings disclosed that Chris Randall, a former named executive officer, took a new role as EVP, SBA Delivery effective February 13, 2026, and resigned from the boards of NBH Bank and Bank of Jackson Hole Trust. The change is tied to integration following the January 7, 2026 closing of the Vista Bancshares acquisition, and the company says it is part of organizational enhancements.
Chris Randall moved to EVP, SBA Delivery effective February 13, 2026, from EVP, Head of Commercial, Specialty & Business Banking
Transition Agreement sets a $250,000 annual base salary and a 30% target cash incentive
He receives a one-time restricted stock award with a grant date fair value of $25,000, and a change of control agreement was terminated
Amgen issued and sold $4.0 billion of senior unsecured notes in four tranches on February 17, 2026, under an effective Form S-3 shelf registration. Net proceeds were approximately $3.96 billion after underwriters' discounts and offering expenses, and the notes carry fixed rates from 4.200% to 5.650%. The filing describes new debt obligations rather than a change in operations or earnings.
Four tranches: $1.0 billion of 4.200% notes due 2031, $1.75 billion of 4.850% notes due 2036, $500 million of 5.500% notes due 2046, and $750 million of 5.650% notes due 2056
Net proceeds to the company of approximately $3,961,495,000
Interest is paid semi-annually on February 19 and August 19, starting August 19, 2026
Holders may require repurchase at 101% of principal plus accrued interest upon a change in control triggering event
Viper Energy named Will Krueger, previously Vice President – Legal, as Vice President, General Counsel and Secretary, effective February 18, 2026. Matt Zmigrosky, who held the Viper general counsel and secretary roles, stepped down from them to make way for the promotion. The change is an internal leadership update that does not alter Viper's financial results or reported figures.
Will Krueger promoted to Vice President, General Counsel and Secretary, effective February 18, 2026
Krueger remains an employee of Diamondback E&P LLC and continues to serve Viper under the Services and Secondment Agreement dated November 2, 2023
Krueger will report to Matt Zmigrosky, Diamondback's Executive Vice President, Chief Legal and Administrative Officer and Secretary
Zmigrosky stepped down as Viper's Executive Vice President, General Counsel and Secretary to facilitate the promotion
Meritage Homes director Dennis V. Arriola notified the company on February 17, 2026 that he will step down effective March 31, 2026, and the filing states the resignation did not result from any disagreement with the company. The board also decided to reduce its size from 12 to 11 directors, effective upon his resignation.
Dennis V. Arriola's board resignation takes effect March 31, 2026.
Notice of the resignation was given to the company on February 17, 2026.
The filing says the resignation did not result from any disagreements with the company.
Board size falls from 12 to 11 directors under the amended and restated bylaws.
Performance Food Group's subsidiary sold $1.06 billion of 5.625% senior notes maturing March 1, 2034, and used the proceeds, plus revolver borrowings, to redeem its 5.500% senior notes due 2027. The deal refinances existing debt and adds new long-term borrowing with the same parent-level guarantees.
Issuer sold $1.06 billion aggregate principal of 5.625% Senior Notes due 2034, issued at par on February 19, 2026
Proceeds, with revolving credit facility borrowings, were used to redeem all outstanding 5.500% Senior Notes due 2027 at 100% of principal plus accrued interest
Notes are guaranteed by Parent and certain domestic subsidiaries, but not by the Company (PFGC)
Notes can be redeemed at par plus a make-whole premium before March 1, 2029
Balchem Corporation said its Vice President and Chief Accounting Officer, William A. Backus, is retiring on March 31, 2026. The Board elected Erin L. Gilson, currently Senior Director, Accounting and Financial Reporting, to succeed him effective April 1, 2026. The filing says there are no material changes to Ms. Gilson's compensatory arrangement, so the change is an internal succession and does not alter the company's financial figures.
William A. Backus, Vice President and Chief Accounting Officer, retires March 31, 2026, as previously announced on March 3, 2025
Board elected Erin L. Gilson on February 12, 2026, as Vice President and Chief Accounting Officer, effective April 1, 2026
Ms. Gilson joined Balchem in February 2016 and currently serves as Senior Director, Accounting and Financial Reporting
No material changes to Ms. Gilson's compensatory arrangement as a result of this election
On February 14, 2026, Synopsys increased its board from eleven to twelve directors and appointed Peter A. Shimer, a former senior executive at Deloitte, as a director and Audit Committee member. The board also decided not to renominate directors Luis Borgen and Dr. Ajei Gopal, who will remain on the board through the 2026 Annual Meeting of Stockholders. The filing contains no financial results or guidance.
Board size increased from eleven to twelve directors; Shimer appointed effective immediately and will serve on the Audit Committee
Shimer receives a $140,000 annual cash retainer, a $350,000 initial restricted stock award vesting over three years, and a prorated interim restricted stock award based on a $200,000 annual award
Luis Borgen and Dr. Ajei Gopal will not be renominated and will serve through the 2026 Annual Meeting of Stockholders
At its February 19, 2026 annual meeting, Matthews International shareholders re-elected four directors, approved amendments to the company's articles of incorporation, and approved a director fee plan that raises the authorized shares to 550,000 after adding 250,000. The amended articles took effect on filing that day, and the board will be declassified over three years, with no classes beginning at the 2028 annual meeting. The board also selected J. Michael Nauman as chairman, replacing Alvaro Garcia-Tunon.
About 85.2% of the 31,126,081 eligible shares were represented, which met the quorum requirement.
The board will no longer be divided into classes beginning at the 2028 annual meeting, and the articles adopt a majority of votes cast standard in uncontested director elections.
J. Michael Nauman replaced Alvaro Garcia-Tunon as Chairman of the Board.
The Second Amended and Restated 2019 Director Fee Plan authorizes 550,000 shares in total after 250,000 additional shares were approved.
W. P. Carey Inc. closed an underwritten public offering of 6,000,000 shares of common stock on February 19, 2026, with gross proceeds of $432 million. The shares were offered in connection with forward sale agreements, under which the company expects to physically settle and receive proceeds within approximately 24 months, and it intends to use the net proceeds for potential future investments, debt repayment including its unsecured revolving credit facility, and general corporate purposes.
6,000,000 shares offered at $71.38 per share to the underwriters; gross proceeds of $432 million
Underwriters have a 30-day option to buy up to an additional 900,000 shares
Forward sale agreements with Bank of America, N.A. and JPMorgan Chase Bank, National Association; physical settlement expected within approximately 24 months
Offering closed February 19, 2026; net proceeds to fund future investments, repay debt including the unsecured revolving credit facility, and for general corporate purposes
WD-40 Company said its board appointed Ken Plunk as a director effective February 18, 2026, increasing the board from nine to 10 members. Plunk will serve on the Audit and Finance Committees, and his director pay includes a fully vested restricted stock unit award valued at about $125,000 at grant. The filing does not include financial results, so the change is mainly a governance update for shareholders.
Ken Plunk appointed director effective February 18, 2026, and joins the Audit and Finance Committees
Board size increased from 9 to 10 directors effective February 18, 2026
RSU award covering 515 shares, valued at about $125,000 at the February 18, 2026 grant date, plus $75,000 in cash base compensation through the 2026 annual meeting
Plunk was chief financial officer of J&J Snack Foods Corp. from September 2020 to December 2024
Sprouts Farmers Market said Scott Neal, its chief merchandising officer, is retiring effective immediately, and Don Clark has been appointed to succeed him in the role. The company also created a new chief customer officer position, filled by Amanda Rassi, which reflects a change in how the company organizes its leadership team.
J. Scott Neal advised the company on February 16, 2026 of his intent to retire, effective immediately, and will advise through March 2026
Don Clark was appointed chief merchandising officer on February 16, 2026, with over 25 years of CPG and retail merchandising experience
Clark will report to Nick Konat, president and chief operating officer, and oversee perishable, non-perishable and merchandise operations
Amanda Rassi was appointed to the new chief customer officer role, also reporting to Konat, overseeing marketing, loyalty, eCommerce and consumer insights
First Solar entered a five-year, $1.5 billion senior unsecured revolving credit facility with JPMorgan Chase Bank as administrative agent, dated February 13, 2026. The company voluntarily terminated its existing senior secured revolver dated June 30, 2023 at the same time, and the collateral securing that prior facility was released. The new facility's terms, including covenants capping net leverage at 3.50 to 1.00 and requiring interest coverage of at least 3.00 to 1.00, will govern the company's borrowing capacity going forward.
Facility size: $1.5 billion aggregate principal, with a $450 million sub-limit for letters of credit
Pricing before an investment grade ratings trigger: Term SOFR plus 1.000% to 1.500% based on net leverage
Covenants: net leverage not to exceed 3.50 to 1.00; interest coverage of at least 3.00 to 1.00
Existing senior secured revolving credit agreement dated June 30, 2023 terminated; collateral released
Paycom's Board appointed Shane Hadlock as President on February 18, 2026, with a title of President and Chief Client Officer, and he will perform the functions of the company's sole principal operating officer. The Board also approved amended and restated bylaws that let the Board or the CEO assign the president's duties, and that broaden the definition of "Principal Competitor" used in advance notice provisions.
Shane Hadlock appointed President on February 18, 2026; his annual base salary was increased to $700,000
Randy Peck, Chief Operating Officer, will report to Hadlock; Chad Richison remains CEO and Chairman
Amended and Restated Bylaws, approved February 18, 2026, change how the president's duties are assigned and define "Principal Competitor" by Board determination (Exhibit 3.1)
YETI Holdings announced that Scott Bomar, previously Senior Vice President of Finance at The Home Depot, will become Senior Vice President, Chief Financial Officer and Treasurer effective February 23, 2026, and will also serve as principal accounting officer. Current CFO Michael McMullen's role ends on the same date; he will serve as a consultant until May 31, 2026, and the filing discloses no financial results.
Scott Bomar's annual base salary is $725,000, with a 2026 short-term incentive target of 100% of base and a long-term incentive target of 250% of base.
Bomar receives a $500,000 sign-on bonus, sign-on RSUs valued at $2,500,000 (time-based) and $1,000,000 (performance-based), and a $100,000 relocation bonus.
Michael McMullen, who was informed on February 13, 2026 that his role would end, will receive Senior Leadership Severance Benefits Plan benefits and consulting fees of $10,000 per month, $30,000 in total, through May 31, 2026.
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.