1,796 material Form 8-K filings that 1,448 companies we cover made with the SEC in May 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).
ON Semiconductor completed a private offering of $1.5 billion of 0% Convertible Senior Notes due 2031 on May 11, 2026, including $200 million from the full exercise of the initial purchasers' option. The company used about $331.9 million of net proceeds to repurchase about 3.1 million common shares, and the filing says the notes may dilute shareholders only if converted, with hedge transactions expected to reduce that dilution.
Offering of $1.5 billion of 0% Convertible Senior Notes due May 1, 2031; net proceeds about $1,472.9 million
Initial conversion price about $161.30 per share; maximum of 14,181,600 shares issuable on conversion
About $331.9 million used to repurchase about 3.1 million shares; about $70.7 million cost of convertible note hedges, partly offset by warrant sales
Sezzle's subsidiary entered an amended and restated $300 million senior secured asset-based revolving credit facility maturing May 7, 2029, which replaces its prior facility. The company says the new terms lower its cost of capital, and the filing shows $153.5 million outstanding under the prior facility was carried forward into the new one. The facility includes restrictive covenants, and an amendment to the company's limited guaranty sets conditions and caps on dividends and share repurchases.
Facility size of $300 million, with an option to increase capacity by an additional $75 million; maturity date May 7, 2029.
Interest rate of 3-month Term SOFR plus 3.86%, with a 2.00% SOFR floor; the press release cites a prior spread of 6.75%.
$153.5 million outstanding under the prior facility was carried into the new facility, with no amounts repaid at closing.
Dividends and buybacks are permitted only if trailing twelve-month consolidated net income is positive, capped at $75 million plus 50% of net income after May 7, 2026.
International Seaways entered into an equity distribution agreement allowing it to sell up to $200 million of common stock through four sales agents over time. The company says it has not sold any shares under the agreement yet, and it replaces a prior $100 million program that was terminated without any sales.
Aggregate gross sales price of up to $200,000,000 in at-the-market offerings
Sales agents are BTIG, B. Riley Securities, Clarksons Securities and Fearnleys Securities; each receives commissions of up to 3.0% of gross sales price
No shares sold as of the filing date; the company may suspend or terminate the agreement at any time
Prior $100,000,000 program with Evercore and Jefferies, dated December 20, 2023, was terminated effective May 11, 2026
Hilton's indirect subsidiary Hilton Domestic Operating Company issued $1 billion of 5.500% Senior Notes due September 15, 2031, at 100% of par on May 11, 2026. The company said $450 million of the proceeds will repay borrowings under the issuer's senior secured revolving credit facility, with the remainder for general corporate purposes. The filing does not report earnings or guidance, so the effect on shareholders depends on how the added debt is used over time.
Principal amount: $1 billion; issued at 100% of par with a 5.500% annual coupon
Interest paid semi-annually on May 15 and November 15, starting November 15, 2026
$450 million of proceeds used to repay senior secured revolving credit facility borrowings
Hilton Worldwide Holdings and its parent entity guarantee the notes on a senior unsecured basis
Booking Holdings sold €1.9 billion of senior unsecured notes in three tranches, under an underwriting agreement dated May 5, 2026. The notes add fixed-rate debt that the company must repay at maturity and pay interest on each year. The filing does not state how the company plans to use the proceeds.
€600 million of 3.500% notes mature May 11, 2030; €700 million of 4.000% notes mature May 11, 2034; €600 million of 4.500% notes mature May 11, 2039
Interest is payable annually on May 11 of each year, beginning May 11, 2027
Underwriters are Citigroup Global Markets Limited, Deutsche Bank AG, Goldman Sachs & Co. LLC and J.P. Morgan Securities plc
The notes are general senior unsecured obligations that rank equally with the company's other senior unsecured obligations
On May 11, 2026, Alphabet closed concurrent public offerings of €9 billion in euro-denominated senior notes and C$9.5 billion in Canadian dollar-denominated senior notes under its Form S-3 shelf registration. The filing adds new long-term debt across maturities from 2030 to 2063, with coupons from 3.200% to 5.000%. The filing does not state the use of proceeds.
Euro Notes: six tranches totaling €9 billion, with coupons from 3.200% (due 2030) to 4.800% (due 2063).
Canadian Notes: four tranches with coupons from 3.650% (due 2031) to 5.000% (due 2056), stated in the filing as C$9.5 billion in aggregate.
Notes were issued under an indenture dated February 12, 2016, with The Bank of New York Mellon Trust Company, N.A. as trustee.
Vernal Capital Acquisition Corp., a blank check company with no target business named in the filing, closed its initial public offering of 10,000,000 units at $10.00 per unit on May 7, 2026, for gross proceeds of $100,000,000. A private placement of 251,250 units to its sponsors raised $2,512,500 at the same time, and $100,500,000 of the net proceeds was placed in a trust account that generally cannot be released until a business combination or redemption of public shares.
10,000,000 units sold at $10.00 each, for gross proceeds of $100,000,000, closed May 7, 2026
251,250 private placement units sold to the sponsors for $2,512,500
$100,500,000 ($10.05 per unit sold in the public offering) placed in trust with Continental Stock Transfer & Trust Company
Underwriter option to buy up to 1,500,000 additional units for 45 days; the amended charter became effective May 5, 2026
Plutonian Acquisition Corp II said underwriters partially exercised their over-allotment option for 750,000 additional units, with the closing on May 5, 2026 generating $7.5 million in gross proceeds. The company said a total of $108,037,500, or $10.05 per unit, from the IPO, option units and private placements was placed in a trust account, and the filing lists the redemption value per Class A share at $10.05.
Over-allotment: 750,000 additional units at $10.00 per unit, $7.5 million gross, closed May 5, 2026
Private placement: 7,800 Private Placement Units sold to the Sponsor at $10.00 per unit, $78,000 gross
Trust account: $108,037,500 ($10.05 per Unit) placed with Continental Stock Transfer & Trust as trustee
Side letter dated May 4, 2026 waived the remaining 750,000 over-allotment units; 187,500 Class B ordinary shares were forfeited
Credit Acceptance closed a $450.0 million asset-backed, non-recourse secured financing on May 5, 2026, backed by consumer loans of about $562.6 million conveyed to a special purpose entity. The company says the proceeds will repay higher-cost debt and fund general corporate purposes, with an expected average annualized cost of about 5.2%. The filing says the debt is non-recourse to the company apart from limited repurchase and indemnification obligations, so it does not directly add to the company's own liability beyond those terms.
Three note classes totaling $450.0 million: Class A $248.75 million (4.65%), Class B $91.32 million (4.96%), Class C $109.93 million (5.28%)
Expected average annualized cost of about 5.2% including upfront fees and other costs
Revolving period of 24 months, then amortization based on cash flows on the conveyed loans
Company receives 4.0% of cash flows from the underlying loans as a servicing fee
Verizon said its subsidiaries are offering to exchange 11 series of outstanding debt securities for new Verizon Communications Inc. notes with the same economic terms, and are soliciting consents to amend the indentures to eliminate certain restrictive covenants. The filing also discloses separate cash tender offers for 20 series of notes, so the exchange and tender offers are distinct transactions. The filing states no earnings or guidance figures, and the exchange terms are set out in the offering documents.
Exchange offers cover 11 series of Old Notes issued by Verizon subsidiaries, including Frontier Florida LLC, Frontier North Inc., Alltel Corporation, and several Verizon operating companies.
Eligible Holders who tender by 5:00 p.m. New York City time on June 1, 2026 receive a Total Consideration that includes a $50 Early Participation Payment per $1,000 principal amount, plus a $1 cash Consent Payment per $1,000.
Exchange offers expire June 16, 2026, with settlement expected June 22, 2026 unless extended.
Separate cash tender offers for 20 series of notes were launched the same day under a May 11, 2026 Offer to Purchase and Consent Solicitation Statement.
Shreya Acquisition Group, a blank check company, closed its initial public offering of 11,000,000 units at $10.00 per unit on May 8, 2026, generating gross proceeds of $110 million. The filing says $110 million from the IPO and a private placement was deposited in a trust account for public shareholders, and three independent directors were appointed to the board.
IPO closed May 8, 2026: 11,000,000 units at $10.00 each, including 1,000,000 units from a partial exercise of the over-allotment option
Private placement of 191,750 units to the sponsor, Thews (Mauritius) Limited, for total proceeds of $1,917,500
Trust account holds $110,000,000 from the IPO and private placement, including $600,000 in deferred underwriting commissions
Sanjeev Sharma, Sagar Ravi Bhavsar and Andre Chung Shui appointed as independent directors on May 8, 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.