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8-K filings in May 2026, explained

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).

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Vernal Capital Acquisition closes $100 million IPO; $100.5 million placed in trust

Neutral financing Written later 8.01

Vernal Capital Acquisition Corp. completed its initial public offering of 10,000,000 units on May 7, 2026, at $10.00 per unit for gross proceeds of $100 million, and deposited $100.5 million into a U.S. trust account. The company's auditor included a going concern paragraph, stating that substantial doubt exists about its ability to continue unless it completes a business combination within 15 months of the IPO closing.

  • IPO of 10,000,000 units at $10.00 per unit on May 7, 2026, generating $100,000,000 in gross proceeds
  • Private placement of 251,250 units to sponsors Vernal One Limited and Xesse Ventures Limited, generating $2,512,500, with no underwriting discounts paid
  • $100,500,000 ($10.05 per public unit) held in trust with Continental Stock Transfer & Trust Company
  • Auditor cited substantial doubt about going concern; the filing states the company has until August 7, 2027 to complete a business combination, absent an extension
Read the filing on SEC.gov ↗
LUMNLumen Technologies, Inc. May 13, 9:45 PM ET

Lumen unit repriced $2.4 billion term loan at SOFR plus 2.75%, maturing March 2032

Neutral financing Written later 1.012.03

Level 3 Financing, an indirect Lumen subsidiary, refinanced its secured term B-4 loans and amended its credit agreement on May 13, 2026, reducing pricing on a $2.4 billion term loan that matures March 27, 2032. The filing does not state the size of the rate cut, and Lumen's parent guarantee on the facility is unsecured and releasable at the company's discretion.

  • Term loan of $2.4 billion outstanding immediately after the refinancing, with no scheduled amortization
  • Interest at SOFR plus 2.75% or base rate plus 1.75%, with a 0.00% SOFR floor
  • Matures March 27, 2032; prepayment within six months of May 13, 2026 for a repricing carries a 1.00% premium
  • Bank of America, N.A. to automatically succeed Wilmington Trust, National Association as administrative agent within 180 days
Read the filing on SEC.gov ↗
OKLOOklo Inc. May 13, 5:22 PM ET

Oklo files new $1 billion at-the-market share sale program, replacing $1.5 billion prior program

Neutral financing Written later 1.011.02

Oklo entered a new equity distribution agreement allowing it to sell up to $1 billion of Class A common stock through an at-the-market program with nine sales agents, and terminated its prior December 2025 program, which had a $1.5 billion capacity. The company reported that under the prior program it sold 15,774,224 shares for gross proceeds of about $1,499,867,429, so the new program would allow further share issuance that could dilute existing shareholders.

  • New Sales Agreement dated May 13, 2026 covers up to $1,000,000,000 in aggregate gross sales proceeds of Class A common stock.
  • Sales agents may be paid commissions of up to 1.5% of the gross sales price per share sold.
  • Prior Sales Agreement, dated December 4, 2025, was terminated effective close of business May 13, 2026, with no termination penalties.
  • Under the prior agreement, Oklo sold 15,774,224 shares for gross proceeds of about $1,499,867,429.
Read the filing on SEC.gov ↗
VTVTvTv Therapeutics Inc. May 13, 5:20 PM ET

vTv Therapeutics expands at-the-market share sale program to full amount under ATM

Neutral financing Written later 8.01

On May 13, 2026, vTv Therapeutics filed a prospectus supplement to increase the number of Class A common shares offered under its previously announced at-the-market (ATM) sales program to the full amount provided for under that program. The company also filed a Dechert LLP legal opinion on the legality of the shares issuable under the program, incorporated into its effective Form S-3 shelf registration statement.

  • Prospectus supplement filed May 13, 2026 raises Class A common stock offered under the ATM Program to the full amount provided for.
  • Dechert LLP legal opinion on the legality of the shares is filed as Exhibit 5.1.
  • The filing does not state the number of shares or the dollar amount involved.
Read the filing on SEC.gov ↗
AYIACUITY INC. (DE) May 13, 5:13 PM ET

Acuity enters $800 million unsecured revolving credit facility maturing May 2031

Neutral financing Written later 1.012.03

Acuity Inc. entered into a new credit agreement on May 8, 2026, providing an unsecured revolving credit facility with an initial maximum availability of $800 million that matures in May 2031. The new agreement replaces the company's existing credit agreement dated June 30, 2022, and includes a maximum leverage ratio covenant of 3.75 to 1.00, which can temporarily rise to 4.25 to 1.00 in connection with certain material acquisitions.

  • Unsecured revolving credit facility with initial maximum availability of $800 million, maturing May 2031
  • Agreement dated May 8, 2026, with JPMorgan Chase Bank, N.A. as administrative agent
  • Maximum leverage ratio covenant of 3.75 to 1.00, temporarily increasable to 4.25 to 1.00 for certain material acquisitions
  • Replaces the existing credit agreement dated June 30, 2022
Read the filing on SEC.gov ↗
CVMCEL SCI CORP May 13, 4:44 PM ET

CEL-SCI closes $7.2 million offering of 6 million shares at $1.20 each

Mixed financing Written later 1.018.01

CEL-SCI Corporation sold 6,000,000 common shares at $1.20 per share under a registered offering with ThinkEquity as placement agent, for gross proceeds of approximately $7.2 million before placement fees and expenses. The offering closed on May 13, 2026, and the company plans to use the net proceeds for Multikine development, general corporate purposes and working capital. The sale adds 6,000,000 shares to the company's common stock outstanding, which dilutes existing shareholders.

  • 6,000,000 shares sold at $1.20 per share; agreement entered May 11, 2026; offering closed May 13, 2026
  • Gross proceeds approximately $7.2 million, before placement agent fees and offering expenses
  • Placement agent cash fee of 7.0% of gross proceeds, plus expense reimbursement up to $150,000
  • Company agreed not to issue additional shares for 30 days from May 13, 2026; directors and officers agreed to a 45-day lock-up from May 11, 2026
Read the filing on SEC.gov ↗
MHKMOHAWK INDUSTRIES INC May 13, 4:31 PM ET

Mohawk Industries signs $1.5 billion unsecured credit facility, replacing 2019 credit agreement

Neutral financing Written later 1.012.03

Mohawk Industries entered a new $1.5 billion unsecured revolving credit facility on May 12, 2026, and used it to repay and terminate its existing credit agreement with Wells Fargo as administrative agent. The new facility matures May 12, 2031, with options to extend, and includes a $600 million accordion feature that is subject to conditions. For shareholders, the filing shows a refinancing of the company's bank credit line on the terms stated, with no revenue, profit or guidance figures included.

  • New unsecured revolving credit commitments of up to $1.5 billion, with a $125 million letter of credit sublimit and $150 million swingline sublimit
  • Scheduled maturity on May 12, 2031, with options to extend twice for periods up to five years each
  • Interest priced at Term SOFR plus 0.750% to 1.250%, and the company must keep a Consolidated Interest Coverage Ratio of at least 3.50 to 1.00
  • JPMorgan Chase Bank, N.A. and J.P. Morgan SE named as administrative agents, replacing Wells Fargo Bank, National Association
Read the filing on SEC.gov ↗
LVSLAS VEGAS SANDS CORP May 13, 4:09 PM ET

Las Vegas Sands sells $1.0 billion of senior notes to refinance August 2026 debt

Neutral financing Written later 1.012.03

Las Vegas Sands completed a $1.0 billion underwritten offering of two unsecured senior note series, $500 million of 5.300% notes due 2031 and $500 million of 5.650% notes due 2033. The company plans to use the proceeds, with cash on hand, to redeem in full its $1.0 billion of 3.500% senior notes due August 2026, which adds new long-term debt while replacing near-term debt.

  • $500 million of 5.300% senior notes mature May 15, 2031; interest is payable semi-annually from November 15, 2026
  • $500 million of 5.650% senior notes mature May 18, 2033; interest is payable semi-annually from November 18, 2026
  • Proceeds, with cash on hand, are intended to redeem the $1.0 billion of 3.500% senior notes due August 2026 in full
  • The notes are unsecured, rank equally with other unsecured obligations, and are not guaranteed by subsidiaries
Read the filing on SEC.gov ↗
LINLINDE PLC May 13, 4:01 PM ET

Linde issues €1.6 billion in euro notes across 2028, 2030 and 2036 maturities

Neutral financing Written later 8.01

Linde plc issued three series of euro-denominated notes on May 13, 2026, totaling €1.6 billion in net proceeds after manager fees. The company said the proceeds will fund general corporate purposes, and the filing describes a new issuance under its €25 billion European debt program.

  • Issued €600 million Floating Rate Notes due 2028, €500 million 3.200% Notes due 2030 and €500 million 3.800% Notes due 2036
  • Net proceeds of approximately €1,595 million after fees to the managers, before other offering expenses
  • Notes were admitted to the Luxembourg Stock Exchange, and the program base prospectus is dated May 4, 2026
Read the filing on SEC.gov ↗

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.