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).
Ring Energy, Inc. entered into an underwriting agreement on May 12, 2026, with Mizuho Securities USA LLC, BofA Securities, Inc. and Raymond James & Associates, Inc. as representatives of the underwriters for its previously announced offering of 44,444,445 shares of common stock. The underwriters also received a 30-day option to buy up to 6,666,666 additional shares, which would add to the share count if exercised. The filing does not state the offering price or the proceeds, so shareholders cannot yet gauge the size of the dilution or the capital raised.
Underwritten offering of 44,444,445 shares of common stock, under an underwriting agreement dated May 12, 2026
Underwriters hold a 30-day option to purchase up to 6,666,666 additional shares
Offering was made under a Form S-3 shelf registration (File No. 333-283978), effective January 10, 2025
Filing does not disclose offering price or net proceeds
CH4 Natural Solutions Corporation disclosed that the underwriter of its May 4, 2026 initial public offering partly exercised its over-allotment option, buying 2,000,000 additional units on May 8, 2026 for $20 million in gross proceeds. A total of $220 million, including $6.6 million of deferred underwriting commissions, was placed in a trust account, and an unaudited balance sheet as of May 8, 2026 reflecting these proceeds is included as Exhibit 99.1.
IPO of 20,000,000 units closed May 4, 2026, with each unit sold at $10.00.
Underwriter bought 2,000,000 option units on May 8, 2026, generating $20 million in gross proceeds.
Trust account holds $220 million, including $6.6 million of deferred underwriting discounts and commissions.
Unaudited balance sheet as of May 8, 2026 shows total assets of $221.9 million on a pro forma basis, with total shareholders' deficit of $13.8 million.
Tyler Technologies closed a $1,437,500,000 offering of 0.50% convertible senior notes due July 15, 2031, including the full exercise of the initial purchasers' option. The company used about $320.7 million of the net proceeds to repurchase 1,026,900 shares and about $187.2 million to fund capped call transactions, which raise the effective conversion price to about $655.77 per share. The filing says the capped calls are expected to reduce potential dilution to shareholders, but the notes add $1.44 billion of debt.
Notes: $1,437,500,000 principal, 0.50% interest, maturing July 15, 2031, issued May 14, 2026
Initial conversion price about $405.94 per share, a premium of about 30% over the $312.27 closing price on May 11, 2026
About $320.7 million of net proceeds used to repurchase 1,026,900 shares; CEO Lynn Moore cited about 2.1 million shares repurchased year to date for about $667 million
Net proceeds about $1,408.1 million; about $187.2 million used for capped call transactions
On May 11, 2026, Greif's U.S. subsidiaries replaced their $275 million receivables financing facility, which was set to mature May 15, 2026, with a $200 million facility led by PNC Bank, National Association, as agent. The filing says the prior facility was terminated by mutual consent with no material early termination penalty, and that the new facility's commitment termination date is May 11, 2027. The new facility is smaller than the one it replaced, and the company has guaranteed the subsidiaries' performance under it.
Fourth Amended and Restated Transfer and Administration Agreement dated May 11, 2026, with PNC Bank, National Association, provides for a $200 million Receivables Facility.
Existing Third Amended and Restated Transfer and Administration Agreement with Bank of America, N.A., provided for a $275 million facility; it was terminated May 11, 2026, with obligations satisfied by the new facility.
Commitment termination date is May 11, 2027; Greif Funding may terminate at any time on five days' prior written notice.
Facility bears variable interest tied to SOFR or a base rate plus a margin, payable monthly, and is secured by certain U.S. trade receivables.
MAIA Biotechnology suspended sales of its common stock under an at-the-market offering agreement with H.C. Wainwright & Co. and gave notice that it is terminating the agreement, effective seven business days after May 14, 2026. Under the program, the company has sold 3,116,012 shares for gross proceeds of approximately $5,680,924 since the March 28, 2025 prospectus supplement covering up to $11,200,000. The filing does not give a reason for the termination, and ending the program means the company will no longer sell new shares through this channel.
Agreement dated February 14, 2024, with H.C. Wainwright & Co., LLC; sales suspended May 14, 2026
Termination effective seven business days after May 14, 2026
Shares sold under the program: 3,116,012 for gross proceeds of approximately $5,680,924
Prospectus supplement dated March 28, 2025 covered up to $11,200,000
Rithm Capital Corp. closed a private offering of $500 million in 8.500% senior unsecured notes due June 1, 2031, on May 14, 2026. The company intends to use the net proceeds for general corporate purposes, which may include repaying certain indebtedness, and the notes add to its debt obligations.
Principal amount of $500 million; interest at 8.500% per year, paid semi-annually on June 1 and December 1, starting December 1, 2026
Notes mature June 1, 2031; the company may redeem before June 1, 2028 at a make-whole premium
Indenture requires total unencumbered assets of at least 120% of unsecured indebtedness and includes a 101% repurchase right on a change of control
Trustee is U.S. Bank Trust Company, National Association; the notes are not guaranteed by subsidiaries and have not been registered under the Securities Act
Pinnacle Financial Partners agreed on May 12, 2026 to sell $750 million of 5.596% Fixed Rate / Floating Rate Senior Notes due 2032 to underwriters led by Morgan Stanley, RBC Capital Markets and Goldman Sachs, under an existing shelf registration. The company expects the offering to close on May 19, 2026, subject to customary conditions. The filing does not describe how the proceeds will be used.
Principal amount: $750 million of senior notes due 2032, with a 5.596% fixed rate/floating rate structure
Underwriting Agreement dated May 12, 2026 with Morgan Stanley & Co. LLC, RBC Capital Markets, LLC and Goldman Sachs & Co. LLC as representatives
Expected closing date: May 19, 2026, subject to customary closing conditions
Gemini agreed on May 14, 2026 to sell 7,142,857 Class A shares at $14.00 each, for $100.0 million, to Winklevoss Capital Fund, LLC, its largest existing stockholder, and closed the private placement the same day. The fund paid in about 1,258 Bitcoin, and the filing says the fund is controlled by Cameron and Tyler Winklevoss, whom it identifies as the Company's President and Chief Executive Officer, respectively, and who are also directors, so the sale is a related-party issuance that adds new shares. The 8-K also reports Q1 2026 results, but the revenue and profit figures appear only in the earnings release (Exhibit 99.3), which was not included in the filing text provided.
Private placement of 7,142,857 Class A shares at $14.00 per share, for aggregate proceeds of $100.0 million, closed May 14, 2026
Purchaser paid with approximately 1,258 Bitcoin; the filing says the purchaser is controlled by Cameron and Tyler Winklevoss, who are also directors
Registration rights amended so the shares are registrable; the Form S-3 demand threshold was lowered from $75.0 million to $50.0 million
Q1 2026 earnings release issued May 14, 2026; earnings call set for May 15, 2026 at 8:30 a.m. E.T.
Valley National Bancorp completed the sale of $500 million of 6.219% fixed-to-floating rate subordinated notes due June 1, 2036, on May 14, 2026. The company estimates net proceeds of about $494.1 million and intends to use the proceeds to redeem its $300 million 3.00% notes due 2031, which it will redeem in full on June 15, 2026 at par plus accrued interest.
Notes priced at $500 million, 6.219% fixed until June 1, 2031, then three-month term SOFR plus 243 basis points
Estimated net proceeds of approximately $494.1 million after underwriting discounts and expenses
Company will redeem its $300 million 3.00% subordinated notes due 2031 in full on June 15, 2026 at 100% of principal plus accrued interest
Notes are intended to qualify as Tier 2 capital for regulatory purposes
Fortive completed an underwritten offering of $600 million of 4.750% notes due 2031 and $500 million of 5.250% notes due 2036, both dated May 14, 2026. The company plans to use the net proceeds mainly to refinance debt, including repaying at maturity its 3.150% senior notes due June 15, 2026.
$600 million of 4.750% notes mature May 15, 2031; $500 million of 5.250% notes mature May 15, 2036
Proceeds are intended to refinance indebtedness, including the 3.150% senior notes due June 15, 2026, plus related fees and general corporate purposes
Interest is paid semi-annually from November 15, 2026; a change of control plus rating event triggers an offer to repurchase at 101% of principal
Par Petroleum, a wholly owned subsidiary of Par Pacific Holdings, closed a $500 million private placement of 7.375% senior notes due 2034 and entered into a New ABL revolving credit facility of up to $1.8 billion maturing May 14, 2031. The company said it used the notes proceeds, cash on hand and ABL borrowings to repay and terminate Par Petroleum's term loan due 2030. The filing contains no earnings or guidance figures, so the changes mainly affect the company's debt structure and maturities.
Notes: $500 million of 7.375% senior unsecured notes due June 1, 2034, sold in a private placement
New ABL: up to $1.8 billion senior secured revolver, with a $500 million incremental facility subject to lender commitments, maturing May 14, 2031
Proceeds, cash on hand and ABL borrowings were used to repay all of the term loan due 2030 and terminate it
Verizon closed the sale of $4 billion of junior subordinated notes on May 14, 2026, split evenly between two series. The filing is administrative: it files the note forms as exhibits to an existing Form S-3 shelf registration effective August 29, 2025.
$2 billion of 6.050% Fixed-to-Fixed Rate Junior Subordinated Notes due 2058 sold
$2 billion of 6.200% Fixed-to-Fixed Rate Junior Subordinated Notes due 2056 sold
Notes sold under purchase agreement with BNP Paribas, Goldman Sachs, J.P. Morgan, Morgan Stanley, Wells Fargo and others
Academy, Ltd., a subsidiary of Academy Sports and Outdoors, closed a $500 million private placement of 5.875% senior secured notes due 2031 on May 14, 2026. Proceeds will redeem its 2027 senior secured notes, prepay its $400 million term loan, and fund fees and general corporate purposes, and the company also amended its ABL credit facility to extend its maturity to May 14, 2031.
$500 million of 5.875% senior secured notes due May 15, 2031, issued May 14, 2026 in a private placement
Proceeds used to redeem all outstanding senior secured notes due 2027 and prepay all amounts under the $400 million term loan with UBS AG, Stanford Branch
ABL credit facility maturity extended to May 14, 2031 under an amendment with JPMorgan Chase Bank, N.A. as administrative agent
MGM China Holdings Limited, a consolidated subsidiary of MGM Resorts International, issued $750 million of 6.25% senior notes due 2033 on May 13, 2026, under an indenture with Wilmington Savings Fund Society, FSB, as trustee. The company expects about $739.9 million in net proceeds to repay part of its revolving credit facility and for general corporate purposes, and the filing describes the debt as a new direct financial obligation.
Principal: $750 million aggregate, 6.25% senior notes due 2033, issued May 13, 2026
Estimated net proceeds: approximately $739.9 million after fees and expenses
Use of proceeds: repay a portion of revolving credit facility borrowings and general corporate purposes
Interest payable in cash on May 15 and November 15, beginning November 15, 2026
Sixth Street Specialty Lending closed a $300 million offering of 5.650% unsecured notes maturing August 15, 2031, under a Third Supplemental Indenture dated May 14, 2026. The company expects to use the proceeds to pay down its revolving credit facility and for general corporate purposes, including new investments. The filing adds a fixed-rate debt obligation to the company's balance sheet, with interest paid semiannually starting February 15, 2027.
Principal amount: $300 million of 5.650% notes due August 15, 2031
Interest payable semiannually on February 15 and August 15, starting February 15, 2027
Proceeds expected to repay revolving credit facility debt and fund general corporate purposes, including new investments
Offering closed May 14, 2026, after underwriting agreement with BofA Securities dated May 7, 2026
American Electric Power entered forward sale agreements tied to 23,543,308 common shares sold by underwriters, including an option exercised in full on May 13, 2026. The forward sale price starts at $124.968 per share, and the company expects settlement on or before May 31, 2028. Shareholders should note the company will only receive proceeds if it elects physical settlement, and share issuance could dilute earnings per share.
Forward sale agreements cover 20,472,442 shares signed May 12, 2026, plus 3,070,866 additional shares after the underwriters' option was exercised in full on May 13, 2026
Initial forward sale price is $124.968 per share, subject to a floating interest rate factor and dividend-related reductions
Company expects settlement on or before May 31, 2028, and may choose cash or net share settlement instead of physical delivery
Forward purchasers can accelerate settlement in certain events, which could require share issuance irrespective of the company's capital needs
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, raising $110,000,000 that was placed in a trust account. The filing states the company has not yet identified a target business and has 12 months, which can be extended, to complete a business combination, or it must redeem public shares from the trust.
11,000,000 units sold at $10.00 each on May 8, 2026, including 1,000,000 units from a partial over-allotment exercise
Private placement of 191,750 units to the sponsor for $1,917,500
$110,000,000 placed in a trust account with Continental Stock Transfer & Trust Company
Audited balance sheet as of May 8, 2026 shows total assets of $110,847,007 and no operating revenue
Entergy Texas, Inc. entered into an underwriting agreement on May 11, 2026 to sell $425 million of First Mortgage Bonds, 5.20% Series due June 15, 2036, and the sale closed on May 14, 2026. The bonds were issued under an effective shelf registration statement on Form S-3, and the filing is a routine debt financing that adds to the company's long-term debt.
Principal amount: $425,000,000 of First Mortgage Bonds, 5.20% Series due June 15, 2036
Underwriting agreement dated May 11, 2026; sale closed May 14, 2026
Offered under Form S-3 Registration Statement (File No. 333-289302-01), effective upon filing
Filing includes officer's certificate and legal opinions from Morgan, Lewis & Bockius LLP and Husch Blackwell LLP
Cabot Corporation entered into a $1.3 billion unsecured revolving credit agreement on May 12, 2026, maturing May 12, 2031, and used it to terminate its existing $1 billion and EUR 300 million revolving credit agreements, both scheduled to mature August 6, 2027. The filing does not report any drawn balance or change in debt levels, so the effect on shareholders is a larger, longer-dated credit line with covenants that include a leverage test.
New $1.3 billion unsecured revolver dated May 12, 2026, matures May 12, 2031, for general corporate purposes in multiple currencies
Margin of 0.68% to 1.20% over benchmark rates, depending on the Company's credit ratings
Leverage covenant caps net debt at 3.75 to 1.00 of trailing four-quarter EBITDA, rising to 4.25 to 1.00 after a material acquisition
Terminated the $1 billion revolver with JPMorgan Chase and the EUR 300 million revolver with PNC Bank, both scheduled to mature August 6, 2027
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.