AI filing briefs · archive

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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SNDKSandisk Corp May 14, 8:10 PM ET

Sandisk Urges Holders to Reject Tutanota's Below-Market $1,150 Mini-Tender Offer

Neutral shareholder Written later 8.01

Sandisk said it does not endorse an unsolicited mini-tender offer by Tutanota LLC to buy up to 100,000 shares at $1,150.00 per share and recommended that stockholders not tender. The company said the offer is not affiliated with Sandisk and that its price is conditioned on the closing price exceeding $1,150.00, meaning tendering holders could receive a below-market price unless Tutanota waives the condition.

  • Tutanota offer: up to 100,000 shares at $1,150.00 per share, less than 0.07% of common stock as of April 24, 2026
  • Offer expires 5:00 p.m. Eastern Time, Wednesday, May 20, 2026, unless extended by Tutanota
  • Stockholders who already tendered may withdraw shares before expiration under the offering documents
Read the filing on SEC.gov ↗
COFCAPITAL ONE FINANCIAL CORP May 14, 5:32 PM ET

Capital One April 2026 domestic card net charge-off rate was 4.94%, 30+ day delinquencies 3.44%

Neutral other Written later 7.01

Capital One furnished its monthly charge-off and delinquency metrics for the month ended April 30, 2026, in Exhibit 99.1 of a Form 8-K filed May 14, 2026. The domestic credit card book recorded $1,042 million of net charge-offs, a 4.94% annualized rate, and $8,781 million of 30+ day performing delinquencies, a 3.44% rate. The filing contains no prior-period comparison, so it does not show whether these credit measures improved or worsened.

  • Domestic credit card net charge-offs of $1,042 million for April 2026, a 4.94% annualized rate on average loans of $253,124 million
  • Domestic credit card 30+ day performing delinquencies of $8,781 million, a 3.44% rate on period-end loans of $255,320 million
  • Consumer Banking auto net charge-off rate of 1.20% and nonperforming loan rate of 0.55%, with auto 30+ day delinquency rate of 4.02%
Read the filing on SEC.gov ↗
REIRING ENERGY, INC. May 14, 5:22 PM ET

Ring Energy signs underwriting deal for 44,444,445-share common stock offering

Neutral financing Written later 8.01

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
Read the filing on SEC.gov ↗
CVMCEL SCI CORP May 14, 5:16 PM ET

CEL-SCI signs Saudi Arabia Multikine distribution deal with Amarox, 50/50 revenue share

Neutral product/contract Written later 1.01

CEL-SCI entered a strategic partnership, distribution, and revenue sharing agreement with Amarox covering regulatory affairs, marketing, and potential commercialization of Multikine for head and neck cancer in Saudi Arabia. The companies will share net revenue from Saudi sales 50%/50%, but the filing gives no dollar amounts, and Multikine is not yet approved for sale in any market.

  • Agreement announced May 11, 2026; 8-K dated May 14, 2026
  • Net revenue from Multikine sales in Saudi Arabia to be shared 50%/50%, with the revenue share tied to receipt of Breakthrough Medicine Designation from the SFDA
  • Amarox to act as local regulatory representative and to become exclusive commercial distributor upon SFDA approval, with an optional extension to GCC countries
Read the filing on SEC.gov ↗
MTNECH4 Natural Solutions Corp May 14, 5:16 PM ET

CH4 Natural Solutions partial over-allotment adds $20 million; trust account totals $220 million

Neutral financing Written later 8.01

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.
Read the filing on SEC.gov ↗
TYLTYLER TECHNOLOGIES INC May 14, 5:13 PM ET

Tyler Technologies issues $1.44 billion in 0.50% convertible notes due 2031

Neutral financing Written later 1.012.033.028.01

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
Read the filing on SEC.gov ↗
GEFGREIF, INC May 14, 5:09 PM ET

Greif replaces $275 million receivables facility with $200 million PNC facility

Neutral financing Written later 1.011.022.032.04

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.
Read the filing on SEC.gov ↗

Martin Marietta shareholders elect 10 directors and approve stock-based award plan

Neutral shareholder Written later 5.025.07

At its annual meeting on May 14, 2026, Martin Marietta shareholders elected all ten director nominees to one-year terms and approved the Amended and Restated Stock-Based Award Plan, which the board adopted on February 19, 2026. Shareholders also ratified PricewaterhouseCoopers LLP as auditor for 2026 and approved, on an advisory basis, the compensation paid to named executive officers.

  • Ten directors elected to one-year terms; Dorothy M. Ables drew the most votes against at 2,225,718
  • Stock-based award plan approved with 51,804,036 votes for and 592,460 against
  • Advisory vote on executive compensation approved with 51,322,167 votes for and 960,974 against
  • Quorum of 54,913,555 of 60,256,208 eligible shares (91%) was present at the meeting
Read the filing on SEC.gov ↗
MAIAMAIA Biotechnology, Inc. May 14, 5:02 PM ET

MAIA Biotechnology ends at-the-market stock sales agreement with H.C. Wainwright

Neutral financing Written later 1.02

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
Read the filing on SEC.gov ↗
RITMRithm Capital Corp. May 14, 4:48 PM ET

Rithm Capital closes $500 million 8.500% senior notes due 2031

Neutral financing Written later 1.012.03

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
Read the filing on SEC.gov ↗

Pinnacle Financial Partners sells $750 million of 5.596% senior notes due 2032

Neutral financing Written later 1.01

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
Read the filing on SEC.gov ↗
GEMIGemini Space Station, Inc. May 14, 4:34 PM ET

Gemini Space Station sells $100.0 million of stock to Winklevoss fund at $14.00 a share

Neutral financing Written later 1.012.023.027.01

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.
Read the filing on SEC.gov ↗
VLYVALLEY NATIONAL BANCORP May 14, 4:33 PM ET

Valley National Bancorp issues $500 million subordinated notes due 2036

Neutral financing Written later 1.012.038.01

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
Read the filing on SEC.gov ↗
FTVFortive Corp May 14, 4:32 PM ET

Fortive completes $1.1 billion notes offering due 2031 and 2036

Neutral financing Written later 1.012.038.01

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
Read the filing on SEC.gov ↗
RNRRENAISSANCERE HOLDINGS LTD May 14, 4:31 PM ET

RenaissanceRe CFO Robert Qutub to retire; Matthew Neuber to succeed him January 1, 2027

Neutral leadership Written later 5.027.01

RenaissanceRe said CFO Robert Qutub and Chief Portfolio Officer Ross Curtis will retire effective December 31, 2026. Matthew Neuber, the company's current Senior Vice President, Senior Financial Officer and Corporate Treasurer, will become Executive Vice President, Chief Financial Officer and Corporate Treasurer on January 1, 2027. The filing contains no financial results, and both retiring executives will stay on as strategic advisors for a transition period.

  • Robert Qutub retires as CFO effective December 31, 2026; he will remain a strategic advisor through December 31, 2027
  • Matthew Neuber, age 40, has been Corporate Treasurer since 2019 and joined the company in 2014
  • Ross Curtis retires as Chief Portfolio Officer effective December 31, 2026; he will advise through June 30, 2027
  • David Marra, Group Chief Underwriting Officer, will oversee Curtis's responsibilities
Read the filing on SEC.gov ↗

Blue Water Acquisition Corp. IV director Laurent Hermouet resigns from board

Neutral leadership Written later 5.02

Blue Water Acquisition Corp. IV disclosed that director Laurent Hermouet resigned from its Board of Directors, including all committee roles, effective immediately, after notifying the company on May 9, 2026. The filing states the resignation did not arise from any disagreement with the company on its operations, policies or practices, and that the company is searching for a replacement.

  • Laurent Hermouet resigned from the Board and all committee memberships, effective immediately.
  • Notice of resignation was given on May 9, 2026.
  • The filing states no disagreement with the company on operations, policies or practices.
  • The company is actively searching for a replacement director.
Read the filing on SEC.gov ↗
BOOMDMC Global Inc. May 14, 4:31 PM ET

DMC Global stockholders approve 2025 Omnibus Incentive Plan amendment at May 13 meeting

Neutral shareholder Written later 5.025.07

At its 2026 Annual Meeting on May 13, 2026, DMC Global stockholders elected six directors, approved the amended and restated 2025 Omnibus Incentive Plan, approved the non-binding say-on-pay vote, and ratified Ernst & Young LLP as auditor for fiscal 2026. The plan change sets the equity incentive framework for executives and directors, and the filing reports the vote totals for each item.

  • Six directors elected to serve until the 2027 Annual Meeting, including James O'Leary, John R. Doubman, Ruth I. Dreessen, Michael A. Kelly, Ouma Sananikone and Sharon S. Spurlin
  • Amended 2025 Omnibus Incentive Plan approved with 10,587,905 votes for and 1,065,232 against
  • Say-on-pay vote approved with 9,469,670 votes for and 1,525,877 against; Ernst & Young LLP ratified with 17,008,812 votes for and 751,613 against
Read the filing on SEC.gov ↗
MSFTMICROSOFT CORP May 14, 4:28 PM ET

Microsoft appoints Carmine Di Sibio, former EY global chairman and CEO, to board

Neutral leadership Written later 5.02

Microsoft's board appointed Carmine Di Sibio, former global chairman and CEO of EY, as a director effective May 13, 2026, expanding the board to 13 members. The filing describes a board addition with no financial results or operating figures attached, so it has no direct effect on reported performance.

  • Carmine Di Sibio appointed to the board effective May 13, 2026; board expanded to 13 members
  • He will serve on the Audit Committee and Compensation Committee
  • Receives the same director compensation as other non-employee directors, per the 2025 Proxy Statement
  • Microsoft will enter into its standard director indemnification agreement with him
Read the filing on SEC.gov ↗
PARRPAR PACIFIC HOLDINGS, INC. May 14, 4:26 PM ET

Par Pacific closes $500 million senior notes offering, expands ABL to $1.8 billion

Neutral financing Written later 1.012.037.01

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
Read the filing on SEC.gov ↗

RRE Ventures Acquisition to allow separate trading of shares, warrants from May 20

Neutral other Written later 8.01

RRE Ventures Acquisition Corp. said unit holders may begin separately trading its Class A ordinary shares and warrants on May 20, 2026. The company completed its initial public offering of 25,000,000 units on May 1, 2026, and the underwriters forfeited their over-allotment option on May 14, 2026. For shareholders, the filing describes a change in how the shares and warrants trade rather than a change in the company's financial position.

  • Unit holders may elect to separately trade Class A ordinary shares and warrants starting May 20, 2026.
  • Separated shares and warrants will trade on Nasdaq under RREV and RREVW; unseparated units continue as RREVU.
  • IPO of 25,000,000 units completed May 1, 2026; underwriters forfeited over-allotment option on May 14, 2026.
Read the filing on SEC.gov ↗
CWKCushman & Wakefield Ltd. May 14, 4:22 PM ET

Cushman & Wakefield shareholders approve 2026 incentive plan, elect three directors

Neutral shareholder Written later 5.025.07

At its May 14, 2026 annual meeting, Cushman & Wakefield shareholders approved the 2026 Omnibus Share and Cash Incentive Plan, which replaces the company's two prior incentive plans. The plan sets an initial pool of 12,150,000 common shares plus 291,984 shares previously available under the prior plans for awards. Shareholders also elected three directors, appointed KPMG LLP as auditor for 2026, and approved the non-binding say-on-pay vote.

  • 2026 Plan approved with 191,432,616 votes for, 17,159,619 against, 72,337 abstentions and 11,469,542 broker non-votes
  • Initial share pool of 12,150,000 common shares plus 291,984 carried over from the prior plans as of May 14, 2026
  • Say-on-pay approved with 203,900,649 for and 4,706,771 against; future advisory votes will be held annually
  • KPMG LLP appointed as independent auditor for the year ending December 31, 2026, with 218,134,007 votes for
Read the filing on SEC.gov ↗
VZVERIZON COMMUNICATIONS INC May 14, 4:21 PM ET

Verizon closes $4 billion junior subordinated notes sale due 2056 and 2058

Neutral financing Written later 8.01

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
Read the filing on SEC.gov ↗

Academy Sports issues $500 million senior secured notes due 2031 to refinance debt

Neutral financing Written later 1.011.022.037.01

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
Read the filing on SEC.gov ↗
MGMMGM Resorts International May 14, 4:19 PM ET

MGM Resorts' MGM China unit sells $750 million of 6.25% senior notes due 2033

Neutral financing Written later 1.012.03

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
Read the filing on SEC.gov ↗

DFIN names Ken Napolitano chief revenue officer; Craig Clay to leave

Neutral leadership Written later 5.025.078.01

DFIN said Ken Napolitano will join on June 1, 2026 as its first Chief Revenue Officer, with experience scaling commercial organizations in financial data and technology. Craig Clay, President of Global Capital Markets and a named executive officer, is transitioning out of that role and will serve as an advisor through December 31, 2026. At its May 13, 2026 annual meeting, shareholders elected all nine director nominees and approved the advisory executive compensation resolution and the Deloitte & Touche LLP appointment.

  • Ken Napolitano starts June 1, 2026 as Chief Revenue Officer; previously Chief Revenue Officer of Preqin
  • Craig Clay's employment ends December 31, 2026; he receives contractual, previously disclosed payments under the Executive Severance Plan
  • Eric Johnson moves from overseeing Global Investment Companies to a newly created President, Key Accounts role
  • Shareholders approved executive compensation with 22,326,855 for and 486,473 against
Read the filing on SEC.gov ↗

Sixth Street Specialty Lending prices $300 million of 5.650% notes due 2031

Neutral financing Written later 1.012.038.01

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
Read the filing on SEC.gov ↗

Vernal Capital Acquisition Corp. to allow separate trading of shares and rights from May 19, 2026

Neutral shareholder Written later 8.01

Vernal Capital Acquisition Corp., a blank check company, said holders of its units may elect to separately trade ordinary shares and rights starting on or about May 19, 2026. The ordinary shares and rights will trade on the New York Stock Exchange under VECA and VECAR, while units not separated continue to trade as VECAU. The filing is administrative and does not describe a business combination or any change to shareholder economics.

  • Separate trading of ordinary shares (VECA) and rights (VECAR) expected to begin on or about May 19, 2026
  • Units not separated will continue to trade on the NYSE under VECAU
  • Unit holders must have their brokers contact transfer agent Continental Stock Transfer & Trust Company to separate units
Read the filing on SEC.gov ↗

AEP enters forward stock sale agreements covering about 23.5 million shares

Neutral financing Written later 1.018.01

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
Read the filing on SEC.gov ↗
SAGUShreya Acquisition Group May 14, 4:05 PM ET

Shreya Acquisition Group closes $110 million IPO of 11 million units

Neutral financing Written later 8.01

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
Read the filing on SEC.gov ↗
KEYKEYCORP /NEW/ May 14, 4:02 PM ET

KeyCorp authorizes $3.0 billion buyback and holds 2026 annual meeting vote

Neutral shareholder Written later 5.025.078.01

KeyCorp shareholders elected all 14 nominated directors and approved the 2026 Equity Compensation Plan at the May 14, 2026 annual meeting. The company also announced a new share repurchase program of up to $3.0 billion of common shares, which replaces a $1.0 billion authorization that had about $280 million remaining. For shareholders, the buyback is the most significant item, while the new plan raises the annual compensation limit for non-employee directors to $750,000 from $500,000.

  • All 14 director nominees were elected at the May 14, 2026 annual meeting.
  • The 2026 Equity Compensation Plan was approved; it raises the non-employee director annual limit from $500,000 to $750,000.
  • New repurchase authorization of up to $3.0 billion of common shares replaces the $1.0 billion program, which had about $280 million remaining.
  • Quarterly common dividend of $0.205 per share is payable June 15, 2026, to holders of record on June 2, 2026.
Read the filing on SEC.gov ↗

Selective Insurance CIO Joseph Eppers to retire June 2; Vaibhav Kalia named interim

Neutral leadership Written later 5.02

Selective Insurance said Executive Vice President and Chief Investment Officer Joseph O. Eppers will retire effective June 2, 2026, to pursue other career opportunities, and that his decision did not involve any disagreement with the company. Vaibhav Kalia, currently Senior Vice President, Senior Portfolio Manager and Head of Fixed Income, will serve as Interim Chief Investment Officer starting that date. The filing does not name a permanent successor, and it reports no financial results.

  • Joseph O. Eppers notified the company on May 11, 2026, of his intent to retire as Executive Vice President and Chief Investment Officer
  • Retirement is effective June 2, 2026, and the filing says it is not due to any disagreement on strategies, operations, policies or practices
  • Vaibhav Kalia, who joined the company in 2014, will serve as Interim Chief Investment Officer beginning June 2, 2026
  • The filing does not name a permanent Chief Investment Officer
Read the filing on SEC.gov ↗
KGKestrel Group Ltd May 14, 4:01 PM ET

Kestrel Group grants $650,000 performance awards to three top executives

Neutral leadership Written later 5.02

Kestrel Group's Compensation Committee adopted a new performance-based restricted stock agreement and used it to grant fiscal 2026 awards of $650,000 each to Executive Chairman Terry Ledbetter, CEO Bradford Luke Ledbetter, and President and CFO Patrick Haveron. The awards are tied to program services segment EBITDA for January 1 to December 31, 2026, and are forfeited if the threshold is not met, with additional time-based vesting after that. For shareholders, the filing discloses a compensation arrangement linked to segment EBITDA, not a change in leadership.

  • The Committee adopted the Performance Award Agreement on May 8, 2026, and grants were made on May 13, 2026.
  • Each of the three executives received 61,588 performance-based restricted shares, calculated by dividing $650,000 by the 20-day volume weighted average price before the grant date.
  • Vesting depends on program services segment EBITDA over the performance period from January 1, 2026 to December 31, 2026, with one-third vesting after achievement and the rest vesting on the first and second anniversaries.
Read the filing on SEC.gov ↗

Fifth Era Acquisition Corp I CFO Christopher Linn resigns; Christopher Nelson named CFO

Neutral leadership Written later 5.02

Fifth Era Acquisition Corp I (FERA) said Chief Financial Officer Christopher Linn resigned effective immediately on May 8, 2026, and the Board appointed Christopher Nelson as CFO the same day. The filing states Linn's resignation was not due to any disagreement with the company on operations, policies or practices, including financial reporting or accounting.

  • Christopher Linn resigned as CFO on May 8, 2026, effective immediately; the filing says no disagreement with the company was involved
  • Christopher Nelson, age 29, was appointed CFO effective immediately on May 8, 2026
  • Nelson has supported the company's accounting, finance and reporting functions since its IPO and previously held finance roles at Fifth Era Partners beginning in 2021
Read the filing on SEC.gov ↗
RHIROBERT HALF INC. May 14, 3:03 PM ET

Robert Half stockholders approve amended stock incentive plan and vote on eight directors

Neutral shareholder Written later 5.025.07

At its May 13, 2026 annual meeting, Robert Half stockholders approved an amended and restated Stock Incentive Plan, which allows up to 4,500,000 shares to be issued under awards, with about 452,000 shares available for grant as of the effective date. Stockholders also approved executive compensation on an advisory basis and ratified PricewaterhouseCoopers LLP as the independent auditor for 2026, with For votes exceeding Against votes on each proposal.

  • Stock Incentive Plan approved: 84,545,099 for, 1,071,359 against, 54,020 abstain
  • Advisory vote on executive compensation approved: 82,981,010 for, 2,236,438 against, 453,030 abstain
  • PricewaterhouseCoopers LLP ratified as 2026 auditor: 89,895,070 for, 2,518,513 against, 42,080 abstain
  • Robert J. Pace and Frederick A. Richman received the most Against votes among the eight director nominees, at 7,083,701 and 7,789,302
Read the filing on SEC.gov ↗
INTGINTERGROUP CORP May 14, 11:10 AM ET

InterGroup clarifies Class B director term in proxy card ahead of May 20 annual meeting

Neutral shareholder Written later 8.01

InterGroup filed supplemental material because its proxy card incorrectly said Class B director nominees would serve until the 2027 annual meeting. The company says its April 8, 2026 proxy statement correctly states a three-year term expiring at the 2028 annual meeting, and it confirms that disclosure is accurate.

  • The proxy card incorrectly listed a term ending at the 2027 annual meeting for Class B director nominees.
  • The Definitive Proxy Statement filed April 8, 2026 states a three-year term expiring at the 2028 Annual Meeting of Shareholders.
  • The Annual Meeting of Shareholders is scheduled for May 20, 2026.
Read the filing on SEC.gov ↗

KTH CorTS Trust for PECO Energy Capital Trust III pays $1.00 per $25 certificate on April 30, 2026

Neutral shareholder Written later 8.01

The trustee reported a routine distribution of $1.00 per $25 Class A certificate on the April 30, 2026 distribution date for the CorTS Trust for PECO Energy Capital Trust III. No interest was past due, and the filing confirms the payment was made from the trust's holdings of PECO Energy Capital Trust III 7.38% Capital Securities.

  • Total distribution of $1.000000 per $25 Class A certificate, all of it interest; principal portion was $0.000000
  • Aggregate interest due and not paid as of the distribution date was $0.000000
  • 1,014,750 Class A certificates representing $25,368,750 in certificate principal balance were outstanding
  • Trust holds $27,500,000 of 7.38% Capital Securities due April 6, 2028
Read the filing on SEC.gov ↗
BARGraniteShares Gold Trust May 14, 10:52 AM ET

GraniteShares Gold Trust: Chief Accounting Officer Benoit Autier to step down June 1

Neutral leadership Written later 5.02

Effective June 1, 2026, Benoit Autier will step down as Chief Accounting Officer of GraniteShares LLC, the sponsor of GraniteShares Gold Trust, and Brandon Dall'Acqua was appointed to the role with immediate effect. The filing states Mr. Autier's departure does not arise from any disagreement on the Trust's operations, policies or practices.

  • Benoit Autier steps down as sponsor's Chief Accounting Officer effective June 1, 2026
  • Brandon Dall'Acqua appointed Chief Accounting Officer, effective June 1, 2026 with immediate effect
  • Dall'Acqua, age 42, joined GraniteShares as Chief Financial Officer on January 31, 2025; previously VP of Finance at Tidal Financial Group
  • Filing states the departure is not due to any disagreement on Trust operations, policies or practices
Read the filing on SEC.gov ↗
PLTMGraniteShares Platinum Trust May 14, 10:49 AM ET

GraniteShares Platinum Trust names new Chief Accounting Officer effective June 1, 2026

Neutral leadership Written later 5.02

Effective June 1, 2026, Benoit Autier steps down as Chief Accounting Officer of GraniteShares LLC, the Sponsor of GraniteShares Platinum Trust, and Brandon Dall'Acqua is appointed to the role with immediate effect. The filing states Mr. Autier's departure does not arise from any disagreement on the Trust's operations, policies or practices, and it does not describe any change to the Trust's financial results or holdings.

  • Benoit Autier steps down as Chief Accounting Officer of the Sponsor effective June 1, 2026
  • Brandon Dall'Acqua appointed as the Sponsor's new Chief Accounting Officer, with immediate effect
  • Mr. Dall'Acqua, age 42, joined GraniteShares on January 31, 2025 as Chief Financial Officer; previously VP of Finance at Tidal Financial Group
  • Filing states no disagreement with the Trust's operations, policies or practices led to the departure
Read the filing on SEC.gov ↗
ETI-PENTERGY TEXAS, INC. May 14, 10:46 AM ET

Entergy Texas sells $425 million of 5.20% first mortgage bonds due 2036

Neutral financing Written later 8.01

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
Read the filing on SEC.gov ↗

Standex promotes CFO Ademir Sarcevic to EVP and Electronics group president

Neutral leadership Written later 5.02

Standex International named CFO Ademir Sarcevic Executive Vice President, Corporate and Group President, Electronics, effective with the May 12, 2026 announcement. He will remain CFO until the company completes its search for a successor, and he receives a $750,000 restricted stock unit award.

  • Sarcevic was promoted from Vice President, CFO and Treasurer to EVP, Corporate and Group President, Electronics, announced May 12, 2026.
  • He will continue as CFO until a successor CFO is named.
  • Special award of $750,000 in restricted stock units, granted July 1, 2026; one-third vests on the second anniversary and two-thirds on the third anniversary of the grant date.
  • Sarcevic joined Standex as CFO in 2019.
Read the filing on SEC.gov ↗
CURXCuranex Pharmaceuticals Inc May 14, 9:15 AM ET

Curanex Reports Q1 2026 Progress; Phyto-N IND Targeted for Q4 2026

Neutral other Written later 7.01

Curanex Pharmaceuticals reported progress on its lead drug candidate, Phyto-N, in a first quarter 2026 business update furnished under Regulation FD. The company completed a GMP pilot-scale batch and a dose-range finding toxicology study, and added cancer cachexia as a new pipeline indication. The filing reports no revenue or earnings figures, and shareholders would note that cash and cash equivalents were approximately $4.0 million as of March 31, 2026.

  • Planned IND submission to the FDA for ulcerative colitis targeted for the fourth quarter of 2026
  • GMP-compliant pilot-scale batch of Phyto-N completed in February 2026; 28-day toxicology study in rats and dogs completed in March 2026
  • Cancer cachexia added as a new core indication after quarter-end; cited market estimate of approximately $2.54 billion in 2024
  • Cash and cash equivalents of approximately $4.0 million as of March 31, 2026
Read the filing on SEC.gov ↗
MPTIM-tron Industries, Inc. May 14, 8:56 AM ET

M-tron Industries posts Investor Day slide presentation from May 12 online

Neutral other Written later 7.01

M-tron Industries made available the slide presentation used at its May 12, 2026 Investor Day, and the slides are posted on its investor relations website. The filing contains no financial results, guidance, or other figures, so it gives shareholders no new measures to judge the company by.

  • Investor Day was held on May 12, 2026, and the slides were made available on May 14, 2026.
  • The slides are posted on the investor relations website at ir.mtron.com and attached as Exhibit 99.1.
  • The company states the information is furnished under Regulation FD and is not considered filed under Section 18 of the Exchange Act.
Read the filing on SEC.gov ↗
BIIBBIOGEN INC. May 14, 8:31 AM ET

Biogen completes $41-per-share Apellis acquisition, funded by $2 billion term loan

Neutral m&a Written later 1.012.012.037.01

Biogen completed its acquisition of Apellis Pharmaceuticals on May 14, 2026, after about 82.4% of Apellis shares were tendered into its $41.00-per-share cash offer, plus one contingent value right per share worth up to $4.00 tied to SYFOVRE sales milestones. Biogen borrowed the full $2 billion under a new unsecured term loan on May 13, 2026, and used part of it to pay for the deal. Apellis's EMPAVELI and SYFOVRE products recorded $689 million in net product revenue in 2025, but the CVR payments depend on sales thresholds that may never be met.

  • Offer price: $41.00 per share in cash plus one CVR per share worth up to $4.00 in total
  • 105,687,831 Apellis shares validly tendered, about 82.4% of shares outstanding at expiration
  • $2 billion unsecured term loan: $1 billion due May 12, 2027 (Tranche A) and $1 billion due May 12, 2028 (Tranche B)
  • EMPAVELI and SYFOVRE recorded $689 million in combined net product revenue in 2025
Read the filing on SEC.gov ↗
DCTHDELCATH SYSTEMS, INC. May 14, 8:23 AM ET

Delcath Systems stockholders approve 1.8 million share increase to equity incentive plan

Neutral shareholder Written later 5.025.07

At its annual meeting on May 13, 2026, Delcath Systems stockholders approved adding 1,800,000 shares to the 2020 Omnibus Equity Incentive Plan, which increases the shares available for equity awards. Stockholders also elected two Class II directors, ratified CBIZ CPAs P.C. as the independent auditor for 2026, and approved a non-binding advisory vote on executive compensation.

  • Equity plan amendment: 12,770,662 votes for, 2,322,773 against and 267,202 abstentions, with 1,800,000 additional shares authorized.
  • Elizabeth Czerepak (14,903,665 votes for) and John R. Sylvester (14,819,700 votes for) were elected as Class II directors, serving until the 2029 annual meeting.
  • Holders of 23,346,271 shares, about 67.44% of the 34,618,159 eligible shares, were present or represented at the meeting.
  • Executive compensation advisory vote: 13,244,653 votes for and 1,748,570 against.
Read the filing on SEC.gov ↗
CBTCABOT CORP May 14, 8:00 AM ET

Cabot Corp Signs $1.3 Billion Revolving Credit Facility, Replacing Two Smaller Facilities

Neutral financing Written later 1.011.022.03

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
Read the filing on SEC.gov ↗
CUBECubeSmart May 14, 7:17 AM ET

CubeSmart Presents New York City Portfolio Overview; No Earnings Figures Given

Neutral other Written later 2.027.01

CubeSmart furnished a May 2026 slide presentation on its New York City portfolio, filed under Items 2.02 and 7.01 of Form 8-K. The filing contains no revenue, profit, guidance, or other financial results despite the Item 2.02 heading, so the presentation mainly describes the company's market position and portfolio for investors.

  • As of March 31, 2026, CubeSmart operates 65 New York City properties: 46 owned and 19 managed.
  • The presentation says CubeSmart is the largest owner of self-storage properties in Brooklyn, Queens, and the Bronx, operating 29% of total square footage in those three boroughs.
  • Exhibit 99.1 is a slide presentation dated May 2026, furnished for investor use and not deemed filed under Section 18 of the Exchange Act.
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.