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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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Iron Dome Acquisition I closes $150 million IPO of 15 million units

Neutral financing Written later 1.013.025.025.038.01

Iron Dome Acquisition I Corp., a special purpose acquisition company, closed its initial public offering of 15,000,000 units at $10.00 per unit on May 18, 2026, for gross proceeds of $150,000,000 before underwriting discounts, commissions and offering expenses. The company has no operating business; it was formed to pursue a merger or similar business combination, and it must complete one within 18 months of the IPO closing or redeem public shares.

  • Closed 15,000,000-unit IPO at $10.00 per unit on May 18, 2026, with gross proceeds of $150,000,000
  • $150,750,000 of IPO and private placement proceeds placed in a trust account with Odyssey Transfer and Trust Company as trustee
  • Sponsor purchased 2,750,000 private placement warrants at $1.00 each, for gross proceeds of $2,750,000
  • Eyal Waldman, David DeWalt and Paul Hodermarsky appointed to the board on May 14, 2026; the company has 18 months to complete an initial business combination
Read the filing on SEC.gov ↗

Flagstar Bank extends CEO Otting's contract to March 2028; names co-presidents

Neutral leadership Written later 5.028.01

Flagstar Bank, N.A. (NYSE: FLG) effective May 18, 2026 reorganized its senior executive roles, with Richard Raffetto and Lee Smith named Co-Presidents and Co-Chief Operating Officers and Bao Nguyen named Chief Legal Officer. The Bank also amended Chairman and CEO Joseph Otting's employment agreement, extending its term to March 6, 2028, with a $10 million restricted stock unit award and higher pay terms, which shareholders may track in future proxy and compensation disclosures.

  • Joseph Otting's employment agreement as Executive Chairman and CEO runs through March 6, 2028; he gives up the title of President.
  • Otting's base salary rises to $1.4 million effective March 6, 2027, with target annual bonuses of $2.25 million for 2026 and $2.5 million for 2027.
  • Otting receives a restricted stock unit award with a grant date fair value of $10 million on May 18, 2026, vesting quarterly from March 6, 2027 through March 6, 2028.
  • Raffetto and Smith take on expanded roles; Raffetto becomes Chief Banking Officer and Smith remains CFO with added oversight of HR, IT and operations.
Read the filing on SEC.gov ↗
MOALTRIA GROUP, INC. May 18, 4:42 PM ET

Altria names Salvatore Mancuso CEO and Heather Newman CFO after annual meeting

Neutral leadership Written later 5.025.07

Altria's annual shareholder meeting on May 14, 2026 confirmed Salvatore Mancuso as chief executive and Heather Newman as chief financial officer, and all 10 director nominees were elected. The filing also details pay for the new executives and a $250,000-per-month consulting arrangement with former CEO William F. Gifford, Jr., through December 31, 2026, which shareholders will track as a cost of the leadership transition.

  • Mancuso's base salary is $1,350,000; his annual equity award target is $8.5 million.
  • Newman's base salary is $800,000; her annual equity award target is $2.25 million.
  • Gifford will receive $250,000 per month as a consultant from May 15, 2026 through December 31, 2026.
  • Shareholders approved the advisory say-on-pay vote with 977,966,533 votes for and 38,503,766 against.
Read the filing on SEC.gov ↗
AKAMAKAMAI TECHNOLOGIES INC May 18, 4:16 PM ET

Akamai proposes $2.6 billion convertible notes and raises leverage covenant limit

Neutral financing Written later 1.012.038.01

Akamai said it plans to offer $1.3 billion of 2030 convertible notes and $1.3 billion of 2032 convertible notes to qualified institutional buyers, subject to market conditions. The same day, it amended its credit agreement to raise the maximum consolidated leverage ratio covenant to 4.75:1.00 for the four quarters ending June 30, 2026 and September 30, 2026. Shareholders could face potential dilution, and the company plans to use part of the proceeds for capital expenditures at its Cloud Infrastructure Services business.

  • Proposed offering: $1.3 billion of 0% convertible senior notes due May 15, 2030 and $1.3 billion due May 15, 2032, with initial purchasers able to buy up to an additional $200.0 million of each series
  • Credit agreement Amendment No. 3 with JPMorgan Chase Bank, N.A. as agent raises the maximum leverage ratio covenant to 4.75:1.00 for quarters ending June 30 and September 30, 2026
  • About $350 million of proceeds is planned for share repurchases from note purchasers, with the remaining proceeds for accelerated capital expenditures at the Cloud Infrastructure Services business and general corporate purposes
  • Offering terms, including conversion rate and offering price, will be set at pricing and the offering is not assured
Read the filing on SEC.gov ↗

Advanced Energy completes $1.15 billion offering of 0% convertible notes due 2031

Neutral financing Written later 1.012.033.02

Advanced Energy Industries completed a private offering of $1.15 billion in 0% convertible senior notes maturing May 15, 2031, and used part of the net proceeds of about $1,128.1 million to buy back $438.3 million of its 2.50% convertible notes due 2028 in exchange for cash and shares. The filing says capped call transactions are expected to reduce potential dilution to shareholders from conversions, up to a cap.

  • $1.15 billion of 0% convertible senior notes due May 15, 2031, including the full $150.0 million option exercised by the initial purchasers
  • Net proceeds of about $1,128.1 million; $69.0 million paid for capped call confirmations and about $442.4 million in cash plus about 1.98 million common shares used to exchange $438.3 million of 2028 notes
  • Initial conversion price of about $508.78 per share; $136.7 million of 2028 notes remain outstanding; notes cannot be redeemed before May 21, 2029, except in a cleanup redemption
Read the filing on SEC.gov ↗
CRWVCoreWeave, Inc. May 18, 4:06 PM ET

CoreWeave closes $3.1 billion delayed draw term loan facility for GPU infrastructure

Mixed financing Written later 1.012.037.01

CoreWeave's subsidiary CoreWeave Financing DDTL V, LLC signed a $3.1 billion delayed draw term loan on May 15, 2026, and the company announced the closing on May 18, 2026. The loan is guaranteed by CoreWeave, Inc. and secured by substantially all assets of the borrower and its subsidiaries, and it carries a debt service coverage covenant, so it adds a significant secured debt obligation for shareholders to weigh against the funding it provides for customer infrastructure.

  • Facility size is $3.1 billion, with draws available until a commitment termination date in September 2026 and maturity on November 15, 2031.
  • Pricing is SOFR plus a 4.50% margin for SOFR loans, with a 0.50% annual undrawn fee.
  • Obligations are secured by substantially all assets of the borrower and its subsidiaries and guaranteed by CoreWeave, Inc.; a debt service coverage ratio of at least 1.35x is required starting after the earlier of commitment reduction to ze
  • Proceeds will fund infrastructure for two customer contracts with non-investment grade customers; the facility is rated Ba2 by Moody's and BB+ by Fitch.
Read the filing on SEC.gov ↗
NBIXNEUROCRINE BIOSCIENCES INC May 18, 9:04 AM ET

Neurocrine completes $2.9 billion Soleno Therapeutics acquisition

Neutral m&a Written later 1.012.012.037.01

Neurocrine Biosciences completed its acquisition of Soleno Therapeutics on May 18, 2026, through a $53.00 per share cash tender offer and merger. The deal adds VYKAT XR, a treatment for hyperphagia in Prader-Willi syndrome, to Neurocrine's commercial portfolio. The company funded the roughly $2.9 billion cash payment from cash on hand and also drew $600.0 million under a new $1.0 billion revolving credit facility.

  • Tender offer price of $53.00 per share in cash; 46,356,114 Soleno shares, about 88.9% of outstanding shares, were validly tendered by the May 15, 2026 expiration
  • Aggregate cash paid was approximately $2.9 billion plus fees and expenses, funded from Neurocrine's available cash on hand
  • New five-year, $1.0 billion senior secured revolving credit facility with JPMorgan Chase Bank, N.A. dated May 14, 2026; $600.0 million initial borrowing made on that date
  • Soleno common stock will no longer be listed or traded on the Nasdaq Capital Market as of May 18, 2026
Read the filing on SEC.gov ↗
LGNDLIGAND PHARMACEUTICALS INC May 18, 9:01 AM ET

Ligand amends XOMA Royalty merger agreement to add holding company HoldCo as a party

Neutral m&a Written later 1.01

Ligand Pharmaceuticals disclosed that on May 16, 2026 it, XOMA Royalty and its merger subsidiary signed Amendment No. 1 to the merger agreement first announced April 27, 2026. The amendment adds XOMA Royalty Holdings Corporation (HoldCo) as a party, which is tied to a holding company reorganization in which HoldCo would become a wholly owned Ligand subsidiary. The filing does not state a deal value or new terms beyond this change.

  • Merger Agreement with XOMA Royalty Corporation first entered into on April 27, 2026
  • Amendment No. 1 dated May 16, 2026 adds HoldCo as a party to the agreement
  • HoldCo will survive the merger as a wholly owned subsidiary of Ligand, following a holding company reorganization under Nevada law
  • XOMA Royalty stockholder approval and regulatory approvals are among the conditions to closing
Read the filing on SEC.gov ↗
SPGIS&P Global Inc. May 18, 8:53 AM ET

S&P Global launches $2 billion notes offering by Mobility Global ahead of spin-off

Neutral financing Written later 8.01

S&P Global announced the start of a $2,000,000,000 private offering of senior notes due 2029, 2031 and 2036 by Mobility Global Inc., a holding company for its Mobility division that S&P Global plans to spin off to shareholders. Net proceeds will be placed in escrow until conditions tied to the separation are met, and the proceeds are intended to fund a cash payment to S&P Global. The filing does not state the coupon rates, the offering size per tranche, or a separation date.

  • Offering size is $2,000,000,000 across senior notes due 2029, 2031 and 2036, sold privately to qualified institutional buyers and non-US persons under Rule 144A and Regulation S.
  • Mobility Global has also entered into a $500 million senior unsecured revolving credit facility.
  • Net proceeds will be held in escrow until separation conditions are satisfied, then used to make a cash payment to S&P Global.
  • The notes are unregistered and may not be offered or sold in the United States without an exemption; the filing does not give a separation date.
Read the filing on SEC.gov ↗
DDOMINION ENERGY, INC May 18, 8:08 AM ET

Dominion Energy agrees to all-stock merger with NextEra Energy

Mixed m&a Written later 1.017.01

On May 15, 2026, Dominion Energy entered a merger agreement with NextEra Energy. If completed, Dominion would become a wholly owned subsidiary of NextEra, and each Dominion share would convert into 0.8138 NextEra shares plus a pro rata share of $360 million in cash. The deal requires approval by Dominion and NextEra shareholders and several regulatory clearances, so Dominion shareholders will not receive these terms unless those conditions are met.

  • Each Dominion common share converts into 0.8138 NextEra Energy common shares plus a pro rata share of a $360 million cash payment, without interest.
  • Closing requires approval by a majority of Dominion shareholders, NextEra shareholder approval of the share issuance, and regulatory clearances from FERC, the NRC, and state commissions in Virginia, North Carolina and South Carolina.
  • Either party may terminate if the First Merger is not completed by November 15, 2027, extendable to August 15, 2028 under specified conditions.
  • If the merger closes, Dominion common stock would be delisted from the NYSE and later deregistered; the companies expect closing in 12 to 18 months and propose $2.25 billion in customer bill credits over two years.
Read the filing on SEC.gov ↗
NEENEXTERA ENERGY INC May 18, 7:35 AM ET

NextEra Energy agrees to combine with Dominion Energy in all-stock merger

Mixed m&a Written later 1.017.01

On May 15, 2026, NextEra Energy signed a merger agreement with Dominion Energy under which Dominion would become a wholly owned subsidiary. Each Dominion share would convert into 0.8138 NextEra shares plus a pro rata share of $360 million in cash, and NextEra shareholders would own about 74.5% of the combined company. Closing requires shareholder votes and regulatory approvals, and the companies expect it to take 12 to 18 months.

  • Agreement dated May 15, 2026; each Dominion share converts into 0.8138 NextEra shares plus a pro rata share of $360 million in cash.
  • NextEra shareholders would own about 74.5% and Dominion shareholders about 25.5% of the combined company.
  • Termination fees include $2.24 billion payable by Dominion and $6.52 billion payable by NextEra in specified reciprocal cases, and $4.83 billion payable by NextEra in certain regulatory-related terminations.
  • The First Merger may be terminated if not completed by November 15, 2027, extendable to August 15, 2028 under specified conditions.
Read the filing on SEC.gov ↗
DSGNDesign Therapeutics, Inc. May 18, 7:15 AM ET

Design Therapeutics reports early Friedreich ataxia data for DT-216P2 at 1 mpk dose

Positive other Written later 8.01

Design Therapeutics reported biomarker and clinical data from the ongoing Phase 1/2 RESTORE-FA trial of DT-216P2 in Friedreich ataxia patients, including mean improvements at the 1 mpk dose on two rating scales and increases in frataxin levels. The company said the data are preliminary and that it intends to pursue a registrational path, with an update on its plans expected in the fourth quarter of 2026.

  • As of May 17, 2026, 16 patients had completed four weeks of weekly IV DT-216P2 across 0.1, 0.3, 0.6 and 1 mpk cohorts (n=4 per cohort).
  • At 1 mpk, mean improvements from baseline were 6.4 points on the modified Friedreich's Ataxia Rating Scale and 2.7 points on the Upright Stability Score.
  • Whole blood FXN mRNA increased 65% from baseline after four weeks at 1 mpk (p < 0.001).
  • No serious adverse events or treatment discontinuations were reported; three patients had mild to moderate, asymptomatic ALT elevations.
Read the filing on SEC.gov ↗
BRCBRADY CORP May 18, 7:03 AM ET

Brady Corp Q3 adjusted EPS rises 23% to $1.50; raises fiscal 2026 adjusted EPS guidance

Positive guidance Written later 2.027.01

Brady Corporation reported fiscal 2026 third-quarter sales of $435.2 million, up 13.8 percent, and adjusted diluted EPS of $1.50, up 23.0 percent from $1.22. The company raised its fiscal 2026 adjusted diluted EPS guidance to $5.20 to $5.30 per share, while its GAAP EPS guidance moved to $4.66 to $4.76 from $4.62 to $4.82. The results are a positive sign for shareholders, though GAAP guidance was narrowed and the pending Honeywell PSS acquisition is not yet closed.

  • Q3 sales were $435.2 million, up 13.8 percent, with organic growth of 8.2 percent
  • Q3 GAAP diluted EPS was $1.21 versus $1.09; adjusted diluted EPS was $1.50 versus $1.22
  • Adjusted diluted EPS guidance for the year ending July 31, 2026 raised to $5.20 to $5.30 from $4.95 to $5.15
  • Agreement to acquire Honeywell's Productivity Solutions and Services business, signed April 20, 2026, expected to close in the second half of calendar 2026
Read the filing on SEC.gov ↗
RAMPLiveRamp Holdings, Inc. May 18, 6:04 AM ET

LiveRamp agrees to all-cash sale to Publicis unit at $38.50 per share, $2.5 billion value

Positive m&a Written later 1.012.025.025.037.01

On May 16, 2026, LiveRamp agreed to be acquired by a subsidiary of Publicis for $38.50 per share in cash, an equity value of $2.5 billion and a 30% premium to the May 15, 2026 closing price. The deal requires stockholder approval and regulatory clearances, including CFIUS approval, and is expected to close by the end of calendar 2026. Alongside the deal, fiscal fourth-quarter revenue rose 9% to $206 million and non-GAAP operating income rose 75% to $40 million, but the company will not hold an earnings call or provide guidance.

  • Merger consideration is $38.50 in cash per share, with a 30% premium to the May 15, 2026 closing stock price
  • Either party may owe a termination fee of $32,350,000 in certain circumstances; the Outside Date is May 16, 2027
  • Expected to close by the end of calendar 2026, subject to stockholder approval and regulatory conditions
  • Q4 FY26 total revenue was $206 million, up 9%; GAAP diluted EPS of $1.12 benefited from a tax valuation allowance release
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.