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).
Radian Group's board appointed Michael Weinbach, former President of Mr. Cooper Inc., as CEO-Elect effective June 1, 2026, and as Chief Executive Officer and board member effective August 13, 2026. He succeeds Richard G. Thornberry, who retires as CEO and resigns from the board effective August 12, 2026, and will remain as Strategic Advisor through December 31, 2026.
Michael Weinbach, 52, becomes CEO-Elect on June 1, 2026 and CEO on August 13, 2026
Richard G. Thornberry retires as CEO and resigns from the board effective August 12, 2026
Weinbach's CEO Employment Agreement runs through December 31, 2029 with a $1,000,000 base salary
Sign-on awards include a $2,500,000 performance stock unit award and RSUs covering 150,000 shares valued up to $5,500,000
Hims & Hers issued $402.5 million of senior unsecured convertible notes on May 21, 2026, under an indenture with U.S. Bank Trust Company as trustee. The notes do not bear regular interest and mature on June 1, 2032. Alongside the offering, the company paid approximately $36.7 million for capped call transactions meant to reduce potential dilution from conversions, but the notes add a $402.5 million debt obligation and could lead to issuance of up to 18,057,397 Class A shares.
$402.5 million aggregate principal of notes issued May 21, 2026, maturing June 1, 2032, with no regular interest.
Initial conversion price of approximately $29.53 per share; maximum of 18,057,397 Class A shares may be issued on conversion at the initial maximum conversion rate.
Capped call transactions cost approximately $36.7 million, with an initial cap price of approximately $50.15 per share, a 125.0% premium over the May 18, 2026 last reported sale price.
Kontoor Brands agreed to sell its Lee brand business to Authentic Brands Group for up to $1 billion, including $750 million at closing and a $250 million earnout tied to Lee's future performance. The company says it plans to use proceeds for increased share repurchases under its $750 million authorization and voluntary term loan payments, with closing expected in the second half of 2026 subject to regulatory approvals.
Up to $1 billion total: $750 million initial transaction value plus a $250 million earnout opportunity in future years
Proceeds anticipated for share repurchases under the $750 million authorization and voluntary term loan payments
Closing expected in the second half of 2026, subject to required regulatory approvals and customary closing conditions
Board of Directors unanimously approved the transaction; Morgan Stanley is financial advisor
Onto Innovation issued $1.5 billion of 0.00% convertible senior notes maturing June 1, 2031, including a $200 million option that the initial purchasers exercised in full. The initial conversion price is about $381.80 per share, a premium of about 50% to the $254.53 share price on May 18, 2026, so conversion could dilute shareholders, and the company used part of the proceeds for a concurrent share repurchase and capped call transactions.
Issued $1.5 billion aggregate principal on May 21, 2026, including $200 million from the option exercised May 19, 2026
Notes carry no regular interest and mature June 1, 2031; initial conversion price is about $381.80 per share
About $205 million of proceeds is earmarked to repurchase about 0.8 million shares at $254.53 per share, with about $77.1 million used for capped calls
Hub Group received a Nasdaq notice that it is not in compliance with listing rules because it did not timely file its Form 10-Q for the quarter ended March 31, 2026, which follows its delayed 2025 Form 10-K. The notice has no immediate effect on the listing or trading of its Class A common stock, but the company is restating prior financial statements and must file its overdue reports by September 14, 2026 to avoid further listing action.
Nasdaq notice dated May 19, 2026 cites Listing Rule 5250(c)(1) for the late Q1 2026 Form 10-Q.
Nasdaq's exception period runs until September 14, 2026 for the company to regain compliance.
An updated compliance plan is due to Nasdaq by June 3, 2026.
Restatements cover 2024 and 2023 annual periods and the 2025 quarters ended March 31, June 30 and September 30.
Cohen & Steers, Inc. appointed Amit Muni as Executive Vice President and Chief Financial Officer, effective June 8, 2026, succeeding interim CFO Michael Donohue. Muni most recently served as CFO of CI Financial Corp. and previously held the same role at WisdomTree, and the filing sets out a guaranteed bonus and an equity award tied to forfeited compensation from his former employer.
Amit Muni becomes EVP and CFO effective June 8, 2026, reporting to CEO Joseph Harvey
Muni's letter agreement provides a $450,000 annual base salary and minimum annual bonuses of $2,050,000 for each of 2026 and 2027
Muni receives RSUs valued at $860,000 at grant to offset forfeited equity from his former employer
Michael Donohue, interim CFO since October 17, 2025, will serve as interim CFO until June 8, 2026, then continue as Controller
Omega Healthcare Investors said its board approved planned leadership changes. President Matthew Gourmand will succeed C. Taylor Pickett as chief executive on October 1, 2026, and Chief Accounting Officer Neal Ballew will succeed Robert Stephenson as chief financial officer on August 1, 2026. The filing cites retirement plans and long-term succession planning, and it reports no financial results.
Matthew Gourmand, President since January 1, 2025, becomes CEO effective October 1, 2026, and is to join the board; Pickett leaves the board on that date.
Neal Ballew, Chief Accounting Officer since August 2020, becomes CFO effective August 1, 2026; Lucas Golem becomes Chief Accounting Officer.
Pickett will receive a consulting fee of $20,000 per month through October 1, 2027; Stephenson will receive $12,000 per month through August 1, 2027.
Flowers Foods reported first-quarter 2026 results for the 16 weeks ended April 25, 2026. Net sales rose 1.1% to $1.572 billion, but net income fell 20.6% to $42.1 million, and the company reset its annual dividend rate to $0.50 per share while reaffirming its 2026 adjusted EPS outlook of $0.80 to $0.90.
Net sales rose 1.1% to $1.572 billion, helped by the Simple Mills acquisition and pricing/mix, while volume fell 3.3%.
Net income fell 20.6% to $42.1 million; adjusted diluted EPS fell to $0.29 from $0.35.
Quarterly dividend of $0.1250 per share, payable June 26, 2026, to shareholders of record June 12, 2026.
Fiscal 2026 guidance was reaffirmed, including adjusted diluted EPS of approximately $0.80 to $0.90.
Erie Indemnity announced that Executive Vice President and Chief Financial Officer Julie M. Pelkowski will retire at the end of 2026. The filing states there was no disagreement or dispute behind her decision, and it does not name a successor or report any financial results.
Julie M. Pelkowski will retire as EVP and Chief Financial Officer at the end of 2026.
Pelkowski has worked at the company for more than 25 years and has been CFO since 2023.
The filing states no disagreement or dispute led to her retirement decision.
Take-Two reported fourth quarter and fiscal 2026 results for the period ended March 31, 2026. GAAP net revenue rose in the quarter and for the full year, and the fiscal 2026 net loss narrowed to $298.2 million from $4.48 billion, a year that included a $3,545.2 million goodwill impairment. The initial fiscal 2027 outlook projects net bookings of $8.0 to $8.2 billion and GAAP net revenue of $7.9 to $8.1 billion, though the company expects a net loss of $(42) to $(27) million in the June 2026 quarter.
Fourth quarter net bookings were $1.58 billion, flat year over year and above the company's guidance range; GAAP net revenue was $1.68 billion versus $1.58 billion a year earlier.
Fourth quarter GAAP net loss was $59.5 million, or $0.32 per share, versus $3,726.2 million, or $21.08 per share, a year earlier.
Fiscal 2026 net bookings grew 19% to $6.72 billion; GAAP net loss was $298.2 million, or $1.62 per share, versus $4.48 billion, or $25.58 per share.
Fiscal 2027 outlook includes net bookings of $8.0 to $8.2 billion and diluted net income per share of $0.55 to $0.75; Grand Theft Auto VI is scheduled for November 19, 2026.
Sterling Infrastructure's board approved an amendment extending CEO Joseph A. Cutillo's employment agreement from January 1, 2027 to December 31, 2027, and granted him 40,000 restricted stock units tied to that extension. The grant vests on the earlier of successful onboarding of a successor CEO or Cutillo's continued employment through December 31, 2027, with accelerated vesting on a change of control, death, disability, termination without cause, or resignation for good reason.
CEO Joseph A. Cutillo's employment extended from January 1, 2027 through December 31, 2027
Special Grant of 40,000 restricted stock units approved May 20, 2026
Units vest on the earlier of successor CEO onboarding (as determined by the Board) or continued employment through December 31, 2027
Full agreement terms to be filed as exhibits to the Form 10-Q for the quarter ended June 30, 2026
Deckers reported fiscal 2026 net sales up 9.8% to $5.472 billion and diluted EPS up 11% to $7.02, and guided fiscal 2027 diluted EPS to $7.30 to $7.45. The board also raised the share repurchase authorization by $3.5 billion, bringing the total to approximately $5 billion, and the company gave a multi-year framework through fiscal 2030.
Fiscal 2026 net sales rose 9.8% to $5.472 billion; diluted EPS rose to $7.02 from $6.33.
Fourth-quarter net sales rose 9.6% to $1.119 billion, but diluted EPS was $0.96 versus $1.00 a year earlier.
Fiscal 2027 outlook: net sales of $5.86 billion to $5.91 billion and diluted EPS of $7.30 to $7.45.
Repurchase authorization increased by $3.5 billion to approximately $5 billion; the company had no outstanding borrowings at March 31, 2026.
Workday reported fiscal 2027 first-quarter total revenue of $2.542 billion, up 13.5%, and GAAP diluted earnings of $0.87 per share, up from $0.25 a year earlier, when restructuring expenses of $166 million weighed on results. The company reiterated its fiscal 2027 subscription revenue outlook of $9.925 billion to $9.950 billion and raised its non-GAAP operating margin guidance to 30.5%, which matters to shareholders because it signals higher expected profitability for the full year.
Total revenues were $2.542 billion, up 13.5%; subscription revenues were $2.354 billion, up 14.3%.
GAAP operating income was $338 million, compared with $39 million a year earlier; non-GAAP operating income was $809 million, or 31.8% of revenues.
Workday repurchased about 12.0 million Class A shares for $1.6 billion in the quarter.
Fiscal 2027 non-GAAP operating margin guidance was raised to 30.5%; second-quarter subscription revenue is guided to $2.455 billion.
Ross Stores reported first quarter fiscal 2026 sales up 21% to $6.0 billion and diluted earnings per share of $2.02, up 37% and well above its guidance of $1.60 to $1.67. The company raised its fiscal 2026 earnings per share outlook to $7.50 to $7.74 and expects second quarter earnings per share of $1.85 to $1.93.
Q1 comparable store sales rose 17%; operating margin was 13.4% versus a plan of 11.8% to 12.1%
Q1 net income was $650 million, up from $479 million a year earlier
Fiscal 2026 EPS outlook raised to $7.50 to $7.74, versus $6.61 in fiscal 2025
Q1 share repurchases totaled $319 million; the company remains on track to buy back $1.275 billion in fiscal 2026
Hovnanian reported preliminary fiscal second-quarter 2026 results for the period ended April 30, 2026, with revenue of $667.6 million, down from $686.5 million a year earlier. The company posted a net loss of $0.6 million, compared with net income of $19.7 million in the prior-year quarter, as homebuilding margins fell. It also issued third-quarter guidance, which points to revenue of $650 million to $750 million and adjusted EBITDA of $30 million to $40 million.
Q2 revenue of $667.6 million, versus $686.5 million a year earlier; the company said this was within its guidance range.
Net loss of $0.6 million, or $0.46 per diluted share, versus net income of $19.7 million, or $2.43 per diluted share, a year earlier.
Homebuilding gross margin percentage, after cost of sales interest and land charges, was 10.2%, versus 13.8% a year earlier.
Third-quarter fiscal 2026 guidance: total revenues of $650 million to $750 million and adjusted EBITDA of $30 million to $40 million.
The filing reports a May 20, 2026 merger agreement under which AvalonBay Communities would combine with Equity Residential in an all-stock merger of equals. The filing names Equity Residential and AvalonBay throughout and does not mention VIVMARK RESIDENTIAL or ticker VMRK, so the filer identity should be verified before relying on this summary. For shareholders, the deal would convert each AvalonBay share into 2.793 Equity Residential shares, with closing expected in the second half of 2026.
Each AvalonBay common share would convert into 2.793 Equity Residential common shares at the effective time of the merger.
AvalonBay shareholders would own about 51.2% and Equity Residential shareholders about 48.8% of the combined company on a fully diluted basis.
Closing is expected in the second half of 2026, subject to shareholder approval by both companies and other customary conditions.
Stephen E. Sterrett would become chairman and Benjamin W. Schall would become chief executive officer of the combined company; Mark J. Parrell would retire at closing.
S&P Global's board approved the previously announced separation of its Mobility division. Shareholders of record on June 15, 2026 will receive one share of the new, independent Mobility Global Inc. for each SPGI share held, and S&P Global will keep no ownership interest in Mobility Global. The distribution is expected to take effect at 12:01 a.m. New York time on July 1, 2026, subject to customary conditions, including an effective Form 10 registration statement.
Record date is June 15, 2026; ratio is one Mobility Global share for each S&P Global share held at the close of business
Distribution is expected to be effective at 12:01 a.m. New York City time on July 1, 2026
Shares of S&P Global trade with and without the distribution from about June 26 through June 30, 2026; Mobility Global is expected to list on the NYSE as MBGL
The filing gives no financial figures for Mobility or the separation
Ford redeemed its membership interest in BlueOval SK and took on the Kentucky battery plant assets and the related $3,805,040,000 DOE promissory note, which it had previously guaranteed at 50%. The deal ended Ford's obligation to contribute up to $6.6 billion of capital to the joint venture over a five-year period ending in 2026, which shifts both funding and debt exposure onto Ford's balance sheet.
Closing occurred May 20, 2026; Ford's BlueOval SK interest was redeemed and its up to $6.6 billion capital requirement was terminated.
Ford's wholly owned subsidiary Ford Energy Battery LLC acquired BOSK's two Kentucky battery plants, subject to existing DOE liens.
Ford assumed the $3,805,040,000 DOE promissory note at a 4.814% annual rate, with interest-only payments through January 15, 2030 and final maturity July 15, 2040.
The loan includes a liquidity covenant requiring Available Liquidity of at least $4,000,000,000.
On May 21, 2026, Sun Communities agreed to sell its UK business, Park Holidays, to funds affiliated with Aermont Capital in an all-cash deal with an enterprise value of £768 million (about $1.03 billion), subject to a UK Financial Conduct Authority approval and expected to close in the second half of 2026. The company expects non-cash charges of about $1.0 billion to $1.1 billion, mainly because the sale price is below its estimate of the business's net asset value, which would weigh on reported results in the quarters ending June 30 and September 30, 2026.
Enterprise value of £768 million (about $1.03 billion), payable in cash and subject to customary adjustments
Expected non-cash charges of approximately $1.0 billion to $1.1 billion, likely recorded in the quarters ending June 30 and September 30, 2026; the company calls this a preliminary estimate
Closing expected in the second half of 2026, subject to UK Financial Conduct Authority approval
Post-sale, North American MH and RV real property NOI is expected to generate about 95% of total NOI
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.