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).
At its annual meeting on May 20, 2026, Zoetis shareholders re-elected all twelve director nominees to one-year terms and approved, on a non-binding basis, the compensation program for its named executive officers. Shareholders also ratified KPMG LLP as the independent auditor for 2026 and rejected a shareholder proposal to allow shareholder action by written consent. Director Louise M. Parent retired from the board effective May 20, 2026, under the company's retirement policy.
All twelve director nominees were elected, each for a one-year term ending at the 2027 annual meeting.
Executive compensation was approved with 306,328,992 votes for and 51,638,692 against.
KPMG LLP was ratified as auditor for the fiscal year ending December 31, 2026, with 367,031,759 votes for and 11,450,123 against.
The written consent proposal failed, with 167,308,882 votes for and 190,220,865 against.
Equus Total Return reported net assets of $20.9 million, or $1.50 per share, as of March 31, 2026, up from $16.6 million, or $1.19 per share, at December 31, 2025. The increase was driven mainly by a $5.0 million rise in the fair value of its Morgan E&P holding, partly offset by a $0.5 million decline in its CitroTech holdings. Net asset value per share remains below the $2.52 reported at March 31, 2025.
Net assets rose to $20.9 million at March 31, 2026, from $16.6 million at December 31, 2025.
Net asset value per share rose to $1.50 from $1.19 over the same period.
Morgan E&P, Inc. holding increased $5.0 million in value on significantly higher short and long-term crude oil prices.
CitroTech holdings fell $0.5 million to $6.3 million; the company sold 92,581 CITR shares during the quarter.
At its May 20, 2026 annual meeting, Kohl's shareholders approved an amended and restated 2024 Long-Term Compensation Plan. The changes add 5,200,000 shares, extend the plan's term to May 20, 2036, and cap total annual pay for any non-employee director at $750,000 per board service year. For shareholders, the vote affects how much stock the company can use for executive and director pay.
Plan approved with 67,394,833 votes for, 3,271,609 against and 286,944 abstentions (Proposal 4).
Shares authorized for issuance rise by 5,200,000 under the amended plan.
Plan term extended ten years, through May 20, 2036.
Non-employee director pay capped at $750,000 per board service year, including cash and equity.
Talen Energy Supply, LLC, a subsidiary of Talen Energy Corporation, amended its credit agreement on May 20, 2026. The amendment reduces the interest margins on its $846 million and $839 million term loan B facilities and its $900 million revolving credit facility, and extends the $846 million facility's maturity from May 2030 to November 2032. Lower margins reduce the borrowing cost for the company's secured debt, but the filing does not state a dollar amount for the expected savings.
$846 million term loan B facility (due May 2030) repriced and extended to November 2032
$839 million term loan B facility (due December 2031) repriced; term SOFR margin reduced to 1.75%
$900 million revolving credit facility repriced; term SOFR margin reduced to 1.50%
Other fees, covenants and default terms are substantially unchanged from the prior agreement
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
NerdWallet appointed Teresa Chia to its board effective May 22, 2026, filling the seat left open when Jennifer Ceran chose not to stand for re-election, and named her to the Audit Committee. At the same day's annual meeting, stockholders re-elected four directors and ratified Deloitte & Touche LLP as the auditor for 2026.
Teresa Chia joins the board effective May 22, 2026, filling the vacancy left by Jennifer Ceran and serving on the Audit Committee.
Chia will receive $50,000 in annual board cash pay and $10,000 for Audit Committee service, plus RSUs with a $185,000 target grant-date value, with a prorated annual RSU grant also at $185,000.
Tim Chen, Lynne M. Laube, Anthony Ling and Kenneth T. McBride were each elected to serve until the 2027 annual meeting.
Stockholders ratified Deloitte & Touche LLP for the year ending December 31, 2026, with 343,651,768 votes for and 154,224 against.
Black Diamond Therapeutics reported preliminary Phase 2 results for silevertinib in 43 frontline non-small cell lung cancer patients with EGFR non-classical mutations, showing a preliminary median progression-free survival of 15.2 months. The company said the data support a 150 mg daily dose for pivotal development and plans to meet with the FDA later this year to discuss its pivotal plan. The results are early and the study remains ongoing, so they do not establish approval prospects.
Preliminary median progression-free survival of 15.2 months; median duration of response not reached
Objective response rate of 60% by RECIST 1.1 and CNS objective response rate of 86%; no patients developed new brain metastases
Treatment-related adverse events above Grade 3 fell to 28% after dose reduction; 150 mg daily supported for pivotal development
Data to be presented by Julia Rotow, M.D., at ASCO on May 30, 2026; company webcast on May 21, 2026 at 5:30 p.m. EDT
On May 15, 2026, GSR V Acquisition Corp., a blank check company, closed its initial public offering of 23,000,000 units at $10.00 each, including 3,000,000 units from the underwriters' over-allotment option, for $230 million in gross proceeds. The full $230 million was placed in a trust account with Odyssey Transfer and Trust Company, and the company's auditor expressed substantial doubt about its ability to continue as a going concern, citing limited cash and ongoing costs of pursuing a business combination.
23,000,000 units sold at $10.00 per unit, including 3,000,000 over-allotment units exercised in full, for $230 million in gross proceeds
671,000 private placement units sold at $10.00 each to GSR IV Sponsor LLC and SPAC Advisory Partners LLC, for about $6.71 million
$230 million placed in a trust account with Odyssey Transfer and Trust Company, as shown on the May 15, 2026 balance sheet
Cash of $2.2 million as of May 15, 2026; auditor Adeptus Partners, LLC cited substantial doubt about going concern
Whitehawk Therapeutics entered an option agreement with Hangzhou DAC Biotechnology for access to the CPT113 linker-payload for use in up to five additional antibody drug conjugate (ADC) programs. The filing does not disclose financial terms, and the company said Hangzhou DAC's DXC006, which uses CPT113, will present data at ASCO.
Option agreement gives Whitehawk access to CPT113 for up to five additional ADC programs; the filing gives no financial terms.
Whitehawk expects to submit IND applications for multiple new programs over the next 12-24 months.
Hangzhou DAC's DXC006 data were accepted for oral presentation at ASCO; the company's HWK-007 trial-in-progress poster is scheduled for May 30, 2026.
Phase 1 data for HWK-007 and HWK-016 are expected in the first half of 2027.
At its May 19, 2026 annual meeting, PayPal stockholders elected all 11 director nominees, approved a new 2026 Equity Incentive Award Plan, and rejected two stockholder proposals. The filing also reports that Diego Scotti, EVP and General Manager of the Consumer Group, will leave the company effective June 2, 2026, under a separation agreement.
Annual meeting held May 19, 2026; all 11 nominees elected to serve until the 2027 annual meeting.
2026 Equity Incentive Award Plan approved with 72.5% of votes cast, authorizing up to 39,100,000 new shares plus up to 44,600,000 shares returning from the 2015 plan.
Diego Scotti's departure takes effect June 2, 2026; separation agreement dated May 20, 2026 provides termination-without-cause severance benefits.
Stockholder proposals on conflict-zone services (11.2% for) and lowering the special meeting threshold (41.1% for) were not approved.
Relay Therapeutics agreed on May 20, 2026 to sell 22,916,667 shares of common stock at $12.00 per share in an underwritten public offering. The underwriters exercised in full their option to buy 3,437,500 additional shares on May 21, 2026, and the company estimates net proceeds of about $296.8 million, with closing expected on May 22, 2026. The sale adds shares outstanding, which affects existing shareholders' ownership, and the proceeds are the company's own estimate.
Offering of 22,916,667 shares at $12.00 per share, under a May 20, 2026 Underwriting Agreement with Jefferies LLC and TD Securities (USA) LLC
Underwriters exercised in full their 30-day option for an additional 3,437,500 shares on May 21, 2026
Estimated net proceeds of approximately $296.8 million after underwriting discounts and offering expenses
Expected closing on May 22, 2026, subject to customary conditions
SEACOR Marine Holdings amended its 2024 credit agreement through a May 20, 2026 letter agreement, releasing $13.7 million from a restricted escrow account and cancelling $24.6 million of undrawn Tranche B commitments that had been reserved for two platform supply vessels. The company says the remaining escrow balance of $41.0 million will fully fund the remaining construction payments without additional Tranche B borrowing. The company also sold all five vessels held for sale for $46.5 million gross proceeds, leaving a fleet of 38 support vessels.
Letter agreement dated May 20, 2026 with lender affiliate of EnTrust Global modifies the 2024 Credit Agreement
$13.7 million released to SMFH from the escrow account; $24.6 million of undrawn Tranche B commitments cancelled
Escrow account holds $41.0 million after the release, to fund remaining payments for two PSVs due in Q4 2026 and Q1 2027
All five vessels held for sale, including two PSVs, one FSV and two liftboats, sold for $46.5 million gross as of May 20, 2026
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.
Bioventus disclosed that the FDA issued a final order on April 16, 2026 reclassifying non-invasive bone growth stimulators, including its Exogen Ultrasound Bone Healing System, from Class III to Class II devices. CMS also updated billing requirements and the Medicare fee schedule for these devices for dates of service on or after May 18, 2026, and the company reiterated its 2026 financial guidance, though it said further CMS changes could require a revised outlook.
FDA final order dated April 16, 2026 reclassified bone growth stimulators from Class III to Class II
CMS updated billing requirements and Medicare fee schedule under HCPCS codes E0747, E0748, and E0760 for dates of service on or after May 18, 2026
Bioventus does not presently expect reimbursement rate changes to have a material impact on 2026 results and reiterated its 2026 guidance
Future CMS changes to Exogen Medicare reimbursement rates could require a revised financial outlook
At its May 21, 2026 annual meeting, BankUnited shareholders approved an amended and restated 2023 Omnibus Equity Incentive Plan that raises the share pool by 1,500,000 shares to 2,301,549 and extends the plan's termination date to May 21, 2036. All nine director nominees were also elected, and the company's auditor ratification and say-on-pay proposals were voted on at the same meeting.
Equity plan approved; share reserve increased by 1,500,000 shares to 2,301,549 shares of common stock
Plan termination date extended from May 16, 2033 to May 21, 2036
Equity plan vote: 36,175,265 for, 23,906,092 against, 993,760 abstentions, 6,891,801 broker non-votes
All nine director nominees elected, including Tere Blanca and Sanjiv Sobti, Ph.D.
Tractor Supply entered into an amended and restated credit agreement on May 19, 2026, with Wells Fargo Bank as administrative agent, refinancing outstanding borrowings under its existing senior credit facility. The new facility is a five-year, unsecured revolver of up to $1.30 billion with an option to add up to $500.0 million more, which gives the company an updated borrowing arrangement with stated pricing, a leverage covenant and customary default terms.
Revolving credit facility of up to $1.30 billion, with a $75.0 million swingline sublimit and a $150.0 million letter of credit sublimit
Five-year term with two one-year extension options requested from lenders; option to add up to $500.0 million in revolver increases or term loans
Initial Term SOFR margin of 1.000%, with a leverage ratio covenant of not greater than 4.00 to 1.00
Agreement dated May 19, 2026, filed as Exhibit 10.1
VenHub Global received a Nasdaq letter on May 21, 2026, confirming it has regained compliance with the $1.00 minimum closing bid price rule and that the matter is closed. The company's common stock closed at or above $1.00 for 10 consecutive business days from May 7 to May 20, 2026, removing a near-term risk of delisting from Nasdaq.
Nasdaq Listing Rule 5450(a)(1) compliance regained, per letter dated May 21, 2026
Compliance measured over 10 consecutive business days, May 7 to May 20, 2026, with closing bid at or above $1.00
Nasdaq has closed the matter; the filing does not describe any financial results or other terms
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
Kraft Heinz Foods Company, a subsidiary of The Kraft Heinz Company, issued €500 million of 3.500% notes due 2031 and €500 million of 3.950% notes due 2034 on May 21, 2026. The net proceeds are earmarked to buy back part of its 4.375% notes due 2046 and 4.875% notes due 2049 under a tender offer capped at $1.1 billion, excluding accrued interest. The filing shows the tender is being partly filled, with the 2046 notes accepted on a prorated basis and no 2049 notes accepted at the early tender stage.
Issued €500,000,000 of 3.500% senior notes due May 21, 2031 and €500,000,000 of 3.950% senior notes due May 21, 2034
Tender offer cap is $1,100,000,000 combined, excluding accrued and unpaid interest
Accepted $1,379,414,000 of 2046 notes, about 49.51% of those outstanding, at a proration factor of about 78.77%; no 2049 notes accepted
Early settlement on May 26, 2026; tender offer expires June 5, 2026
At its annual meeting on May 20, 2026, MaxLinear stockholders approved an amended and restated 2010 Equity Incentive Plan that adds 3,204,107 reserved shares and sets a new ten-year term. They also approved an amended and restated Employee Stock Purchase Plan that now stays in effect until terminated and no longer has an annual automatic share increase. Both plans took effect on approval, and shareholders re-elected two Class II directors and ratified Grant Thornton LLP as auditor.
On May 21, 2026, The Charles Schwab Corporation issued $1.0 billion of 4.744% notes due 2030 and $1.25 billion of 5.493% notes due 2037, with net proceeds of about $2,236 million after underwriting discounts and expenses. The notes were sold under an underwriting agreement dated May 18, 2026, and are a debt financing rather than an equity issuance, so the filing does not indicate a direct change to share count.
Total principal: $2.25 billion across two tranches ($1.0 billion due 2030 at 4.744%; $1.25 billion due 2037 at 5.493%)
Net proceeds of approximately $2,236 million after underwriting discounts and estimated offering expenses
Issued under a Senior Indenture dated November 14, 2025 with The Bank of New York Mellon Trust Company, N.A. as trustee, and an offering led by BofA Securities, Citigroup, Goldman Sachs, J.P. Morgan and Wells Fargo Securities as representat
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.
Knife River appointed Peggy S. Rebstock, its current vice president of financial planning and analysis, as vice president, chief accounting officer and controller effective May 21, 2026, replacing Marney L. Kadrmas in that role. At the May 20, 2026 annual meeting, stockholders re-elected two Class III directors, approved the advisory vote on executive pay, and ratified Deloitte & Touche LLP as auditor for 2026.
Rebstock's annual base salary is $320,000, with a 50% target annual cash incentive for the 2026 plan year, prorated for her new role.
Kadrmas was named senior vice president of financial strategy, effective May 21, 2026.
Karen B. Fagg and Brian R. Gray were elected; Fagg received 44,894,087 votes for and Gray received 47,091,577.
Deloitte & Touche LLP was ratified as independent registered public accounting firm for 2026 with 49,836,805 votes for.
At its May 20, 2026 annual meeting, HNI shareholders elected John R. Hartnett, Larry B. Porcellato and Dhanusha Sivajee to the board for terms ending at the 2029 meeting, ratified KPMG LLP as auditor for fiscal 2026, and approved named executive officer pay on an advisory basis. Separately, the board approved a Change in Control Employment Agreement with CFO Vincent P. (VP) Berger II, effective June 1, 2026, which replaces his 2016 agreement on substantially identical terms.
Each director nominee received more votes for than against: Hartnett 55,897,303 for and 1,702,351 against; Porcellato 54,914,744 for and 2,685,311 against; Sivajee 56,170,539 for and 1,421,163 against
KPMG LLP ratified as independent registered public accounting firm for the fiscal year ending January 2, 2027, with 63,007,838 votes for and 370,208 against
Advisory say-on-pay proposal approved with 56,108,616 votes for and 1,453,871 against
Berger's CIC agreement pays, on a double trigger, a lump sum equal to two times base salary plus the average of the prior two years' incentive awards; 63,426,629 of 71,992,908 eligible shares were present at the meeting
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
Eagle Materials said Chief Accounting Officer and Controller William R. Devlin will retire effective June 1, 2026, after more than 20 years in the role, and will advise the company for about two to three months. Samuel M. Guzman Jr., currently Vice President - Financial Reporting, will take over as Senior Vice President, Chief Accounting Officer and Controller on the same date. The filing also covers new fiscal 2027 incentive bonus programs for officers.
William R. Devlin retires as Senior Vice President, Chief Accounting Officer and Controller effective June 1, 2026, and will stay on in an advisory role for about two to three months.
Samuel M. Guzman Jr. becomes Senior Vice President, Chief Accounting Officer and Controller effective June 1, 2026; he has been Vice President - Financial Reporting since July 2025 and was Chief Accounting Officer of Beacon Roofing Supply,
The Compensation Committee approved the Eagle Plan on May 15, 2026, with a bonus pool of 1.2% of fiscal 2027 operating earnings; no funds are available if operating earnings fall below 50% of budget.
Under the Business Unit Plan, the American Gypsum pool is set at 2.00% of EBITDA and the consolidated cement pool at 1.90%.
At its annual meeting on May 20, 2026, ClearPoint Neuro stockholders approved the Seventh Amended and Restated 2013 Incentive Compensation Plan, elected seven directors to serve until the 2027 annual meeting, and ratified Cherry Bekaert LLP as auditor for 2026. The Board also confirmed R. John Fletcher as Chairman and set new committee memberships, so shareholders now have the plan's terms and an updated board structure in place.
Incentive plan approved with 7,517,634 votes for, 1,793,261 against and 495,788 abstentions.
All seven director nominees elected; Joseph M. Burnett received 9,686,224 votes for and 120,459 withheld.
Advisory vote on executive compensation: 8,825,126 for, 442,728 against and 538,829 abstentions.
R. John Fletcher confirmed as Board Chairman; Lynnette C. Fallon chairs the Audit Committee and B. Kristine Johnson chairs the Compensation Committee.
On May 21, 2026, Alphabet closed underwritten public offerings of ¥576.9 billion in Japanese yen-denominated senior notes under its Form S-3 shelf registration. The notes carry fixed rates from 1.965% to 4.599% and mature between 2029 and 2066, so the offering adds long-term debt to Alphabet's balance sheet.
Total aggregate principal stated as ¥576.9 billion, across seven tranches
Coupons range from 1.965% (due 2029) to 4.599% (due 2066)
Notes were issued under a February 12, 2016 indenture with The Bank of New York Mellon Trust Company, N.A., as trustee
On May 18, 2026, Victory Capital entered into a Seventh Amendment to its credit agreement with Bank of America, N.A. as administrative agent, refinancing existing term loans with repriced term loans. The new loans carry interest at SOFR plus 1.75% or an alternate base rate plus 0.75%, and otherwise have substantially similar terms. The filing does not state the loan amounts or the rates on the prior loans, so the size of any savings to shareholders cannot be determined from this document.
Agreement dated May 18, 2026, amends the Credit Agreement originally dated July 1, 2019
Repriced term loans bear interest at SOFR plus 1.75% or alternate base rate plus 0.75%, at the company's option
Other terms remain substantially similar to the existing term loans
At its May 21, 2026 annual meeting, Alexander's stockholders approved the 2026 Omnibus Stock Plan, which replaces the 2016 plan and makes 500,000 shares available for equity awards. Stockholders also re-elected three directors, approved executive compensation in a non-binding vote, and ratified Deloitte & Touche LLP as the independent auditor for 2026. The plan's share pool sets the limit on future equity awards to employees, officers and directors.
2026 Omnibus Stock Plan: 500,000 shares available, including 477,121 shares remaining under the 2016 plan; plan approved with 4,145,387 votes for and 290,016 against.
Thomas R. DiBenedetto, Mandakini Puri and Russell B. Wight Jr. re-elected to three-year terms.
Holders of approximately 93.01% of the 5,107,290 eligible shares were present or represented by proxy.
At its May 20, 2026 annual meeting, American Tower stockholders elected eleven directors and approved a 2026 Equity Incentive Plan that authorizes 12,000,000 new shares, plus shares returning from the prior plan. The Board also declared a quarterly cash distribution of $1.79 per share, payable July 13, 2026 to holders of record on June 12, 2026.
Stockholders approved the 2026 Equity Incentive Plan, which authorizes 12,000,000 new shares plus up to 1,778,230 shares returning from the 2007 plan
Advisory say-on-pay vote: 377,995,948 for and 24,171,637 against
Deloitte & Touche LLP ratified as independent auditor for 2026 with 394,729,619 votes for
Quarterly distribution of $1.79 per share: record date June 12, 2026; payment date July 13, 2026
GATX amended its five-year credit agreement on May 21, 2026, extending the termination date by one year to May 21, 2031. The amendment also lowers the margins on revolving loans and the facility fee, with pricing tied to the company's public credit rating, which can reduce borrowing costs and extend the availability of its credit line.
Termination date extended from May 21, 2030 to May 21, 2031
SOFR-based margins set at 80.5 to 130 basis points, grid tied to public credit rating
Facility fee set at 7 to 20 basis points, grid tied to public credit rating
Amendment among GATX, Citibank, N.A. as administrative agent, and participating lenders
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.
Copart reported results for the third quarter of fiscal 2026, ended April 30, 2026. Revenue rose 2.1% to $1.2 billion and diluted earnings per share rose to $0.43 from $0.42, but net income attributable to Copart fell $4.2 million to $402.4 million. For shareholders, the quarter shows higher sales and per-share earnings, while lower net income and a 0.2% nine-month revenue decline are the less favorable results.
Q3 revenue was $1.2 billion, up $25.4 million, or 2.1%, from the same period last year.
Net income attributable to Copart was $402.4 million, down $4.2 million, or 1.0%.
Diluted EPS was $0.43 versus $0.42 a year earlier, an increase of 2.4%.
For the nine months, revenue was $3.5 billion, down 0.2%, and the company repurchased $1.6 billion of common stock.
At its May 21, 2026 annual meeting, Rithm Capital stockholders approved a First Amendment adding 35,000,000 shares to the reserve under the 2023 Omnibus Incentive Plan, bringing the total to 69,240,000 shares, less certain awards granted since April 1, 2026. They also re-elected two Class I directors, ratified Ernst & Young LLP as auditor for 2026, and approved executive pay on a non-binding advisory basis. The larger share reserve gives the company more room to make equity awards under the plan.
First Amendment adds 35,000,000 shares to the 2023 Omnibus Incentive Plan, to 69,240,000 shares, less one share for each award granted on or after April 1, 2026 and before the meeting: 211,581,992 votes for, 11,987,771 against.
David Saltzman (200,196,253 votes for) and William D. Addas (219,162,505 votes for) elected Class I directors until the 2029 annual meeting.
Ernst & Young LLP ratified as independent auditor for fiscal year ending December 31, 2026: 368,163,966 for, 3,268,629 against.
Advisory say-on-pay vote: 191,163,402 for, 32,850,187 against, 4,379,801 abstentions.
At its May 20, 2026 annual meeting, Citigroup stockholders approved an amendment adding 20 million shares available for grant under the 2019 Stock Incentive Plan. They also elected all 13 director nominees, ratified KPMG LLP as the independent auditor for 2026, and approved an advisory vote on 2025 executive compensation.
The 2019 Plan amendment adds 20 million shares; votes were 879,545,713 for, 385,218,178 against and 3,715,006 abstaining.
The advisory vote on 2025 executive compensation was approved, with 763,510,695 votes for and 500,692,745 against.
All 13 director nominees were elected, and KPMG LLP was ratified for 2026 with 1,329,245,593 votes for and 101,802,338 against.
At its May 21, 2026 annual meeting, Mohawk Industries shareholders approved the company's 2026 Incentive Plan, which took effect that day and replaces the 2017 Incentive Plan for new awards. The meeting also reported vote results for three director nominees, the ratification of KPMG LLP as auditor for 2026, and an advisory say-on-pay vote, all of which passed.
The 2026 Plan reserves up to 3,500,000 shares of common stock, reduced by one share for each share subject to an award granted under the 2017 plan after December 31, 2025 and before May 21, 2026.
The 2026 Plan approval received 51,757,386 votes for and 840,558 against.
The advisory say-on-pay vote received 48,793,836 votes for and 3,732,023 against; the plan terminates on May 21, 2036 unless extended.
At its 2026 Annual Meeting on May 21, 2026, ANI Pharmaceuticals stockholders elected seven directors, ratified Ernst & Young LLP as the independent auditor for fiscal 2026, approved executive pay on an advisory basis, and approved the Amended and Restated 2022 Stock Incentive Plan. The company will hold advisory votes on executive pay every year, following the stockholders' frequency vote. The filing covers governance matters only and includes no financial results or guidance.
Amended 2022 Stock Incentive Plan approved: 13,806,050 for, 1,080,387 against, 9,388 abstain, 2,030,222 broker non-votes
Advisory say-on-pay proposal approved: 13,819,988 for and 1,058,460 against
Stockholders voted 14,412,299 for an annual advisory pay vote; the board will hold these votes every one year
Ernst & Young LLP ratified as auditor for fiscal year ending December 31, 2026: 16,874,103 for and 7,333 against
At its May 21, 2026 annual meeting, VeriSign's stockholders approved an amended and restated 2006 Equity Incentive Plan that extends the plan's termination date to May 21, 2036 without increasing the number of shares available for grant. Stockholders also elected all seven director nominees, approved executive compensation on an advisory basis, ratified KPMG LLP as auditor for 2026, and rejected a proposal requiring an independent board chairman.
Amended 2006 Plan extends its termination date to May 21, 2036 and does not increase shares available for grant.
Executive compensation approved on an advisory basis: 73,151,707 for and 3,213,712 against.
KPMG LLP ratified as independent registered public accounting firm for the year ending December 31, 2026: 76,128,673 for and 5,532,200 against.
Independent board chairman proposal defeated: 17,816,830 for and 58,611,011 against.
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.
At its May 20, 2026 annual meeting, Tandem Diabetes Care stockholders approved charter amendments that allow removal of directors with or without cause and limit officer liability, and approved a 3,260,000-share increase to the 2023 Long-Term Incentive Plan. The company filed the amended charter with Delaware on May 21, 2026, and all nine director nominees were elected, though director Christopher Twomey received 7,034,208 against votes, far more than other nominees.
Stockholders approved the Section 141(k) amendment allowing director removal with or without cause, with 57,818,029 for and 126,025 against.
Officer exculpation amendment passed with 45,926,405 for and 9,043,831 against.
The 2023 Long-Term Incentive Plan increase of 3,260,000 shares was approved with 53,846,696 for and 1,108,529 against.
Amended charter was filed with Delaware on May 21, 2026.
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.
Peabody Energy director Joe W. Laymon resigned from the Board effective immediately, having notified the Board on May 20, 2026. He also gave up his seats on the Compensation Committee and the Nominating and Corporate Governance Committee. The filing says the resignation was for personal health reasons and was not due to any disagreement with the company.
Joe W. Laymon notified the Board of his resignation on May 20, 2026, effective immediately.
He resigned from the Compensation Committee and the Nominating and Corporate Governance Committee as well.
The filing states the resignation was not related to any disagreement on the company's operations, policies or practices.
Lumen Technologies' indirect subsidiary Level 3 Financing completed a $1.00 billion offering of 7.500% Senior Notes due 2037 on May 21, 2026, and used part of the proceeds to buy back certain of its unsecured notes through concurrent tender offers. The new debt adds to the company's borrowing obligations, with interest payable semiannually starting February 15, 2027.
Offering size: $1.00 billion aggregate principal of 7.500% Senior Notes due 2037, sold to qualified institutional buyers under Rule 144A and non-U.S. persons under Regulation S
Proceeds partly used to fund purchases of certain unsecured notes through concurrent tender offers, plus fees and expenses
Interest accrues from May 21, 2026, payable February 15 and August 15, first payment February 15, 2027
Optional redemption at make-whole premium before August 15, 2031; change of control offer at 101% of principal
SPS Commerce disclosed that former Chief Financial Officer Kimberly Nelson's retirement will take effect June 1, 2026. The board committee waived a six-month notice requirement, so her outstanding equity awards will be treated under the retirement provisions of her award agreements, and she will receive no cash payments or severance.
Kimberly Nelson's effective retirement date is June 1, 2026, set on May 20, 2026.
Joseph Del Preto became Executive Vice President and Chief Financial Officer on March 16, 2026, and Nelson left the CFO role that day.
The Compensation & Talent Committee waived the six-month notice requirement on May 20, 2026.
Nelson will not receive any cash payments or other severance.
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.
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