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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DTSTData Storage Corp May 26, 9:51 PM ET

Data Storage Corp signs $10.6 million at-the-market stock sale deal with Maxim Group

Neutral financing Written later 1.01

Data Storage Corp entered into an Equity Distribution Agreement with Maxim Group LLC on May 26, 2026, allowing it to sell common stock through Maxim over time. The ATM Prospectus covers up to $10,600,000 of shares, and the company is not obligated to sell any shares, so the deal could dilute existing shareholders if sales occur.

  • Agreement dated May 26, 2026 with Maxim Group LLC; Maxim earns a 2.5% commission on gross proceeds from each share sale.
  • ATM Prospectus relates to up to $10,600,000 of common stock under shelf registration Form S-3 (File 333-280881), declared effective July 26, 2024.
  • Company must pay up to $25,000 in specified expenses plus $2,500 in legal fees for Maxim on each Bringdown Date.
  • The company is not required to sell any shares, and the filing gives no assurance on sale timing, price or amount.
Read the filing on SEC.gov ↗
CVBFCVB FINANCIAL CORP May 26, 5:29 PM ET

CVB Financial General Counsel Richard Wohl to retire effective June 5, 2026

Neutral leadership Written later 5.02

CVB Financial said its Executive Vice President and General Counsel, Richard Wohl, will retire effective June 5, 2026, after notice received May 20, 2026. The Compensation Committee accelerated vesting of his restricted stock and performance restricted stock unit awards effective the same date, which the company values at approximately $364,346.

  • Richard Wohl retires as EVP and General Counsel of CVB Financial Corp. and Citizens Business Bank effective June 5, 2026
  • Accelerated vesting covers 3,074, 5,816 and 9,014 restricted stock shares plus performance restricted stock units
  • Company estimates the accelerated awards at approximately $364,346, based on a $20.35 closing price on May 22, 2026
  • Mr. Wohl has served as General Counsel since October 2011
Read the filing on SEC.gov ↗
TRMBTRIMBLE INC. May 26, 5:28 PM ET

Trimble director Mark Peek resigns; Thomas Sweet named Audit Committee chair

Neutral leadership Written later 5.028.01

Trimble director Mark Peek resigned from the Board effective May 26, 2026, and will not stand for reelection at the company's 2026 Annual Meeting. The filing says the resignation was not due to any disagreement with the company, and the Board reduced its size from nine to eight directors. Thomas Sweet was appointed Audit Committee chair to oversee remediation of material weaknesses that the company expects to complete in 2027.

  • Mark S. Peek resigned as a director effective immediately on May 26, 2026, and left the Audit Committee and Nominating and Corporate Governance Committee.
  • The Board reduced its membership from nine directors to eight.
  • Thomas Sweet was appointed Audit Committee chair, effective immediately.
  • The company anticipates completing remediation of its material weaknesses in 2027.
Read the filing on SEC.gov ↗
QTRXQuanterix Corp May 26, 5:25 PM ET

Quanterix names Anthony Catalano chief operating officer; Michael Miller moves to tech role

Neutral leadership Written later 5.02

Quanterix appointed Anthony Catalano as Chief Operating Officer effective with his May 14, 2026 appointment, under an employment agreement with a $400,000 base salary and a $50,000 sign-on bonus. Former COO Michael Miller moved to the new role of Chief Technology and Products Officer. The change at the top operations post is a leadership change that shareholders may want to follow, but the filing reports no financial results.

  • Anthony Catalano appointed Chief Operating Officer on May 14, 2026; agreement sets $400,000 base salary, $50,000 sign-on bonus and annual bonus target up to 50% of base salary
  • Catalano received RSUs equal to 0.30% of common shares outstanding on his start date, vesting in four equal annual installments
  • Michael Miller, formerly COO, transitioned to Chief Technology and Products Officer
  • Catalano previously worked at Akoya Biosciences, which Quanterix acquired, from July 2025 to August 2025
Read the filing on SEC.gov ↗
BRKHBurtech Acquisition Corp II May 26, 5:20 PM ET

Burtech Acquisition Corp II closes $80 million IPO of 8,000,000 units

Neutral financing Written later 1.013.025.025.038.01

Burtech Acquisition Corp II, a Cayman Islands blank check company, closed its initial public offering of 8,000,000 units at $10.00 per unit on May 26, 2026, for gross proceeds of $80,000,000. A total of $80,400,000 was placed in a trust account, and the funds will not be released until the company completes an initial business combination, redeems public shares, or liquidates.

  • IPO closed May 26, 2026: 8,000,000 units at $10.00 per unit, gross proceeds of $80,000,000.
  • $80,400,000 placed in a trust account maintained by Continental Stock Transfer & Trust Company.
  • Sponsor and third-party investors bought 252,000 private placement units at $10.00 for $2,520,000.
  • Company has 15 months from the IPO closing to complete a business combination, extendable up to 21 months; four directors were appointed May 21, 2026.
Read the filing on SEC.gov ↗
LCLNLincoln International, Inc. May 26, 5:19 PM ET

Lincoln International completes $473.7 million IPO at $20.00 per share

Neutral financing Written later 1.013.023.035.025.038.01

Lincoln International, Inc. and its selling stockholders completed the initial public offering of 24,207,486 Class A common shares at $20.00 per share on May 21, 2026, including 3,157,498 shares from the underwriters' option. The company received gross proceeds of $473.7 million before underwriting discounts and commissions, and the filing says its charter and bylaws became effective on May 19, 2026.

  • Offering of 24,207,486 Class A shares at $20.00 per share, completed May 21, 2026, including 3,157,498 shares from the underwriters' option
  • Gross proceeds to the company of $473.7 million, before underwriting discounts and commissions
  • M. Christie Smith and John W. Oleniczak appointed to the board effective May 19, 2026
  • Charter authorizes 650,000,000 Class A, 250,000,000 Class B, 100,000,000 Class C and 5,000,000 preferred shares
Read the filing on SEC.gov ↗

Angel Oak Income Term Trust (FINS) issues $50 million preferred shares, $40 million notes

Neutral financing Written later 1.013.025.038.01

The fund sold $50 million of Series A Mandatorily Redeemable Preferred Shares due April 30, 2031, and agreed to sell $40 million of 5.364% Series C Senior Notes due July 8, 2030. Proceeds will mainly refinance existing debt, including redeeming 2.35% Series A Senior Notes maturing July 8, 2026, and fund new portfolio investments; the preferred holder gains the right to elect two trustees.

  • Series A preferred: 2,000,000 shares at $25.00 liquidation preference, $50 million gross proceeds, due April 30, 2031
  • Series C Senior Notes: $40 million at a fixed 5.364% rate, maturing July 8, 2030, with proceeds used to redeem 2.35% Series A Senior Notes maturing July 8, 2026
  • Preferred purchaser may elect two trustees; Ira P. Cohen nominated as a Class III Trustee
  • Annual shareholder meeting set for September 25, 2026; record date July 10, 2026
Read the filing on SEC.gov ↗
EDITEditas Medicine, Inc. May 26, 4:42 PM ET

Editas Medicine prices $125.0 million stock and warrant offering at $2.25 per unit

Mixed financing Written later 1.018.01

Editas Medicine agreed to sell 55,555,556 shares of common stock, each paired with a common stock warrant, at a combined price of $2.25, with net proceeds estimated at $117.0 million. The company said the proceeds, together with its cash as of March 31, 2026, should fund operations into the second half of 2028, and the warrants could add about $192.5 million if fully exercised for cash, which would also dilute existing holders.

  • Gross offering size of about $125.0 million before underwriting discounts and offering expenses, with closing expected on or about May 27, 2026
  • Cash runway extended to the second half of 2028, based on current plans and assumptions the company says may prove wrong
  • Warrants have a $3.50 per share exercise price and expire on the earlier of 30 days after Phase 1 EDIT-401 data showing at least three patients with greater than 80% LDL-cholesterol reduction, or three years from issuance
Read the filing on SEC.gov ↗

Starwood Property Trust closes $600 million 6.125% senior notes due 2031

Neutral financing Written later 1.012.03

Starwood Property Trust closed a private offering of $600 million in 6.125% unsecured senior notes due June 1, 2031, on May 26, 2026. The company intends to use the net proceeds for eligible green and social projects and, pending that allocation, to redeem $400 million of 3.625% notes due 2026 and for general corporate purposes. The new debt adds to the company's obligations, while the refinancing would replace notes maturing in 2026.

  • Principal amount of $600 million, priced May 11, 2026, closed May 26, 2026
  • Interest at 6.125% per year, paid semi-annually on June 1 and December 1, starting December 1, 2026
  • Proceeds may repay $400 million of 3.625% Senior Notes due 2026 and outstanding repurchase facility debt
  • Notes are unsecured, not guaranteed by subsidiaries at issuance, with a covenant requiring Total Unencumbered Assets of at least 120% of unsecured debt
Read the filing on SEC.gov ↗
WRLDWORLD ACCEPTANCE CORP May 26, 4:35 PM ET

World Acceptance gets temporary covenant relief on fixed charge coverage ratio

Neutral financing Written later 1.01

On May 22, 2026, World Acceptance entered into a Consent and Limited Modification with Bank of Montreal, as administrative agent, and the Required Lenders under its July 22, 2025 revolving credit agreement. The modification temporarily lowers the minimum fixed charge ratio for three quarters, and the original 2.25 to 1.0 requirement returns for the quarter ending December 31, 2026. The filing does not state the reason for the modification.

  • Modified minimum ratio: 2.20 to 1.0 for the quarter ending March 31, 2026; 2.10 to 1.0 for June 30, 2026; and 2.15 to 1.0 for September 30, 2026
  • Original requirement of not less than 2.25 to 1.0 resumes for the quarter ending December 31, 2026
  • Agreement dated May 22, 2026, with Bank of Montreal as administrative agent and collateral agent
  • All other terms of the credit agreement remain in full force
Read the filing on SEC.gov ↗
MIDDMIDDLEBY Corp May 26, 4:30 PM ET

Middleby adopts executive severance plan and amended incentive plan for executives

Neutral shareholder Written later 5.02

Middleby's Compensation Committee adopted an Executive Severance Plan on May 20, 2026, setting severance for the CEO, named executive officers and other executives, with larger payments if a termination occurs within 24 months after a change in control. The committee also adopted an amended and restated Value Creation Incentive Plan, under which cash bonuses depend on achieving performance goals. The filing discloses plan terms rather than a specific executive departure, so the direct cost to shareholders cannot be determined from the filing.

  • Executive Severance Plan adopted May 20, 2026; CEO severance is 3.00 times base salary plus target bonus, with 3.00 times again after a change in control
  • Named executive officers, including CFO Brittany C. Cerwin, are Tier II participants at 1.00 times base salary plus target bonus, or 2.00 times within 24 months after a change in control
  • Amended and restated Value Creation Incentive Plan adopted May 20, 2026, replacing a plan first adopted in 2011, with performance periods generally the fiscal year
Read the filing on SEC.gov ↗
SHIMShimmick Corp May 26, 4:27 PM ET

Shimmick sells 4,289,500 shares at $3.50 in offering, nets about $14.0 million

Mixed financing Written later 1.01

Shimmick Corporation sold 4,289,500 common shares at $3.50 each in an underwritten public offering led by Roth Capital Partners, after the underwriter exercised its full option to buy 559,500 additional shares. The company received net proceeds of approximately $14.0 million after the underwriting discount and estimated offering expenses, and the offering closed on May 26, 2026. New shares increase the number outstanding, so existing holders' ownership percentage is reduced, while the company gains cash.

  • Offering agreement with Roth Capital Partners, LLC dated May 22, 2026; public offering price $3.50 per share
  • Total shares sold 4,289,500, including 559,500 shares from the underwriter's option
  • Net proceeds of approximately $14.0 million; offering closed May 26, 2026
  • Sold under a Form S-3 shelf registration declared effective July 10, 2025
Read the filing on SEC.gov ↗
KLRAKailera Therapeutics, Inc. May 26, 4:18 PM ET

Kailera widens Q1 net loss to $78.9 million as R&D spending rises

Negative earnings Written later 2.02

Kailera Therapeutics reported a first-quarter 2026 net loss of $78.9 million, up from $18.0 million a year earlier, as research and development expenses rose to $70.9 million from $10.1 million. The company said its cash, cash equivalents and marketable securities of $581.9 million, plus $718.8 million in gross IPO proceeds, will fund operations into mid-2028, and the filing reports no revenue for the period.

  • Net loss was $78.9 million for the quarter ended March 31, 2026, compared with $18.0 million a year earlier.
  • R&D expenses were $70.9 million versus $10.1 million, a $60.7 million increase tied to product candidate development and related costs.
  • General and administrative expenses were $13.8 million versus $10.3 million.
  • Cash, cash equivalents and marketable securities totaled $581.9 million at March 31, 2026, and are expected to fund operations into mid-2028.
Read the filing on SEC.gov ↗
OOMAOOMA INC May 26, 4:16 PM ET

Ooma Q1 revenue rises 25% to $81.1 million; GAAP net income $2.6 million

Positive earnings Written later 2.02

Ooma reported fiscal first-quarter 2027 results for the period ended April 30, 2026, with revenue up 25% year over year to $81.1 million and GAAP net income of $2.6 million, or $0.09 per diluted share, compared with a GAAP net loss of $0.1 million a year earlier. The company also issued revenue and profit ranges for the second quarter and full fiscal 2027, which shareholders can compare with future results.

  • Total revenue was $81.1 million, up from $65.0 million a year earlier; FluentStream and Phone.com contributed $11.5 million of revenue in the quarter.
  • Non-GAAP net income was $9.7 million, or $0.35 per diluted share, compared with $5.6 million, or $0.20 per diluted share, a year earlier.
  • Adjusted EBITDA was $11.8 million, compared with $6.7 million in the prior-year quarter.
  • For fiscal 2027, Ooma expects total revenue of $326.0 million to $328.5 million and GAAP net income of $10.5 million to $12.0 million.
Read the filing on SEC.gov ↗

Cogent to sell 10 data center facilities to I Squared Capital affiliate for $225 million

Neutral m&a Written later 1.018.01

Cogent Communications Holdings, through its subsidiary Cogent Fiber, LLC, agreed on May 22, 2026 to sell 10 data center facilities, with certain personal property and customer contracts, to an affiliate of I Squared Capital for $225 million in cash. The company will guarantee certain obligations of the seller, and the sale is expected to close on the later of June 12, 2026 or after HSR antitrust approval, which shareholders can track against the November 18, 2026 termination date.

  • Purchase price is $225 million in cash for 10 facilities located in Phoenix, Anaheim, Burbank, Stockton, Atlanta, Chicago, Elkridge, Kansas City, Nashville and Houston.
  • Expected closing is the later of June 12, 2026 or expiration or termination of the Hart-Scott-Rodino waiting period.
  • Either party may terminate the agreement if the sale is not completed by November 18, 2026, subject to certain limitations.
  • Cogent agreed to guarantee certain obligations of the seller under the Purchase Agreement.
Read the filing on SEC.gov ↗
PLMRPalomar Holdings, Inc. May 26, 4:15 PM ET

Palomar Holdings appoints Scott Beiser to board; stockholders elect directors, approve pay

Neutral leadership Written later 5.025.077.01

Palomar Holdings appointed Scott Beiser, co-chairman of Houlihan Lokey, as a Class I director effective May 21, 2026, and he will serve on the Audit, Compensation and Investment Committees. At the May 21 annual meeting, stockholders elected two Class I directors, approved the advisory vote on executive compensation, and ratified Ernst & Young LLP as the independent auditor for 2026.

  • Scott Beiser's term runs until the 2029 annual meeting; his initial awards include 869 RSUs granted in 2026 and a $50,000 grant-value award to be granted in 2027.
  • Daryl Bradley received 22,017,793 votes for and 806,927 withheld; Thomas Bradley received 22,315,644 for and 509,076 withheld.
  • The say-on-pay proposal received 21,123,368 votes for and 1,680,514 against.
  • Ernst & Young LLP was ratified with 23,696,932 votes for and 108,911 against.
Read the filing on SEC.gov ↗
URBNURBAN OUTFITTERS INC May 26, 4:14 PM ET

Urban Outfitters amends $350 million revolving credit facility, extends maturity to May 2031

Neutral financing Written later 1.012.03

Urban Outfitters and certain domestic subsidiaries signed a fifth amendment on May 19, 2026 to its asset-based revolving credit facility. The amendment extends the facility's maturity to May 2031 and removes the Canadian sub-facility, with its Canadian subsidiary released from obligations under the facility.

  • Facility continues to provide loans and letters of credit up to $350 million, subject to a borrowing base of eligible accounts receivable and inventory
  • Maturity date extended to May 2031
  • Canadian Borrowing Base and Canadian Sublimit removed; URBN Canada Retail, Inc. released from its obligations under the facility
  • Obligations remain unconditionally guaranteed by the Company and certain U.S. subsidiaries and secured by first-priority interest in inventory, accounts receivable and certain other assets
Read the filing on SEC.gov ↗
ASMBASSEMBLY BIOSCIENCES, INC. May 26, 4:10 PM ET

Assembly Biosciences closes $115.0 million stock offering with full option exercise

Neutral financing Written later 1.018.01

Assembly Biosciences sold 3,358,602 common shares at $26.50 each and pre-funded warrants for up to 415,000 shares, and underwriters exercised in full a 566,040-share option on May 22, 2026. The offering closed on May 26, 2026, with the company reporting net proceeds of approximately $107.4 million. The company plans to use the proceeds for clinical development of pipeline candidates and general corporate purposes, and the new shares increase the number of shares outstanding for existing shareholders.

  • Closed May 26, 2026, including the full exercise of a 566,040-share underwriter option on May 22, 2026.
  • Common shares priced at $26.50; pre-funded warrants for up to 415,000 shares priced at $26.499 each.
  • Gross proceeds of approximately $115.0 million; net proceeds of approximately $107.4 million after underwriting discounts and offering expenses.
  • Executive officers and directors agreed to a 90-day lock-up, subject to exceptions and Guggenheim Securities' consent to sell.
Read the filing on SEC.gov ↗
TRNSTRANSCAT INC May 26, 4:07 PM ET

Transcat Q4 revenue rises 15.8% to $89.3 million, but net income falls 56%

Mixed earnings Written later 2.02

Transcat reported fiscal fourth quarter 2026 results for the period ended March 28, 2026, with revenue up 15.8% to $89.3 million while net income fell 56.4% to $1.9 million and diluted EPS fell to $0.21 from $0.48. For the full fiscal year, revenue rose 19.2% to $331.9 million, but net income fell 63.0% to $5.4 million, and the company expects high single-digit service organic revenue growth in fiscal 2027.

  • Q4 fiscal 2026 revenue was $89.3 million, up 15.8%, with service revenue up 18.4% to $61.6 million and distribution revenue up 10.5% to $27.8 million.
  • Q4 operating income fell 37.6% to $4.3 million, and net income fell to $1.9 million from $4.5 million a year earlier.
  • Adjusted EBITDA rose 16.0% to $14.8 million in Q4, while total debt was $99.9 million as of March 28, 2026, up from $32.7 million a year earlier.
  • Management guided to high single-digit service organic revenue growth for fiscal 2027, assuming a stable economic environment.
Read the filing on SEC.gov ↗
SMTCSEMTECH CORP May 26, 4:07 PM ET

Semtech Q1 sales hit record $291.0M, up 16%; Q2 outlook calls for $328.0M in sales

Positive earnings Written later 2.027.01

Semtech reported record first-quarter fiscal 2027 net sales of $291.0 million, up 16% from a year earlier, with GAAP diluted earnings per share of $0.27 versus $0.22 a year earlier. The company also guided second-quarter net sales to $328.0 million, plus or minus $5.0 million, and adjusted diluted earnings per share to $0.61, plus or minus $0.02.

  • Q1 fiscal 2027 net sales of $291.0 million, up 16% year over year and up 6% from Q4 fiscal 2026
  • GAAP diluted EPS of $0.27, up from $0.22 a year earlier; adjusted diluted EPS of $0.51, up from $0.38
  • GAAP operating margin of 8.9%, down from 14.3% a year earlier; adjusted operating margin of 20.4%, up from 19.0%
  • Q2 fiscal 2027 outlook: net sales of $328.0 million (plus or minus $5.0 million) and adjusted diluted EPS of $0.61 (plus or minus $0.02)
Read the filing on SEC.gov ↗
BOXBOX INC May 26, 4:05 PM ET

Box Q1 fiscal 2027 revenue rises 11% to $305.9 million; GAAP EPS $0.08

Positive earnings Written later 2.02

Box reported first quarter fiscal 2027 results for the quarter ended April 30, 2026, with revenue of $305.9 million, up 11% from a year earlier, and GAAP diluted EPS of $0.08 versus $0.02. The company also issued guidance for the second quarter and full fiscal 2027, including full-year revenue of about $1.280 billion and non-GAAP diluted EPS of about $1.56, and it repurchased 4.8 million shares for about $114 million in the quarter.

  • Revenue $305.9 million, up 11% (10% in constant currency); billings $255.4 million, up 5%
  • GAAP operating income $27.4 million, or 9.0% of revenue, versus $6.3 million a year earlier
  • Non-GAAP diluted EPS $0.37 versus $0.30; GAAP diluted EPS $0.08 versus $0.02
  • Q2 FY27 guidance: revenue about $319 million, up 9%; full-year revenue about $1.280 billion
Read the filing on SEC.gov ↗
BILLBILL Holdings, Inc. May 26, 4:05 PM ET

BILL reaffirms fiscal 2026 guidance as CTO Ken Moss and payments head Bowman depart

Mixed leadership Written later 5.027.01

BILL reaffirmed its previously issued guidance for fiscal 2026 fourth quarter and full year results, first reported May 7, 2026. The company also announced leadership changes, including the departures of Chief Technology Officer Ken Moss and Executive Vice President Mary Kay Bowman, effective June 30, 2026, with both continuing in advisory roles through June 30, 2027.

  • Guidance for fiscal 2026 Q4 and full year reaffirmed, as first reported May 7, 2026
  • Ken Moss (CTO since 2023) and Mary Kay Bowman (EVP, Payments and Financial Services) depart effective June 30, 2026
  • Eric Chan appointed CTO; Michael Cieri promoted to Chief Product Officer over a newly created Product Organization
  • Sarah Acton, Chief Customer Officer, will depart; a new Chief Revenue Officer will be announced in the coming weeks
Read the filing on SEC.gov ↗
EPAMEPAM Systems, Inc. May 26, 4:03 PM ET

EPAM Systems holders approve right to call special meetings and expand equity plan share pools

Neutral shareholder Written later 5.025.035.07

At its May 21, 2026 annual meeting, EPAM stockholders approved an amendment that lets stockholders call a special meeting, and the company's charter and bylaws were updated to reflect this. Stockholders also approved adding 4,000,000 shares to the 2025 Long Term Incentive Plan and 650,000 shares to the 2021 Employee Stock Purchase Plan, which increases the shares available for issuance under those plans.

  • Special meeting amendment approved: 42,309,922 votes for and 2,339,440 against, effective May 21, 2026.
  • Stockholder proposal on calling special meetings was not approved: 20,002,319 for and 25,953,614 against.
  • 2025 Plan share reserve increased by 4,000,000 shares; 2021 ESPP share reserve increased by 650,000 shares.
  • Balazs Fejes, Eugene Roman, Jill Smart and Ronald Vargo elected as Class II directors through the 2027 annual meeting.
Read the filing on SEC.gov ↗
FCUVFOCUS UNIVERSAL INC. May 26, 3:19 PM ET

Focus Universal says it meets Nasdaq $2.5 million equity rule after preferred conversions

Neutral legal/regulatory Written later 8.01

Focus Universal said it believes it has stockholders' equity of at least $2.5 million, the level required for continued Nasdaq Capital Market listing. The company cites the conversion of most Series B preferred stock into common stock, the redemption of the remaining preferred shares, and the exercise of pre-funded warrants issued in an April 2026 private placement. The filing reflects a compliance position rather than a change in operating results.

  • Company believes stockholders' equity is at least $2.5 million, meeting Nasdaq Listing Rule 5550(b)(1)
  • Series B Conversion of 5,216 preferred shares into 665,328 common shares, notified around April 6, 2026
  • Remaining Series B preferred redeemed from Great Point Capital LLC for $961,860 under an April 13, 2026 agreement
  • Pre-Funded Warrant for 1,117,318 shares from the $4,000,000 Armistice Capital placement has been fully exercised
Read the filing on SEC.gov ↗
CATOCATO CORP May 26, 2:00 PM ET

Cato Q1 net income rises to $9.3 million on tariff refund; sales up 0.7%

Mixed earnings Written later 2.025.07

The Cato Corporation reported first-quarter net income of $9.3 million, or $0.47 per diluted share, versus $3.3 million, or $0.17, a year earlier, with sales of $169.5 million, up 0.7%. Management said the results were significantly helped by an IEEPA tariff refund claim and expects sales to be negatively affected by rising inflation, especially fuel and food prices.

  • Net income was $9.3 million, or $0.47 per diluted share, for the quarter ended May 2, 2026, compared with $3.3 million, or $0.17, a year earlier.
  • Sales were $169.5 million, up 0.7%, and same-store sales increased 3%.
  • A pre-tax $5.7 million tariff refund claim helped lift gross margin to 37.2% of sales from 35.1%.
  • Management expects sales to be negatively affected by inflation, especially fuel and food prices, and the company operated 1,065 stores as of May 2, 2026.
Read the filing on SEC.gov ↗
EPCEDGEWELL PERSONAL CARE Co May 26, 1:19 PM ET

Edgewell Personal Care names Anthony Freve Chief Supply Chain Officer, effective June 1

Neutral leadership Written later 5.027.01

Edgewell Personal Care said Paul R. Hibbert will leave his role as Chief Supply Chain Officer effective June 1, 2026, and that Anthony Freve will succeed him in that role on the same date. The filing does not describe the reasons for the change, and the company is not reporting financial figures in this filing.

  • Paul R. Hibbert will no longer serve as Chief Supply Chain Officer, effective June 1, 2026; the company made this determination on May 20, 2026.
  • Hibbert is eligible for payments and benefits under the Company's Executive Severance Plan.
  • Anthony Freve will join Edgewell as Chief Supply Chain Officer, effective June 1, 2026, according to an announcement on May 26, 2026.
Read the filing on SEC.gov ↗
DBXDROPBOX, INC. May 26, 9:15 AM ET

Dropbox names Ashraf Alkarmi co-CEO, Andrew Houston to become executive chairman

Positive leadership Written later 5.027.01

Dropbox said Ashraf Alkarmi, its General Manager, Core, will become Co-Chief Executive Officer and a board member effective May 26, 2026, alongside co-founder Andrew Houston. After a transition period, Houston is expected to become Executive Chairman and Alkarmi will be the sole CEO. The company also said it expects second quarter and fiscal 2026 results to be in line with or above previously provided guidance ranges.

  • Ashraf Alkarmi, 47, joined Dropbox in November 2024 and becomes Co-CEO effective May 26, 2026.
  • Alkarmi's annual base salary is $825,000 from June 1, 2026, with RSUs valued at $12,656,250 vesting over four years.
  • Dropbox expects Q2 and fiscal 2026 results in line with or above the guidance ranges given in its May 7, 2026 investor supplement.
  • Michael Torres was appointed Chief Product Officer, effective July 7, 2026.
Read the filing on SEC.gov ↗
UGIUGI CORP /PA/ May 26, 9:03 AM ET

UGI's AmeriGas sells $500 million of 6.875% notes due 2031 and redeems 2027 notes

Neutral financing Written later 1.011.022.038.01

AmeriGas Partners and AmeriGas Finance Corp., indirect wholly owned subsidiaries of UGI, issued $500.0 million of 6.875% senior unsecured notes due 2031 on May 20, 2026. The proceeds, with other funds, are being used to redeem the 2027 notes, repurchase up to $175.0 million of 9.375% notes due 2028, and repay $150.0 million of an intercompany loan. The filing shows a new debt issue replacing or reducing existing higher-cost debt, with the company reporting no earnings impact.

  • $500.0 million of 6.875% senior unsecured notes due 2031 issued May 20, 2026; semi-annual interest begins December 1, 2026
  • Holders tendered $468,471,000 of 2027 notes; remaining 2027 notes to be redeemed June 10, 2026
  • $224,771,000 of 2028 notes tendered by the May 22, 2026 early deadline against a $175.0 million cap; proration factor about 77.9%
  • Initial settlement for accepted 2028 notes set for May 27, 2026 at $1,023.44 per $1,000 principal
Read the filing on SEC.gov ↗
PTONPELOTON INTERACTIVE, INC. May 26, 9:01 AM ET

Peloton names Sid Thacker CFO effective June 22, 2026, replacing interim CFO Saqib Baig

Neutral leadership Written later 5.027.01

Peloton announced that Sid Thacker, former CFO of Rent the Runway, will become Chief Financial Officer effective June 22, 2026, succeeding interim CFO Saqib Baig, who will remain Chief Accounting Officer. The filing sets Thacker's annual base salary at $635,000, a 60% target cash bonus, and initial equity awards valued at $8,000,000 that are subject to board approval.

  • Sid Thacker becomes CFO effective June 22, 2026, and will report to CEO Peter Stern.
  • Thacker served as CFO of Rent the Runway from May 2023, after prior roles there and at investment firms.
  • Offer letter terms: $635,000 base salary, annual cash bonus of 60% of base salary, prorated for fiscal 2026, and equity initially valued at $8,000,000.
  • Saqib Baig steps down as interim CFO on June 22, 2026, and remains Chief Accounting Officer.
Read the filing on SEC.gov ↗
SPGIS&P Global Inc. May 26, 8:45 AM ET

S&P Global: Market Intelligence President Saugata Saha to leave July 30, 2026

Neutral leadership Written later 5.027.01

S&P Global said Saugata Saha, President of Market Intelligence and Chief Enterprise Data Officer, will leave the company to pursue another opportunity, effective July 30, 2026. The Enterprise Data Organization moves under Chief Technology & Transformation Officer Firdaus Bhathena, and the company reiterated its 2026 financial guidance.

  • Saugata Saha departs July 30, 2026, after notifying the company on May 19, 2026
  • Enterprise Data Organization moves to the Chief Technology & Transformation Office, led by Firdaus Bhathena
  • Company reiterated its financial guidance for 2026; no new figures were disclosed in the filing
Read the filing on SEC.gov ↗
GRPNGroupon, Inc. May 26, 8:00 AM ET

Groupon raises full-year EBITDA guidance to $75-$80 million, cuts up to 400 positions

Positive restructuring Written later 2.055.02

Groupon's board approved a restructuring plan on May 21, 2026, covering up to 400 positions globally, including employees and contractors, with most reductions expected by the end of the third quarter of 2026, subject to local consultation rules. The company expects $7 to $13 million in pre-tax charges, mostly cash severance, and $10 to $12 million in gross 2026 savings, of which up to 50% will be reinvested. It also raised full-year Adjusted EBITDA guidance to $75 to $80 million from $70 to $75 million, while Chief Operating Officer Jiri Ponrt resigns effective July 10, 2026.

  • Up to 400 positions to be reduced globally, with a majority expected by the end of Q3 2026
  • Pre-tax restructuring charges estimated at $7 to $13 million, mostly cash severance and compensation
  • Full-year Adjusted EBITDA guidance raised to $75 to $80 million from $70 to $75 million
  • COO Jiri Ponrt resigns effective July 10, 2026; no disagreement cited and no severance benefits
Read the filing on SEC.gov ↗
CGONCG Oncology, Inc. May 26, 8:00 AM ET

CG Oncology says President and COO Ambaw Bellete will leave June 30, 2026

Neutral leadership Written later 5.02

CG Oncology agreed on May 20, 2026 to the separation of President and Chief Operating Officer Ambaw Bellete, effective June 30, 2026. Arthur Kuan was appointed President in addition to his existing roles, and the company has started a search for a Chief Commercial Officer, which matters to shareholders because it changes senior leadership and the executive team responsible for commercial operations.

  • Ambaw Bellete, President & Chief Operating Officer, separation effective June 30, 2026
  • Separation agreement expected to include a general release and the severance set forth in Section 4(b) of his employment agreement
  • Arthur Kuan appointed President on May 20, 2026, in addition to his other positions
  • Company has initiated a search for a Chief Commercial Officer
Read the filing on SEC.gov ↗
AZOAUTOZONE INC May 26, 6:55 AM ET

AutoZone Q3 EPS rises to $38.07 as sales grow 8.4% to $4.8 billion

Positive earnings Written later 2.02

AutoZone reported third-quarter results for the 12 weeks ended May 9, 2026, with net sales up 8.4% to $4.8 billion and diluted earnings per share of $38.07, compared with $35.36 a year earlier. Operating profit rose 6.6% to $923.8 million, although gross margin fell 57 basis points. Shareholders are affected because sales, operating profit and per-share earnings all grew, and the company repurchased $586.3 million of its stock during the quarter.

  • Net sales rose 8.4% to $4.8 billion for the 12 weeks ended May 9, 2026.
  • Diluted EPS was $38.07 versus $35.36; net income was $641.5 million versus $608.4 million.
  • Domestic same store sales rose 4.1%; international same store sales rose 16.6%, or 1.6% in constant currency.
  • Gross margin was 52.2%, down 57 basis points, driven by a 77 basis point non-cash LIFO impact.
Read the filing on SEC.gov ↗
CSWCSW INDUSTRIALS, INC. May 26, 6:48 AM ET

CSW Industrials Q4 revenue rises 34% to record $309.0 million; EPS falls 41.1%

Mixed earnings Written later 2.02

CSW Industrials reported fiscal fourth-quarter 2026 results for the period ended March 31, 2026, with revenue up 34.0% to a record $309.0 million, driven mainly by acquisitions. Diluted EPS fell 41.1% to $1.22, mainly because of a $15.6 million non-cash impairment and higher interest expense, while adjusted EPS rose 21.1% to $3.14.

  • Q4 revenue of $309.0 million, up 34.0% from the prior-year quarter; organic growth was $6.4 million, or 2.8%
  • Q4 diluted EPS of $1.22, down 41.1% from $2.08; adjusted EPS of $3.14, up 21.1% from $2.59
  • Fiscal 2026 revenue of $1.1 billion, up 23.3%; diluted EPS of $6.70, down 20.0% from $8.38
  • Net debt of $842.7 million at quarter end, a net leverage ratio of 2.55x; quarterly dividend of $0.30 per share
Read the filing on SEC.gov ↗
SKYChampion Homes, Inc. May 26, 6:45 AM ET

Champion Homes Q4 profit falls 18.4% as full-year net sales rise 7.3% to $2.7 billion

Mixed earnings Written later 2.028.01

Champion Homes reported fourth-quarter fiscal 2026 results for the quarter ended March 28, 2026, with net sales up 4.6% to $621.3 million but net income down 18.4% to $29.7 million, driven by charges tied to acquisition contingent consideration and a product liability true-up. For the full year, net sales rose 7.3% to $2.7 billion and net income rose 4.3% to $206.9 million. The board also approved a $50.0 million increase to the share repurchase program, bringing the available amount to $150.0 million.

  • Q4 fiscal 2026 net sales rose 4.6% to $621.3 million; net income fell 18.4% to $29.7 million
  • Q4 diluted EPS was $0.53 versus $0.63 a year earlier; adjusted EPS was $0.68 versus $0.65
  • Full-year net sales rose 7.3% to $2.7 billion; net income rose 4.3% to $206.9 million; diluted EPS was $3.66 versus $3.42
  • Board increased the repurchase authorization by $50.0 million to $150.0 million; $200.0 million was repurchased in fiscal 2026
Read the filing on SEC.gov ↗
NOGNORTHERN OIL & GAS, INC. May 26, 6:39 AM ET

NOG to buy Parallax Duvernay oil assets for CA$237.0 million cash plus stock

Positive m&a Written later 1.013.027.01

On May 22, 2026, Northern Oil and Gas agreed to acquire oil and gas assets in Alberta's Duvernay from Parallax Energy Operating for CA$237.0 million in cash plus shares of common stock worth CA$113.0 million, with up to CA$25.0 million of contingent consideration. The company also raised its 2026 production guidance, which it says reflects the high end of its prior low-activity range and a minor contribution from the pending acquisition.

  • Cash consideration of CA$237.0 million plus stock worth CA$113.0 million, subject to customary adjustments; contingent consideration up to CA$25.0 million tied to WTI prices from April 1, 2026 through December 31, 2027
  • Expected closing late in the second quarter of 2026; effective date April 1, 2026
  • Revised FY2026 annual production guidance of 143,000 to 148,000 Boe per day, up from 139,000 to 143,000 Boe per day
  • Stock consideration issued under Section 4(a)(2); the company must file a resale registration statement after closing
Read the filing on SEC.gov ↗
OCTVOctave Intelligence plc May 26, 6:02 AM ET

Octave Intelligence completes Hexagon spin-off and pays Hexagon $625 million

Neutral m&a Written later 1.012.034.015.028.01

Hexagon AB completed the distribution of all Octave Intelligence plc shares to Hexagon shareholders on May 22, 2026, and Octave began the process of listing its shares as an independent company. To fund a $625 million cash payment to Hexagon, Octave drew on new credit facilities, and the filing also discloses a change of auditor and two material weaknesses in internal controls.

  • Hexagon shareholders of record on May 22, 2026 received one Octave Class A share per ten Hexagon Class A shares and one Octave Class B share per ten Hexagon Class B shares; first regular-way trading of OCTV on Nasdaq New York is expected Ma
  • Octave fully drew its $350 million U.S. dollar term loan and €150 million euro term loan, and borrowed about $120 million and €25 million under its $500 million revolving facility
  • PricewaterhouseCoopers AB was dismissed and PricewaterhouseCoopers LLP was appointed for fiscal 2026; the filing cites two material weaknesses related to risk assessment, segregation of duties and IT general controls
  • Executive transaction bonuses include $950,000 for CEO Mattias Stenberg and $800,000 for CFO Benjamin Maslen
Read the filing on SEC.gov ↗

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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.