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).
American Airlines, Inc. and parent American Airlines Group Inc. signed a Twelfth Amendment to their 2015 credit agreement, refinancing existing term loans in full with $1,146.8 million of new term loans and adding $703.2 million of incremental term loans. The new loans carry a higher spread than the SOFR-based or base-rate options specified in the filing and mature on May 29, 2033, so the airline's total term debt under this facility increases, which shareholders should weigh against the longer maturity.
Refinancing term loans: $1,146.8 million, replacing existing term loans in full
Incremental term loans: $703.2 million, bringing total 2026 term loans to about $1.85 billion
Interest: base rate plus 2.00% margin, or three-month SOFR plus 3.00% margin, both with 0.00% floors
Maturity May 29, 2033; annual repayments of 1.00% starting on the first anniversary
Solana Company entered into an amended sales agreement with Clear Street LLC and Maxim Group LLC on May 29, 2026, raising the aggregate gross sales price of Class A shares it may sell under its at-the-market offering from $92.8 million to $250 million. The filing states that no sales are obligated and that no assurance is given any shares will be sold, so the change adds capacity for share issuance that could dilute existing shareholders if used.
Offering capacity increased from $92.8 million to $250 million, excluding shares sold under the prior prospectus supplement.
As of May 29, 2026, the company had sold shares for aggregate gross proceeds of $24,657,697.51 under the prior arrangement.
Agents may be paid commissions of up to 3.00% of gross proceeds from each sale.
Cooley LLP issued a legal opinion on the validity of the shares; the agreement was filed as Exhibit 10.1.
Nasdaq told Expensify on May 28, 2026 that the company has regained compliance with the $1.00 minimum bid price requirement and that the matter is closed. The Class A stock closed at $1.00 or higher for the 10 consecutive business days from May 13 to May 27, 2026, resolving a deficiency notice received April 17, 2026.
Nasdaq deficiency notice received April 17, 2026 for closing bid price below $1.00 for 30 consecutive business days
Nasdaq confirmed on May 28, 2026 that the stock closed at $1.00 or higher from May 13 to May 27, 2026
Nasdaq considers the minimum bid price matter closed
Cencora appointed Eva C. Boratto, currently CFO of Bath & Body Works, as Executive Vice President and Chief Financial Officer, effective June 29, 2026, succeeding James F. Cleary, who is retiring and will advise through the end of 2026. The company also reaffirmed its fiscal 2026 adjusted diluted EPS guidance of $17.70 to $17.90 and its long-term growth targets.
Eva C. Boratto succeeds James F. Cleary as CFO, effective June 29, 2026; Cleary serves in an advisory role through the end of 2026
Boratto's compensation includes a $1,000,000 base salary, a 100% annual bonus target, a $2,000,000 one-time sign-on bonus, and a $6,000,000 restricted stock unit award
Fiscal 2026 adjusted diluted EPS guidance of $17.70 to $17.90 was reaffirmed; it was previously updated on May 21, 2026 from $17.65 to $17.90 after share repurchases
Seacoast Banking Corporation of Florida disclosed that director H. Gilbert Culbreth Jr. notified the company on May 27, 2026, of his decision to resign from its Board of Directors, effective June 15, 2026. He will remain on the board of its principal operating subsidiary, Seacoast National Bank, and the company said the resignation was for personal reasons and not due to any disagreement.
Resignation notified May 27, 2026; effective June 15, 2026
Culbreth was appointed to the Company's Board in 2008 and sat on the compensation and governance committee
Culbreth will remain on the board of Seacoast National Bank
Company states the resignation was for personal reasons and not a result of any disagreement
NeoVolta issued 12,195,122 common shares at $2.05 each on May 29, 2026, in an underwritten public offering led by Lake Street Capital Markets. The company expects net proceeds of approximately $23.5 million, which it plans to use for joint venture obligations, working capital and general corporate purposes. The issuance adds new shares that dilute existing holders, and the company also disclosed a non-binding letter of intent with an existing investor for about 1.1 GWh of utility-scale battery storage supply.
12,195,122 shares sold at $2.05 per share; underwriters hold a 30-day option for up to 1,829,268 more shares
Net proceeds of approximately $23.5 million excluding any option exercise, after estimated offering expenses; underwriting discount is 6.0%
Company agreed not to issue or sell additional shares for sixty days after May 27, 2026; executive officers and directors are also subject to lock-up agreements
May 26, 2026 non-binding letter of intent with Infinite Grid Capital covering about 1.1 GWh across three initial projects; no purchase obligation until definitive agreements are signed
Encore Capital Group issued €325.0 million of senior secured floating rate notes due July 15, 2033, under an indenture dated May 28, 2026. The notes are secured by substantially all of the company's and guarantors' assets and bear interest at three-month EURIBOR (0% floor) plus 3.250% per annum. The filing describes new debt financing and does not report any use of proceeds or effect on earnings.
Principal: €325.0 million aggregate principal amount, issued May 28, 2026
Interest: three-month EURIBOR (0% floor) plus 3.250% per annum, reset quarterly
First interest payment July 15, 2026; maturity July 15, 2033
Trustee GLAS Trust Company LLC; security agent Truist Bank; secured by substantially all company and guarantor assets
ScanSource notified Rachel Hayden, its Senior Executive Vice President and Chief Information Officer, on May 22, 2026 that her role will be eliminated effective June 8, 2026. She is entitled to severance under the company's Executive Severance Plan and is subject to restrictive covenants in that plan, and the filing gives no replacement or financial figures.
Role of Senior Executive Vice President and Chief Information Officer eliminated effective June 8, 2026
Company notified Rachel Hayden on May 22, 2026
Hayden entitled to severance under the Executive Severance Plan, with non-compete and non-solicitation terms
Filing does not state a severance amount or a successor
Navient Corporation completed a public offering of $500 million in aggregate principal amount of 9.375% senior notes due 2031 on May 29, 2026. The notes were issued under a 2014 base indenture as supplemented, with The Bank of New York Mellon as trustee, and add $500 million of new direct debt for shareholders to weigh.
Offering size: $500 million aggregate principal amount of 9.375% senior notes due 2031, completed May 29, 2026
Underwriting agreement dated May 26, 2026, with BofA Securities, Barclays Capital, J.P. Morgan Securities and RBC Capital Markets as representatives of the underwriters
Notes issued under a base indenture dated July 18, 2014, amended by a seventeenth supplemental indenture dated May 29, 2026, with The Bank of New York Mellon as trustee
Offering made under a Form S-3 shelf registration filed May 2, 2025
Averin Capital Acquisition Corp., a special purpose acquisition company (SPAC), appointed Akiko Moni Miyashita to its board effective immediately on May 28, 2026. She is a former Valo Health and IBM corporate strategy and M&A executive, and she signed a joinder to the company's February 18, 2026 letter agreement, which includes redemption waivers and voting commitments for an initial business combination.
Board appointment made May 28, 2026, effective immediately; Ms. Miyashita will serve in the first class of directors until the first annual general meeting.
Ms. Miyashita, age 70, is founder of Beacon Hill Strategy Group and previously served as Executive Vice President and Chief Strategy Officer of Valo Health, LLC (May 2019 to September 2024).
She signed a joinder to the February 18, 2026 letter agreement, under which signatories agreed to waive certain redemption rights and vote in favor of an initial business combination.
She also signed a joinder to the February 18, 2026 registration rights agreement and entered into a standard director indemnity agreement.
Three directors, Patricia L. Moss, David L. Jahnke and Stephen M. Lacy, were deemed to have retired on May 27, 2026, under the company's director retirement age policy of 72, and the board was reduced from 14 to 11 seats. Shareholders also approved a charter amendment, effective May 28, 2026, that applies a plurality voting standard to contested director elections while keeping majority voting for uncontested elections.
Moss, Jahnke and Lacy were deemed retired and resigned from the board on May 27, 2026, before the 2026 annual meeting; the company said none of the retirements involved a disagreement with the company.
Board size was reduced from 14 to 11 directors, with each class reduced to avoid vacancies.
Shareholders approved the charter amendment: 72,701,511 for and 1,281,015 against; it took effect with a filing on May 28, 2026.
Shareholders voted on the auditor: Ernst & Young LLP was ratified for fiscal 2026 with 79,488,279 votes for and 233,150 against.
On May 29, 2026, KKR & Co. Inc. disclosed that KKR Management LLP elected 11 named individuals to its Board of Directors under Section 3.02 of the company's bylaws. Each was already serving as a director at the time of election, so the filing describes a formal confirmation rather than a change in board membership.
Election date: May 29, 2026, by KKR Management LLP under Section 3.02 of the Amended and Restated Bylaws
Directors named include Henry R. Kravis, George R. Roberts, Joseph Y. Bae, Scott C. Nuttall and Patricia F. Russo
Non-employee directors continue to receive compensation under the existing program described in the 2025 Form 10-K
The filing does not report any shareholder vote results under Item 5.07
Xylem completed a $1 billion public offering of two series of senior unsecured notes on May 29, 2026. The company plans to use the 2033 notes' proceeds to repay its $500 million 3.250% notes due November 1, 2026, and the 2036 proceeds to fund eligible blue projects, which adds debt that shareholders will need to see serviced.
$500 million of 5.200% Senior Notes due June 1, 2033
$500 million of 5.450% Senior Blue Notes due June 1, 2036
Proceeds from the 2033 notes intended to repay $500 million of 3.250% notes maturing November 1, 2026
Interest payable semiannually on June 1 and December 1, starting December 1, 2026
LyondellBasell subsidiaries amended the structured accounts receivables facility, effective June 26, 2026. The amendment extends the facility's term to June 25, 2027 and reduces the maximum amount available from $900 million to $700 million. The filing says no receivable purchases or letters of credit were outstanding as of May 29, 2026.
Maximum amount available cut from $900 million to $700 million
Facility term extended to June 25, 2027
Amendment effective June 26, 2026; agreement signed May 29, 2026
No trade receivable purchases or letters of credit outstanding as of May 29, 2026
Avis Budget Group appointed Tina Goldenberg as Vice President and Chief Accounting Officer, effective June 15, 2026, succeeding Cathleen DeGenova, who is retiring. DeGenova remains Senior Vice President and Chief Accounting Officer until June 14, 2026, and will advise the company through April 1, 2027. The change is a routine succession in a finance role and does not alter reported results.
Tina Goldenberg, age 42, appointed Vice President and Chief Accounting Officer, effective June 15, 2026
Goldenberg's offer letter sets an annual base salary of $270,000 and a target annual incentive of 45% of base salary
Cathleen DeGenova, who is retiring after 13 years, serves until June 14, 2026 and advises through April 1, 2027
At its May 28, 2026 annual meeting, Ellington Financial stockholders approved the 2026 Equity Incentive Plan, elected directors to terms ending at the 2027 annual meeting, approved executive pay on an advisory basis, and ratified PricewaterhouseCoopers LLP as auditor for 2026. The plan approval adds a new equity award framework that shareholders will be able to review in the filed plan text.
At its May 26, 2026 annual meeting, Exelixis stockholders approved an amended and restated 2017 Equity Incentive Plan, which took effect immediately, and re-elected 11 directors to serve until the 2027 annual meeting. Stockholders also ratified Ernst & Young LLP as auditor and approved the advisory say-on-pay proposal. The votes are routine governance matters that set the terms of equity awards and board composition.
Stockholders approved the 2017 Equity Incentive Plan amendment and restatement on May 26, 2026, effective immediately upon approval.
Ernst & Young LLP was ratified as independent registered public accounting firm for the fiscal year ending January 1, 2027, with 222,343,120 votes for.
Say-on-pay was approved with 163,104,135 votes for and 43,156,553 against.
Maria C. Freire, Ph.D. received 180,367,648 votes for and 26,067,310 against, the largest share of opposition among the 11 directors.
Orrstown Financial Services will redeem its $31 million 4.5% Fixed-to-Floating Rate Subordinated Notes due 2030 on June 30, 2026, at 100% of principal plus accrued interest. The company also disclosed that a third-party vendor suffered a cybersecurity incident exposing sensitive personal information of some Orrstown customers, but says its own systems were not affected and it does not expect a material impact.
Notes redeemed June 30, 2026 at 100% of principal plus accrued and unpaid interest
Notes were assumed in the July 1, 2024 merger with Codorus Valley Bancorp; interest rate was 7.72% at March 31, 2026
Vendor notified the company on May 21, 2026 of unauthorized access to certain customers' sensitive personal information
Company says its systems were not accessed, customers will be notified and offered credit monitoring, and no material impact is expected
At its May 26, 2026 annual meeting, Silgan stockholders approved an amendment adding 4,000,000 shares to the Second Amended and Restated 2004 Stock Incentive Plan and extending the plan's term to June 30, 2031. Stockholders also re-elected three directors and ratified Ernst & Young LLP as auditor for fiscal 2026, and the filing shows routine governance votes with no change in financial results.
Stockholders approved the plan amendment: 99,176,056 for, 793,665 against, 38,196 abstain.
The amendment adds 4,000,000 shares and raises the per-participant restricted share limit from 900,000 to 1,200,000 over any 36 consecutive months.
Ernst & Young LLP was ratified as auditor for the fiscal year ending December 31, 2026, with 102,474,220 votes for.
Non-binding say-on-pay vote: 96,755,314 for and 3,231,739 against.
LENSAR's Board appointed Michael A. Rossi as Interim Chief Financial Officer and principal financial officer, effective May 29, 2026. Rossi will serve through a consulting agreement with Monomoy Advisors LLC at a $375 per hour cash retainer. The company also set its 2026 annual meeting for August 4, 2026, and moved the deadlines for stockholder proposals and nominations to June 8, 2026.
Michael A. Rossi appointed Interim CFO and principal financial officer by the Board on May 25, 2026, effective May 29, 2026
Rossi is provided through Monomoy Advisors LLC under a consulting agreement at a $375 per hour cash retainer
2026 annual meeting scheduled for August 4, 2026, to be held virtually; record date is June 10, 2026
Deadline for stockholder proposals, director nominations and Rule 14a-19 notices is June 8, 2026
At its May 29, 2026 annual meeting, Acadia Pharmaceuticals stockholders elected three Class I directors, approved an advisory vote on executive compensation, ratified Ernst & Young LLC as auditor for 2026, and approved an amendment to the 2024 Equity Incentive Plan. The amendment increases the shares authorized for issuance under the plan by 5,209,670, which expands the pool available for equity awards.
Plan amendment adds 5,209,670 authorized shares; approved with 147,258,860 for and 3,096,136 against.
Directors elected to terms ending at the 2029 annual meeting: James M. Daly (146,927,745 for), Edmund P. Harrigan, M.D. (128,460,130 for), Adora Ndu, Pharm.D., J.D. (134,540,552 for).
Executive pay approved on an advisory basis with 148,265,173 for and 1,911,358 against.
Ernst & Young LLC ratified as independent auditor for the fiscal year ending December 31, 2026, with 157,409,378 for.
Jazz Pharmaceuticals said Class III director Anne O'Riordan told the board on May 25, 2026 that she will not stand for re-election at the 2026 annual meeting of shareholders. The company said her decision was not the result of any dispute or disagreement with the company or the board on its operations, policies or practices, and that the board will continue to evaluate its composition and manage orderly succession.
Anne O'Riordan, a Class III director, informed the board on May 25, 2026 that she will not stand for re-election.
Her term expires at the 2026 annual meeting of shareholders.
The company said the departure was not due to any dispute or disagreement with the company or board.
The filing was signed by Neena Patil, Executive Vice President and Chief Legal Officer, on May 29, 2026.
Otter Tail's subsidiaries agreed on May 28, 2026 to settle antitrust claims from two of three putative classes in the PVC Pipe Antitrust Litigation, with total payments of $73.5 million. The company says it does not admit wrongdoing and expects to fund the payments from available cash, which it says is not expected to have a material adverse effect on its financial position or liquidity. Claims from the End-User Class remain pending, and the settlements require court approval.
Settlements with the Direct Purchaser Class ($39.5 million) and Non-Converter Seller Purchaser Class ($34.0 million) were signed May 28, 2026.
Payments will be made by subsidiaries Northern Pipe Products, Inc. and Vinyltech Corporation, about 21 days after preliminary court approval.
Claims by the End-User Class remain pending in the Northern District of Illinois.
The company says the settlements are not expected to have a material adverse effect on its financial position or liquidity.
At its May 26, 2026 annual meeting, First Financial Bancorp shareholders approved a 2026 Stock Plan that reserves 3.85 million common shares for equity awards to directors, executive officers and other eligible participants. Shareholders also elected all ten director nominees to one-year terms ending in 2027, ratified Crowe LLP as auditor for 2026, and approved the advisory say-on-pay vote.
The 2026 Stock Plan reserves 3.85 million shares of common stock and expires May 26, 2036.
All ten director nominees were elected, including Anne L. Arvia and Dawn C. Morris, with terms ending in 2027.
Shareholders ratified Crowe LLP as the independent registered accounting firm for the fiscal year ending December 31, 2026, with 93,734,321 votes for.
Shareholders approved the advisory vote on executive compensation with 82,796,507 votes for and 1,198,027 against.
On May 28, 2026, Tyler Technologies entered into an amended and restated unsecured revolving credit agreement of up to $1 billion, maturing May 28, 2031, with Wells Fargo Bank as administrative agent. The new facility replaces the company's existing $700 million credit agreement from September 2024, which was scheduled to mature in September 2029, and Tyler had no borrowings outstanding under either facility at closing.
Revolving credit facility of up to $1 billion, unsecured, maturing May 28, 2031, replacing the $700 million facility dated September 25, 2024
No borrowings were outstanding under either the new or the 2024 credit agreement at closing
Uncommitted accordion allows an increase of up to the greater of $525 million or 100% of prior four-quarter EBITDA, plus additional debt up to a 3.25 to 1.00 total net leverage ratio
Loan pricing ranges from SOFR plus 1.125% to 1.75% or prime plus 0.125% to 0.75%, based on total net leverage; the commitment fee is initially 0.125%
Chevron said its Chief Legal Officer, R. Hewitt Pate, notified the board on May 27, 2026 that he will resign effective December 31, 2026, ahead of his expected retirement in June 2027. Pate will stay on as a non-executive senior advisor through retirement to help transition his duties, so the change is planned and gradual.
R. Hewitt Pate resigns as Chief Legal Officer, effective December 31, 2026
Notice to the board was given on May 27, 2026
Expected retirement in June 2027; Pate remains as non-executive senior advisor until then
Apogee Enterprises disclosed that Brent C. Jewell resigned as President of its Architectural Glass Segment on May 26, 2026, with his last day set for June 10, 2026. The company says the resignation is unrelated to the transaction it announced on May 28, 2026, and was not due to any disagreement with the company; Jewell will support transition and integration work for that transaction until his departure.
Brent C. Jewell resigned as President of the Architectural Glass Segment on May 26, 2026.
His last day with the company will be June 10, 2026.
The company states the resignation is unrelated to the transaction announced May 28, 2026, and involved no disagreement on operations, policies or practices.
Jewell is expected to assist with transition, pre-closing and integration activities for that transaction through his final day.
Quantum X Labs announced on May 28, 2026 the launch of a 50+ qubit neutral-atom quantum computing platform and a goal of reaching thousands of qubits by the end of H1 2027. The filing is a product announcement and does not include financial results, guidance, or any financial figures for the company.
Platform launched May 28, 2026; described as having 50+ physical qubits and proprietary atom cooling technology
Company targets thousands of qubits by end of H1 2027, based partly on integrating a pending patented AI error correction decoder (US12294387B2)
Filing contains no revenue, profit, guidance, or dollar figures
Press release was furnished under Item 8.01 with Exhibit 99.1; signed by CEO Amihay Hadad on May 29, 2026
Axiom Intelligence Acquisition Corp 1 signed a Business Combination Agreement on May 25, 2026 with Swiss company Terra Quantum AG, which would combine the two companies through a series of mergers. The deal is subject to SPAC shareholder approval and other closing conditions, and it includes up to 75,000,000 additional earnout shares tied to share price targets.
Agreement signed May 25, 2026 with Terra Quantum AG, a Swiss company, and Markus Pflitsch as Shareholder Representative
Up to 50,000,000 Swiss HoldCo earnout shares and 25,000,000 management earnout shares, issuable on 30-day VWAP thresholds of $12.50, $15.00 and $17.50
Post-closing PubCo board to have seven directors, five designated by the Company and two by SPAC
Ward, the SPAC CEO, must pay the Company a $15,000,000 termination fee if SPAC terminates during the diligence period
CoStar Group agreed on May 28, 2026, through a subsidiary, to buy Zonda, a provider of new home construction data, homebuilder software and new home marketplaces, for $800 million in cash. The deal is expected to close in the second half of 2026, subject to regulatory approvals, and CoStar expects it to be accretive to adjusted EPS in the first full year of ownership.
Purchase price is $800 million in cash at closing, paid by a CoStar subsidiary under a Stock Purchase Agreement dated May 28, 2026
Closing is not subject to CoStar stockholder approval or a financing condition; it requires HSR and certain foreign regulatory clearances
Either party may terminate if the deal is not completed by May 28, 2027, subject to extension in certain circumstances
Zonda serves more than 3,000 customers and reports 104% net customer retention; the company expects the deal to be accretive to adjusted EPS in the first full year
Ashland Inc. signed a Second Amended and Restated Credit Agreement on May 28, 2026, providing a $500 million five-year unsecured revolving credit facility that the company and its Swiss subsidiary can draw on for working capital and general corporate purposes. The filing says the agreement amends and restates Ashland's July 22, 2022 credit agreement, and it sets the initial borrowing spread and commitment fee at levels that move with the company's leverage ratio.
Revolving facility of $500 million over five years, including a $125 million letter of credit sublimit
Initial interest margin of Term SOFR or EURIBOR plus 1.375%, moving between 1.250% and 1.750% based on the Consolidated Net Leverage Ratio
Initial unused commitment fee of 0.175% per annum, moving between 0.125% and 0.275%
Agreement replaces the Amended and Restated Credit Agreement dated July 22, 2022; facility may be prepaid without premium
Research Alliance Corporation III, a blank check company, closed its initial public offering of 7,500,000 Class A ordinary shares at $10.00 per share on May 21, 2026, generating gross proceeds of $75 million before underwriting discounts and offering expenses. The full $75 million was deposited in a trust account for public shareholders, and the company has not yet selected a business combination target.
IPO of 7,500,000 Class A ordinary shares at $10.00 per share, closed May 21, 2026
Private placement of 275,000 Class A shares to sponsor Research Alliance Holdings III LLC for $2.75 million
$75 million placed in trust account with Continental Stock Transfer & Trust Company as trustee
Company has 24 months from IPO closing to complete a business combination, per the filing's Note 1
At its May 26, 2026 annual meeting, Customers Bancorp shareholders approved an amendment raising the share authorization under the 2019 Stock Incentive Plan by 750,000 shares, from 3,320,325 to 4,070,325, and raising the limit on non-employee director compensation under the plan. The filing also reports the election of three Class III directors and the results of the say-on-pay and plan votes, with the plan amendment drawing 8,530,617 votes against.
Authorized shares under the 2019 Stock Incentive Plan rose by 750,000, from 3,320,325 to 4,070,325.
Plan amendment vote: 19,725,308 for, 8,530,617 against, 271,068 abstentions, 2,052,252 broker non-votes.
Advisory say-on-pay vote: 19,160,697 for, 9,059,302 against, 306,994 abstentions.
Susan D. Looney, Dalton T. Sirmans and Steven J. Zuckerman were elected as Class III directors; Deloitte & Touche LLP was ratified for fiscal 2026.
Presurance Holdings filed a certificate of amendment on May 28, 2026 to carry out a 1-for-7 reverse split of its common stock, which the Board approved on May 11, 2026. The split was authorized by stockholders in 2025 to help the company meet Nasdaq Capital Market continued listing requirements, and it reduces outstanding shares from about 26.2 million to about 3.7 million.
Reverse split takes effect at 5:00 p.m. Eastern Time on June 1, 2026, with split-adjusted trading on Nasdaq beginning June 2, 2026
Every 7 outstanding shares will be combined into one share; fractional shares will be paid in cash based on the last closing price before the split
Outstanding shares fall from about 26.2 million to about 3.7 million; authorized shares remain at 100 million
Ticker stays PRHI; new CUSIP is 20731J 409; transfer agent Equiniti Trust Company, LLC will act as exchange agent
Kennametal completed a $300 million sale of 5.800% senior notes due May 28, 2036, with net proceeds of about $295.9 million. The company plans to use the proceeds to fund its concurrent tender offer for its 4.625% senior notes due 2028, with any excess used for general corporate purposes.
Notes: $300,000,000 aggregate principal, 5.800% coupon, due May 28, 2036
Estimated net proceeds of approximately $295,932,716 after underwriters' discount and offering expenses
Proceeds earmarked to buy 2028 Notes tendered in a concurrent tender offer; excess may repay other debt
Underwriters include BofA Securities, BNP Paribas Securities and PNC Capital Markets, under an agreement dated May 19, 2026
At a special meeting on May 28, 2026, Marathon Bancorp stockholders approved the company's 2026 Equity Incentive Plan, which allows stock-based awards to officers, employees and directors of the company and Marathon Bank. The filing gives vote totals but does not describe the plan's share reserve or award terms, which are in the April 24, 2026 proxy statement.
Vote for the plan: 2,024,653; against: 135,220; abstain: 98,908
Special Meeting of Stockholders held May 28, 2026; the plan proposal was described in the proxy statement filed April 24, 2026
The plan covers stock-based awards to officers, employees and directors of Marathon Bancorp and Marathon Bank
The full plan is filed as Exhibit 10.1 to this 8-K
PBF Energy's subsidiary PBF Holding issued $500.0 million of 7.250% senior unsecured notes due June 1, 2034, netting about $492.7 million after discounts and expenses. The company plans to use the proceeds and available cash to fully redeem its outstanding 6.00% senior notes due 2028, which refinances existing debt and adds $500.0 million of new long-term borrowing.
Notes: $500.0 million principal, 7.250%, due June 1, 2034; interest paid semi-annually from December 1, 2026
Net proceeds of approximately $492.7 million after initial purchasers' discount and offering expenses
Proceeds and available cash to fund full redemption of 6.00% senior unsecured notes due 2028
Indenture includes limits on additional debt, dividends and share repurchases, asset sales and affiliate transactions
On May 27, 2026, ADT subsidiaries borrowed $100 million of additional first lien term A loans under an existing credit agreement with Fifth Third Bank as administrative agent, bringing term A loans outstanding to about $422,969,000. The same day, shareholders re-elected three directors, approved executive compensation on an advisory basis, and ratified PricewaterhouseCoopers LLP as auditor, after two Apollo-designated directors withdrew following Apollo's sale of all its ADT common stock.
$100 million of incremental first lien term A loans incurred May 27, 2026; about $422,969,000 outstanding after the add-on
Proceeds will be used for general corporate purposes
Thomas Gartland, Danielle Tiedt and Sigal Zarmi re-elected; Apollo designees Nicole Bonsignore and Reed B. Rayman withdrawn as nominees
Shareholders approved executive compensation and ratified PricewaterhouseCoopers LLP for fiscal year ending December 31, 2026
At its May 21, 2026 annual meeting, Harley-Davidson shareholders elected eight directors, approved an amendment that increases the shares authorized under the 2020 Incentive Stock Plan to a total of 12,200,000, and ratified Ernst & Young LLP as auditor for 2026. A shareholder proposal on a climate transition plan failed, with 15,168,872 votes for and 55,305,212 against, so the company's shareholders did not adopt it.
Incentive Stock Plan amendment passed with 66,926,011 votes for and 3,875,568 against, raising the authorized total to 12,200,000 shares.
Climate transition plan proposal received 15,168,872 votes for and 55,305,212 against.
Advisory say-on-pay vote: 61,057,442 for and 9,796,616 against.
Ernst & Young LLP ratified as independent registered public accounting firm for the fiscal year ending December 31, 2026, with 83,047,856 votes for.
Intuitive said Taylor Patton, Global Senior Vice President of its endoluminal business, will become Chief Commercial and Marketing Officer effective July 1, 2026, succeeding Henry Charlton. Charlton will move to Senior Vice President of Global Business Operations on the same date. The filing does not include any financial figures, so the change is a leadership transition with no stated effect on results.
Taylor Patton succeeds Henry Charlton as Chief Commercial and Marketing Officer, effective July 1, 2026
Patton has spent nearly two decades with Intuitive and led the worldwide launch and growth of the Ion platform
Charlton, with the company since 2003, becomes Senior Vice President of Global Business Operations
The announcement was made in a press release dated May 28, 2026 (Exhibit 99.1)
Woodward entered a Third Amended and Restated Credit Agreement that keeps up to $1 billion of revolving commitments and extends their termination date from October 21, 2027 to May 28, 2031. On the same day it also entered a $250 million term loan maturing May 28, 2031, and borrowed $413 million under the revolver and the full $250 million under the term loan. Shareholders should note the higher borrowing, which carries a maximum leverage ratio covenant and default acceleration terms.
Revolving commitments of up to $1 billion extended from October 21, 2027 to May 28, 2031
$413 million revolver borrowing on May 28, 2026, used with cash on hand to repay the existing revolving credit agreement and pay fees
$250 million term loan borrowed May 28, 2026, for working capital and general corporate purposes, maturing May 28, 2031
Loans bear interest at adjusted term SOFR plus 0.875% to 1.75%, and both agreements include a maximum leverage ratio covenant
On May 26, 2026, TVA completed a lease-purchase of its Cumberland Combined Cycle Generation Facility in Stewart County, Tennessee. The buyer, Cumberland Combined Cycle Generation LLC, is funded by $200 million of equity and $1.8 billion of secured notes, and TVA will receive $1,931,875,011 at closing; TVA will lease the plant back for 30 years and make semiannual rent payments through May 15, 2056. Separately, the board cut maximum payouts under its executive incentive plans, effective for fiscal years 2025 to 2027.
On or about May 26, 2026, CCCGL pays TVA $1,931,875,011 under the Head Lease and Construction Management Agreement, with $68,124,989 deposited with a lease indenture trustee.
CCCGL funds the deal with $200 million of equity and $1.8 billion of secured notes; TVA plans to use its proceeds for its power program and transaction expenses.
TVA leases the facility back for 30 years, with rent paid each May 15 and November 15 from November 15, 2026 through May 15, 2056; the first debt-portion rent is $62,416,544.
The Executive Annual Incentive Plan maximum payout falls from 225% to 150% of target, and the Long-Term Incentive Plan maximum falls from 200% to 150% of grant.
UGI Corporation said its General Counsel and Chief Legal Officer, Kathleen Shea Ballay, intends to resign effective July 3, 2026. Internal members of the legal team will assume her duties until a successor is named, and the filing does not name a replacement.
Kathleen Shea Ballay, General Counsel and Chief Legal Officer, intends to resign effective July 3, 2026.
Internal members of the legal team will take over her duties until a successor is named.
The filing does not name a successor or give the reason for the resignation.
Hershey said Mitchell Arends will become Senior Vice President and Chief Supply Chain Officer effective June 22, 2026, succeeding Jason Reiman, who is retiring after a 30-year career with the company. Reiman steps down from his current role on June 22, 2026, and will stay on as Senior Vice President, Supply Chain Modernization through the transition, which the press release says runs through April 2027. The change is a planned leadership transition in a function that oversees manufacturing, procurement, logistics and planning.
Mitchell Arends joins from UTZ Brands, where he was Executive Vice President and Chief Integrated Supply Chain Officer over a $1.5 billion business
Arends previously served as Chief Supply Chain Officer of North America at Kraft Heinz, responsible for a $22 billion supply chain
Reiman steps down from his current role on June 22, 2026 and remains with the company through April 2027 to support the transition
Hershey's 8-K filing and press release are dated May 28, 2026
Etsy filed a Form 8-K reporting entry into a material definitive agreement under Item 1.01: a letter agreement dated May 21, 2026 with eBay Inc., filed as Exhibit 2.1. The filing itself does not describe the agreement's terms, so the financial effect and strategic purpose cannot be assessed from this document alone.
Item 1.01 (Material Definitive Agreement) was disclosed, with the agreement dated May 21, 2026
Counterparty is eBay Inc.; the letter agreement is filed as Exhibit 2.1
The filing does not state the agreement's terms, dollar amounts, or obligations
The report was signed May 28, 2026 by Colin Stretch, Chief Legal Officer
EnerSys announced on May 28, 2026 that it has consolidated its four operating segments into three, effective May 28, 2026, with the new structure applying from the first quarter of fiscal 2027. The company said its consolidated balance sheets, income statements and cash flow statements are not affected, and its first-quarter fiscal 2027 guidance issued May 20, 2026 is unchanged.
Four segments reduced to three: Network & Infrastructure Solutions (NIS), Industrial Mobility Solutions (IMS) and Precision Power Solutions (PPS), effective May 28, 2026
Guidance for the quarter ending June 28, 2026, issued May 20, 2026, is unchanged and not affected by the realignment
Keith D. Fisher, Chad C. Uplinger and Mark E. Matthews take new titles tied to the realignment, including Mark E. Matthews as Chief Technology Officer and President, Precision Power Solutions
Exhibit 99.2 recasts unaudited segment results for eight fiscal quarters, from June 30, 2024 through March 31, 2026
Eagle Materials' Compensation Committee approved long-term incentive equity awards to a group of officers, including its named executive officers, effective May 21, 2026, as part of its annual compensation review. The awards combine performance-vesting and time-vesting restricted stock units and stock options, and the performance awards depend on average return on equity over fiscal 2027 through 2029 adjusted for total stockholder return, so the final share count for shareholders is uncertain.
Awards effective May 21, 2026, under the 2023 Equity Incentive Plan; stock options carry an exercise price of $199.13, the closing price on the grant date
Michael R. Haack, President and CEO, has a target equity award value of $6 million; D. Craig Kesler, CFO, $1.4 million
Performance awards vest over a three-year period ending at fiscal 2029 year-end, paying 50% to 200% of target
Time-vesting RSUs and options vest ratably on May 21, 2027, March 31, 2028 and March 31, 2029
Hennessy Advisors delivered a notice of full redemption on its outstanding 4.875% notes due 2026, which have $40.25 million in principal outstanding. Holders will receive 100% of principal plus accrued and unpaid interest on June 30, 2026, after which the notes will stop accruing interest and be delisted from Nasdaq. The filing describes a repayment of existing debt in full rather than a change in the company's operations or results.
Aggregate outstanding principal of the notes is $40.25 million as of the notice date.
Redemption price is 100% of principal plus accrued and unpaid interest to, but not including, June 30, 2026.
After redemption, no notes will remain outstanding and the notes will cease to trade on Nasdaq under symbol HNNAZ.
Maximus entered into a Second Amendment to its credit agreement with JPMorgan Chase Bank, N.A., as administrative agent, on May 27, 2026. The amendment provides $325 million of new Tranche B-1 term loans, an increase to the existing term B loans, which the company may use to repay revolving loans, repurchase its capital stock, fund working capital, and pay fees. The added debt increases the company's borrowings, and shareholders will bear the cost of the loans, though the filing does not state how the proceeds will be split among these uses.
New Tranche B-1 Term Loans totaling $325,000,000 added as an increase to existing term B loans
Loans have the same terms as the existing term B loans under the Credit Agreement
Proceeds may repay revolving loans, repurchase capital stock, fund working capital, and pay fees and expenses
Amendment dated May 27, 2026; full text filed as Exhibit 10.1
Strattec's Board authorized a new share repurchase program of up to $40 million of its outstanding common stock, replacing the company's previous program, which dated to 1996 and has been terminated. The company is not obligated to repurchase any shares, and the program has no fixed expiration date.
Authorization: up to $40 million of outstanding common stock, announced May 28, 2026
Previous program, initiated in 1996, was terminated; during the fourth fiscal quarter and before termination, the company bought 110,269 shares at an average price of $67.10
Repurchases may be made through open market purchases, block trades, accelerated share repurchases, privately negotiated transactions, or Rule 10b5-1 plans, and may be modified, suspended, or terminated at any time
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