1,916 material Form 8-K filings that 1,609 companies we cover made with the SEC in July 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).
Vertex Pharmaceuticals signed a merger agreement to acquire Crinetics Pharmaceuticals for $85 per share in cash, a equity valuation of $10.0 billion ($8.8 billion net of cash). The deal is unanimously approved by both boards and is expected to close in the third quarter of 2026, subject to Crinetics stockholder approval and other conditions. Vertex plans to fund it with cash on hand and a $4.5 billion bridge loan, and it is not conditioned on financing.
Merger consideration: $85.00 per Crinetics share in cash, with unvested equity awards accelerated
Expected close in the third quarter of 2026; Vertex says 2026 guidance will be updated at closing
Termination fee payable by Crinetics in specified circumstances: $350,474,425
Financing: $4.5 billion unsecured 364-day bridge loan from Bank of America, BofA Securities and Morgan Stanley Senior Funding
On July 6, 2026, Solstice Advanced Materials agreed to acquire Element Solutions through a two-step merger, with Element Solutions becoming a wholly owned subsidiary. Element Solutions shareholders would receive 0.500 Solstice shares plus $10 in cash for each share they hold, and both boards have unanimously approved the deal. Completion requires approval from both companies' stockholders and the effectiveness of a Form S-4 registration statement, and the filing excerpt does not state the total deal value or expected closing date.
Element Solutions shareholders would receive 0.500 Solstice common shares plus $10 in cash per share, plus cash in lieu of fractional shares.
Solstice's board would expand to eleven directors: eight current Solstice directors and three designees from the Element Solutions board.
Closing requires approval by Element Solutions stockholders and by Solstice stockholders for the share issuance, plus an effective Form S-4 registration statement.
Certain Element Solutions equity awards, including those granted in 2024 and held by change-in-control agreement parties, would vest in full at the effective time.
Element Solutions and Solstice Advanced Materials signed a merger agreement on July 6, 2026, under which Element Solutions becomes a wholly-owned subsidiary of Solstice. Element Solutions shareholders would receive 0.500 Solstice shares plus $10.00 in cash for each share they hold, so the value they receive depends partly on Solstice's share price. The deal requires approval from both companies' stockholders and an effective registration statement before closing.
Each Element Solutions common share converts into 0.500 Solstice shares plus $10.00 in cash, without interest.
Closing requires adoption of the merger agreement by Element Solutions stockholders and approval of the Solstice stock issuance by Solstice stockholders.
Solstice agreed that its board will have eleven directors after the merger, including three Element Solutions designees.
Element Solutions and Solstice will file a Form S-4 registration statement with the SEC, including a joint proxy statement.
Neutron Holdings completed its initial public offering on July 2, 2026, selling 6,679,791 shares at $25.00 for about $167 million in gross proceeds before underwriting discounts and expenses. It used part of the proceeds to repay in full a $115.0 million term loan and signed a new $200.0 million senior secured revolving credit facility with JPMorgan Chase Bank, N.A., which had no borrowings as of the filing. The new credit agreement restricts stock repurchases, dividends and other distributions, and requires the company to meet leverage and fixed charge coverage ratios.
IPO closed July 2, 2026: 6,956,522 shares offered at $25.00 per share, of which 6,679,791 were sold by the company and 276,731 by selling stockholders.
Company received about $167 million in gross proceeds from the IPO, before underwriting discounts and estimated offering expenses.
$115.0 million Diameter Credit Agreement term loan repaid in full; its obligations terminated and related liens and guarantees released.
$200.0 million senior secured revolver with JPMorgan Chase Bank, N.A. as administrative agent; undrawn at filing, matures July 2031, with a maximum total net leverage ratio of 3.25 to 1.00 and minimum fixed charge coverage of 1.25 to 1.00 s
DLH Holdings Corp. said CEO Zachary Parker resigned effective June 30, 2026, and remains a non-employee director. Chief Financial Officer Kathryn JohnBull was appointed President and Chief Executive Officer effective July 1, 2026, and Steven V. Oroho, Jr., previously Senior Vice President, Finance and Accounting, was named Chief Financial Officer and Treasurer. The filing describes a planned leadership transition and does not report any financial results.
Zachary C. Parker resigned as President and CEO effective June 30, 2026, and will continue as a non-employee director; a separation agreement is expected and will be reported later.
Kathryn M. JohnBull, the former CFO, was appointed President and CEO effective July 1, 2026, and also joined the Board as a director; her new base salary is $600,000 per year.
Steven V. Oroho, Jr. was appointed Chief Financial Officer and Treasurer effective July 1, 2026, with an annual base salary of $340,000.
Parker is expected to provide transition services through the end of the 2026 fiscal year and, from fiscal 2027, consulting services on operational and strategic matters, including business development.
AbbVie said its second-quarter 2026 results will include $291 million in pre-tax acquired IPR&D and milestones expense, which lowers both GAAP and adjusted diluted earnings per share by $0.17. The company cut its full-year 2026 adjusted EPS guidance to $13.91-$14.11 from $14.08-$14.28, so shareholders face lower expected earnings for the year. Second-quarter results have not been finalized and may differ from these preliminary figures.
Q2 2026 acquired IPR&D and milestones expense of $291 million pre-tax, reducing GAAP and adjusted diluted EPS by $0.17
Q2 2026 adjusted diluted EPS guidance now $3.57-$3.61, down from $3.74-$3.78
Full-year 2026 adjusted diluted EPS guidance now $13.91-$14.11, down from the $14.08-$14.28 range announced April 29, 2026
Quarter ended June 30, 2026 results are not final and could differ from the preliminary estimates
Oragenics appointed John Spencer, its Senior Controller, as Chief Financial Officer effective July 1, 2026, under an employment agreement with $200,000 base pay and a $25,000 option award. At the June 29, 2026 annual meeting, shareholders re-elected six directors, approved an advisory vote on executive compensation, and authorized the Board to enact a reverse stock split at a ratio between 1-for-2 and 1-for-50 within one year.
John Spencer, age 32, was named CFO effective July 1, 2026, after joining the company in April 2025 as Senior Controller.
Employment agreement provides base compensation of $200,000; Spencer received an option award equal to $25,000.
At the June 29, 2026 annual meeting, the reverse stock split authorization received 1,239,961 votes for and 836,159 against.
Shareholders re-elected six directors and ratified Cherry Bekaert LLP as independent auditors for 2026 (1,887,381 for, 184,883 against).
Tutor Perini closed a $400 million offering of 6.625% senior notes due 2033 on July 2, 2026, and used the proceeds, with cash on hand, to redeem all $400 million of its 11.875% notes due 2029. The company also amended and restated its revolving credit facility, extending its maturity to July 2, 2031 and raising commitments from $170.0 million to $350.0 million, with lower borrowing margins. The refinancing replaces higher-cost debt with lower-cost debt, though the filing does not state the resulting annual interest savings.
$400 million of 6.625% senior notes due July 15, 2033 sold at 100% of principal
Proceeds plus cash on hand used to redeem $400 million of 11.875% notes due 2029 at 108.906% of principal
Revolving credit facility commitments increased from $170.0 million to $350.0 million; maturity extended to July 2, 2031
New covenants include maximum Total Net Leverage Ratio of 3.50 to 1.00 and minimum Interest Coverage Ratio of 3.00 to 1.00
On June 30, 2026, Big Digital Energy sold 16,700 shares of Series D Convertible Preferred Stock to Six Thirty AI, LLC for gross proceeds of $15.03 million before placement fees, and issued a warrant for 926,748 shares at $10.81. The buyer is controlled by three executives, used borrowed funds, and pledged the preferred to its lenders; the preferred converts at a discount to the market price with a $1.80 floor, which could dilute existing shareholders. The company also disclosed a planned 50/50 joint venture with 10NetZero to acquire a Texas power-ready site, for which it has signed a letter of intent.
Gross proceeds of $15.03 million from 16,700 Series D shares at $900 per share; Northland Securities fee of 6.0% of gross proceeds
Buyer Six Thirty AI is controlled by Executive Chairman Josh Kilgore, CEO Phil Stanley and COO Cody Smith; a committee of disinterested directors approved the deal
Conversion from August 30, 2026 at 95% of the lowest five-day VWAP, with a $1.80 floor; dividends of 5% rising to 18% during a Triggering Event; resale registration filing due by July 20, 2026
Same-day press release: letter of intent to acquire a 50% interest in a Hood County, Texas site with 17 MW of operational power; the investor presentation states no tenant is under letter of intent or contract
The Middleby Corporation completed the spin-off of Midera Food Processing, Inc., distributing 100% of Midera common stock to Middleby stockholders on a one-for-one basis, effective 12:01 a.m. Eastern Time on July 6, 2026. Midera begins trading as an independent public company on Nasdaq under the ticker MFP at the market opening on July 7, 2026, and Middleby no longer has an ownership interest in the company. The filing also discloses a new board and executive team, amended and restated charter and bylaws, and several agreements with Middleby that govern the separation.
Record date was 4:00 p.m. Central Time on June 26, 2026; each Middleby holder received one Midera share for each Middleby share held.
Trading begins on Nasdaq under MFP at the market opening on July 7, 2026.
Mark M. Salman is Chief Executive Officer and a director; Robert A. Nerbonne is Chair of the Board; Amy A. Campbell is Chief Financial Officer.
Agreements with Middleby dated July 5, 2026 cover separation and distribution, tax matters, employee matters, intellectual property, and transition services.
Middleby completed the spin-off of its Food Processing business into a separate public company, Midera Food Processing, Inc., effective 12:01 a.m. Eastern Time on July 6, 2026. Middleby shareholders received one Midera share for each Middleby share held as of the June 26, 2026 record date, and Middleby now holds no ownership interest in Midera. The separation also brought five agreements governing the ongoing relationship between the two companies and two Middleby directors and one senior officer moving to Midera roles.
Distribution: one Midera common share for every one Middleby common share held at 4:00 p.m. Central Time on June 26, 2026
Midera common stock expected to trade "regular way" as MFP on Nasdaq starting July 7, 2026
Directors Robert A. Nerbonne and Cathy T. McCarthy resigned from Middleby's board to join Midera's board
Chief Development Officer Matthew R. Fuchsen resigned to become Midera's Chief Strategy Officer
CoreCivic completed the sale of its California City and Otay Mesa detention facilities to the Department of Homeland Security on July 2, 2026, for an aggregate gross price of $1.5 billion. The company expects net proceeds of approximately $1.1 billion after taxes and transaction expenses, which it plans to use mainly to repay debt, with the remainder for general corporate purposes that may include share repurchases.
California City Facility (2,560 beds) sold for $732.6 million and Otay Mesa Facility (1,994 beds) sold for $739.2 million, both completed July 2, 2026
Expected net proceeds of approximately $1.1 billion after approximately $0.4 billion in federal and state income taxes and transaction expenses
Plans to repay $270.0 million Revolving Credit Facility, $107.8 million Initial Term Loan, $100.0 million Incremental Term Loan, and remaining $238.5 million of 4.75% senior notes due October 2027
Expects to keep managing both facilities under existing ICE contracts, but ICE can terminate for non-appropriation or convenience; California City contract expires August 2027 and Otay Mesa contract expires December 2029
Strategy disclosed an $8.32 billion loss on digital assets for the quarter ended June 30, 2026, almost all of it unrealized, and said its bitcoin cost basis exceeded fair value at quarter-end. It also sold bitcoin to fund preferred stock distributions and replenish its USD Reserve, and named CFO Andrew Kang as principal accounting officer after the retirement of its chief accounting officer.
Q2 2026 loss on digital assets: $8.32 billion, including $8.31 billion unrealized and $0.9 million realized
Bitcoin sold: 1,363 BTC (June 29-30, $80.8 million) and 2,225 BTC (July 1-5, $135.2 million), with proceeds used for preferred stock distributions and the USD Reserve
Holdings fell to 843,775 BTC as of July 5, 2026; USD Reserve balance was $2.55 billion
Andrew Kang designated principal accounting officer effective June 30, 2026, after Jeanine Montgomery retired
Keel Infrastructure Corp. named Ganesh Aiyer, formerly Chief Business Officer at Digital Realty Trust, as President effective July 6, 2026, reporting to CEO Ben Gagnon. He will lead commercial and pipeline expansion activities, and the filing sets out a $500,000 base salary, a 100% target bonus, and a $1.5 million restricted stock unit grant.
Appointed as President effective July 6, 2026; reports directly to CEO Ben Gagnon
Annual base salary of $500,000 with a target bonus of 100% of base salary
One-time grant of 100,000 stock options and restricted stock units valued at $1.5 million, subject to Board approval around July 9, 2026
Severance of 12 months' base salary, rising to a maximum of 18 months; 24 months if terminated in connection with a change of control
Eagle Bancorp said its board appointed Stephen R. Curley as a director of the company and its subsidiary EagleBank, effective July 6, 2026. The board appointment accompanies his role as President and Chief Executive Officer of both entities, effective the same day, and the filing does not describe any change in financial results.
Stephen R. Curley appointed to the boards of Eagle Bancorp and EagleBank, effective July 6, 2026
Board appointment was made June 29, 2026, on recommendation of the Governance and Nominating Committee
Curley is also taking on the role of President and Chief Executive Officer of the company and the bank, effective July 6, 2026
Curley will receive no additional compensation for his board service; committee assignments to be set later
Regeneron said its second quarter 2026 results will include an acquired in-process research and development (IPR&D) charge of about $127 million pre-tax, tied to up-front and opt-in payments under collaboration and licensing agreements. The company expects the charge to reduce both GAAP and non-GAAP net income per diluted share by about $1.00 for the quarter. The figures are preliminary and unaudited, and the company does not forecast such charges.
Expected acquired IPR&D charge of about $127 million on a pre-tax basis for Q2 2026
Expected impact of about $1.00 per diluted share on both GAAP and non-GAAP net income
Charge relates to up-front and opt-in payments under collaboration and licensing agreements
Q2 2026 results have not been finalized and remain subject to closing procedures
Unum's Unum Life Insurance Company of America agreed on July 2, 2026 to cede a portion of its closed block individual long-term care business to Fortitude Reinsurance Company Ltd. on a 100% quota share coinsurance basis. The company says the deal reduces its legacy long-term care exposure and that the closing is expected during 2026, but it also involves transferring about $5.7 billion of assets and cash and is expected to reduce operating earnings through foregone investment income and incremental interest expense.
Reinsures $3.8 billion of long-term care statutory reserves, or 26% of total LTC statutory reserves as of March 31, 2026
Initial portfolio of assets and cash with fair market value of approximately $5.7 billion to transfer at closing, subject to adjustment for interest rates
Remaining LTC statutory reserves expected to be about $11.0 billion after the transaction, with year-end 2026 holding company liquidity of $1.5 billion to $2.0 billion
Closing expected during 2026, subject to regulatory approvals; agreement may be terminated if closing has not occurred within six months of execution
Kyndryl appointed Ellen Johnson, former CFO of Interpublic Group, as Chief Financial Officer, and Andrew Bonzani, former general counsel of Interpublic Group, as General Counsel and Secretary. Johnson succeeds Interim CFO Harsh Chugh, who will stay on to assist with the transition, and the filing discloses no financial results or guidance.
Johnson joins July 20, 2026 and becomes CFO on August 6, 2026, when Chugh's interim role ends
Johnson's base salary is $1,000,000, with a 125% target incentive and a fiscal 2027 LTI target grant value of $4,500,000
Bonzani's appointment is effective immediately, with a base salary of $900,000 and a fiscal 2027 LTI target grant value of $2,500,000
Mark Ringes, the interim General Counsel, returns to his role as Deputy General Counsel
Interim Chief Financial Officer Gayle Jardine will retire effective August 3, 2026. On July 1, 2026, Coda Octopus finalized Mark Kelly as its Chief Financial Officer, effective the same date, which gives shareholders a named successor for the finance role.
Gayle Jardine, interim CFO, retires effective August 3, 2026.
Mark Kelly's appointment was finalized July 1, 2026, effective August 3, 2026, subject to a three-month probationary period that the company may extend by two months.
Kelly will receive an annual base salary of £165,000 (about $218,625 at an exchange rate of $1.325), plus discretionary bonuses and a restricted stock grant valued at $40,000 that vests in two equal annual installments starting October 31,
Kelly was Finance Director at Medac Pharma from 2024 to 2025 and held finance roles at Chubb Insurance, Twist Bioscience and Charles River Laboratories from 2016 to 2024.
Briefs are written by AI from the filing text and can contain mistakes — open the filing before acting on anything. Impact (1-5) and tone are the AI's reading of the filing for shareholders, not a price forecast. Not investment advice.
Briefs marked “Written later” were written in November 2026 for filings that were by then more than three weeks old, so months before mid-October 2026 hold a selection: every material 8-K of the past year for the 100 largest companies we cover and the last 15 important 8-Ks of every other one. Briefs the number check holds back are not shown or counted. Also: the last 45 days, briefs by company, A–Z and the live SEC filings wire.