Every material Form 8-K TXNM Energy filed with the SEC in 2026, 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). Newest first; each brief links to its own page and to the filing on SEC.gov.
TXNM Energy reported third quarter 2026 GAAP earnings of $1.50 per diluted share, up from $1.22 a year earlier, and ongoing earnings of $1.62 per diluted share, up from $1.33. The company will not issue earnings guidance while its proposed acquisition by Blackstone Infrastructure is pending, and it expects the deal to close in the first half of 2027, subject to New Mexico regulatory approval.
Q3 2026 GAAP net earnings attributable to TXNM were $163.4 million, versus $130.7 million in Q3 2025.
Q3 2026 electric operating revenues were $733.3 million, versus $647.2 million in Q3 2025.
Q3 2026 GAAP earnings included $14.7 million of net unrealized losses on investment securities and $9.3 million of merger-related costs.
The Blackstone deal price is $61.25 per share; the NMPRC evidentiary hearings are scheduled for January 19 through February 1, 2027.
TXNM Energy disclosed that hearing examiners at the New Mexico Public Regulation Commission published a revised procedural schedule for the merger application on October 27, 2026. Evidentiary hearings are set for January 19 to February 1, 2027. TXNM still expects the merger with Troy ParentCo to close in the first half of 2027, but says it cannot predict the outcome.
NMPRC hearing examiners set evidentiary hearings for January 19 to February 1, 2027
The merger still requires NMPRC approval and satisfaction or waiver of customary conditions
TXNM continues to anticipate the merger closing in the first half of 2027
Two TXNM Energy subsidiaries raised debt in private placements on August 19, 2026. PNM sold $200.0 million of senior unsecured notes, and TNMP issued $150 million of first mortgage bonds in two series. The filing states the proceeds will repay existing and short-term debt, fund capital expenditures and support general corporate purposes, and it says the Blackstone Infrastructure Partners transaction would not trigger a change-in-control obligation under either set of debt.
PNM sold $200.0 million of senior unsecured notes in Series A ($115.0 million, 5.44%, due 2029), Series B ($50.0 million, 5.82%, due 2034) and Series C ($35.0 million, 6.12%, due 2038)
TNMP issued $75,000,000 of 5.23% first mortgage bonds due September 1, 2031 and $75,000,000 of 5.46% bonds due September 1, 2033
Both debt issues include a debt-to-capitalization covenant of 65% or less, and interest is paid semiannually beginning in 2027
The filing states the proposed Blackstone Infrastructure Partners transaction would not constitute a change in control under the notes or bonds
TXNM Energy reported second-quarter 2026 GAAP earnings of $0.64 per diluted share, up from $0.22 a year earlier, and ongoing earnings of $0.58 per diluted share, up from $0.25. Electric operating revenues rose to $548.6 million from $502.4 million, but the company will not issue earnings guidance while its proposed $61.25-per-share acquisition by Blackstone Infrastructure is pending, and the agreement's termination date was extended to May 31, 2027.
Q2 2026 GAAP net earnings attributable to TXNM were $71.3 million, versus $21.6 million in Q2 2025.
Q2 2026 ongoing diluted EPS was $0.58, versus $0.25; PNM rose to $0.30 from $0.12 and TNMP to $0.39 from $0.27.
Blackstone Infrastructure agreement termination date extended to May 31, 2027; closing anticipated in the first half of 2027, subject to NMPRC and other approvals.
TXNM does not plan to issue earnings guidance during the pendency of the proposed transaction.
PNM, a wholly-owned subsidiary of TXNM Energy, entered into a $195.0 million term loan agreement on July 21, 2026, with Canadian Imperial Bank of Commerce, New York Branch, as administrative agent. PNM expects to use the proceeds to refinance its 2025 term loan, which matures on July 21, 2026, and the new loan must be repaid by January 21, 2028.
Loan amount: $195.0 million, effective July 21, 2026
Maturity date: January 21, 2028
Proceeds to refinance the balance under PNM's 2025 term loan maturing July 21, 2026
Covenant requires consolidated debt-to-capitalization of no more than 0.65 to 1.00 at each fiscal quarter end
TXNM Energy and Blackstone Infrastructure extended the merger agreement's termination date to May 31, 2027, and TXNM entered into a $400 million term loan to repay Blackstone-affiliated buyer Troy TopCo LP for a 2025 stock sale that the New Mexico regulator declared void. The merger still needs approvals from the Nuclear Regulatory Commission and the New Mexico Public Regulation Commission, and TXNM plans to repay the loan by issuing common stock, which could dilute existing shareholders.
Merger termination date extended to May 31, 2027; if payable, the Parent Termination Fee is reduced from $350 million to $175 million.
$400 million TXNM 2026 Term Loan with Wells Fargo as administrative agent, maturing January 17, 2029, used solely to repay the $400 million PIPE purchase.
The NMPRC declared the PIPE Transaction void in a final order dated July 2, 2026.
TXNM plans to issue common stock for $400 million gross proceeds at no less than $50.00 per share to repay the loan; the press release estimates closing in the first half of 2027.
TXNM Energy reported first-quarter 2026 results, with GAAP diluted earnings per share of $0.03, down from $0.10 a year earlier, and ongoing diluted EPS of $0.21, up from $0.19. The company will not issue 2026 earnings guidance while its proposed acquisition by Blackstone Infrastructure is pending, and it updated its 2026-2030 capital plan to $10.2 billion.
GAAP net earnings attributable to TXNM Energy were $3.7 million, versus $8.9 million in Q1 2025.
Ongoing net earnings were $23.8 million, versus $18.1 million in Q1 2025.
No 2026 earnings guidance will be issued during the pendency of the Blackstone Infrastructure transaction, which the company expects to close in the second half of 2026.
The updated 2026-2030 consolidated capital investment plan totals $10.2 billion.
TXNM Energy's Board approved a 2026 Officer Annual Incentive Plan and a 2026 Long-Term Incentive Plan on February 26, 2026, on the Compensation Committee's recommendation. The plans set how named executive officers can earn cash bonuses and equity awards, with payouts tied to earnings per share and other goals. The filing gives no new financial results, and the plans carry no direct cost figures in the filing.
Annual Incentive Plan covers January 1 to December 31, 2026; awards require a threshold Incentive Earnings Per Share and are payable by March 15, 2027
Award opportunities under the annual plan range from 57.5% to 230% of base salary for the Executive Chair and President and CEO
2026 LTIP covers January 1, 2026 to December 31, 2028; 70% of awards are performance shares and 30% are time-vested restricted stock rights
Restricted stock rights vest 33% on March 7, 2027, 34% on March 7, 2028 and 33% on March 7, 2029
TXNM Energy entered a Distribution Agreement on March 3, 2026, allowing it to sell up to $125 million of common stock through sales agents, with optional forward stock purchase transactions. The company is not obligated to make any sales, and the filing does not say how much stock has been sold. Sales would add shares outstanding, which could dilute existing shareholders, though the proceeds would support the company's funding needs.
Aggregate sales price capped at $125 million of common stock, no par value, through BofA Securities, MUFG Securities Americas and Scotia Capital (USA) as sales agents
Company pays sales agents a commission of up to 2% of gross sales price, plus certain expenses
Sales will be made under a Form S-3ASR that became automatically effective on February 28, 2025, with a prospectus supplement dated March 3, 2026
Company may elect cash or net share settlement of forward agreements, and forward purchasers can accelerate settlement
TXNM Energy reported 2025 results on February 27, 2026. Electric operating revenues rose to $2.17 billion from $1.97 billion, but GAAP net earnings attributable to TXNM fell to $151.4 million from $242.2 million, and ongoing EPS dropped to $2.33 from $2.74. The company will not issue 2026 earnings guidance while its proposed $61.25-per-share acquisition by Blackstone Infrastructure is pending.
GAAP diluted EPS was $1.48 in 2025 versus $2.67 in 2024; ongoing diluted EPS was $2.33 versus $2.74.
Electric operating revenues were $2.17 billion in 2025 versus $1.97 billion in 2024.
GAAP 2025 results included a $58.8 million pension settlement charge and $43.1 million of costs related to the planned transaction.
No 2026 earnings guidance will be issued during the Blackstone transaction; closing is expected in the second half of 2026.
Briefs are written by AI from the filing text (each brief's own page names the model) and can contain mistakes — open the filing before acting on anything. Impact (1-5) and tone are the model's reading of the filing for shareholders, not a price forecast. Not investment advice.
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