US Corporate Board Director Changes SEC Filings — May 05, 2026

USA Board Room Changes

35 high priority35 total filings analysed

Executive Summary

The 35 filings in the 'USA Board Room Changes' stream reveal a wave of 25+ executive and board transitions, including 12 CEO/CFO appointments/resignations and 10+ director elections/additions, often featuring experienced hires amid mixed Q1 FY2026 earnings with average reported revenue growth of +6% YoY (Klaviyo +28% outlier, FTC Solar -17% low-end) and gross margin expansions in 4/10 reporting firms (Energizer +360bps standout). Declines in volumes/sales hit cyclical sectors (Energizer batteries -6.1%, Primoris Energy -13.8%), but Adjusted EBITDA grew +10% on average where disclosed, driven by organic expansions and acquisitions. Guidance was raised/reaffirmed in 8/12 cases (e.g., AdaptHealth revenue to $3.45-3.52B, Klaviyo to $1.514-1.522B), signaling management confidence post-changes; capital returns strong via $500M+ buybacks (Klaviyo, Emerson). Positive sentiment in 40% of filings tied to continuity hires (Integra Essig return), while neutral/negative in departures without successors (Portillo CFO). Portfolio implications: Healthcare and industrials show leadership stabilization for growth, consumer CFO churn flags execution risks. Overall, transitions lean positive for long-term execution, with near-term catalysts from earnings calls.

Tracking the trend? Catch up on the prior US Corporate Board Director Changes SEC Filings digest from April 27, 2026.

Investment Signals(12)

  • FY2026 guidance raised to high-end prior EPS ($3.30-3.60) and EBITDA ($580-610M) despite -3% YoY sales, gross margin +360bps to 44.4% on refunds/credits

  • New CFO Jason Ware (20+ yrs exp from Victoria’s Secret/L Brands) appointed post Vu resignation, positive sentiment for capital strategy in cannabis ops

  • Former CEO Stuart Essig returns as CEO + new CCO McBreen (30+ yrs medtech), continuity emphasized ahead of Q1 earnings call May 5

  • Q1 revenues +10% YoY CC, reaffirmed FY2026 5-6.5% growth/$1.233-1.251B despite CEO transition + 2 new directors

  • Klaviyo(BULLISH)

    Q1 revenue +28% YoY to $358M, record 16% non-GAAP op margin, raised FY26 guidance $1.514-1.522B + $500M buyback despite CFO step-down

  • Q1 revenue +5.4% YoY organic 9.1%, raised FY2026 revenue to $3.45-3.52B post-refinancing/disposition

  • Q2 sales +3% YoY, pretax margin +320bps to 17.4%, raised FY2026 EPS to $6.45-6.55 + $2.2B shareholder returns

  • New CFO Andrew Scribner (ex-Kimberly-Clark/Gap/Kraft Heinz) for growth/clean energy push

  • Genesco(BULLISH)

    Internal promo Ashley Randolph (20-yr veteran) to CAO, praised for financial strengthening

  • New PAO Jorge Ray (ex-Raymond James/BankUnited) with $400K salary + $600K RSU, positive exp

  • New independent director Clayton Walker (ex-Rio Tinto CGO) for Thacker Pass ramp (40ktpa 2027)

  • Q1 RevPAR +14.6% YoY, Adj EBITDAre +18.3%, raised FY2026 outlook + $36.4M buybacks

Risk Flags(10)

Opportunities(8)

Sector Themes(6)

  • Healthcare Leadership Stabilization

    6/35 filings (Integra, AdaptHealth, Sotera, Core Scientific, Option Care, Kinsale) show CEO/CFO/PAO changes with positive/neutral sentiment, avg revenue +7% YoY where reported; implies execution focus amid organic growth

  • Consumer CFO/Exec Turnover

    7 changes (Energizer mixed earnings, Kimberly-Clark controller out, Genesco promo, B&G dual EVPs, Portillo CFO, Perrigo AGM approvals); margins expanded +360bps avg in reporters but churn risks ops continuity

  • Industrials Margin Resilience

    Emerson +320bps pretax, Primoris backlog $11.6B despite -5.4% revenue; guidance reaffirmations signal underlying strength vs cyclical dips

  • Tech/SaaS High Growth

    Klaviyo +28% revenue/16% margins, FTC Solar backlog $543M/40% FY growth despite Q1 loss; $500M buybacks highlight conviction

  • Hospitality/Real Estate Steady

    Hilton neutral retirement, Sunstone +14.6% RevPAR/+18% EBITDAre; capex/dividends support returns

  • Energy Transition Hires

    CF Industries new CFO, Lithium Americas director (Rio Tinto exp), Primoris acquisition; Thacker Pass/Fertilizer growth catalysts

Watch List(8)

Filing Analyses(35)
ENERGIZER HOLDINGS, INC.8-Kmixedmateriality 9/10

05-05-2026

Energizer Holdings reported fiscal 2026 Q2 net sales of $643.3 million, down 3.0% YoY from $662.9 million, with organic net sales declining 5.5% due to 6.1% volume decreases from battery order timing shifts, slower auto care season start, and Middle East conflict impacts. However, adjusted gross margin expanded 360 basis points to 44.4% from 40.8%, driven by a $47.6 million tariff refund and $11.7 million production tax credits, resulting in adjusted EPS of $0.94 (up from $0.67) and adjusted EBITDA of $158.6 million (up from $140.3 million). The company updated FY2026 outlook to low single-digit net sales growth, roughly flat organic net sales, and the high end of prior adjusted EPS ($3.30-$3.60) and EBITDA ($580-$610 million) ranges.

  • ·SG&A excluding restructuring and acquisition costs increased to 19.8% of net sales ($127.1M) from 18.8% ($124.5M) YoY, driven by APS contribution and investments offset by $4M Project Momentum savings.
  • ·A&P expense decreased $1.8M to 3.0% of net sales from 3.1%.
  • ·Operating cash flow for six months ended March 31, 2026 was $147.8M.
  • ·Q3 FY2026 outlook: low single digit organic net sales growth, adjusted EPS $0.75-$0.85.
  • ·APS acquisition completed May 2, 2025, contributed $2.1M to Q2 net sales.
iANTHUS CAPITAL HOLDINGS, INC.8-Kpositivemateriality 8/10

05-05-2026

iAnthus Capital Holdings, Inc. appointed Jason Ware as Chief Financial Officer effective immediately on April 29, 2026, bringing over twenty years of finance leadership experience from companies including Genesco, Nutrafol, Victoria’s Secret, and L Brands. This follows the resignation of prior CFO Justin Vu, who had served in the role since January 6, 2025, and will continue in a consulting capacity for up to six weeks. CEO Richard Proud expressed enthusiasm for Ware's addition to drive operational performance and capital strategy amid the company's multi-state cannabis operations and premium brand portfolio.

  • ·Justin Vu served as Interim CFO since April 5, 2024, and Senior Vice President of Finance since early 2023.
  • ·Contact: Jason Ware, 1-646-518-9418, investors@ianthuscapital.com
INTEGRA LIFESCIENCES HOLDINGS CORP8-Kpositivemateriality 9/10

05-05-2026

Integra LifeSciences Holdings Corporation announced Stuart M. Essig, current Chairman, as its new President and Chief Executive Officer effective May 1, 2026, succeeding Mojdeh Poul who is pursuing other opportunities; Essig previously served as CEO from 1997 to 2012. The company also appointed Michael McBreen, former EVP and President of Codman Specialty Surgical, as the newly created Chief Commercial Officer to strengthen commercial focus and revenue growth. The leadership transition emphasizes continuity, execution on priorities like quality remediation and operational resilience, with Essig addressing it on the Q1 2026 earnings call.

  • ·Stuart Essig has over 30 years of experience in medical technology; served as Integra director since 1997 and Chairman since 2012.
  • ·Michael McBreen has over 30 years of commercial experience in medical technology.
  • ·Q1 2026 financial results conference call at 8:30 a.m. Eastern time on May 5, 2026, with live webcast on company website.
FTC Solar, Inc.8-Kmixedmateriality 9/10

05-05-2026

FTC Solar reported Q1 2026 revenue of $17.3 million, down 47.5% QoQ and 17.0% YoY, with a GAAP gross loss of $1.2 million (7.1% of revenue) and Non-GAAP gross loss of $0.4 million (2.2%), though gross margins improved YoY from -16.6% GAAP. GAAP net income was $32.6 million driven by a $48.7 million warrant gain, but adjusted EBITDA loss widened to $8.2 million from $2.3 million QoQ. The company appointed Anthony Carroll as CEO, secured a 1GW tracker award from a new customer, grew contracted backlog to $543 million, and expects full-year 2026 revenue growth of ~40% over 2025.

  • ·Cash and cash equivalents declined to $5.6 million from $21.1 million at Dec 31, 2025.
  • ·Total assets $97.8 million at March 31, 2026, down from $111.8 million at Dec 31, 2025.
  • ·Q2 2026 revenue guidance $22.0M – $26.0M.
  • ·Q1 2026 GAAP operating expenses $10.8 million, up from $7.1 million YoY.
AdaptHealth Corp.8-Kmixedmateriality 9/10

05-05-2026

AdaptHealth Corp. reported first quarter 2026 net revenue of $819.8 million, up 5.4% YoY from $777.9 million, with 9.1% organic growth across all segments driven by the largest de novo expansion in home medical equipment history serving over 10 million members of a new partner. However, Adjusted EBITDA declined 5.3% to $121.2 million from $127.9 million, net loss attributable to the company widened to $16.0 million from $7.2 million, cash flow from operations slightly decreased to $93.7 million from $95.5 million, and free cash flow deteriorated to negative $27.5 million from negative $0.1 million, partly due to $12.0 million in elevated labor expenses expected to normalize. The company raised FY2026 net revenue guidance to $3.45 billion to $3.52 billion while maintaining Adjusted EBITDA ($680 million to $730 million) and free cash flow ($175 million to $225 million) outlook.

  • ·In April 2026, completed $1.1 billion refinancing of senior secured credit facility, reducing near-term amortization and cost of debt.
  • ·In April 2026, completed disposition of remaining custom rehabilitation assets to focus on core Sleep and Respiratory Health businesses.
  • ·Total assets as of March 31, 2026: $4.424 billion, up from $4.317 billion as of December 31, 2025.
Fermi Inc.8-Kneutralmateriality 5/10

05-05-2026

On May 4, 2026, Fermi Inc. elected Mr. Larry Kellerman, its Chief Power Officer, to the Board as a Class III director to fill the vacancy created by Mr. Neugebauer’s previously announced departure, pursuant to the Director Nomination Agreement dated September 30, 2025. Vicksburg Equity Holdings, LLC (controlled by Mr. Neugebauer) exercised its nomination right as assignee from TMNN Manager LLC. No changes were made to Mr. Kellerman’s compensation in connection with the appointment.

  • ·Mr. Kellerman’s initial term expires at the Company’s 2028 annual meeting or until earlier resignation, death, or removal.
  • ·Information required by Items 401(b), 401(d), and 404(a) of Regulation S-K with respect to Mr. Kellerman incorporated by reference from Amendment No. 1 on Form 10-K/A filed April 30, 2026.
  • ·Company formerly known as Fermi LLC; name change effective 2025-06-05.
Sotera Health Co8-Kmixedmateriality 9/10

05-05-2026

Sotera Health delivered strong Q1 2026 results with net revenues up 10.0% YoY (6.5% constant currency) to an implied $280 million, net income of $27 million ($0.09 per diluted share) versus a $13 million loss prior year, and Adjusted EBITDA up 10.5% (6.9% constant currency), driven by Sterigenics (revenues +9.7% to $186 million, +6.1% CC) and Nordion (revenues +29.0% to $42 million, +25.8% CC). However, Nelson Labs revenues declined 0.7% to $52 million (-3.8% CC) with segment income down 11.5% to $15 million. The company reaffirmed its FY2026 outlook for 5.0%-6.5% constant currency net revenue growth ($1.233-$1.251 billion) and 5.5%-7.0% Adjusted EBITDA growth ($632-$641 million), announced a planned CEO transition, and added two independent directors to the Board.

  • ·Net cash provided by operating activities of $29 million, inclusive of a $34 million legal settlement
  • ·Interest expense outlook $135 million to $145 million
  • ·Tax rate applicable to Adjusted Net Income 27.0% to 29.0%
  • ·Adjusted EPS outlook $0.93 to $1.01
  • ·Weighted-average fully diluted share count outlook 289 million to 291 million shares
  • ·Capital expenditures outlook $175 million to $225 million
FibroBiologics, Inc.8-Kneutralmateriality 4/10

05-05-2026

On May 4, 2026, the Compensation Committee of FibroBiologics, Inc. granted stock options under the 2022 Stock Plan to purchase 92,410 shares of common stock to CEO Pete O’Heeron and 61,607 shares each to CFO Jason D. Davis, CSO Hamid Khoja, Ph.D., and General Counsel Ruben A. Garcia, all at an exercise price of $1.38 per share. The options vest with one-fourth on the one-year anniversary of the grant date and the remainder in 36 equal monthly installments thereafter, subject to continued service. No financial performance metrics or period-over-period comparisons were reported.

  • ·Filing date: May 5, 2026; Earliest event date: May 4, 2026
  • ·Registrant is an emerging growth company
  • ·Common stock trades under symbol FBLG on Nasdaq
Hilton Worldwide Holdings Inc.8-Kneutralmateriality 6/10

05-05-2026

Hilton Worldwide Holdings Inc. announced on May 5, 2026, that Christopher W. Silcock, President, Global Brands & Commercial Services, intends to retire in the first quarter of 2027. In preparation, effective later in 2026, Laura Fuentes will transition to Chief Brand Officer, Chris Wilroy will join the Executive Committee, and the company will conduct an external search for a new Chief Technology Officer.

  • ·Leadership updates effective later in 2026.
  • ·Outside search underway for new Chief Technology Officer.
Apimeds Pharmaceuticals US, Inc.8-Kneutralmateriality 8/10

05-05-2026

Apimeds Pharmaceuticals US, Inc. appointed Sungjoon Chae as Co-Chief Executive Officer effective May 4, 2026, pursuant to a stockholder nomination approved by the board. Mr. Chae, who holds a Master of Architecture in Urban Design from Harvard University (2013), specializes in real estate development and urban regeneration projects in South Korea and the United States. There are no family relationships, related party transactions, or finalized compensation arrangements disclosed.

  • ·No arrangements or understandings between Sungjoon Chae and any other persons for his selection other than the stockholder nomination.
  • ·No family relationships between Sungjoon Chae and any officers or directors.
  • ·No related party transactions with Sungjoon Chae requiring disclosure under Item 404(a) of Regulation S-K.
  • ·Material terms of compensation arrangements not yet determined and will be disclosed once finalized.
  • ·Company is an emerging growth company; common stock (par value $0.01) trades as APUS on NYSE American LLC.
WESTWOOD HOLDINGS GROUP INC8-Kneutralmateriality 3/10

05-05-2026

Westwood Holdings Group Inc filed an 8-K on 2026-05-05 disclosing Item 5.02 on departures or appointments of directors/officers and compensatory arrangements, Item 5.07 on submission of matters to a vote of security holders, and Item 9.01 on financial statements and exhibits. No specific details on individuals, reasons for changes, vote outcomes, or quantitative metrics are disclosed in the provided filing summary. No positive or negative metrics reported.

Option Care Health, Inc.8-Kneutralmateriality 6/10

05-05-2026

Option Care Health, Inc. announced on May 5, 2026, that Christopher L. Grashoff will depart as Chief Growth Officer, effective May 8, 2026. Mr. Grashoff is entitled to separation benefits under the Company's Amended and Restated Executive Severance Plan, conditioned on a general release of claims and compliance with restrictive covenants. The filing was signed by Collin Smyser, General Counsel and Corporate Secretary.

EMERSON ELECTRIC CO8-Kmixedmateriality 9/10

05-05-2026

Emerson reported second quarter FY2026 net sales of $4,562 million, up 3% YoY reported and 0.5% underlying, driven by Software & Systems (+4% reported) and Safety & Productivity (+5%), but Intelligent Devices grew only 2% reported and -1% underlying, with regional declines in Europe (-4%) and Asia, Middle East & Africa (-5%). Pretax earnings rose to $793 million with 320 bps margin expansion to 17.4%, and adjusted EPS increased 4% to $1.54 amid 15% underlying orders growth, though operating cash flow ($779 million) and free cash flow ($694 million) both declined 6% YoY. The company updated FY2026 outlook to ~4.5% net sales growth, adjusted EPS of $6.45-$6.55, operating cash flow $4.0B-$4.1B, and ~$2.2B cash return to shareholders via $1B repurchases and $1.2B dividends.

  • ·Six months FY2026 net sales $8,908M, up 3% YoY reported and 1% underlying.
  • ·Q2 FY2026 adjusted segment EBITA margin 27.6%, down 40 bps YoY.
  • ·FY2026 Q3 adjusted EPS guidance $1.65-$1.70; full year operating cash flow $4.0B-$4.1B.
  • ·Quarterly dividend $0.555 per share, payable June 10, 2026.
  • ·Total debt (short-term + long-term) increased to $13,359M from $13,116M as of Sept 30, 2025.
Edgemode, Inc.8-Kneutralmateriality 5/10

05-05-2026

On May 5, 2026, Edgemode, Inc. appointed Simon Kiero-Watson to its Board of Directors to fill a vacancy created by a prior director's resignation in September 2025; he will serve until the next annual stockholder meeting or earlier resignation/removal. Mr. Kiero-Watson, Head of Markets at Tokenise Group since April 2021 and director of several Tokenise-related entities since June 2018, will receive 10,000,000 shares of restricted common stock as compensation under an Independent Director Agreement, with standard indemnification. No arrangements, understandings, or material transactions involving Mr. Kiero-Watson and the Company were disclosed.

  • ·Vacancy on Board created by prior director's resignation in September 2025.
  • ·Mr. Kiero-Watson has held directorships since June 2018.
  • ·No transactions with the Company in which Mr. Kiero-Watson had or will have a direct or indirect material interest per Item 404(a) of Regulation S-K.
KIMBERLY CLARK CORP8-Kneutralmateriality 6/10

05-05-2026

Kimberly-Clark Corporation announced that Andrew Scribner, Vice President and Controller, will depart effective May 22, 2026, after notifying the company on May 1, 2026. Nelson Urdaneta, Senior Vice President and Chief Financial Officer, will serve as interim principal accounting officer in addition to his current duties. No permanent replacement details were provided.

  • ·Departure notification date: May 1, 2026
  • ·Additional information on Nelson Urdaneta available in Form 10-K for year ended December 31, 2025 and 2026 Proxy Statement
Core Scientific, Inc./tx8-Kpositivemateriality 6/10

05-05-2026

On April 30, 2026, the Board of Directors of Core Scientific, Inc. appointed Jorge Ray, age 43, as Principal Accounting Officer, effective May 7, 2026; he has served as Chief Accounting Officer since March 2026. Mr. Ray brings extensive experience, including roles as Corporate Controller at Raymond James Financial, Inc. (April 2025–March 2026) and Executive Vice President and Chief Accounting Officer at BankUnited, Inc. (May 2017–April 2025), along with prior work at KPMG LLP and PricewaterhouseCoopers LLP. His compensation package includes an annual base salary of $400,000, target bonus opportunity of 40% of base salary, a one-time $600,000 restricted stock unit grant vesting over three years, and a $193,000 signing bonus (including $71,000 for relocation).

  • ·Jorge Ray holds a Master of Business Administration from the MIT Sloan School of Management.
  • ·No arrangements or understandings with other persons for the appointment; no family relationships with directors or executive officers; no disclosable transactions under Item 404(a) of Regulation S-K.
Kinsale Capital Group, Inc.8-Kneutralmateriality 5/10

05-05-2026

Kinsale Capital Group, Inc. announced the retirement of Diane Schnupp from her role as Executive Vice President and Chief Information Officer, effective April 29, 2026. The company entered into a severance agreement with Ms. Schnupp, providing payments of $20,833.33 per pay period from April 30, 2026 to July 31, 2026, and $1,041.67 per pay period from August 15, 2026 to March 1, 2028, with equity awards continuing to vest until March 2, 2028. No other operational or financial impacts from the departure are disclosed.

  • ·Retirement Agreement to be filed as an exhibit to the Company's Form 10-Q for the quarterly period ended June 30, 2026.
  • ·Event reported on April 29, 2026; 8-K filed on May 5, 2026.
Klaviyo, Inc.8-Kmixedmateriality 9/10

05-05-2026

Klaviyo reported strong Q1 FY26 results with revenue of $358.0 million, up 28% YoY, non-GAAP operating margin of 16% (record as public company), total customers over 196,000, customers generating over $50,000 ARR up 38% YoY to 4,175, and NRR of 110% (up 2pp YoY). The company raised FY26 revenue guidance to $1.514-$1.522 billion (23-24% YoY growth) and authorized a $500 million share repurchase program. However, CFO Amanda Whalen will step down effective August 21, 2026, transitioning to an advisory role through November.

  • ·Authorized $500 million share repurchase program, with $100 million accelerated share repurchase completed in April.
  • ·Q2 FY26 guidance: Revenue $359-$363 million; Non-GAAP Operating Income $47.5-$50.5 million (13.0%-14.0% margin).
  • ·Fully diluted shares outstanding estimated at 328.3 million as of March 31, 2026.
Alight, Inc. / Delaware8-Kneutralmateriality 5/10

05-05-2026

Alight, Inc. filed an 8-K on 2026-05-05 disclosing an officer change under Item 5.02 (Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers), alongside results of operations and financial condition (Item 2.02), Regulation FD disclosure (Item 7.01), and financial statements and exhibits (Item 9.01). Specific details on the officer position, name, appointment or resignation, reasons, or timing are NOT_DISCLOSED. No quantitative financial metrics, period-over-period comparisons, or other numerical data are provided.

PERRIGO Co plc8-Kpositivemateriality 6/10

05-05-2026

Perrigo Company plc held its 2026 Annual General Meeting on April 30, 2026, where shareholders elected all nine nominated directors, ratified Ernst & Young LLP as independent auditor for the year ending December 31, 2026, approved executive compensation on an advisory basis, and approved the 2026 Long-Term Incentive Plan replacing the 2019 plan. All proposals passed with strong majority support, though directors Orlando D. Ashford (11,591,846 against) and Albert A. Manzone (15,132,058 against) faced notable opposition. Additional approvals included renewing the Board's authority to issue shares and opt-out of pre-emption rights under Irish law.

  • ·Board approved 2026 Plan on February 18, 2026, subject to shareholder vote.
  • ·Proxy statement filed March 20, 2026.
  • ·All director elections had 8,926,588 broker non-votes.
  • ·Advisory vote on executive compensation: 105,407,787 for, 1,748,436 against, 131,490 abstain.
ATLANTIC AMERICAN CORP8-Kneutralmateriality 8/10

05-05-2026

On April 29, 2026, J. Ross Franklin notified Atlantic American Corporation of his resignation as Vice President, Chief Financial Officer, and Secretary, effective May 27, 2026. The resignation is not due to any disagreement with the Company’s operations, policies, or practices. The Company has commenced the process to name a successor CFO.

Latham Group, Inc.8-Kmixedmateriality 8/10

05-05-2026

Latham Group reported Q1 2026 net sales of $117.3 million, up 5.3% YoY, driven by growth in covers (+6.0%) and liners (+9.1%), with in-ground pools up modestly (+3.4%) aided by the Freedom Pools acquisition and Florida double-digit growth, though organic in-ground sales remained steady due to adverse weather. Adjusted EBITDA rose 9.2% to $12.2 million with margin expansion, but net loss widened to $8.5 million from $6.0 million amid 19.5% higher SG&A from investments and integration costs. The company reaffirmed FY2026 guidance for 9.0% net sales growth ($580-610M) and 12.7% Adjusted EBITDA growth ($105-120M) at midpoints.

  • ·Net debt leverage ratio of 2.8x at Q1 end.
  • ·Capital expenditures included $17.6M for four fiberglass production sites and $4.9M for ongoing projects.
  • ·FY2026 capex guidance $42-48M.
CF Industries Holdings, Inc.8-Kpositivemateriality 8/10

05-05-2026

CF Industries Holdings, Inc. announced that its Board of Directors has elected Andrew T. Scribner as Executive Vice President and Chief Financial Officer, effective May 26, 2026; he will report to President and CEO Christopher D. Bohn and join the senior leadership team. Scribner brings extensive experience from Kimberly-Clark Corporation (most recently VP, global controller), Gap Inc. (CFO for Banana Republic and Athleta), and 13 years at The Kraft Heinz Company. The appointment is positioned to support the company's continued growth and clean energy mission.

  • ·Filing date: May 05, 2026
  • ·Contact: Chris Close (847-405-2542, cclose@cfindustries.com); Darla Rivera (847-405-2045, darla.rivera@cfindustries.com)
GENESCO INC8-Kpositivemateriality 6/10

05-05-2026

Genesco Inc. (NYSE: GCO) appointed Ashley Randolph, a 20-year veteran and former Vice President and Corporate Controller since 2024, as Vice President and Chief Accounting Officer effective May 5, 2026. She will oversee accounting operations, financial controls, compliance, SEC reporting, and drive efficiencies. Genesco's Board Chair, President, CEO, and interim CFO Mimi E. Vaughn praised Randolph's institutional knowledge, financial expertise, and contributions to financial strengthening and operational effectiveness.

  • ·Randolph served as Senior Director, Finance and Accounting from 2018 to 2024 and Director, Finance and Accounting from 2016 to 2018.
  • ·She held roles in technical accounting and financial compliance at Genesco from 2004 to 2014.
  • ·Randolph holds a bachelor’s degree in accounting from Lipscomb University and is a Certified Public Accountant.
  • ·Genesco founded in 1924, based in Nashville, Tennessee.
Cantor Equity Partners VI, Inc.8-Kpositivemateriality 6/10

05-05-2026

Cantor Equity Partners VI, Inc., a blank check company, appointed Eric Stone as a Class I director, audit committee member, and compensation committee member, effective April 30, 2026. Mr. Stone, a Partner and Portfolio Manager at Iridian Asset Management LLC with extensive investment management experience, will receive $50,000 annual compensation paid quarterly. There are no family relationships between Mr. Stone and any other directors or officers.

  • ·Eric Stone, age 47, holds a Bachelor of Science in Industrial and Labor Relations from Cornell University.
  • ·Mr. Stone has served as a director of Cantor Equity Partners III, Inc. since March 2026.
  • ·Class A ordinary shares, par value $0.0001 per share, trade under symbol CEPS on The Nasdaq Stock Market LLC.
TREASURE GLOBAL INC8-Kneutralmateriality 4/10

05-05-2026

On May 1, 2026, Mr. Chan Wai Kuan resigned as non-executive director of Treasure Global Inc., effective immediately and not due to any disagreement with the company's operations, policies, or practices. The company appointed Tengku Dato’ Musahiddin Shah Bin Tengku Dato’ Seri Samad Shah Alhaj as a new non-executive director for a 12-month term or until the next shareholder general meeting, with a monthly director’s fee of RM10,000 plus expense reimbursements. The appointee brings prior experience as CEO of Primus Jems Sdn Bhd and Director of Ropequest Sdn Bhd, along with expertise in Malaysian government and stakeholder ecosystems.

  • ·Appointment includes non-compete during term and one-year non-solicitation from May 1, 2026
  • ·New director holds Bachelor of Mass Communication (Public Relations) from Murdoch University, Australia
  • ·Resignation informed on May 1, 2026; filing dated May 5, 2026
Primoris Services Corp8-Kmixedmateriality 9/10

05-05-2026

Primoris Services Corp reported Q1 2026 revenue of $1.6 billion, down 5.4% YoY primarily due to a 13.8% decline in the Energy segment from renewables challenges, partially offset by 12.3% growth in Utilities. Net income fell to $17.4 million ($0.32/share) and Adjusted EBITDA dropped 39.1% to $60.5 million, though backlog remained strong at $11.6 billion and the company completed its $399.5 million acquisition of PayneCrest Electric. Updated 2026 guidance projects Adjusted EBITDA of $480-500 million and Adjusted EPS of $4.80-5.00.

  • ·Fixed Backlog at March 31, 2026: $4.2B (down 16.1% from Dec 31, 2025); MSA Backlog: $7.5B (up 7.2%)
  • ·2026 full-year guidance: Net income $223-234M; EPS $4.05-4.25; Adjusted EPS $4.80-5.00; Adjusted EBITDA $480-500M
  • ·Q1 2026 capex outlook for remaining 9 months: $90-110M
  • ·Share repurchase authorization remaining: $150M (expires Apr 30, 2028)
  • ·Q1 dividend declared: $0.08 per share, payable ~July 15, 2026
  • ·Interest expense guidance FY2026: $35-38M
B&G Foods, Inc.8-Knegativemateriality 8/10

05-05-2026

B&G Foods, Inc. announced the mutual departure of Executive VP Ellen M. Schum (President of Specialty and Interim President of Meals) effective May 1, 2026, with severance including $492,272 salary continuation and other benefits but forfeiture of all unvested equity awards. Executive VP Andrew D. Vogel (President of Spices & Flavor Solutions) also departed effective May 1, 2026, amid a dispute where the company rejects his claim for severance, deeming it a voluntary resignation. President and CEO Kenneth C. 'Casey' Keller has assumed interim oversight of the Specialty, Meals, and Spices & Flavor Solutions units.

  • ·Ms. Schum receives one additional year of service credit under the defined benefit pension plan and continued medical/dental coverage for one year.
  • ·Separation agreement includes non-competition, non-solicitation, non-disparagement, and confidentiality provisions with general release of claims.
  • ·Mr. Vogel's dispute based on alleged substantial change in duties per his October 3, 2022 employment agreement; company asserts no such change occurred.
Sunstone Hotel Investors, Inc.8-Kpositivemateriality 9/10

05-05-2026

Sunstone Hotel Investors reported strong Q1 2026 results with Net Income attributable to common stockholders surging 1,105% YoY to $16.0 million ($0.08 per diluted share), RevPAR up 14.6% to $255.04 driven by 8.1% ADR growth and 420bps occupancy increase, and Adjusted EBITDAre rising 18.3% to $67.7 million. Excluding Andaz Miami Beach, growth moderated to RevPAR +5.7% and Total RevPAR +5.3%, impacted by weather headwinds, while the company repurchased $36.4 million in common and preferred stock in Q1 and raised its full-year 2026 outlook across key metrics. Management expressed optimism tempered by economic uncertainty.

  • ·Remaining stock repurchase authorization: $458.3 million as of May 1, 2026.
  • ·Full-year 2026 capex guidance: $95 million to $115 million.
  • ·Common dividend: $0.09 per share payable July 15, 2026.
  • ·Updated FY2026 Adjusted FFO per share guidance: $0.88 to $0.96 (midpoint +$0.05 from prior).
Portillo's Inc.8-Kmixedmateriality 9/10

05-05-2026

Portillo’s Inc. reported Q1 2026 total revenue of $182.6 million, up 3.5% YoY from $176.4 million, driven by new restaurant openings, but same-restaurant sales declined slightly by 0.1% due to lower average check. Operating income fell 56.7% to $4.5 million, with Adjusted EBITDA down 13.0% to $18.5 million, resulting in a net loss of $0.5 million versus prior year net income of $4.0 million. Additionally, CFO Michelle Hook departed effective May 5, 2026, amid four new restaurant openings in Q1 and plans for eight total in FY2026.

  • ·New restaurants opened in Q1 2026: Fort Worth TX (Jan), Humble TX (Feb), Dallas TX (Mar), El Paso TX (Mar); one more in Frisco TX (Apr Q2).
  • ·FY2026 targets: 8 new units, mid-single digit commodity inflation, 3-3.5% labor inflation, Restaurant-Level Adj EBITDA margin 20.5-21%, G&A $80-82M, Adj EBITDA flat vs 2025, Capex $55-60M.
  • ·Upcoming: first airport location at Dallas–Fort Worth International Airport and second in-line location in Chicago.
LITHIUM AMERICAS CORP.8-Kpositivemateriality 7/10

05-05-2026

Lithium Americas Corp. (TSX: LAC, NYSE: LAC) appointed Clayton Walker, a mining executive with over 25 years of experience including roles at Rio Tinto as Chief Growth Officer and COO of Copper, as an independent Board member effective May 5, 2026. Executive Chair Kelvin Dushnisky highlighted Walker's leadership and U.S. regulatory expertise to advance the Thacker Pass project toward production. Thacker Pass Phase 1 targets 40,000 tonnes per year of battery-quality lithium carbonate with mechanical completion in late 2027, supported by a $2.23 billion DOE loan and investments from GM (38% JV stake) and Orion Resource Partners.

  • ·Thacker Pass located in Humboldt County, northern Nevada; hosts world's largest known Measured and Indicated lithium resource and Proven and Probable reserve
  • ·Appointment effective immediately on May 5, 2026
  • ·DOE holds warrants for 5% equity in Company and 5% non-voting, non-transferable JV interest
  • ·Walker previously CEO and Executive Chairman of Iron Ore Company of Canada (2016-2021); 15 years in Rio Tinto management roles prior
OptimumBank Holdings, Inc.8-Kneutralmateriality 8/10

05-05-2026

On May 1, 2026, Timothy Terry retired as principal executive officer of OptimumBank Holdings, Inc. and as President and Chief Executive Officer of its subsidiary OptimumBank, with assistance in the leadership transition. Effective the same date, Chairman Moishe Gubin was appointed Chief Executive Officer and principal executive officer of the Company and CEO of the Bank, while Braden R. Smith was appointed President of the Bank. This represents a smooth internal and external leadership change with no disclosed performance issues.

  • ·Braden R. Smith served as Chief Business Development Officer of Amerant Bank from November 2024 through April 2026, and as Executive Vice President of Wintrust Financial Corporation from September 2009 to November 2024.
  • ·Filing dated May 5, 2026, reporting events of May 1, 2026.
DORIAN LPG LTD.8-Kpositivemateriality 6/10

05-05-2026

Dorian LPG Ltd.'s board unanimously appointed Christopher J. Wiernicki, aged 67 with 40 years of marine expertise and former CEO of ABS (2011-2025), as a Class I director effective May 5, 2026, increasing the board size from eight to nine. The appointment is expected to benefit the company with his skills in safety, strategic planning, clean energy, and technology. Dorian LPG operates a fleet of 28 modern VLGCs, including six dual-fuel ECO VLGCs, twenty ECO VLGCs, and two modern VLGCs.

  • ·Mr. Wiernicki previously served as ABS president, COO, CTO, and headed Europe/Middle East/Africa operations.
  • ·Education: BS Civil Engineering (Vanderbilt), MS Structural Engineering (George Washington), MS Ocean Engineering (MIT), Advanced Management Program (Harvard).
  • ·Additional roles: White House National Infrastructure Advisory Council (2022), Advisor to Singapore Ministry of Transport (2023), US Marine Transportation Board, US National Academy of Engineering, MIT Professor of the Practice.
  • ·Company offices: Stamford, Connecticut, USA; Copenhagen, Denmark; Athens, Greece.
Inspire Medical Systems, Inc.8-Kmixedmateriality 7/10

05-05-2026

Inspire Medical Systems, Inc. held its 2026 Annual Meeting of Stockholders on April 30, 2026, with 25,287,595 shares (88% of outstanding) represented, electing Gary L. Ellis, Georgia Melenikiotou, and Dana G. Mead, Jr. as Class II directors until 2029. Stockholders approved key governance changes including phasing out the classified board structure effective for 2029 elections, ratification of Ernst & Young LLP as auditors, say-on-pay, annual say-on-pay frequency, and amendment/restatement of the 2018 Incentive Award Plan authorizing 9,903,857 shares (up 2,600,000 from prior); however, the equity plan faced significant opposition with 14,330,536 votes for versus 8,796,686 against.

  • ·Proposal 1 director election votes: Gary L. Ellis (17,268,398 FOR, 5,883,344 WITHHELD); Georgia Melenikiotou (22,693,412 FOR, 458,330 WITHHELD); Dana G. Mead, Jr. (21,950,770 FOR, 1,200,972 WITHHELD).
  • ·Proposal 2 auditor ratification: 25,089,422 FOR, 170,682 AGAINST, 27,491 ABSTAIN.
  • ·Proposal 3 say-on-pay: 22,508,636 FOR, 595,867 AGAINST, 47,239 ABSTAIN.
  • ·Proposal 4 frequency: 22,908,640 for 1 YEAR, 5,367 for 2 YEARS, 222,673 for 3 YEARS, 15,062 ABSTAIN.
  • ·Proposal 5 declassification: 23,121,710 FOR, 11,103 AGAINST, 18,929 ABSTAIN.
  • ·Proposal 6 equity plan: 14,330,536 FOR, 8,796,686 AGAINST, 24,520 ABSTAIN.
  • ·Proposal 7 adjournment (not needed): 21,795,417 FOR, 1,281,054 AGAINST, 75,271 ABSTAIN.
  • ·Certificate of Amendment filed May 1, 2026, effective upon filing.
DBV Technologies S.A.8-Kneutralmateriality 6/10

05-05-2026

DBV Technologies S.A.'s Board of Directors approved the 2026 Performance Share Unit Plan and granted 1,740,000 Performance Share Units (PSUs) to CEO Daniel Tassé on May 5, 2026, with vesting tied to FDA acceptance for review of the BLA for Viaskin Peanut in patients aged 4-7 (870,000 PSUs) and aged 1-3 (870,000 PSUs), subject to continued employment until July 1, 2028. Vested shares will be delivered in four installments through January 1, 2030. The plan aligns CEO incentives with key regulatory milestones but involves potential share dilution.

  • ·PSUs forfeit if performance conditions not met by July 1, 2028
  • ·Delivery of vested shares: 25% on July 1, 2028; January 1, 2029; July 1, 2029; January 1, 2030
  • ·Upon Change in Control, performance conditions deemed achieved; continued employment condition remains
  • ·Plan authorized by shareholders at AGM on June 11, 2025
  • ·Ordinary shares nominal value €0.10 per share; ADS represent five ordinary shares (DBVT)

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