Cannae sells Brasada Ranch stake to Foley entity

Cannae Holdings, Inc. closed the previously announced sale of its interest in Brasada Ranch on July 15, 2026 to a company owned by William P. Foley, II.

Rhea-AI Filing Summary

Cannae Holdings, Inc. closed the previously announced sale of its interest in Brasada Ranch on July 15, 2026 to a company owned by William P. Foley, II. This completes the transfer of that investment to an entity affiliated with Mr. Foley.

In connection with the sale, Cannae and Mr. Foley entered into a Letter Agreement dated July 15, 2026 that amends their May 12, 2025 Director Services Agreement. The amendment deletes Section 11(a), which had allowed Mr. Foley to sell 50% of his Cannae common stock back to the company at defined prices.

8-K Event Classification

2 items: 5.02, 9.01

2 items

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance

Key personnel changes including departures, elections, or appointments of directors and executive officers.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, or exhibit attachments filed with this report.

Key Figures

Section 11(a) repurchase right: 50% of Mr. Foley's Cannae common stock Letter Agreement date: July 15, 2026 Director Services Agreement date: May 12, 2025

3 metrics

Section 11(a) repurchase right 50% of Mr. Foley's Cannae common stock Portion previously permitted to be sold back to Cannae under the DSA

Letter Agreement date July 15, 2026 Date of Letter Agreement with Mr. Foley amending the Director Services Agreement

Director Services Agreement date May 12, 2025 Original date of the Director Services Agreement between Cannae and Mr. Foley

Key Terms

Director Services Agreement, Letter Agreement, Emerging growth company, Inline XBRL

4 terms

Director Services Agreement financial

"amends that certain Director Services Agreement by and between the Company"

Letter Agreement financial

"the Company entered into a letter agreement (the "Letter Agreement") with Mr. Foley"

Emerging growth company regulatory

"Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 ...). Emerging growth company"

An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.

Inline XBRL technical

"Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document"

Inline XBRL is a file format for financial filings that embeds machine-readable data tags directly inside the human-readable report, so the same document can be read by people and parsed by software. For investors it makes extracting, comparing and verifying financial numbers faster and more reliable—like a grocery list where each item also has a barcode—reducing manual errors and speeding up analysis.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What transaction did Cannae Holdings (CNNE) complete on July 15, 2026?

Cannae Holdings completed the sale of its interest in Brasada Ranch to a company owned by William P. Foley, II. This closes a previously announced related-party transaction involving that investment.

Who acquired Cannae Holdings' (CNNE) interest in Brasada Ranch?

The Brasada Ranch interest was acquired by a company owned by William P. Foley, II. Mr. Foley is a key figure with a separate Director Services Agreement with Cannae Holdings.

What is the Letter Agreement mentioned by Cannae Holdings (CNNE)?

The Letter Agreement dated July 15, 2026 is an amendment between Cannae Holdings and William P. Foley, II. It modifies their Director Services Agreement by deleting Section 11(a) concerning stock repurchase rights.

How did the Director Services Agreement change for CNNE and William P. Foley, II?

The amendment removes Section 11(a) from the Director Services Agreement. That section had allowed Mr. Foley to sell 50% of his Cannae common stock back to the company at certain defined prices.

Does Cannae Holdings (CNNE) still have an obligation to repurchase William P. Foley, II's shares?

After the July 15, 2026 amendment, the Director Services Agreement no longer includes Section 11(a). That deleted provision had previously permitted a 50% share sell-back by Mr. Foley to Cannae at specified prices.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 07/16/2026 - 05:01 PM EDT Learn about SEC filing dates

0001704720false00017047202026-07-152026-07-15

United States

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

Current Report

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (date of earliest event reported):

July 15, 2026

CANNAE HOLDINGS, INC.

(Exact name of Registrant as Specified in its Charter)

1-38300

(Commission File Number)

Nevada						82-1273460
(State or Other Jurisdiction of  Incorporation or Organization)						(IRS Employer Identification Number)

1701 Village Center Circle

Las Vegas, Nevada 89134

(Addresses of Principal Executive Offices)

(702) 323-7330

(Registrant's Telephone Number, Including Area Code)

N/A

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐						Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐						Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐						Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐						Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class

Trading Symbol

Name of Each Exchange on Which Registered

Cannae Common Stock, $0.0001 par value

CNNE

New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On July 15, 2026, Cannae Holdings, Inc. ("Cannae" or the "Company") closed on the previously announced sale of its interest in Brasada Ranch to a company owned by William P. Foley, II ("Mr. Foley"). In connection therewith, the Company entered into a letter agreement (the "Letter Agreement") with Mr. Foley dated July 15, 2026 that amends that certain Director Services Agreement by and between the Company and Mr. Foley dated May 12, 2025 (the "DSA") to delete in its entirety Section 11(a) of the DSA, which permitted Mr. Foley to sell 50% of his shares of common stock of the Company back to Cannae for certain defined prices therein.

The foregoing description of the Letter Agreement does not purport to be complete and is qualified in its entirety by reference to the complete text of the Letter Agreement, which is attached as exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit

Description

10.1

Letter Agreement

104

Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document.

SIGNATURE

     Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

Cannae Holdings, Inc.

Date:

July 16, 2026

By:

/s/ Brett A. Correia

Name:

Brett A. Correia

Title:

Chief Financial Officer

Filing Exhibits & Attachments

4 documents

Agreements & Contracts

• EX-10.1 EX-10.1 5.4 KB

Other Documents

• EX-101 XBRL TAXONOMY EXTENSION SCHEMA DOCUMENT 1.8 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE DOCUMENT 21.4 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE DOCUMENT 12.2 KB