[144] Mr. Cooper Group Inc. SEC Filing

Rhea-AI Filing Summary

TXNM Energy, Inc. (NYSE: TXNM) Q2 2025 10-Q highlights:

• Revenue rose 2.9% YoY to $502.4 million; 1H 25 revenue up 6.5% to $985.2 million.
• Operating income contracted 31% to $72.7 million as fuel (+8%), A&G (+28%) and depreciation (+12%) out-paced top-line growth; 1H margin compressed to 14.7% from 20.1%.
• Interest expense jumped 29% YoY to $72.0 million on higher debt tied to recent term loans, SUNs and convertible notes.
• Net earnings attributable to TXNM fell 55% to $21.6 million ($0.22 diluted EPS) versus $48.0 million ($0.53) a year ago; 1H EPS down 70% to $0.32.
• Dividend per share increased 5% to $0.4075.
• Merger update: The May 18 2025 merger agreement with an affiliate of Blackstone Infrastructure remains in place; TXNM will survive as a wholly-owned subsidiary of Troy ParentCo.

Bottom-line deterioration was driven by higher fuel, O&M and financing costs, partially offset by a $23.6 million mark-to-market gain on investment securities. All registrants remain current on SEC filings; TNMP continues to report on a voluntary, reduced-disclosure basis.

Insights

Equity Analyst

TL;DR: Profitability weakens despite modest revenue growth; leverage and cost inflation pressure EPS.

Top-line gains were modest and stem mainly from rate and volume mix, yet operating costs—particularly fuel and A&G—expanded well above inflation, eroding margins. Interest expense rose sharply as TXNM layered on $1 billion+ in new loans, SUNs and converts ahead of its pending take-private. Consequently, Q2 EPS slid 58% and 1H EPS 70%. Management maintained dividend growth, signalling confidence in cash flow, but payout now exceeds 125% of 1H earnings. Investors should focus on regulatory outcomes in NM & TX and merger timing; until then, earnings risk skews negative.

Credit Analyst

TL;DR: Rising leverage and interest costs weaken coverage; cash flow adequate but headroom narrows.

Interest charges climbed 29% YoY, cutting interest-coverage to roughly 1.4× (EBIT/Interest). Upcoming secured and unsecured issuances (ETBC I bonds, TNMP FMBs) plus term-loan maturities may keep debt trending upward. Positive free cash generation benefits from non-cash depreciation and securitized cost recovery, yet weaker EBIT and higher payouts constrain retained cash. Credit metrics remain investment-grade but drift toward the low-BBB area; further rate relief or merger proceeds will be pivotal for stability.

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK
Filer CCC
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

Relationship to Issuer

Relationship to Issuer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Common Stock	J.P. Morgan Securities LLC 390 Madison Avenue, 6th Floor New York NY 10019	60000	9343200	63993269	08/01/2025	NASDAQ

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Common Stock	03/01/2021	Compensation	Issuer			14212	03/01/2021	Compensation
Common Stock	08/03/2018	Compensation	Issuer			45788	08/03/2018	Compensation

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Name and Address of Seller	Title of Securities Sold	Date of Sale	Amount of Securities Sold	Gross Proceeds
The Jesse K. Bray Living Trust C/o Mr. Cooper Group, Inc. 8950 Cypress Waters Boulevard Coppell TX 75019	Common Stock	06/02/2025	30000	3804330
The Jesse K. Bray Living Trust C/o Mr. Cooper Group, Inc. 8950 Cypress Waters Boulevard Coppell TX 75019	Common Stock	07/01/2025	30000	4564269

144: Remarks and Signature

Remarks

Date of Notice

Date of Plan Adoption or Giving of Instruction, If Relying on Rule 10b5-1

ATTENTION:

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.

Signature

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)