America's Car-Mart gets brief default waiver

CRMT obtained a short extension of default waivers to September 11, 2026 while pursuing strategic and financing alternatives under significant liquidity and restructuring risk.

Rhea-AI Filing Summary

AMERICAS CARMART INC (CRMT) reports that, under its existing First Amendment and Limited Waiver to its Credit and Guaranty Agreement, lenders led by Silver Point Finance have extended the waiver of certain anticipated or existing events of default from September 7, 2026 to September 11, 2026.

The company is conducting a board-overseen review of strategic alternatives, including potential financing, recapitalization, restructuring, mergers and acquisitions, and other transactions, and believes it has made significant progress, with active discussions continuing among third parties and its lending group.

The company cautions that it may not obtain a permanent waiver of defaults or additional covenant relief, may need to seek protection under bankruptcy or insolvency laws, and that holders of its common stock could experience a significant or complete loss of investment, while also facing risk to its Nasdaq listing and challenges from its substantial indebtedness and liquidity position.

Positive

• Lenders extended the waiver of certain events of default under the Credit and Guaranty Agreement to September 11, 2026, providing additional time for AMERICAS CARMART INC to pursue strategic and financing alternatives.
• A special committee of the board is actively overseeing a review of strategic alternatives, and the company states it has made significant progress and is in active discussions with third parties and its lending group.

Negative

• The company has experienced or anticipates events of default under its Credit Agreement, including failures to comply with financial covenants and reporting obligations, and currently relies on temporary waivers.
• There is explicit risk that the company may need to seek protection under bankruptcy or insolvency laws, and that holders of common stock could suffer a significant or complete loss of their investment, including through restructuring or dilution.
• The company highlights its substantial level of indebtedness and liquidity challenges affecting its ability to fund operations and obligations as they come due.
• The company warns it may be unable to extend the waiver and relief period to November 2026 or secure additional covenant relief, waivers, forbearance, or financing on acceptable terms.
• There is risk that CRMT may fail to meet the continued listing requirements of the Nasdaq Stock Market, which could adversely affect trading in its common stock.

8-K Event Classification

2 items: 1.01, 8.01

2 items

Item 1.01 Entry into a Material Definitive Agreement Business

The company signed a significant contract such as a merger agreement, credit facility, or major partnership.

Item 8.01 Other Events Other

Voluntary disclosure of events the company deems important to shareholders but not covered by other items.

Key Figures

Waiver extension end date: September 11, 2026 Prior waiver end date: September 7, 2026 Potential further waiver target: November 2026 +2 more

5 metrics

Waiver extension end date September 11, 2026 New Scheduled Termination Date for waiver of certain events of default under the Credit Agreement

Prior waiver end date September 7, 2026 Original Scheduled Termination Date before being extended by the lenders

Potential further waiver target November 2026 Period the company may seek to extend the waiver and relief period to, subject to lender agreement

Latest referenced fiscal year-end April 30, 2026 Fiscal year-end for the company’s most recent referenced Form 10-K

8-K report date September 4, 2026 Date the company reported the waiver extension and strategic review update

Key Terms

Credit and Guaranty Agreement, events of default, strategic alternatives, waiver and relief period, +2 more

6 terms

Credit and Guaranty Agreement financial

"amending and providing certain limited waivers under the Credit and Guaranty Agreement"

A credit and guaranty agreement is a contract that sets out the terms of a loan or credit line and names one or more parties who promise to back the borrower’s obligations, like a co-signer on a car loan. It spells out repayment rules, interest, collateral, and remedies if payments stop, so investors use it to judge how risky a company’s debt is and who would be on the hook if the borrower defaults.

events of default financial

"waive, for the period from the effective date of the Amendment to September 7, 2026, certain anticipated or existing events of default"

Events of default are specific breaches or failures listed in a loan, bond, or credit agreement that give lenders the right to act, such as demanding immediate repayment, raising interest rates, or taking secured assets. They matter to investors because triggering one is like setting off a financial alarm: it raises the chance of foreclosure, restructuring, or bankruptcy and can sharply reduce the value of a company’s stock or bonds and increase borrowing costs.

strategic alternatives financial

"engaged in an evaluation of strategic alternatives, overseen by a special committee"

Strategic alternatives are different options a company considers to improve its value or achieve its goals, such as selling the business, merging with another company, or restructuring operations. For investors, understanding these options is important because they can significantly impact the company's future direction and its stock value, often signaling potential changes or opportunities.

waiver and relief period financial

"ability to extend the waiver and relief period to November 2026 or otherwise obtain additional covenant relief"

Private Securities Litigation Reform Act of 1995 regulatory

"contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995"

Nasdaq Stock Market market

"ability to continue to meet the continued listing requirements of the Nasdaq Stock Market"

The Nasdaq Stock Market is a place where many companies' shares are bought and sold, functioning like a marketplace for investing in businesses. It matters to investors because it provides a platform to buy and sell ownership stakes in companies, helping people grow their wealth or fund business growth. Known for hosting many technology and innovative companies, it is a key indicator of the health of those sectors.

FAQ

What did CRMT announce regarding its credit agreement waivers on September 4, 2026?

CRMT reported that its administrative agent and lenders extended the waiver of certain anticipated or existing events of default under its Credit and Guaranty Agreement, moving the Scheduled Termination Date from September 7, 2026 to September 11, 2026.

What strategic alternatives is CRMT currently evaluating?

CRMT is evaluating strategic alternatives overseen by a special board committee, which may include potential financing, recapitalization, restructuring, mergers and acquisitions, and other transactions. The company states it has made significant progress and maintains active discussions with third parties and its lenders.

What are the main risks CRMT highlights about its financial condition?

CRMT cites risks from substantial indebtedness, liquidity constraints, and existing or anticipated covenant and reporting defaults. It warns it may need to seek protection under bankruptcy or insolvency laws and that common shareholders could face a significant or complete loss of investment.

Could CRMT shareholders be significantly diluted or lose their investment?

Yes. CRMT discloses that holders of its common stock could experience a significant or complete loss of their investment, including as a result of any restructuring, recapitalization, or dilution that might arise from its strategic and financing processes.

How long could CRMT’s waiver and relief period potentially last?

The waiver of certain defaults currently extends to September 11, 2026. CRMT notes uncertainty about its ability to extend the waiver and relief period to November 2026 or otherwise obtain additional covenant relief, waivers, forbearance, or financing.

Is there any risk to CRMT’s Nasdaq listing status?

Yes. CRMT warns of risk to its ability to continue to meet the Nasdaq Stock Market continued listing requirements, which could affect its common stock if compliance is not maintained.

Which period’s annual report does CRMT reference for additional risks?

CRMT refers investors to its Annual Report on Form 10-K for the fiscal year ended April 30, 2026 and other SEC filings for additional detailed risk factors.

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

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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): September 4, 2026

America's Car-Mart, Inc.

(Exact name of registrant as specified in its charter)

Texas		0-14939		63-0851141
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification Number)

1805 North 2nd Street, Suite 401, Rogers, Arkansas 72756

(Address of principal executive offices) (Zip Code)

(479) 464-9944

(Registrant's telephone number, including area code)

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))

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

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. ☐

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

Common Stock, par value $0.01 per share CRMT NASDAQ Global Select Market

Item 1.01 Entry into a Material Definitive Agreement.

As disclosed in its Current Report on Form 8-K filed on June 25, 2026 (the “June 25th Current Report”), America's Car-Mart, Inc. (the "Company") entered into the First Amendment and Limited Waiver to Credit and Guaranty Agreement (the "Amendment") with Silver Point Finance, LLC, as Administrative Agent and Collateral Agent (the "Agent"), and the lenders party thereto (collectively, the "Lenders"), amending and providing certain limited waivers under the Credit and Guaranty Agreement dated as of October 30, 2025 (the "Credit Agreement").

Pursuant to the Amendment, the Lenders agreed to waive, for the period from the effective date of the Amendment to September 7, 2026 (the "Scheduled Termination Date"), certain anticipated or existing events of default under the Credit Agreement. On September 4, 2026, the Agent and Lenders agreed to extend the Scheduled Termination Date through September 11, 2026 (the "Extension").

Item 8.01 Other Events.

As previously disclosed, the Company is also engaged in an evaluation of strategic alternatives, overseen by a special committee of the Company’s board of directors and which may include potential financing, recapitalization, restructuring, mergers and acquisitions, and other transactions. The Company believes it has made significant progress towards a transaction and that discussions remain active with third-parties, the Agent, and the Lenders.

As described in the June 25th Current Report, the Company has experienced, or anticipates experiencing, events of default under the Credit Agreement, including the failure or expected failure to comply with certain financial covenants and reporting obligations. Pursuant to the Amendment, the Lenders have agreed to waive such defaults for the Specified Period (as defined in the Amendment) on the terms described in the June 25th Current Report, as extended by the Extension. There can be no assurance that the Company will satisfy the conditions to a permanent waiver of such defaults, that the Company’s review of strategic and financing alternatives will result in any transaction or other outcome favorable to the Company or its stockholders or that the Company will be able to achieve a sustainable capital structure.

Forward-Looking Statements.

This Current Report on Form 8-K contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. All statements contained in this Current Report that do not relate to matters of historical fact should be considered forward-looking statements. Words such as “expects,” “believes,” “will,” “would,” “plans,” “intends,” “continue,” “remain,” and other similar words and expressions are intended to signify forward-looking statements. These forward-looking statements include, without limitation, statements regarding the Amendment and the covenant relief and waivers provided thereunder, the duration of the waiver and relief period and the Company’s ability to extend that period, the Company’s review of strategic and financing alternatives and the potential outcomes thereof, the Company’s liquidity and efforts to preserve it, and the Company’s expectations regarding its future business and operations.

Actual results and the timing of such results could materially differ from those anticipated in such forward-looking statements as a result of certain risks and uncertainties, including: the Company’s ability to satisfy the milestones and conditions set forth in the Amendment within the required timeframes; the Company’s ability to extend the waiver and relief period to November 2026 or otherwise obtain additional covenant relief, waivers, forbearance, or financing from its lenders on acceptable terms or at all; the risk that the Company’s review of strategic alternatives does not result in any transaction or other outcome, or that any such transaction or outcome is on terms that are unfavorable to the Company or its stakeholders, or is not completed in a timely manner; the Company’s substantial level of indebtedness and its ability to service that indebtedness; the Company’s liquidity position and ability to fund its operations and obligations as they come due; the potential need to seek protection under applicable bankruptcy or insolvency laws; the possibility that holders of the Company’s common stock could experience a significant or complete loss of their investment, including as a result of any restructuring, recapitalization, or dilution; the Company’s ability to continue to meet the continued listing requirements of the Nasdaq Stock Market; the effect of the foregoing on the Company’s relationships with customers, employees, suppliers, lenders, and other stakeholders; the costs, timing, and uncertainties associated with the strategic review process and related advisory engagements; and the diversion of management’s attention from ordinary-course business operations.

Additional risks include, without limitation: general economic conditions in the markets in which the Company operates, including but not limited to fluctuations in gas prices, grocery prices, and employment levels and inflationary pressure on operating costs and customers’ ability to make payments; the availability of quality used vehicles at prices that will be affordable to the Company’s customers, including the impacts of changes in new vehicle production and sales; the availability of credit facilities and access to capital through securitization financings or other sources on terms acceptable to the Company, and any increase in the cost of capital, to support the Company’s business; the Company’s ability to underwrite and collect its contracts effectively; competition; dependence on existing management; the ability to attract, develop, and retain qualified general managers; changes in consumer finance laws or regulations; future shutdowns of the federal government or changes to federal or state government assistance programs impacting the Company’s customers; the ability to keep pace with technological advances and changes in consumer behavior affecting the Company’s business; security breaches, cyber-attacks, or fraudulent activity; the occurrence and impact of any adverse weather events or other natural disasters affecting the Company’s dealerships or customers; and additional risks described in more detail in the Company’s Annual Report on Form 10-K for the fiscal year ended April 30, 2026 and other documents on file with the SEC, each of which can be found on the SEC’s website, www.sec.gov, or the investor relations section of the Company’s website. The Company undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the dates on which they are made.

SIGNATURES

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 hereunto duly authorized.

		AMERICA'S CAR-MART, INC.
Date: September 4, 2026		By: /s/ Marie Persichetti
		Marie Persichetti
		Chief Financial Officer

Filing Exhibits & Attachments

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• EX-101 XBRL LABEL FILE 33.4 KB
• EX-101 XBRL PRESENTATION FILE 21.8 KB