[8-K] EnerSys Reports Material Event

Rhea-AI Filing Summary

EnerSys entered into a Sixth Amendment to its Credit Agreement on September 25, 2025 that modifies the existing credit facility. The amendment upsizes the company's revolving credit facility to an aggregate committed amount of $1.0 billion, representing an increase of $150 million, and sets the maturity of the Revolving Facility at September 30, 2030. In connection with the Amendment, all outstanding term loans (including accrued and unpaid interest) and all accrued and unpaid interest and fees on outstanding revolving loans under the Existing Credit Agreement were repaid in full. The amendment was entered into with Bank of America, N.A., as administrative agent, swingline lender and letter of credit issuer. The filing is signed by Andrea J. Funk, Chief Financial Officer.

Positive

• Revolving facility increased to $1.0 billion, an upsizing of $150 million
• All outstanding term loans and accrued interest/fees were repaid in full
• Facility maturity specified as September 30, 2030, providing a clear contractual horizon

Negative

• None.

Insights

Financial Analyst

TL;DR: EnerSys increased committed revolving capacity to $1.0B and repaid prior term loans, altering its credit structure.

The Sixth Amendment raises the aggregate committed revolving facility to $1.0 billion, an increase of $150 million, and establishes a maturity date of September 30, 2030. The company repaid all outstanding term loans and accrued interest and fees on the revolving loans under the prior agreement. From a financing perspective, these are material changes to the company’s credit arrangements because they modify available liquidity and the composition of debt on the balance sheet. The agreement names Bank of America, N.A. as Administrative Agent, Swing Line Lender and L/C Issuer, indicating continued bank-led syndicated support.

Risk Analyst

TL;DR: Amendment changes credit terms and loan outstanding composition; material but details on covenants and pricing are not disclosed.

The filing documents an amendment that increases committed revolver capacity and records full repayment of existing term loans and accrued amounts. While this is a clearly material financing event, the filing does not disclose covenant changes, pricing, or collateral details in the text provided. Without those specifics, assessment of covenant risk, interest cost implications, and potential effects on liquidity coverage is limited.

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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 25, 2025

EnerSys

(Exact name of registrant as specified in its charter)

Commission File Number: 1-32253

Delaware		23-3058564
(State or other jurisdiction of incorporation)		(IRS Employer Identification No.)

2366 Bernville Road, Reading, Pennsylvania 19605

(Address of principal executive offices, including zip code)

(610) 208-1991

(Registrant’s telephone number, including area code)

(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
Common Stock, $0.01 par value per share		ENS		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 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

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 1.01 Entry into a Material Definitive Agreement.

On September 25, 2025 (the “Effective Date”), EnerSys (the “Company”) and certain of its subsidiaries entered into the Sixth Amendment to the Credit Agreement (the “Amendment”) with Bank of America, N.A., as administrative agent, swingline lender and letter of credit issuer, and the lenders party thereto. The Amendment amends the Credit Agreement, dated as of August 4, 2017 (as amended, restated, supplanted or otherwise modified from time to time prior to the Effective Date, the “Existing Credit Agreement”), by and among the Company, the other borrowers from time to time party thereto, the guarantors from time to time party thereto, Bank of America, N.A., as administrative agent, swingline lender and letter of credit issuer, and the lenders from time to time party thereto, and provides for, among other things, (i) an upsized revolving credit facility in an aggregate committed amount of $1.0 billion (the “Revolving Facility”), which represents an increase of $150 million from the existing revolving credit facility and which matures on September 30, 2030 and (ii) certain other modifications to the Existing Credit Agreement as further set forth in the Amendment. In connection with the Amendment, (i) all of the outstanding term loans (including accrued and unpaid interest thereon) and (ii) all accrued and unpaid interest and fees on the outstanding revolving loans, in each case, under the Existing Credit Agreement were repaid in full.

Borrowings under the Revolving Facility will bear interest at a rate per annum based on the Company’s Consolidated Total Net Leverage Ratio according to the pricing grid set forth below. Initially, the applicable rate shall be determined based upon Pricing Level 2.

Pricing Level		Consolidated Total Net Leverage Ratio		Revolving Loans and Swing Line Loans
				Term SOFR Loans, Alternative Currency Loans and Letter of Credit Fees				Base Rate Loans
1		< 1.25 to 1.00			1.250	%			0.250	%
2		≥ 1.25 to 1.00 but < 2.00 to 1.00			1.375	%			0.375	%
3		≥ 2.00 to 1.00 but < 2.50 to 1.00			1.500	%			0.500	%
4		≥ 2.50 to 1.00 but < 3.25 to 1.00			1.750	%			0.750	%
5		≥ 3.25 to 1.00 but < 4.00 to 1.00			2.000	%			1.000	%
6		≥ 4.00 to 1.00			2.250	%			1.250	%

The foregoing description of the Amendment does not purport to be complete and is qualified in its entirety by reference respectively to the full text of the Amendment, a copy of which is attached as Exhibit 10.1, and which is incorporated by reference herein.

Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

The disclosure required by this Item 2.03 is included in Item 1.01 and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits

Exhibit No.		Description
10.1		Sixth Amendment to Credit Agreement, dated as of September 25, 2025, among EnerSys, certain of its subsidiaries party thereto, Bank of America, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer, and the other lenders party thereto.
104		Cover Page Interactive Data File (embedded within the Inline XBRL Document).

Signature(s)

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.

						EnerSys
Date: September 25, 2025				By:		/s/ Andrea J. Funk
						Andrea J. Funk
						Chief Financial Officer

FAQ

What change did EnerSys (ENS) make to its credit facility?

EnerSys entered into a Sixth Amendment that upsized its revolving facility to $1.0 billion, an increase of $150 million.

When does the amended revolving facility mature?

The Revolving Facility under the Amendment matures on September 30, 2030.

Did EnerSys repay any existing debt in connection with the Amendment?

Yes. In connection with the Amendment, all outstanding term loans and all accrued and unpaid interest and fees on outstanding revolving loans were repaid in full.

Who is the administrative agent under the amended credit agreement?

Bank of America, N.A. serves as Administrative Agent, Swing Line Lender and Letter of Credit Issuer for the Amendment.

When was the Sixth Amendment signed and who signed the filing?

The Sixth Amendment is dated September 25, 2025, and the filing is signed by Andrea J. Funk, Chief Financial Officer.