Icahn Enterprises SEC Filings

Icahn Enterprises L.P. (IEP) reported that director Margarita Palau-Hernandez filed a Form 3, the initial statement of beneficial ownership. The filing states that no securities are beneficially owned as of the event date 11/03/2025.

Icahn Enterprises L.P. (IEP) reported stronger Q3 2025 results. Net income attributable to Icahn Enterprises was $287 million, up from $22 million a year ago, on total Q3 revenues of $2.73 billion. Basic and diluted income per LP unit was $0.49 on 575 million weighted-average units.

Operating performance improved as cost of goods sold fell year over year, and a Real Estate transaction added a notable boost. The Real Estate segment sold properties for total consideration of $247 million, generating a pre-tax gain of $223 million and creating a preferred equity and loan position in TEB LLC. The Energy segment plans to revert its renewable diesel unit to hydrocarbon service in December 2025, recognizing $31 million of accelerated depreciation in Q3.

For the nine months, IEP recorded a $300 million net loss attributable to the partnership. Cash and restricted cash ended at $4.03 billion, with operating cash flow of $108 million year to date. Debt stood at $6.69 billion. Distributions declared were $0.50 per LP unit for the quarter. As of November 4, 2025, 600,208,517 depositary units were outstanding.

Icahn Enterprises L.P. furnished a press release reporting its third‑quarter 2025 financial results. The release was provided under Item 2.02 and attached as Exhibit 99.1.

The press release, dated November 5, 2025, is expressly stated as furnished, not filed under the Exchange Act.

Carl C. Icahn, chairman and >10% owner of Icahn Enterprises L.P. (IEP), received 24,149,325 depository units as a payment-in-kind dividend on 09/24/2025. The filing reports that those units were issued based on 494,783,619 units owned on the dividend record date and that the transaction is exempt from Section 16(b) liability under Rule 16(b)-3(d). After the issuance, Mr. Icahn's reported beneficial ownership totaled 518,932,944 depository units, held indirectly through entities including CCI Onshore, Gascon, High Coast, Highcrest and Thornwood. The form indicates an amount foregone of $8.1738 per unit in connection with the dividend election and discloses customary disclaimers that certain entities and Mr. Icahn may be deemed indirect owners of specific pools of units.

Icahn Enterprises L.P. Schedule 13D/A reports that the Reporting Persons collectively beneficially own 518,932,944 depositary units, representing approximately 86.84% of outstanding units. That percentage is calculated from 573,419,882 units outstanding as of August 4, 2025, plus 24,149,325 units issued to the Reporting Persons on September 24, 2025, in connection with a regular quarterly distribution. Several affiliated entities hold specified sole voting and dispositive power positions, including CCI Onshore (110,873,576 units), Gascon (71,332,451 units), and High Coast (260,034,192 units). The filing states no transactions in the past 60 days other than the quarterly dividend issuances to the reporting entities.

Icahn Enterprises L.P. (IEP) filed a prospectus on Form 424(b)(5) to offer up to $412,611,563 of depositary units in an at-the-market program through Jefferies. The program consists of $12,611,563 under a November 2022 sales agreement and $400,000,000 under an August 2024 sales agreement and permits sales on Nasdaq or other trading markets. Jefferies may act as agent or principal and may receive up to a 2.00% commission on sales. Proceeds are intended for potential acquisitions and general partnership purposes. As of June 30, 2025, Mr. Carl Icahn and affiliates held ~86% of outstanding units. The prospectus emphasizes substantial risks, partnership tax treatment, withholding rules for foreign holders, and potential dilution from future issuances.

Icahn Enterprises L.P. submitted a Form 8-K disclosing registered exhibits related to its debt indenture arrangements. The filing references an Indenture dated November 20, 2024 and a First Supplemental Indenture dated August 19, 2025, and notes the cover page interactive data file in Inline XBRL. The report is signed by Ted Papapostolou, Chief Financial Officer, on behalf of the general partner.

Amendment No. 81 to Schedule 13D for Icahn Enterprises L.P. (IEP) updates prior disclosures to report changes to a previously disclosed Loan Agreement. On August 13, 2025 Mr. Carl C. Icahn and affiliates entered into Amendment No. 3, which extends the loan maturity to July 7, 2028, amends certain covenants and extends payment dates. Mr. Icahn paid approximately $300 million toward the loan principal in connection with the amendment. As of that amendment, Mr. Icahn has pledged 494,783,619 Depositary Units, interests in Investment Funds valued at approximately $514 million, and other collateral; the issuer and its subsidiaries are not parties to the Loan Agreement.