Every 8-K that Leggett & Platt, Inc. (LEG) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A 8-K covers material events a company has to report between its quarterly reports, so if you follow LEG and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full LEG filings page.
LEGGETT & PLATT INC (symbol: LEG) is the issuer of record for a Form 8-K filing submitted to the SEC.
LEGGETT & PLATT, INCORPORATED (LEG) reports that all requisite regulatory approvals have been received for its pending acquisition by Somnigroup International Inc. under their Agreement and Plan of Merger.
In the planned structure, Somnigroup’s wholly owned subsidiary Sparrow Unity Corporation will merge with and into Leggett & Platt, with Leggett & Platt surviving as a direct, wholly owned subsidiary of Somnigroup. With approvals in hand, the companies anticipate closing the transactions contemplated under the Merger Agreement as early as August 26, 2026, subject to the remaining terms and conditions of that agreement. The company also includes customary cautionary language regarding forward-looking statements and the risks that could affect completion and integration of the transaction.
LEGGETT & PLATT INC (LEG) reported that shareholders approved its Agreement and Plan of Merger with Somnigroup International Inc., under which Sparrow Unity Corporation, a wholly owned Somnigroup subsidiary, will merge with Leggett & Platt, leaving Leggett & Platt as a wholly owned Somnigroup subsidiary.
At a special meeting held August 20, 2026, shareholders adopted the Merger Agreement with 102,234,833 votes for, 7,364,123 against, and 148,050 abstentions. As of the July 6, 2026 record date, there were 136,578,715 shares outstanding, and 109,747,006 shares (about 80.35%) were represented, constituting a quorum.
Shareholders also approved, on a non-binding advisory basis, merger-related named executive officer compensation and an adjournment proposal, although adjournment was not needed once the merger was approved. The company states that the merger remains subject to a remaining required regulatory approval and other closing conditions before it can be completed.
Leggett & Platt reported second‑quarter 2026 trade sales of $999.7 million, down 6% from a year earlier, as bedding, housing‑related and automotive markets remained soft. GAAP EBIT was $80.1 million versus $90.4 million, and net earnings were $47.1 million, or $0.33 per diluted share, compared with $52.5 million, or $0.38.
On an adjusted, non‑GAAP basis, EBIT rose to $89.0 million from $75.6 million and adjusted EPS increased to $0.39 from $0.30, with adjusted EBITDA at $117.5 million and an 11.8% margin. The net debt to trailing 12‑month adjusted EBITDA ratio was 2.57x based on $370.9 million of adjusted EBITDA.
Net cash from operating activities was $45.8 million in the quarter, down from $84.0 million, and year‑to‑date operating cash flow was a use of $10.3 million. The company continues to pursue its planned merger with Somnigroup; the HSR waiting period expired in June, and closing is anticipated after remaining conditions, including Leggett & Platt shareholder approval at the August 20 special meeting and required regulatory approvals, are satisfied. Prior 2026 guidance has been withdrawn, and no conference call will be held.
Leggett & Platt reported that the required 30‑day waiting period under the U.S. Hart-Scott-Rodino antitrust law for its planned merger with Somnigroup International expired on June 3, 2026. This is a key regulatory step for the deal to move forward.
The company still expects the transaction to close by year-end 2026, subject to several conditions, including shareholder approval, competition and foreign investment clearances in multiple jurisdictions, an effective Form S‑4 registration statement, and no material adverse effect on either party.
Leggett & Platt reported several governance and compensation updates. CEO Karl G. Glassman gave notice to terminate his Aircraft Time Sharing Agreement with the company’s subsidiary, effective May 30, 2026, ending his ability to lease company aircraft for personal travel on a reimbursed-cost basis.
Shareholders approved an amended and restated Flexible Stock Plan at the May 21, 2026 annual meeting. The plan runs for 10 years through 2036 and allows a range of stock-based and cash awards for executives, directors and key employees, including the named executive officers. All eight director nominees were elected, PricewaterhouseCoopers LLP was ratified as auditor for the fiscal year ending December 31, 2026, executive compensation received majority support, and the stock plan amendment also passed.
Leggett & Platt reported weaker first-quarter 2026 results as end-market demand softened and costs rose. Trade sales were $918.2 million, down 10% from $1,022.1 million a year earlier, with volume at same locations down 9%.
EBIT fell to $44.5 million from $62.9 million, and net earnings declined to $20.0 million versus $30.6 million. Diluted EPS decreased to $0.14 from $0.22, while adjusted EPS was $0.15, down from $0.24. Adjusted EBIT dropped to $43.4 million from $66.6 million, and adjusted EBITDA to $71.6 million from $98.2 million.
Operating cash flow swung to an outflow of $56.1 million compared with an inflow of $6.8 million in the prior-year quarter, driven by a larger working-capital build. Management cited weak U.S. bedding demand, macro uncertainty, and cost pressures, including impacts from the war in Iran. The company highlighted a previously signed merger agreement with Somnigroup International Inc., expected to close by year-end 2026 subject to shareholder and regulatory approvals, and withdrew prior 2026 guidance, stating it should no longer be relied upon.
Leggett & Platt has agreed to be acquired by Somnigroup International in an all-stock merger valued at approximately $2.5 billion. Leggett & Platt shareholders will receive 0.1455 Somnigroup shares for each Leggett & Platt share and are expected to own about 9% of the combined company.
The deal, unanimously approved by both boards, is expected to close by year-end 2026, subject to Leggett & Platt shareholder and regulatory approvals. The Merger is intended to qualify as a tax-free reorganization, after which Leggett & Platt will operate as a separate business unit within Somnigroup and its stock will be delisted.
The companies highlight strategic benefits including vertical integration in bedding, expansion into non-bedding markets, expected adjusted EPS accretion before synergies, and targeted cost synergies of $50 million in annual run-rate adjusted EBITDA, with $10 million expected in the first year. Reverse and standard termination fees of $80 million and $64 million, respectively, apply under certain failure or competing-bid scenarios.
Leggett & Platt detailed 2026 compensation decisions for its top executives. Base salaries rise modestly, with CEO Karl Glassman’s annual salary increasing from $1,275,000 to $1,315,000 and other named officers receiving smaller raises.
The 2026 Key Officers Incentive Plan keeps EBITDA as the main performance metric (65% weight) and uses Cash Flow or Free Cash Flow (35% weight), with no bonuses paid if EBITDA is below $300 million or Cash Flow below $185.04 million. Maximum payouts for these measures are capped at 200%.
Long-term incentives remain heavily performance-based, with award multiples largely unchanged and 2026 equity split 60% performance stock units and 40% restricted stock units. PSU payouts depend on three-year EBITDA and Return on Invested Capital, adjusted by relative total shareholder return, with total payouts capped at 200%.
Leggett & Platt reported fourth quarter and full-year 2025 results showing lower sales but stronger profitability and a much healthier balance sheet. Fourth quarter sales were $938.6 million, down 11%, while EPS rose to $0.18 from $0.10, with adjusted EPS at $0.22 versus $0.21.
For 2025, sales were $4.05 billion, down 7%, but EBIT improved to $356.0 million from a loss of $429.9 million in 2024, largely due to prior-year impairment charges. Adjusted EBIT was $263.0 million, slightly below $266.5 million. Full-year EPS increased to $1.69 from a loss of $3.73, while adjusted EPS was flat at $1.05.
Net cash from operating activities rose to $338.2 million from $305.7 million, and total debt fell to $1.50 billion with cash increasing to $587.4 million. Net debt to trailing 12‑month adjusted EBITDA improved from 3.76x to 2.36x, reflecting significant deleveraging. The restructuring plan has generated $48 million of net cash from real estate sales since inception, with total costs of $78 million, and management expects the operational improvements to be sustainable.
Leggett & Platt, Incorporated reported that its Human Resources and Compensation Committee and Board of Directors approved retention agreements for a limited group of key management personnel on December 27, 2025. These agreements are intended to support leadership continuity and the ongoing success of the company.
The agreements provide specific cash retention bonuses to four named executive officers. EVP & CFO Benjamin M. Burns and EVP, President – Bedding Products J. Tyson Hagale are each eligible for a $618,000 retention payment, equal to 103% of base salary. EVP, President – Specialized Products and Furniture, Flooring & Textile Products R. Samuel Smith, Jr. is eligible for $540,750, also 103% of base salary. EVP & General Counsel Jennifer J. Davis is eligible for $630,875, equal to 128.8% of base salary. The company’s President and Chief Executive Officer, Karl G. Glassman, did not receive a retention agreement.
The retention agreements include customary confidentiality and non-competition covenants and are documented in a Form of Retention Bonus Award Agreement filed as an exhibit.
Leggett & Platt (LEG) furnished a press release announcing financial results for the third quarter ended September 30, 2025. The release is attached as Exhibit 99.1 and incorporated by reference. The company stated this information is being furnished, not filed, under the Exchange Act.
On October 28, 2025, the company will hold an investor conference call to discuss third quarter results, annual guidance, market conditions, company initiatives, and related matters. The press release includes non-GAAP metrics such as Net Debt/Adjusted EBITDA (TTM), Adjusted EPS, Adjusted EBIT, Adjusted EBITDA, related margins, and change in Organic Sales, with segment-level presentations of these measures. Reconciliations to GAAP are provided on pages 7 and 8 of the release.
Leggett & Platt closed its previously announced acquisition of the Aerospace Products Group, paying an Estimated Purchase Price of US $285.8 million in cash at closing, with the final price subject to customary post-closing adjustments for Target Working Capital, Cash, and Indebtedness. The acquired business operates seven manufacturing facilities in the United States, the United Kingdom, and France, employs approximately 700 people, and recorded net trade sales of US $190 million in 2024. Leggett furnished a press release announcing the closing and revised sales and earnings guidance, and filed unaudited pro forma consolidated statements and related notes reflecting the Aerospace Transaction as Exhibits 99.1 and 99.2. Certain schedules to the purchase agreement were omitted as not material, and Leggett will provide them to the SEC on request.