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Light & Wonder, Inc. 8-K Filings

LNW NASDAQ

Every 8-K that Light & Wonder, Inc. (LNW) 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 LNW 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 LNW filings page.

Rhea-AI Summary

Light & Wonder, Inc. reported the results of its annual stockholder meeting held on June 10, 2026. Stockholders elected all nominated directors, including Jamie R. Odell, Matthew R. Wilson and others, each receiving between about 45.6 million and 51.9 million votes in favor with broker non-votes recorded.

Stockholders approved, on an advisory basis, the compensation of the company’s named executive officers with 48,053,880 votes for and 3,941,357 against. They also approved 2026 long-term incentive equity grants to the director-CEO under ASX Listing Rule 10.14 and approved the aggregate annual non-employee director compensation limit under ASX Listing Rule 10.17.

Finally, stockholders ratified the appointment of Deloitte & Touche LLP as independent registered public accounting firm for the fiscal year ending December 31, 2026, with 50,325,283 votes for, 3,530,235 against and 163,174 abstentions.

Rhea-AI Summary

Light & Wonder, Inc. furnished the script for its 2026 annual meeting, highlighting a five‑year transformation, balance sheet repair, portfolio reshaping and a shift to a sole primary ASX listing. The company has returned about $1.9 billion to stockholders since March 2022, repurchasing roughly 25% of shares outstanding prior to the buyback program.

The script describes a net debt leverage ratio target range of 2.5x–3.5x, after leverage had previously peaked at 10.5x. For 2026, management is forecasting mid‑to‑high single‑digit consolidated AEBITDA growth, with expectations of “meaningful” growth in adjusted NPATA and adjusted earnings per share.

Longer term, Light & Wonder reiterates 2028 targets from its Q1 FY26 earnings presentation, including consolidated AEBITDA of $2 billion and EPSa of over $10.55, which it notes would be nearly double the 2024 base. The script emphasizes that these are forward‑looking, non‑GAAP measures and refers stockholders to the Q1 FY26 materials for reconciliations and further detail.

Rhea-AI Summary

Light & Wonder, Inc. reported first quarter 2026 results with revenue of $790 million, up 2% from $774 million a year earlier, led by Gaming and iGaming growth. Net income was $52 million, or $0.66 diluted EPS, down from $82 million, mainly due to about $50 million of legacy legal reserve contingencies and higher interest expense.

Consolidated AEBITDA rose 5% to $327 million with margin improving to 41%. Adjusted NPATA was $115 million, and Adjusted NPATA per diluted share increased to $1.45. Adjusted Free cash flow climbed to $207 million, an 86% increase, while net cash from operating activities declined to $139 million, reflecting $137 million of litigation settlement payments.

Gaming revenue grew 3% to $512 million, SciPlay revenue declined 7% to $187 million, and iGaming revenue increased 18% to $91 million. The company ended March 31, 2026 with $5.14 billion of total debt, cash of $147 million, and a net debt leverage ratio of 3.5x. Management reaffirmed a 2026 outlook for mid- to high-single digit full-year Consolidated AEBITDA growth and continues to target reducing net debt leverage below 3.0x during the first half of 2027.

Rhea-AI Summary

Light & Wonder, Inc. reported solid fourth-quarter and full-year 2025 results, combining strong operating performance with sizable one-time charges. Q4 revenue rose 12% to $891 million, led by 17% growth in Gaming revenue and record North American gaming machine shipments of 7,000 units.

The company posted a Q4 net loss of $15 million, or $0.19 per diluted share, driven by $177 million of restructuring and other costs, including a $128 million legal settlement, a $25 million contingent consideration adjustment, and ASX transition costs. Despite this, Q4 Consolidated AEBITDA grew 29% to $405 million and Adjusted NPATA rose 27% to $161 million, or $1.96 per diluted share.

For 2025, revenue reached $3.314 billion, up 4%, while net income declined to $276 million, or $3.26 per diluted share, largely due to $219 million of restructuring and related items. Full-year Consolidated AEBITDA increased 16% to $1.443 billion and Adjusted NPATA climbed 18% to $567 million, or $6.69 per diluted share, in line with previously provided outlook ranges.

Cash generation was strong: net cash from operating activities grew to $794 million and free cash flow to $452 million, both meaningfully higher than 2024. The company returned $877 million to shareholders in 2025 through repurchasing 10.1 million shares or CDIs, and has cumulatively bought back 24.4 million since 2022. Principal face value of debt stood at $5.207 billion with a net debt leverage ratio of 3.5x, or 3.4x on a combined basis including Grover, within the stated 2.5x–3.5x target range.

Rhea-AI Summary

Light & Wonder, Inc. amended its main credit facility through Amendment No. 4, creating a new tranche of $2,134,562,718.75 term loans under its Credit Agreement that will mature on April 14, 2029 and replace the existing term loans. The amendment also lowers the interest margins to 2.00% per annum over term benchmark rates such as SOFR, EURIBOR and BBSY, and to 1.00% per annum over ABR. These changes update the pricing and structure of the company’s secured term debt without increasing the stated principal amount. The amendment is documented in Amendment No. 4, dated January 22, 2026, with JPMorgan Chase Bank, N.A. acting as administrative and collateral agent and as issuing and swingline lender.

Rhea-AI Summary

Light & Wonder, Inc. (LNW) announced bylaw changes tied to its transition from a dual Nasdaq/ASX listing to a sole standard listing on the ASX. The Board approved the Fourth Amended and Restated Bylaws, effective November 13, 2025, to align with ASX rules, change the voting standard for non‑director matters to a majority of votes cast, update exclusive forum provisions to reflect Nevada law, shift the default from certificated to uncertificated shares, and make other administrative updates.

The company filed Form 25 on November 3, 2025, and its common stock was delisted from Nasdaq on November 13, 2025. The stock is expected to become deregistered under Section 12(b) of the Exchange Act 90 days after the Form 25 filing.

Rhea-AI Summary

Light & Wonder, Inc. furnished an Item 7.01 Regulation FD update, noting it provided the Australian Securities Exchange a Statement of CHESS Depositary Interests on Issue (Appendix 4A). The same Appendix 4A is included as Exhibit 99.1 to this report.

The company states this information is furnished, not filed under the Exchange Act and is not incorporated by reference into Securities Act or Exchange Act filings. Light & Wonder’s common stock trades on Nasdaq under the symbol LNW.

Rhea-AI Summary

Light & Wonder, Inc. furnished an Item 2.02 Form 8-K announcing it issued a press release with results for the three and nine months ended September 30, 2025. The release includes GAAP results and non-GAAP financial measures with reconciliations and management’s stated reasons for using them.

The Item 2.02 information, including Exhibit 99.1, is being furnished and is not deemed filed under the Exchange Act. The company plans to discuss the press release on its earnings call.

Rhea-AI Summary

Light & Wonder, Inc. filed an amended current report to update the timeline for its chief legal leadership transition. The Board appointed Susan Dawson as Corporate Secretary effective October 30, 2025, at which time James Sottile ceased serving in that role but will remain Chief Legal Officer until December 31, 2025. Dawson is scheduled to assume the Chief Legal Officer position on January 1, 2026, consistent with the previously disclosed plan. No other changes were made to the original report.

Rhea-AI Summary

Light & Wonder, Inc. announced that its wholly owned subsidiary, Light and Wonder International, Inc., plans a proposed private offering of $1 billion in aggregate principal amount of senior unsecured notes due 2033. The notes are expected to be offered to qualified institutional buyers under Rule 144A and to certain non-U.S. investors under Regulation S of the Securities Act. The company emphasized that this communication is not an offer to sell or a solicitation to buy any securities and that the information is being furnished, not filed, limiting associated Exchange Act liability.

Rhea-AI Summary

Light & Wonder, Inc. reported that its wholly owned subsidiary, Light and Wonder International, Inc., plans a proposed private offering of $1 billion in aggregate principal amount of senior unsecured notes due 2033. The notes are intended to be offered to qualified institutional buyers under Rule 144A and to certain non-U.S. investors under Regulation S of the Securities Act.

The company furnished this information under Item 7.01, meaning it is not deemed filed for liability purposes and is not automatically incorporated into other securities filings. The report and the related press release expressly state that they do not constitute an offer to sell or solicitation to buy any securities, and they include forward-looking statements based on current management expectations that are subject to risks and uncertainties.

Rhea-AI Summary

Light & Wonder, Inc. furnished a Statement of CHESS Depositary Interests on Issue ("Appendix 4A") to the Australian Securities Exchange on August 7, 2025. The company furnished Appendix 4A as Exhibit 99.1 to this Current Report and included the cover page Inline XBRL file as Exhibit 104. The filing explicitly states that the information is furnished, not filed, and therefore is not subject to the liabilities of Section 18 of the Exchange Act nor incorporated by reference into other registration statements.

The report contains no financial statements, earnings data, or disclosure of transactions; it records a governance/disclosure event and is signed on behalf of the registrant by James Sottile, Executive Vice President, Chief Legal Officer and Corporate Secretary, dated August 12, 2025.