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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):
May 12, 2026

MOHAWK INDUSTRIES, INC.
(Exact name of registrant as specified in its
charter)
| Delaware |
01-13697 |
52-1604305 |
(State
or other jurisdiction of
incorporation or organization) |
(Commission
File Number) |
(I.R.S.
Employer
Identification No.) |
| |
|
|
| 160
S. Industrial Blvd., Calhoun, Georgia |
|
30701 |
| (Address
of principal executive offices) |
|
(Zip
Code) |
Registrant’s telephone number, including
area code: (706) 629-7721
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 communication pursuant to Rule 425 under 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 (CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under
the Exchange Act (CFR 240.17R 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, $.01 par value |
MHK |
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 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange
Act of 1934 (§240.12b-2 of this chapter).
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
May 12, 2026, Mohawk Industries, Inc. (the “Company”) entered into a New Credit Agreement (as defined hereafter), and, substantially
contemporaneously therewith, the Company terminated all outstanding commitments and repaid all outstanding obligations under that certain
Second Amended and Restated Credit Agreement, dated as of October 18, 2019 (as amended, restated, supplemented or otherwise modified prior
to the date hereof), among the Company and certain of its subsidiaries, as borrowers, Wells Fargo Bank, National Association, as administrative
agent, swing line lender, and an L/C issuer, and the other lenders party thereto (the “Existing Credit Facility”). The Company
refinanced the Existing Credit Facility by entering into a new credit agreement (the “New Credit Agreement”) by and among
the Company and certain of its domestic and foreign subsidiaries, as borrowers (the “Borrowers”), certain lenders party thereto
from time to time (the “Lenders”), JPMorgan Chase Bank, N.A. and J.P. Morgan SE, as U.S. administrative agent and non-U.S.
administrative agent (together, the “Administrative Agent”). The New Credit Agreement provides for unsecured revolving credit
commitments in an initial aggregate amount of up to $1,500,000,000 that includes: (i) revolving credit loans up to the maximum amount
available under the New Credit Facility (as defined hereafter), (ii) the issuance of letters of credit up to a $125,000,000 sublimit,
and (iii) swingline loans in an initial aggregate amount up to $150,000,000, with an accordion feature pursuant to which the Borrowers
may request to increase the revolving commitments by an additional aggregate amount of up to $600,000,000, subject to the satisfaction
of certain conditions (collectively, the “New Credit Facility”). The proceeds of any borrowings under the New Credit Facility
will be used to (a) refinance the Existing Credit Facility, (b) pay fees, commissions and expenses in connection with the transaction
related to the New Credit Facility and (c) finance ongoing working capital requirements and other general corporate purposes.
The New Credit Facility is scheduled to mature
on May 12, 2031 and the Company has the option to extend the maturity of the New Credit Facility up to two times for periods not exceeding
five years from the then-scheduled maturity date. The Company can terminate and prepay the New Credit Facility at any time without payment
of any termination or prepayment penalty (other than customary breakage costs).
The New Credit Facility is available in
United States Dollars and in alternative currencies including Australian Dollars, Canadian Dollars, Euro and Sterling (each, an
“Alternative Currency”). At the Company’s election, United States Dollars denominated revolving loans under the
New Credit Facility bear interest at annual rates equal to (a) a forward-looking term rate based on the secured overnight financing
rate for the applicable 1, 3, or 6-month interest period (“Term SOFR”), as selected by the Company, plus an applicable
margin ranging from 0.750% per annum to 1.250% per annum, or (b) the highest of (i) the prime rate in effect on such date, (ii) the
Federal funds effective rate in effect on such day plus 0.50%, and (iii) Term SOFR for a one month tenor in effect on such day plus
1.00% (“Base Rate”) plus an applicable margin ranging from 0.000% per annum to 0.250% per annum. Borrowings in
Australian Dollars, Canadian Dollars and Euro bear interest at the Eurocurrency Rate (as defined in the New Credit Agreement), plus
an applicable margin ranging from 0.750% per annum to 1.250% per annum. Borrowings in Sterling bear interest based on Daily Simple
RFR (as defined in the New Credit Agreement), plus an applicable margin ranging from 0.750% per annum to 1.250% per annum. The
Company will also pay a commitment fee to the lenders at a rate ranging from 0.055% per annum to 0.150% per annum. The applicable
margins and the commitment fee are determined based on whichever of the Company’s Consolidated Net Leverage Ratio (as defined
in the New Credit Agreement) or its senior unsecured debt rating (or if not available, corporate family rating) results in the lower
applicable margins and commitment fee (with applicable margins and the commitment fee increasing as that ratio increases or those
ratings decline, as applicable).
The obligations of the Company and its subsidiaries
in respect of the New Credit Facility are unsecured.
All obligations of the several domestic borrowers
are guaranteed by the other domestic borrowers party to the New Credit Agreement, and all obligations of the several foreign borrowers
are guaranteed by the other foreign borrowers and all of the domestic borrowers party to the New Credit Agreement.
The New Credit Agreement includes certain affirmative
and negative covenants that impose restrictions on the Company’s financial and business operations, including limitations on liens,
indebtedness, fundamental changes, and changes in the nature of the Company’s business. Many of these limitations are subject to
numerous exceptions. The Company is also required to maintain a Consolidated Interest Coverage Ratio (as defined in the New Credit Agreement)
of at least 3.50 to 1.00 as of the last day of any fiscal quarter.
The New Credit Agreement also contains customary
representations and warranties and events of default, subject to customary grace periods.
Upon the occurrence of certain events of default,
the Administrative Agent may, and at the instruction of the Lenders will, among other remedies, suspend the commitments of the Lenders
and any obligation of the letter of credit issuers to make letter of credit extensions, terminate the commitments of the Lenders and any
obligation of the letter of credit issuer to make letter of credit extensions, and declare the outstanding loans and other obligations
under the New Credit Facility immediately due and payable.
The foregoing description of the New Credit Facility
and the New Credit Agreement does not purport to be completed and is qualified in its entirety by reference to the full text of the New
Credit Agreement, which is attached hereto as Exhibit 10.1 and is incorporated herein by reference.
| Item 2.03. | Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of
a Registrant. |
The information provided in Item 1.01 of this
Current Report is incorporated herein by reference.
| Item 9.01. | Financial Statements and Exhibits. |
Exhibit
Number |
|
Description |
| 10.1* |
|
Credit Agreement dated May 12, 2026, by and among Mohawk Industries, Inc., certain domestic and foreign subsidiaries of Mohawk Industries, Inc., as borrowers, certain lenders party thereto from time to time, and JPMorgan Chase Bank, N.A. and J.P. Morgan SE, as U.S. administrative agent and non-U.S. administrative agent. |
| |
|
|
| 104 |
|
Cover Page Interactive Data File (embedded within the Inline XBRL document). |
* Schedules and exhibits have been omitted pursuant
to Item 601(a)(5) of Regulation S-K. The registrant will furnish supplementally to the Securities and Exchange Commission upon request
a copy of any omitted schedule.
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.
| |
|
|
Mohawk
Industries, Inc. |
| |
|
|
|
| Date: |
May
13, 2026 |
By: |
/s/
R. David Patton |
| |
|
|
R.
David Patton |
| |
|
|
Vice
President - Business Strategy and General Counsel |