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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):
January 29, 2026

NN, Inc.
(Exact name of registrant as specified in its
charter)
| Delaware |
001-39268 |
62-1096725 |
|
(State or other jurisdiction of
incorporation) |
(Commission File Number) |
(I.R.S. Employer
Identification No.) |
| 6210 Ardrey Kell Road, Suite 120 |
|
|
| Charlotte, North Carolina |
|
28277 |
| (Address of principal executive offices) |
|
(Zip Code) |
(980) 264-4300
(Registrant’s telephone number, including
area code)
(Former name or former address, if changed since
last report)
| Check the appropriate box if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): |
| |
| ¨ |
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, par value $0.01 |
|
NNBR |
|
The Nasdaq Stock Market LLC |
| 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 January 29, 2026, NN, Inc., a Delaware
corporation (the “Company”), entered into Amendment No. 1 to Term Loan Credit Agreement (the “Amendment”),
which amended the Term Loan Credit Agreement (as amended, restated, supplemented or otherwise modified from time to time, the “Term
Loan Credit Agreement”), dated as of April 16, 2025, by and among the Company, the lenders from time to time party thereto
(collectively, the “Lenders”) and Alter Domus (US) LLC, as administrative agent for the Lenders The Term Loan Credit Agreement
provides for (i) a $118.0 million term loan that was funded in full in April 2025 and (ii) $10.0 million of delayed draw
term loan commitments (the “Delayed Draw Term Loans”). The ability of the Company to draw on the Delayed Draw Term Loans pursuant
to the Term Loan Credit Agreement is subject to the Company satisfying certain conditions, including the DDTL Equity Raise (as defined
in the Term Loan Credit Agreement). The Amendment removes the DDTL Equity Raise as a condition to the availability of the Delayed Draw
Term Loans. In connection with entering into the Amendment, the Company borrowed $10.0 million of Delayed Draw Term Loans.
The foregoing description of the Term Loan Credit
Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Term Loan Credit Agreement,
which was filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on April 17, 2025, and is incorporated
herein by reference. The description of the Amendment is qualified in its entirety by reference to the full text of the Amendment, a copy
of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and 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 set forth above under Item 1.01
of this Current Report on Form 10-K is incorporated herein by reference.
| ITEM 9.01 | FINANCIAL STATEMENTS AND EXHIBITS. |
(d) Exhibits
| Exhibit No. |
|
Description |
| 10.1 |
|
Amendment No. 1 to Term Loan Credit Agreement, dated January 29, 2026, among NN, Inc. as the Borrower and the lenders party thereto from time to time, and Alter Domus (US) LLC, as administrative agent for the lenders |
| 104 |
|
Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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.
| |
NN, INC. |
| |
|
|
| |
By: |
/s/ Christopher H. Bohnert |
| |
Name: |
Christopher H. Bohnert |
| |
Title: |
Senior Vice President and Chief Financial Officer |