Star Group (NYSE: SGU) lifts Common Unit repurchase to 2.0M

Rhea-AI Filing Summary

Star Group, L.P. disclosed that the Board of Directors of its general partner has increased the number of Common Units the company is authorized to repurchase in open market transactions to a total of 2.0 million. The expanded authorization becomes effective on February 24, 2026.

The company states there is no guarantee of the exact number of units that will be repurchased, and it may discontinue purchases at any time. The repurchase program has no time limit, and all Common Units bought under the program will be retired, with activity conducted in line with SEC safe harbor rules for issuer repurchases.

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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) February 10, 2026

STAR GROUP, L.P.

(Exact name of registrant as specified in its charter)

Delaware		001-14129		06-1437793
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

9 West Broad Street Suite 310, Stamford, CT 06902

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code (203) 328-7310

Not Applicable

(Former name or former address, if changed since last report.)

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 (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(s)		Name of each exchange on which registered
Common Units		SGU		New York Stock Exchange
Common Unit Purchase Rights		N/A		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 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2). 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 8.01 Other Events

On February 10, 2026, the Board of Directors of the general partner of Star Group, L.P. (the “Company”) authorized an increase of the number of Common Units that the Company can repurchase in open market transactions to a total of 2.0 million, which is effective February 24, 2026. There is no guarantee of the exact number of units that will be purchased under the program and the Company may discontinue purchases at any time. The program does not have a time limit. The Company’s repurchase activities take into account SEC safe harbor rules and guidance for issuer repurchases. All of the common units purchased in the repurchase program will be retired.

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.

STAR GROUP, L.P.
By: Kestrel Heat, LLC (General Partner)
By:		/s/ Richard F. Ambury
Name:		Richard F. Ambury
Title:		Chief Financial Officer

Date: February 13, 2026

FAQ

What share repurchase change did Star Group (SGU) announce in this 8-K?

Star Group increased its Common Unit repurchase authorization to a total of 2.0 million units. The units may be bought in open market transactions, giving the company added flexibility to retire equity over time subject to market conditions and internal decisions.

When does Star Group’s updated 2.0 million unit buyback authorization become effective?

The increased repurchase authorization becomes effective on February 24, 2026. After this date, Star Group can repurchase Common Units in the open market under the enlarged 2.0 million unit limit, subject to its discretion and compliance with applicable SEC safe harbor rules.

Is Star Group (SGU) required to repurchase all 2.0 million authorized Common Units?

No, Star Group is not required to repurchase all 2.0 million authorized units. The company explicitly notes there is no guarantee of the exact number of Common Units that will be bought and it may discontinue repurchases at any time based on its considerations.

Does Star Group’s unit repurchase program have an expiration date?

The repurchase program does not have a time limit. Star Group states that the authorization to buy back up to a total of 2.0 million Common Units remains open-ended, allowing purchases over an indefinite period, although the company can stop repurchases whenever it chooses.

What happens to Star Group (SGU) Common Units repurchased under this program?

All Common Units repurchased under the program will be retired. Retiring units means they are removed from circulation, which can reduce the number of units outstanding, potentially affecting per-unit financial metrics depending on the scale of future repurchases and overall capital structure.

How will Star Group conduct its Common Unit repurchases under the expanded authorization?

Star Group plans to make repurchases through open market transactions. The company notes its repurchase activities will take into account SEC safe harbor rules and guidance for issuer buybacks, which set standards intended to limit market manipulation concerns during repurchase activity.

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