Welcome to our dedicated page for Superior Inds SEC filings (Ticker: SUP), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
The Superior Industries International, Inc. (SUP) SEC filings page on Stock Titan provides structured access to the company’s regulatory disclosures, including the historical NYSE-listed common stock and its transition to OTC trading as SSUP. These filings are sourced in real time from the SEC’s EDGAR system and are supported by AI-generated summaries that highlight key points for investors.
For this automotive manufacturing issuer, annual reports on Form 10-K and quarterly reports on Form 10-Q are central documents. They contain audited and interim financial statements, management’s discussion and analysis, segment information, and detailed explanations of non-GAAP measures such as Adjusted EBITDA, Value-Added Sales, Free Cash Flow, Unlevered Free Cash Flow, and Net Debt. AI summaries help explain how these measures are defined and reconciled to GAAP metrics.
Superior’s current reports on Form 8-K are especially important given recent corporate events. These include notices of NYSE non-compliance, the June 25, 2025 Form 25 delisting of the SUP common stock from the NYSE, the shift to OTC Pink trading under SSUP, and the Agreement and Plan of Merger with SUP Parent Holdings, LLC. AI analysis surfaces the sections that describe listing status changes, merger consideration for common and preferred shares, and key conditions to closing.
Users can also review Form 25-NSE documenting the NYSE’s removal of the common stock from listing and registration, as well as subsequent 8-K and 8-K/A filings that expand on the merger structure and related subscription agreements. Where available, Forms 3, 4, and 5 provide insight into insider holdings and transactions, and proxy materials on Schedule 14A discuss voting matters tied to the merger and governance.
Stock Titan’s interface combines these filings with AI-powered summaries so that readers can quickly understand complex capital structure changes, listing transitions, and transaction terms without reading every page of each document, while still having direct access to the full SEC filings for detailed review.
Superior Industries International, Inc. (OTC Pink: SSUP) has entered into a comprehensive restructuring and change-of-control transaction that will take the company private, radically deleverage the balance sheet and hand majority ownership to its term-loan lenders led by Oaktree Capital Management.
Key transaction terms
- Merger Agreement signed 8 Jul 2025 with SUP Parent Holdings, LLC. 100 % of equity of Merger Sub (affiliate of existing lenders) will merge into Superior; Superior will survive as a wholly-owned subsidiary of Parent.
- Consideration to common holders: cash payment of $0.09 per share (≈ $3.1 million in aggregate).
- Series A preferred holders (TPG): receive ≈ $6.2 million cash plus 3.5 % of Parent’s common equity; waive dividends until closing.
- Debt-for-equity swap: up to ≈ $550 million of term-loan claims converted into 96.5 % of new equity; remaining funded debt expected to fall from ≈ $982 million to ≈ $125 million (≈ 90 % reduction).
- Existing revolving and factoring facilities will remain or be refinanced on comparable terms.
- Company delisted from NYSE on 25 Jun 2025; now trades on OTC Pink under “SSUP”.
Supporting agreements
- Voting & Support: Stockholders representing ≈ 40 % of voting power have committed to vote in favour of the merger and against alternative proposals.
- Subscription: Parent to purchase 7.6 million newly issued common shares at $0.09 one day before the record date to reinforce control.
- Recapitalization Support Agreement (RSA): All term-loan lenders (100 %) back an out-of-court recapitalisation via the merger. If key milestones (e.g., proxy filing by 29 Jul 2025 or stockholder approval by 1 Oct / 31 Oct 2025) are missed, the deal can shift to a pre-packaged Chapter 11. In-court path would leave common equity with zero recovery.
Conditions & timeline
- Majority approval of common & preferred shares voting together.
- Regulatory clearances and acceptance of a new revolving credit facility.
- Outside date 22 Nov 2025 (auto-extendable to 22 Dec 2025 / 22 Jan 2026 for regulatory delays).
- Expected closing: Q3 2025 per joint press release.
Strategic implications
- Transaction removes the “going-concern” overhang by slashing leverage, aligning owners with creditors and providing fresh equity.
- Common shareholders receive only a token payout, reflecting the distressed nature of the capital structure and recent delisting.
- Failure to meet RSA milestones could force a Chapter 11 where common shareholders get no recovery, underscoring deal-completion risk.
Superior Industries International (NYSE:SUP) received notice from NYSE on June 24, 2025, regarding immediate trading suspension and delisting proceedings due to falling below the continued listing standard. The company failed to maintain a minimum 30-day average global market capitalization of $15 million. Superior will not appeal the determination and expects its common stock to be delisted from NYSE.
The stock will transition to trading on the Pink Open Market (OTC) under the symbol "SSUP" starting June 25, 2025. The company warns this move could result in significantly reduced liquidity and potentially depress the stock price further.
Superior Industries International, Inc. (SUP) will have its common stock removed from listing and registration on the New York Stock Exchange (NYSE). The NYSE submitted Form 25 on 25 June 2025, certifying compliance with Section 12(b) of the Securities Exchange Act and Rule 12d2-2. The document states that either the Exchange (Rule 12d2-2(b)) or the Issuer (Rule 12d2-2(c)) has fulfilled all procedural requirements to strike the security. Once the Form 25 becomes effective (typically 10 calendar days after filing), trading in SUP on the NYSE will cease and the shares will no longer be registered under Section 12(b). The filing does not disclose the reason for delisting, provide financial metrics, or specify any alternative trading venue.
Superior Industries International has received a notice from the NYSE on June 17, 2025, regarding non-compliance with continued listing standards due to its stock price falling below $1.00 per share over a 30-trading day period.
The company has a six-month cure period to regain compliance, during which it must achieve: (1) a closing price of at least $1.00 per share on the last trading day of any calendar month, and (2) an average closing price of $1.00 over the 30 trading-day period ending on that day. Trading will continue on NYSE during this period, subject to other listing requirements.
Key impacts if delisting occurs include:
- Reduced trading liquidity and market price
- Lower investor and analyst interest
- Impaired ability to raise capital
- Challenges in employee retention through equity compensation