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Target Hospitality Corp 8-K Filings

TH NASDAQ

Every 8-K that Target Hospitality Corp (TH) 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 TH 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 TH filings page.

Rhea-AI Summary

Target Hospitality Corp. (TH) reported that on September 1, 2026 it posted a new investor presentation on its website in connection with a Regulation FD disclosure. The presentation, available in the presentations section of its investor relations site, includes statements characterized as forward-looking and is accompanied by cautionary language included in the slides.

The company states that the information described under this disclosure is being furnished, not filed, under the Exchange Act, and therefore is not subject to liability under Section 18 nor automatically incorporated into other Securities Act or Exchange Act filings unless specifically referenced.

Rhea-AI Summary

Target Hospitality Corp. (TH) announced a new multi-year lease and services contract to support a top-five hyperscaler’s data center development in West Texas. The community is designed for approximately 1,100 individuals, with initial occupancy expected in the third quarter of 2026 and full completion anticipated in September 2026. The contract term is anticipated to be four years and is expected to generate approximately $250 million of revenue through August 2030.

The project will leverage existing under-utilized assets, with community modifications expected to require less than $15 million of capital investment, reflecting a capital-light approach with take-or-pay and minimum commitment features. Including this agreement, Target has secured more than $1.7 billion of multi-year awards across its Workforce Hospitality Solutions segment since January 2026 and raised its full-year 2026 revenue and Adjusted EBITDA outlook midpoints by 6% and 22%, respectively. Based on its current contract portfolio, the company projects exiting 2027 with annualized revenue exceeding $750 million and annualized Adjusted EBITDA above $300 million, while noting extensive forward-looking risk factors and customary termination rights for the customer, including a 60-day notice provision.

Rhea-AI Summary

Target Hospitality Corp. reported strong top-line and profitability growth for the quarter ended June 30, 2026, driven by its Workforce Hospitality Solutions segment and the ramp-up of the Dilley, Texas government community. Revenue rose to $85.5 million from $61.6 million a year earlier, a 39% increase. Adjusted EBITDA reached $18.2 million, up from $3.5 million, while the net loss narrowed to $9.0 million, or $0.09 per share, from $14.9 million.

Since January 2026, the company has secured over $1.4 billion of multi-year contract awards representing more than 9,000 WHS beds and raised its full-year 2026 revenue and Adjusted EBITDA outlook by 11% and 13%, respectively. It also replaced a $175 million revolver with a $660 million asset-based revolving credit facility maturing in 2031, citing improved liquidity and flexibility. As of June 30, 2026, Target had $6.1 million of cash, borrowings of $40 million on the $175 million facility, total available liquidity of about $141 million, and a net leverage ratio of 0.6x, alongside heavy growth capital spending in WHS.

Rhea-AI Summary

Target Hospitality Corp. appointed Margaret (Peggy) Smyth, age 62, and Erich Sanchack, age 56, to its Board of Directors effective August 4, 2026, with terms running until the 2027 annual meeting of stockholders. Smyth will serve on the Audit Committee and Sanchack on the Compensation Committee, and both are classified as independent directors under Nasdaq standards.

Smyth is a senior finance executive and currently Senior Advisor at Alvarez & Marsal, with prior roles including Chief Financial Officer of National Grid US and leadership positions at QIC, Consolidated Edison, United Technologies, 3M, Deloitte & Touche, and Arthur Andersen. She serves on several boards, including MOA Funds, helping oversee nearly $30 billion in assets across 28 funds. Sanchack is Chief Executive Officer of Salute and previously held senior roles at Digital Realty Trust, CenturyLink, and Lockheed Martin, bringing extensive data center and infrastructure experience.

Both new directors will receive compensation consistent with other non-employee directors as described in the April 7, 2026 definitive proxy statement and will enter into the company’s standard director and officer indemnification agreement. The company states there are no appointment arrangements with other persons and no related-party transactions requiring disclosure under Item 404(a) of Regulation S-K.

Rhea-AI Summary

Target Hospitality Corp., through subsidiary Arrow Bidco, entered into a new senior secured asset-based revolving credit facility providing up to $660 million in borrowing capacity. On the July 24, 2026 closing date, $65.7 million was drawn to repay and terminate the prior credit facility and pay related fees.

The new ABL facility has a five-year term, with borrowing availability determined by a borrowing base tied to eligible accounts receivable, rental equipment and qualified cash, net of reserves. It includes sublimits of $100 million for letters of credit and $50 million for swingline loans, plus an accordion feature that can increase total commitments to $850 million, subject to lender commitments and other conditions.

Borrowings bear interest at SOFR- or base-rate benchmarks plus an initial margin of 2.50% for term and RFR loans and 1.50% for base-rate loans, with margins thereafter ranging from 2.25%–3.00% and 1.25%–2.00% based on Arrow Bidco’s Total Leverage Ratio. The facility is guaranteed by the company and material subsidiaries, secured by a first-priority lien on substantially all of their assets, and requires compliance with quarterly-tested leverage and coverage covenants along with customary negative covenants.

Rhea-AI Summary

Target Hospitality Corp. announced a fully underwritten secondary public offering of 7,000,000 shares of its common stock at $17.00 per share, sold by existing stockholders Arrow Holdings S.à r.l. and MFA Global S.à r.l.

The selling stockholders also granted underwriters a 30-day option to buy up to 1,050,000 additional shares. Total gross proceeds to the selling stockholders are approximately $119 million, and the company is not selling shares and will not receive any proceeds. The offering uses an existing effective Form S-3 shelf registration and is led by Morgan Stanley & Co. LLC and Deutsche Bank Securities Inc. as book-running managers.

Rhea-AI Summary

Target Hospitality Corp. held its 2026 Annual Meeting of Stockholders, where all four management proposals were approved. Stockholders elected six directors, each receiving at least 97% of votes cast, with support ranging from 97.19% to 99.93% of shares voted.

They ratified Ernst & Young LLP as independent registered public accounting firm for the fiscal year ending December 31, 2026, with 95,036,992 votes for and 99.95% support. Stockholders also approved, on an advisory basis, executive compensation, with 76,833,468 votes for and 85.45% of votes cast in favor.

In addition, stockholders approved amendments to the 2019 Incentive Award Plan to increase the number of common shares authorized for issuance under the plan by 4,000,000 shares, bringing the total to 17,000,000 shares, with 93.12% support. On the same date, the company granted restricted stock units to each non-employee director under a form of award agreement filed as an exhibit.

Rhea-AI Summary

Target Hospitality reported first quarter 2026 revenue of $72.8 million, up modestly from $69.9 million a year earlier, but net loss widened to $13.0 million and Adjusted EBITDA fell to $9.9 million from $21.6 million as new projects ramped and a key government contract ended.

Since February 2025, the company has secured over $2.0 billion of multi-year contracts, including roughly $1.8 billion in its fast-growing Workforce Hospitality Solutions segment and a new $750 million AI Infrastructure Community contract. Management plans $330–$340 million of net committed WHS capital through 2027 and targets annualized revenue above $680 million and Adjusted EBITDA above $240 million exiting 2027, supported by strong demand from data center and power-generation projects.

Rhea-AI Summary

Target Hospitality Corp. appointed Paul Hohnsbeen, age 70, to its Board of Directors effective May 5, 2026, with his term running until the company’s 2027 Annual Meeting of Stockholders. He will serve as an independent director and join the Nominating and Corporate Governance Committee.

Hohnsbeen is a senior digital infrastructure and real estate executive with more than three decades of experience, including leadership roles at Aligned Data Centers, Equinix and several global financial institutions. He will receive the same compensation as other non-employee directors and enter into the company’s standard director and officer indemnification agreement.

Rhea-AI Summary

Target Hospitality Corp. disclosed that existing shareholders Arrow Holdings S.à r.l. and MFA Global S.à r.l. entered into an underwriting agreement to sell 7,000,000 shares of common stock in a registered secondary offering at $14.00 per share. The selling stockholders also granted underwriters a 30-day option to purchase up to 1,050,000 additional shares. Total gross proceeds to the selling stockholders are approximately $98,000,000, and the company will not receive any proceeds from this transaction.

Rhea-AI Summary

Target Hospitality Corp. furnished preliminary unaudited estimates for the three months ended March 31, 2026, in connection with a secondary public offering by certain stockholders. The company expects total revenue of $70.5–$72.5 million, compared with $69.9 million in the same period of 2025.

Despite slightly higher revenue, profitability appears weaker. Estimated net loss is $14.7–$14.1 million versus a $6.5 million net loss a year earlier. Estimated EBITDA is $3.3–$4.3 million versus $16.6 million, and estimated Adjusted EBITDA is $8–$9 million versus $21.6 million. Management stresses these figures are preliminary and unaudited and may change after closing procedures are completed.

Rhea-AI Summary

Target Hospitality Corp. signed a multi-year lease and services agreement with a top-five hyperscaler to build and operate a large “Data Center Hub” community in North Texas for about 4,000 people. Construction begins immediately, with first occupancy expected in the third quarter of 2026 and full completion in the second quarter of 2027.

The Data Center Hub Contract is expected to generate over $550 million in committed minimum revenue over roughly five years through the first quarter of 2031, plus potential variable revenue of about $20–$40 million annually once fully built. Target plans net capital investment of roughly $115–$125 million, mostly in 2026, and total Workforce Hospitality Solutions capital expenditures of about $130–$140 million to support recent awards. The company believes these contracts position it to reach annualized revenue above $500 million and annualized Adjusted EBITDA above $160 million by mid‑2027.

Rhea-AI Summary

Target Hospitality Corp. updated the terms of its executive performance stock units and shared new investor materials. The board’s Compensation Committee approved a Second Amended 2023 Executive Performance Stock Unit Agreement, extending the Diversification EBITDA performance period end date from February 28, 2026 to February 28, 2027.

This follows an earlier change that extended the total shareholder return performance period to December 31, 2026. The company also posted an updated investor presentation on its website on March 11, 2026, which includes forward-looking statements subject to cautionary disclosures.

Rhea-AI Summary

Target Hospitality reported a sharp downturn for 2025 as it pivots from a major government contract to growth in workforce hospitality. Full-year revenue fell to $320.6 million from $386.3 million, and the company swung to a net loss of $37.1 million from prior net income of $71.4 million. Adjusted EBITDA dropped to $53.2 million from $196.7 million, largely due to termination of the high-margin Pecos Children’s Center contract.

Fourth-quarter revenue rose modestly to $89.8 million, but Target posted a $14.9 million net loss and much lower Adjusted EBITDA of $6.5 million. Despite weaker earnings and cash declining to $8.3 million, the company ended 2025 with zero net debt and $183 million of liquidity. Management highlights over $740 million of new multi-year contracts since February 2025, including large West Texas power and data-center related projects that reactivate more than 2,850 beds and are expected to support margin improvement through 2026.

Rhea-AI Summary

Target Hospitality Corp. updated its long-term incentive framework for senior leaders. On February 25, 2026, the board’s Compensation Committee approved new standard forms of executive restricted stock unit (RSU) and performance stock unit (PSU) agreements under the company’s 2019 Incentive Plan.

The PSUs now vest based on two metrics, each weighted equally over a defined performance period: the company’s Total Shareholder Return and its Adjusted EBITDA. Depending on performance, vesting can range from 0% to 200% of the target PSU level.

On the same date, the committee granted PSUs to three executives: 400,000 PSUs to Executive Vice President Operations and Chief Commercial Officer Troy Schrenk, 300,000 to Executive Vice President, Strategy & Corporate Development Brendan Dowhaniuk, and 175,000 to Executive Vice President, General Counsel and Secretary Heidi Lewis. The company states these awards are intended to motivate, incentivize and retain these leaders.

Rhea-AI Summary

Target Hospitality Corp. updated the terms of its 2023 executive performance stock units to address disruption from an unsolicited take-private proposal in 2024. The change affects certain employees, including current named executive officers.

Originally, vesting of the 2023 PSUs required continued service plus achieving a total shareholder return metric measured from January 1, 2023 through December 31, 2025, and a diversification EBITDA metric measured from March 1, 2023 through February 28, 2026. Under the amended agreement, the performance period end date for the total shareholder return metric is extended to December 31, 2026, while other material terms remain substantially similar to the prior agreement and continue under the company’s 2019 Incentive Plan.

Rhea-AI Summary

Target Hospitality Corp. reported that its board appointed Cyril J. Hahamski as Chief Accounting Officer effective January 12, 2026. On the same date, Jason P. Vlacich stopped serving as Chief Accounting Officer but continues as Chief Financial Officer.

Hahamski brings over 25 years of experience in accounting, finance, and public-company reporting, including senior roles at Anew Climate, ALS Limited, and Buckeye Partners, and he is a CPA with an MBA in corporate accounting and finance.

Under his employment agreement, Hahamski will receive a $300,000 annual base salary, which he may elect to take entirely in RSUs that vest monthly, a target annual cash bonus equal to 50% of base salary, a long‑term equity award opportunity with a target grant value of $150,000, and a one‑time $75,000 sign‑on bonus paid in two installments. The agreement includes 12‑month non‑compete and non‑solicitation covenants and provides severance and enhanced cash, COBRA, and equity‑vesting benefits if he is terminated without cause or resigns for good reason, including more favorable terms following a change in control.

Rhea-AI Summary

Target Hospitality Corp. filed a current report describing changes to its corporate bylaws. On November 21, 2025, the Board of Directors approved the Fifth Amended and Restated Bylaws. The changes remove a prior bylaw provision, Section 7.6 on interested directors and quorum, which had been based on an earlier version of Section 144 of the Delaware General Corporation Law. The company states that the updated Section 144 of Delaware law will now apply by default. The bylaws were also updated for ministerial, clarifying, and conforming changes, which generally tidy up wording and alignment with current law.

The full text of the Fifth Amended and Restated Bylaws is provided as an exhibit to the report.

Rhea-AI Summary

Target Hospitality Corp. furnished an update to investors by posting a new investor presentation on its website on November 17, 2025. The slide deck, available in the presentations section of the company’s investor relations site, includes forward-looking statements that are subject to the cautionary language contained within the presentation. The information referenced in this update is being provided under Regulation FD and is designated as “furnished,” meaning it is not deemed filed for liability purposes under federal securities laws or automatically incorporated into other securities filings unless specifically referenced.

Rhea-AI Summary

Target Hospitality (TH) furnished an update announcing its third quarter 2025 results via a press release. Management will host an investor audio conference call and webcast on November 6, 2025 at 8:00 a.m. CT / 9:00 a.m. ET, with access available through the company’s website.

The press release is attached as Exhibit 99.1 and is incorporated by reference as stated. The information is being furnished, not filed, under the Exchange Act, so it is not subject to Section 18 liabilities and will only be incorporated into other filings if specifically referenced. The release also includes forward‑looking statements subject to the cautionary notes contained within.

Rhea-AI Summary

Target Hospitality Corp. filed a current report to inform investors that it posted a new investor presentation on its website on September 16, 2025. The presentation is available in the presentations and events section of the company’s investor relations site and contains forward-looking statements subject to the cautionary statements included in the slides.

The company notes that the information in this communication is furnished under Regulation FD and is not deemed filed for liability purposes under the Securities Exchange Act or automatically incorporated into other securities law filings unless specifically referenced.