TXNM Energy (NYSE: TXNM) retires $500M 2023 term loan

Rhea-AI Filing Summary

TXNM Energy, Inc. has fully repaid and terminated its $500 million 2023 term loan agreement. The company settled the outstanding balance with the lenders on August 29, 2025, and the loan was ended in accordance with its existing terms. This filing simply records the payoff and conclusion of a previously disclosed material debt agreement with Wells Fargo Bank, National Association, acting as administrative agent.

Positive

• Full repayment of $500M term loan eliminates a material debt agreement, which can reduce future interest expense and refinancing risk.

Negative

• None.

Insights

Credit & Capital Structure Analyst

TXNM has retired a $500M term loan, reducing secured debt.

TXNM Energy, Inc. repaid in full its $500 million 2023 term loan on August 29, 2025, leading to the termination of the agreement with its lending group and Wells Fargo Bank, National Association as administrative agent. This removes a material definitive debt agreement from the capital structure.

Retiring a large term loan can lower interest expense and reduce refinancing risk, though the filing does not describe the funding source for the repayment. The net balance-sheet impact depends on whether repayment was funded from cash, new debt, or other sources, which are not detailed here.

Subsequent periodic reports for periods including and after August 29, 2025 will show how total debt, interest costs, and liquidity metrics reflect the payoff of this $500 million obligation.

8-K Event Classification

Item 1.02 — Termination of a Material Definitive Agreement

1 item

Item 1.02 Termination of a Material Definitive Agreement Business

A significant contract was terminated, which may affect business operations or revenue.

Understanding 8-K Material Events →

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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)			September 2, 2025
			(August 29, 2025)

Name of Registrant, State of Incorporation, Address Of Principal Executive Offices, Telephone Number, Commission File No., IRS Employer Identification No.

TXNM Energy, Inc.

(A New Mexico Corporation)

414 Silver Ave. SW

Albuquerque, New Mexico 87102-3289

Telephone Number - (505) 241-2700

Commission File No. - 001-32462

IRS Employer Identification No. - 85-0468296

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 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 40.14d-2(b))
☐			Pre-commencement communications pursuant to Rule 13e-4 (c) under the Exchange Act (17 CFR 40.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Registrant			Title of each class			Trading Symbol(s)			Name of exchange on which registered
TXNM Energy, Inc.			Common Stock, no par value			TXNM			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 1.02 Termination of a Material Definitive Agreement.

Termination of TXNM 2023 Term Loan

On August 29, 2025, the $500M term loan agreement by and among TXNM Energy, Inc., the lenders party thereto, and Wells Fargo Bank, National Association, as administrative agent, was repaid in full and terminated in accordance with its terms.

SIGNATURE

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 thereunto duly authorized.

			TXNM ENERGY, INC.
			(Registrant)
Date: September 2, 2025			/s/ Gerald R. Bischoff
			Gerald R. Bischoff
			Vice President and Corporate Controller
			(Officer duly authorized to sign this report)

FAQ

What did TXNM Energy (TXNM) disclose in this 8-K filing?

TXNM Energy, Inc. disclosed that it has fully repaid and terminated its $500 million term loan agreement, which was a material definitive agreement with a syndicate of lenders and Wells Fargo Bank, National Association as administrative agent.

How much debt did TXNM Energy repay under the 2023 term loan?

TXNM Energy repaid in full a $500 million term loan that had been established under the TXNM 2023 Term Loan agreement.

When did TXNM Energy repay and terminate the $500M term loan?

The term loan was repaid in full and terminated on August 29, 2025, with the event reported in the Form 8-K dated September 2, 2025.

Who was the administrative agent on TXNM Energy's terminated term loan?

Wells Fargo Bank, National Association served as the administrative agent on TXNM Energy's $500 million term loan that was repaid and terminated.

Does the filing say why TXNM Energy repaid the $500M term loan?

The filing states that the $500 million term loan was repaid in full and terminated in accordance with its terms but does not provide a specific reason or describe the source of funds used for repayment.

Is the termination of the 2023 term loan considered a material event for TXNM Energy?

Yes. TXNM Energy reported the payoff and termination of the $500 million 2023 term loan under Item 1.02, which covers the termination of a material definitive agreement.