Welcome to our dedicated page for TXNM Energy SEC filings (Ticker: TXNM), 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 TXNM Energy, Inc. (NYSE: TXNM) SEC filings page on Stock Titan provides access to the company’s regulatory documents as filed with the U.S. Securities and Exchange Commission. TXNM Energy is an Albuquerque, New Mexico-based energy utility holding company that delivers electricity to more than 800,000 homes and businesses across Texas and New Mexico through its regulated utilities, Public Service Company of New Mexico (PNM) and Texas-New Mexico Power Company (TNMP).
Through this page, readers can review annual reports on Form 10-K, quarterly reports on Form 10-Q and a wide range of current reports on Form 8-K. For a regulated electric utility group like TXNM Energy, these filings are central to understanding segment performance, rate mechanisms, capital investment plans and risk factors. The company’s 8-K filings detail material events such as new credit agreements, amendments to revolving credit facilities, issuance of first mortgage bonds by TNMP, term loans at PNM, and junior subordinated notes issued by TXNM Energy.
Recent 8-K filings also describe the Agreement and Plan of Merger with Troy ParentCo LLC and Troy Merger Sub Inc., affiliates of Blackstone Infrastructure Partners L.P., under which TXNM Energy would become a wholly owned subsidiary if the merger is consummated. These filings outline the agreed cash consideration per share, shareholder approval of the merger, and the regulatory approvals required from the New Mexico Public Regulation Commission, Public Utility Commission of Texas, Federal Energy Regulatory Commission and other federal agencies.
Investors can use the filings page to follow debt and capital structure disclosures, including the terms of TXNM Energy’s junior subordinated convertible notes, fixed-to-fixed reset rate junior subordinated notes, and TNMP’s first mortgage bonds. Filings also provide information on non-GAAP “ongoing” earnings measures, reconciliations to GAAP results and explanations of how management evaluates operating performance.
Stock Titan enhances these documents with AI-powered summaries that highlight key terms, covenants and events in lengthy filings. Real-time updates from EDGAR help users quickly identify new 10-K, 10-Q and 8-K submissions, while insider transaction reports on Form 4 and proxy statements on Schedule 14A can be used to analyze executive compensation and ownership changes. This makes the TXNM Energy filings page a focused resource for understanding the company’s regulatory, financial and transactional history.
Iverson Brian reported acquisition or exercise transactions in this Form 4 filing.
TXNM Energy Inc. reported that executive Brian Iverson, General Counsel and Senior Vice President of Regulatory and Public Policy, received a grant of 3,216 restricted stock rights. Each right represents a contingent claim to one share of TXNM common stock, awarded at no cash cost to him.
After this award, Iverson directly holds 6,741 restricted stock rights. The units vest in three equal annual installments, with shares delivered on each vesting date or after any applicable blackout period under the company’s insider trading policy.
Monroy Henry E reported acquisition or exercise transactions in this Form 4 filing.
TXNM Energy Inc reported that its SVP and CFO, Henry E. Monroy, received a grant of 2,382 restricted stock rights. Each right represents a contingent right to receive one share of TXNM Energy common stock. Following this award, he holds 4,559 derivative securities of this type directly.
The restricted stock units vest in three equal annual installments. Shares underlying vested units will be delivered on each vesting date, or after any blackout period under the company’s insider trading policy ends, if a blackout is in effect on a vesting date.
TXNM ENERGY INC reported that officer Gerald R. Bischoff, its VP and Corporate Controller, received a grant of restricted stock rights. He acquired 841 restricted stock rights at a price of $0.00 per right, bringing his directly held derivative position to 2,553 restricted stock rights following the transaction.
Each restricted stock right represents a contingent right to receive one share of TXNM Energy, Inc. common stock. These restricted stock units vest in three equal annual installments, with vested shares delivered on each vesting date or after any applicable blackout period under the company’s insider trading policy ends.
TXNM Energy, Inc. adopted new incentive plans for its top executives covering 2026 cash bonuses and 2026–2028 equity awards. The 2026 Officer Annual Incentive Plan ties cash bonuses to a threshold level of non-GAAP Incentive Earnings Per Share and achievement of specified corporate goals, with opportunities ranging from 57.5% to 230% of base salary for the Executive Chair and CEO, and 35% to 140% for other named officers.
The 2026 Long-Term Incentive Plan runs from January 1, 2026 through December 31, 2028 and splits award opportunities into 70% performance share awards and 30% time-vested restricted stock rights. Performance share opportunities range up to 490% of base salary for the CEO, while time-vested restricted stock rights equal up to 105% of base salary and vest in installments on March 7, 2027, March 7, 2028 and March 7, 2029.
TXNM Energy, Inc. entered into a Distribution Agreement that allows it to sell up to $125 million of common stock from time to time through several sales agents in at-the-market offerings and other agreed methods. The company may also use related forward stock purchase agreements, under which forward purchasers borrow and sell shares through a forward seller to hedge those agreements.
TXNM Energy will not receive proceeds from the sale of borrowed shares by a forward seller but expects to receive cash if it later physically settles a forward agreement at a forward sale price. The company can alternatively choose cash or net share settlement, which could require it to deliver cash or shares to the forward purchaser. Sales agents may earn commissions of up to 2% of the gross sales price per share, and the company is not obligated to sell any shares under these arrangements.
TXNM Energy, Inc. filed a prospectus supplement to sell shares of its common stock in an at-the-market offering with an aggregate offering price of up to $125,000,000. The sales may occur through BofA Securities, MUFG and Scotiabank as sales agents and may include forward sale agreements with affiliated forward purchasers.
The distribution agreement permits sales on the NYSE or through other market venues and provides for commissions up to 2%. The prospectus notes forward-sale settlement options (physical, cash or net share) and explains that physical settlement would generate cash proceeds to the company while cash or net share settlement could result in the company owing cash or shares. The last reported NYSE sale price was $59.02 per share as of February 27, 2026.
TXNM Energy reported 2025 GAAP diluted earnings per share of $1.48, down from $2.67 in 2024, mainly reflecting a $58.8 million pension settlement charge, $43.1 million of merger-related costs and $3.4 million of net unrealized losses on investment securities. Ongoing diluted EPS, which excludes these and other specified items, was $2.33 versus $2.74 in 2024. PNM benefited from rate relief and higher load but faced higher costs and lower weather-driven usage, while TNMP saw stronger revenues offset by higher depreciation, taxes and interest from new investments. The company highlighted significant equity issuance in 2024–2025 that increased diluted share count and reduced EPS.
TXNM reaffirmed its proposed sale to affiliates of Blackstone Infrastructure for $61.25 per share. Shareholders have approved the deal, and approvals have been obtained from the Federal Energy Regulatory Commission, the Public Utility Commission of Texas, the Federal Communications Commission and under the Hart-Scott-Rodino Act, with Nuclear Regulatory Commission and New Mexico Public Regulation Commission approvals still pending. TXNM continues to anticipate closing in the second half of 2026, subject to remaining conditions.
Regulatory initiatives include TNMP’s November 2025 Texas rate filing seeking recovery of $2.8 billion of rate base as of June 30, 2025 and $20.5 million of Hurricane Beryl restoration costs over five years, and PNM applications in New Mexico for two economic development projects costing $165.5 million and a $247 million 345 kV transmission project to support reliability, renewable integration and growth.
COLLAWN PATRICIA K reported acquisition or exercise transactions in a Form 4 filing for TXNM. The filing lists transactions totaling 674 shares. Following the reported transactions, holdings were 97,161 shares.
TXNM Energy, Inc. disclosed that its 5.75% Junior Subordinated Convertible Notes due 2054 are convertible at holders’ option from January 1, 2026 through March 31, 2026. The notes convert at 22.5248 shares of common stock per $1,000 principal amount, implying a conversion price of about $44.40 per share.
For conversions in this period, TXNM will satisfy the principal portion of its conversion obligation by issuing an equal principal amount of new 5.75% Non-Convertible Junior Subordinated Notes due 2054, and only any amount above principal will be settled in common stock (plus cash for fractional shares). The company notes these new non-convertible notes may be less liquid and could trade below their $1,000 principal amount, especially relative to its recently issued 7.000% junior subordinated notes due 2056.
TXNM also reiterates that, if its previously announced cash merger at $61.25 per share is consummated, it will constitute a make-whole fundamental change for the convertible notes, giving holders a special right to convert into cash based on the conversion rate and the merger price for a defined post-merger period.
TXNM Energy reported several financing actions and a pension risk transfer. Its subsidiary Texas-New Mexico Power Company (TNMP) privately issued $70,000,000 of 4.69% first mortgage bonds due December 18, 2031, secured by a first mortgage lien, with interest paid semiannually and optional make-whole prepayment provisions. TNMP plans to use the proceeds to repay short-term debt and for general corporate purposes, including capital spending.
TXNM and subsidiaries amended their revolving credit agreements. TXNM and Public Service Company of New Mexico (PNM) each extended the maturity of their $300.0 million and $400.0 million credit facilities to March 29, 2030, with one lender at each company keeping earlier commitments through March 30, 2029. TNMP increased its revolver from $200.0 million to $300.0 million, extended its maturity to March 29, 2030, and secured it with $300.0 million of Series 2025I first mortgage bonds.
TXNM also completed a pension risk transfer tied to PNM’s former gas distribution business. The company directed a single premium of $91,937,638 to Delaware Life Insurance Company, which will assume payments to certain retirees starting January 1, 2026. TXNM expects an approximately $60 million non-cash charge to net income from this transaction.