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0000823768
WASTE MANAGEMENT INC
0000823768
2026-03-20
2026-03-20
iso4217:USD
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iso4217:USD
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SECURITIES AND
EXCHANGE COMMISSION
WASHINGTON, DC 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): March 20, 2026
Waste
Management, Inc.
(Exact Name of Registrant as Specified in Charter)
| Delaware |
|
1-12154 |
|
73-1309529 |
(State
or Other Jurisdiction
of Incorporation) |
|
(Commission
File Number) |
|
(IRS
Employer
Identification No.) |
| 800
Capitol Street, Suite
3000, Houston,
Texas |
|
77002 |
| (Address
of Principal Executive Offices) |
|
(Zip
Code) |
Registrant’s Telephone number, including
area code: (713) 512-6200
(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:
| ¨ | 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
Stock, $0.01 par value |
WM |
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 1.01 Entry into a Material Definitive
Agreement
On March 20, 2026, Waste Management, Inc. (the
“Company”) entered into Amendment No. 2 (the “Amendment”) to its Seventh Amended and Restated Revolving Credit Agreement dated May 8, 2024 (as amended and restated, the “Credit Agreement”)
among the Company, Waste Management of Canada Corporation and WM Quebec Inc., as the Borrowers, Waste Management Holdings, Inc., as Guarantor,
the banks party thereto from time to time, and Bank of America, N.A., as Administrative Agent. The Amendment modifies the definitions
of EBIT and EBITDA in the Credit Agreement to allow for the add back of equity-based compensation and interest accretion as non-cash
items for purposes of the leverage ratio financial covenant calculation, as set forth in Section 9 of the Credit Agreement. These changes
are intended to enhance comparability by aligning the components of EBIT and EBITDA with how certain industry peers approach the treatment
of these non-cash items within their covenant calculations.
The above description of the
material terms of the Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of the
Amendment filed as an exhibit hereto and incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
Exhibit Index
Exhibit
Number |
|
Description |
| |
|
|
| 10.1 |
|
Amendment No. 2 to Seventh Amended and Restated Revolving Credit Agreement, dated as of March 20, 2026. |
| |
|
|
| 104 |
|
Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101) |
SIGNATURES
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.
| |
WASTE MANAGEMENT, INC. |
| |
|
| Date: March 25, 2026 |
By: |
/s/ Charles C. Boettcher |
| |
|
Charles C. Boettcher |
| |
|
Executive Vice President and Chief Legal Officer |
