STOCK TITAN

Wabash National Corp. 8-K Filings

WNC NYSE

Every 8-K that Wabash National Corp. (WNC) 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 WNC 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 WNC filings page.

Rhea-AI Summary

Wabash National Corporation entered into a Sixth Amendment to its Second Amended and Restated Credit Agreement, under which lenders make available a $300 million revolving credit facility to Wabash and certain subsidiaries. The company may increase total commitments by up to an additional $175 million, subject to lender commitments. The facility matures on the earliest of August 12, 2031 or specified dates tied to the maturities of the company’s 4.50% Senior Notes due 2028, 4.00% Convertible Senior Notes due 2032, or other debt over $40 million. Availability is determined by a borrowing base on eligible inventory, eligible leasing inventory and eligible accounts receivable, reduced by reserves and a $40 million availability block until defined financial tests are met. The agreement includes a $25 million letter of credit subfacility and up to $30 million of swingline loans, with interest based on term SOFR or a base rate plus applicable margins, and a 0.20% unused line fee. Wabash must maintain minimum liquidity of $90 million before a “Financial Covenant Conversion Date” and thereafter meet a 1.0 to 1.0 fixed charge coverage ratio when excess availability falls below specified thresholds. The facility is guaranteed by certain subsidiaries, secured by substantially all personal property of the borrowers and guarantors, and includes customary covenants and events of default.

Rhea-AI Summary

Wabash National Corporation reported that its Board of Directors accepted the resignation of director Sudhanshu Priyadarshi on July 27, 2026. The resignation is stated to be effective August 1, 2026 and is expressly described as not due to a disagreement with the company or the Board.

Rhea-AI Summary

Wabash National Corporation reported second quarter 2026 net sales of $417.2 million, a 9.1% decline from the prior-year quarter, with consolidated gross margin of 3.7%. GAAP operating loss was $25 million, including $1.8 million of facility idling costs; non-GAAP adjusted operating loss was $23.5 million. Net loss attributable to common stockholders was $22.9 million, or $(0.56) per diluted share, and $(0.53) on an adjusted basis.

Total backlog reached approximately $956 million, up $119 million and 14% versus the prior quarter. Transportation Solutions revenue fell to $354.7 million with a 3.9% operating loss margin, while Parts & Services grew net sales to $63.4 million with a 9.4% operating margin. Adjusted EBITDA turned to a loss of $8.8 million. Free cash flow for the quarter improved to $3.1 million. As of June 30, 2026, cash and cash equivalents were $71.5 million and long-term debt was $513.2 million. For the third quarter of 2026, Wabash guides revenue to $440–$460 million and non-GAAP adjusted EPS to $(0.50)–$(0.40), and management notes signs of an emerging freight market recovery.

Rhea-AI Summary

Wabash National Corporation completed a private, unregistered offering of $150 million aggregate principal amount of 4.00% Convertible Senior Notes due 2032, guaranteed on a senior unsecured basis by subsidiaries that also guarantee its 4.50% Senior Notes due 2028.

The notes bear 4.00% interest, payable semi-annually each February 1 and August 1 beginning in 2027, and mature on August 1, 2032, unless earlier converted, redeemed or repurchased. Holders may convert at an initial rate of 59.7086 shares per $1,000 principal amount, equal to a conversion price of approximately $16.75 per share, a 32.50% premium to the $12.64 share price on July 15, 2026. Based on a maximum conversion rate of 79.1139, up to 11,867,085 shares may be issued, subject to anti-dilution adjustments. Wabash can redeem the notes for cash on or after August 6, 2029 if stock-price conditions are met, or earlier through a Cleanup Redemption once less than 15% of the original principal remains outstanding. Net proceeds are estimated at approximately $122 million (or $141 million if the option to purchase additional notes is fully exercised) for general corporate purposes, including repayment of borrowings under the existing credit agreement.

Rhea-AI Summary

Wabash National Corporation plans to raise capital through a private offering of $100 million aggregate principal amount of convertible senior unsecured notes due 2032, with an option for an additional $15 million. A Fifth Amendment to its credit agreement permits up to $150 million of this new indebtedness. The notes will be senior, unsecured obligations convertible into common stock, with Wabash able to settle conversions in cash, stock or a combination, and include issuer call features after 2029 if equity and other conditions are met.

The company also released preliminary unaudited Q2 2026 results, estimating net sales of $413–421 million, an 8–10% decrease from $458.816 million a year earlier, and a net loss of $23–26 million with negative Adjusted EBITDA and diluted loss per share of $(0.57)–$(0.63). Adjusted diluted loss per share is estimated at $(0.54)–$(0.60). Backlog exceeded $950 million. Wabash has a $350 million revolving credit facility and $400.0 million of 4.50% Senior Notes due 2028, and expects to amend and extend $275 million of the revolver and consider refinancing alternatives for the 2028 notes following completion of the offering.

Rhea-AI Summary

Wabash National Corporation reported the results of its 2026 annual meeting of stockholders. As of March 16, 2026, there were 40,673,967 common shares outstanding, and 36,848,288 shares were represented at the meeting, constituting a quorum.

Stockholders elected nine directors, including Brent L. Yeagy and Therese M. Bassett, each receiving over 30 million votes for, with relatively few votes against or abstentions. An advisory vote approved executive compensation, with 31,416,937 votes for and 1,695,365 against, and ratified Ernst & Young LLP as independent registered public accounting firm with 36,385,805 votes for.

Rhea-AI Summary

Wabash National Corporation reported a weak first quarter of 2026 with net sales of $303.2 million, a 20.4% decline from the prior-year quarter as demand, especially in Truck Bodies, fell below expectations. The company posted a GAAP operating loss of $52.4 million and a GAAP net loss of $45.2 million, driven by negative gross margin of 3.5% and operational inefficiencies at lower volumes.

GAAP diluted EPS was $(1.11), or $(1.17) on a non-GAAP adjusted basis. Adjusted EBITDA was a loss of $38.0 million. Transportation Solutions revenue fell to $250.2 million with a $37.3 million operating loss, while Parts & Services grew sales to $54.1 million and generated $3.8 million of operating income.

Backlog reached about $837 million, up $132 million from the prior quarter, suggesting future demand visibility. For the second quarter of 2026, Wabash guides revenue to $380–$400 million and non-GAAP adjusted EPS to $(0.40)–$(0.60), indicating expectations for gradual improvement but continued losses.

Rhea-AI Summary

Wabash National Corporation reported a leadership change for Michael N. Pettit. Effective April 8, 2026, he will transition from Senior Vice President, Chief Growth Officer to a non-executive role as Senior Advisor, reporting to the Chief Executive Officer or the CEO’s designee.

He will remain in this advisory position until the third quarter of 2026 under a Transition Agreement. During this period, he will receive base salary at an annual rate of $575,000, be eligible for a pro-rated 2026 annual incentive bonus based on service through his separation date, and continue vesting in all outstanding equity awards under their existing terms.

His separation is expected to be treated as a termination without cause under the Executive Severance Plan, contingent on a general release of claims and compliance with restrictive covenants. He will no longer participate in the Change in Control Severance Pay Plan during or after the transition period and will not receive new cash or equity incentive grants.

Rhea-AI Summary

Wabash National Corporation filed a current report to notify investors that it has released its financial results for the year and quarter ended December 31, 2025. The company explains that these results are presented in a press release furnished as Exhibit 99.1 and incorporated by reference. It also notes that both the press release and a teleconference visual presentation are available through its Investor Relations website, giving shareholders multiple ways to review the detailed performance information.

Rhea-AI Summary

Wabash National Corporation is idling its facilities in Little Falls, Minnesota and Goshen, Indiana, with the plan expected to be substantially complete by the end of Q2 2026. The action will reduce jobs by about 3 salaried and 53 hourly employees in Little Falls and 21 salaried and 193 hourly employees in Goshen. The company expects total charges between $15 million and $20 million, including $1 million to $2 million of cash charges primarily for associate-related and other exit costs, with the rest as non-cash asset impairment charges. It plans to record $12 million to $15 million of charges in Q4 2025 and $3 million to $5 million during the first half of 2026, with most cash outflows occurring by the end of Q2 2026. These steps are expected to reduce fixed costs in 2026 and in future years, and do not involve disposing of or discontinuing any business line.

Rhea-AI Summary

Wabash National Corporation filed an 8-K stating it issued a press release announcing financial results for the quarter ended September 30, 2025. The company furnished the release as Exhibit 99.1 and noted that both the press release and a teleconference visual presentation are available on its Investor Relations website at ir.onewabash.com.

The disclosure is presented under Item 2.02 (Results of Operations and Financial Condition) with the exhibit index also listing the Cover Page Interactive Data File.

Rhea-AI Summary

Wabash National Corporation (WNC) expects third-quarter 2025 net sales of $382M, down from $464M in the prior-year quarter, reflecting continued soft demand. The company expects GAAP earnings of $0.97 per diluted share versus a prior-year loss of $7.53 per diluted share, and a third-quarter 2025 non-GAAP adjusted loss per diluted share of $0.51 compared with a non-GAAP adjusted earnings per diluted share of $0.19 in the third quarter of 2024.

Management cites challenging market conditions as the driver of lower revenue but says disciplined execution and prudent working capital management produced expected positive free cash flow year-to-date. The company excluded a non-cash expense adjustment related to a Product Liability Matter when reporting adjusted non-GAAP results. Further detail will be discussed on the earnings call scheduled for October 30, 2025.