8-K current report · filed Feb 26, 2026

PureCycle Technologies, Inc. (PCT) 8-K Current Report: February 26, 2026

Item 1.01Item 2.02Item 5.02Item 7.01Item 8.01PCT overview

Short answer

PureCycle Technologies, Inc. (PCT) filed an 8-K current report with the SEC on February 26, 2026 reporting Item 1.01 (Entry into a Material Definitive Agreement), Item 2.02 (Results of Operations and Financial Condition), Item 5.02 (Departure/Election of Directors or Officers), Item 7.01 (Regulation FD Disclosure), Item 8.01 (Other Events). PCT public/private warrants (exercise price $11.50) extended from March 17, 2026 to June 17, 2026: only 3-month extension, suggests company needs near-term stock price recovery.

PureCycle Technologies, Inc. 8-K event analysis

AI summary of each reported item and its exhibits

Item 1.01 · Entry into a Material Definitive Agreement

  • PCT public/private warrants (exercise price $11.50) extended from March 17, 2026 to June 17, 2026: only 3-month extension, suggests company needs near-term stock price recovery
  • Series A Warrants (exercise price $11.50) extended significantly longer: to March 17, 2027, giving holders a full additional year before expiration
  • Series A redemption trigger price lowered from $18.00 to $14.38 per share, making it easier for PCT to force redemption/exercise if stock rallies
  • Redemption threshold reduction signals stock trading well below $18.00; $14.38 target implies board views that level as more achievable near-term
  • Both warrant amendments effective March 17, 2026: investors holding warrants (PCTTU, PCTTW) should note differing expiration timelines by warrant class

Item 2.02 · Results of Operations and Financial Condition

  • Full-year 2025 financial results announced Feb 26, 2026: details in Exhibit 99.1
  • PCT is a plastics recycling company; revenue, margins, and production volumes are key metrics to watch in the release

Item 5.02 · Departure/Election of Directors or Officers

  • Donald Carpenter promoted to CFO effective March 1, 2026, replacing retiring CFO Jaime Vasquez (held role since Feb 2024)
  • Base salary $400K with 70% STI target (~$280K cash bonus opportunity) and 100% base LTI grants starting 2027
  • Internal promotion: Carpenter served as VP/SVP Finance at PCT since April 2022, reducing transition risk
  • Prior experience: Director of Finance Strategy & Global Treasury at LyondellBasell (multinational chemicals) 2012–2022

Item 7.01 · Regulation FD Disclosure

  • Investor presentation scheduled Feb 26, 2026, potentially used in multiple subsequent investor meetings
  • Content details not disclosed in filing: material information contained in Exhibit 99.2
  • PCT operates in plastic recycling/purification sector; investor presentations often signal strategic updates or financing activity worth monitoring

Item 8.01 · Other Events

  • PCT seeking written consent from holders of ≥51% of PCT Warrants to amend warrant agreement terms
  • Key change: reduces redemption trigger price from $18.00/share to $14.38/share, lowering the bar for forced redemption at $0.01/warrant
  • If approved, warrant expiration extended from June 17, 2026 to March 17, 2027: gives company more runway to execute redemption
  • Lower trigger price ($14.38 vs $18.00) increases likelihood PCT can force out warrant holders cheaply, potentially dilution-limiting for common shareholders
  • Preliminary consent solicitation statement expected filed with SEC ~March 16, 2026

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