8-K current report · filed May 13, 2026

Sun Country Airlines Holdings, Inc. (SNCY) 8-K Current Report: May 13, 2026

Item 1.02Item 2.01Item 3.03Item 5.01SNCY overviewOriginal on SEC EDGAR

Short answer

Sun Country Airlines Holdings, Inc. (SNCY) filed an 8-K current report with the SEC on May 13, 2026 reporting Item 1.02 (Termination of a Material Definitive Agreement), Item 2.01 (Completion of Acquisition or Disposition of Assets), Item 3.03 (Material Modification to Rights of Security Holders), Item 5.01 (Changes in Control of Registrant). Credit and Guaranty Agreement terminated May 13, 2026 after merger closing.

Sun Country Airlines Holdings, Inc. 8-K event analysis

AI summary of each reported item and its exhibits

Item 1.02 · Termination of a Material Definitive Agreement

  • Credit and Guaranty Agreement terminated May 13, 2026 after merger closing
  • All credit commitments and obligations discharged, except certain continuing indemnity obligations
  • Merger-triggered termination of 2021 Tax Receivable Agreement
  • Approximately $80.4 million paid to TRA holders, including executives and directors
  • Payment represented present value of estimated future tax-savings obligations

Item 2.01 · Completion of Acquisition or Disposition of Assets

  • Sun Country’s charter and bylaws replaced at merger closing with Merger Sub 1 forms
  • Governance documents now reflect the post-merger corporate structure
  • Amended charter and bylaws filed as Exhibits 3.1 and 3.2 for shareholder review

Item 3.03 · Material Modification to Rights of Security Holders

  • Sun Country common stockholders ceased holding equity rights at the merger’s first effective time
  • Former holders retained only the contractual right to receive merger consideration
  • Transaction eliminates ongoing Sun Country ownership and voting rights for existing shareholders

Item 5.01 · Changes in Control of Registrant

  • Mergers funded through cash on hand and debt financing
  • Financing mix indicates added leverage alongside use of existing liquidity
  • Capital structure impact depends on undisclosed debt amount and terms

Generated from the filing text and exhibits; verify against the original. What 8-K item codes mean

Other Sun Country Airlines Holdings, Inc. 8-K filings

Get the next SNCY 8-K as it lands

Follow SNCY for push alerts, or ask the research agent what this filing means.