8-K current report · filed Jul 14, 2026

WABASH NATIONAL Corp (WNC) 8-K Current Report: July 14, 2026

Item 1.01Item 2.02Item 7.01Item 8.01Item EX-99.1WNC overview

Short answer

WABASH NATIONAL Corp (WNC) filed an 8-K current report with the SEC on July 14, 2026 reporting Item 1.01 (Entry into a Material Definitive Agreement), Item 2.02 (Results of Operations and Financial Condition), Item 7.01 (Regulation FD Disclosure), Item 8.01 (Other Events), Item EX-99.1 (Exhibit EX-99.2). Credit agreement amended July 14, 2026, allowing additional indebtedness up to $150 million.

WABASH NATIONAL Corp 8-K event analysis

AI summary of each reported item and its exhibits

Item 1.01 · Entry into a Material Definitive Agreement

  • Credit agreement amended July 14, 2026, allowing additional indebtedness up to $150 million
  • Capacity supports planned notes offering, increasing Wabash’s financing flexibility
  • New debt permitted beyond existing indebtedness limits, potentially raising leverage and interest obligations
  • Wells Fargo Capital Finance remains administrative agent under amended facility

Item 2.02 · Results of Operations and Financial Condition

  • Planned private placement of convertible senior notes due 2032, subject to market conditions
  • Offering targets qualified institutional buyers under Rule 144A
  • Exhibit 99.1 updates investors with preliminary unaudited results for quarter ended June 30, 2026
  • Convertible debt could add future dilution and increase financing obligations

Item 7.01 · Regulation FD Disclosure

  • Reg FD disclosure relates to a private offering of Notes
  • Notes and potential conversion shares not publicly offered through the 8-K
  • Any securities offering limited to a private offering memorandum
  • Exhibit 99.1 likely contains substantive offering terms for investor review

Item 8.01 · Other Events

  • Wabash commenced a private offering of Notes potentially convertible into common stock
  • Proceeds are expected to support refinancing, lender negotiations, or other corporate purposes
  • Financing introduces potential dilution through shares issuable upon conversion
  • Offering completion and terms remain subject to closing conditions
  • Preliminary unaudited June 30, 2026 results were referenced but not provided in this section

Item EX-99.1 · Exhibit EX-99.2

  • Q2 2026 sales estimated at $413–$421M, down 8%–10% from $458.8M, signaling continued demand pressure
  • GAAP net loss estimated at $23.3–$26.2M versus $9.6M profit-period loss in Q2 2025
  • Adjusted EBITDA estimated at negative $9.7–$12.6M versus positive $16.3M, indicating underlying operating deterioration
  • Backlog exceeded $950M at June 30, offering future revenue visibility despite current weakness
  • Refinancing plans target $275M of revolving credit and $400M of 2028 notes, with proposed $90M minimum liquidity requirement

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