8-K filed July 1, 2025, 7:59 PM ET CIK 0001382821

M&A confidence high sentiment neutral materiality 0.90

Rocket completes acquisition of Redfin; Redfin shares delisted and converted into Rocket stock

Redfin Corp

On July 1, 2025, Rocket closed its acquisition of Redfin; each Redfin share converted into 0.7926 shares of Rocket common stock.
Trading of Redfin shares suspended on Nasdaq; delisting and deregistration requested.
Redfin's board replaced; Brian Brown and Varun Krishna appointed as directors.
Redfin's first-lien term loan repaid and terminated upon merger consummation.
Redfin guarantees Rocket's $4B senior notes (6.125% 2030 and 6.375% 2033) and existing Rocket Mortgage notes.

item 1.01 item 1.02 item 2.01 item 2.03 item 3.01 item 3.03 item 5.01 item 5.02 item 5.03 item 9.01

Machine-readable event card

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accession: 0000950142-25-001793
form_type: 8-K
ticker: null
cik: 0001382821
company_name: Redfin Corp
filed_at: 2025-07-01T23:59:59+00:00
discovered_at: 2026-05-14T18:02:43.854169+00:00
generated_at: 2026-05-18T09:55:55.153394+00:00
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event_type: m_and_a
sentiment: neutral
materiality_score: 0.9
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JSON Markdown Plain text

Source-grounded claims

259ff681e29a3c626303e474d8895e7cca751510

Redfin Corp amended convertible notes at 0.50% maturing 2027.

Effective as of July 1, 2025, upon a conversion of the 2027 Notes pursuant to the terms provided for in the indenture governing the 2027 Notes, holders of the 2027 Notes will be entitled to convert each $1,000 principal amount of such 2027 Notes into 8.4744792 shares of Rocket common stock

SEC 8-K Item 2.03/2.04 confidence 0.9 SEC evidence

ef616830cde3ee77f1ed06f4096799171113cc55

Redfin Corp incurred guarantee of $2.0 billion 6.125% senior notes due 2030 and $2.0 billion 6.375% senior notes due 2033 with U.S. Bank Trust Company, National Association, as trustee maturing August 1, 2030 and August 1, 2033.

On July 1, 2025, Redfin entered into a Supplemental Indenture to the Indenture, dated as of June 20, 2025, among Rocket, U.S. Bank Trust Company, National Association, as trustee, and the guarantors party thereto, governing Rocket’s $2.0 billion 6.125% senior notes due 2030 (the “2030 Rocket Notes”) and $2.0 billion 6.375% senior notes due 2033 (the “2033 Rocket Notes” and together with the 2030 Rocket Notes, the “Rocket Notes”), pursuant to which Redfin has agreed to guarantee Rocket’s obligations under the Rocket Notes.

SEC 8-K Item 2.03/2.04 confidence 0.9 SEC evidence

fd10f0f30ed0653a1e2d57581e586ee9210bf8c9

Redfin Corp amended convertible notes at 0.00% maturing 2025.

Effective as of July 1, 2025, upon a conversion of the 2025 Notes pursuant to the terms provided for in the indenture governing the 2025 Notes, holders of the 2025 Notes will be entitled to convert each $1,000 principal amount of such 2025 Notes into 10.9315392 shares of Rocket Class A common stock

SEC 8-K Item 2.03/2.04 confidence 0.9 SEC evidence

73e4b1b29f845f394c28e8534a055d2a0a7a9597

Redfin Corp: Merger Sub's bylaws became the Company's bylaws at the Effective Time.

at the Effective Time, subject to the provisions of the Merger Agreement, Merger Sub’s Bylaws, as in effect immediately prior to the Effective Time, became the bylaws of the Company.

SEC 8-K Item 5.03/5.05/5.06 confidence 0.9 SEC evidence

8ee935724b363c81dfa8880583878cb9a63784a5

Redfin Corp: Certificate of Incorporation amended and restated in its entirety at the Effective Time pursuant to the Merger Agreement.

at the Effective Time, the Certificate of Incorporation of the Company was amended and restated in its entirety to be in the form attached to the Certificate of Merger (the form of which was attached as Exhibit B to the Merger Agreement).

SEC 8-K Item 5.03/5.05/5.06 confidence 0.9 SEC evidence

baeaaefa5015481d37e4ca18c2565e0c5d4798a7

Redfin Corp underwent a change of control involving Rocket Companies, Inc. for 0.7926 shares of Rocket common stock (closed 2025-07-01).

Sub or any of Rocket’s or Merger Sub’s respective wholly owned subsidiaries immediately prior to the Effective Time), was automatically converted into the right to receive 0.7926 shares (the “Exchange Ratio”) of Rocket common stock and cash payable in lieu of fractional shares, without interest and subject to any applicable withholding taxes. In addition,

SEC 8-K Item 2.01/5.01 confidence 0.9 SEC evidence

Comparable filings

XRN

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Chiron Real Estate Inc. June 2, 2026, 4:30 PM ET m_and_a Items 1.01, 2.01, 2.03, 3.02, 3.03, 5.03, 9.01

same fact type: debt_financing, governance_change, ma_transaction same SEC item: 1.01, 2.01, 2.03, 3.03, 5.03, 9.01 same event type: m_and_a similar materiality

This filing

Effective as of July 1, 2025, upon a conversion of the 2027 Notes pursuant to the terms provided for in the indenture governing the 2027 Notes, holders of the 2027 Notes will be entitled to convert each $1,000 principal amount of such 2027 Notes into 8.4744792 shares of Rocket common stock

Comparable filing

In connection with the closing of the acquisitions of the Landing and the Riviera, the Company, through the Operating Partnership, incurred approximately $147 million of additional indebtedness under the Company’s Third Amended and Restated Credit Facility (the “ Credit Facility ”).

Filing page SEC filing

Enviri II Corp

New Enviri completes spin-off; starts trading June 2 under NVRI; ~$1.2B revenue, ~$140M EBITDA

Enviri II Corp June 1, 2026, 5:18 PM ET m_and_a Items 1.01, 2.03, 3.03, 5.03, 5.01, 5.02, 5.05, 7.01, 9.01

same fact type: debt_financing, governance_change, ma_transaction same SEC item: 1.01, 2.03, 3.03, 5.01, 5.02, 5.03, 9.01 same event type: m_and_a similar materiality

This filing

Effective as of July 1, 2025, upon a conversion of the 2027 Notes pursuant to the terms provided for in the indenture governing the 2027 Notes, holders of the 2027 Notes will be entitled to convert each $1,000 principal amount of such 2027 Notes into 8.4744792 shares of Rocket common stock

Comparable filing

The Credit Agreement provides for (i) a revolving credit facility in an aggregate principal amount of $152.0 million (such facility, the “Revolving Credit Facility”)

Filing page SEC filing

OCFC

OceanFirst closes acquisition of Flushing Financial; issues shares to Warburg Pincus

OCEANFIRST FINANCIAL CORP June 1, 2026, 5:19 PM ET m_and_a Items 1.01, 3.02, 2.01, 2.03, 3.03, 5.02, 5.03, 7.01, 9.01

same fact type: debt_financing, ma_transaction same SEC item: 1.01, 2.01, 2.03, 3.03, 5.02, 5.03, 9.01 same event type: m_and_a similar materiality

This filing

Effective as of July 1, 2025, upon a conversion of the 2027 Notes pursuant to the terms provided for in the indenture governing the 2027 Notes, holders of the 2027 Notes will be entitled to convert each $1,000 principal amount of such 2027 Notes into 8.4744792 shares of Rocket common stock

Comparable filing

$65,000,000 in aggregate principal amount of 6.000% Fixed-to-Floating Rate Subordinated Notes due 2032

Filing page SEC filing

CECO

CECO Environmental completes acquisition of Thermon Group Holdings, issues ~22.5M shares and pays $329.4M cash

CECO ENVIRONMENTAL CORP June 1, 2026, 9:16 AM ET m_and_a Items 2.01, 2.03, 5.02, 5.03, 7.01, 9.01

same fact type: debt_financing, governance_change, ma_transaction same SEC item: 2.01, 2.03, 5.02, 5.03, 9.01 same event type: m_and_a similar materiality

This filing

Effective as of July 1, 2025, upon a conversion of the 2027 Notes pursuant to the terms provided for in the indenture governing the 2027 Notes, holders of the 2027 Notes will be entitled to convert each $1,000 principal amount of such 2027 Notes into 8.4744792 shares of Rocket common stock

Comparable filing

and (ii) approximately $290 million borrowed under the revolving credit facility thereunder (the "Revolving Facility"

Filing page SEC filing

AMWD

American Woodmark completes merger with MasterBrand; shareholders receive 5.150 MBC shares per share

AMERICAN WOODMARK CORP May 28, 2026, 9:17 AM ET m_and_a Items 1.02, 2.01, 3.01, 3.03, 5.01, 5.02, 5.03, 7.01, 9.01

same fact type: governance_change, ma_transaction same SEC item: 1.02, 2.01, 3.01, 3.03, 5.01, 5.02, 5.03, 9.01 same event type: m_and_a similar materiality

This filing

at the Effective Time, subject to the provisions of the Merger Agreement, Merger Sub’s Bylaws, as in effect immediately prior to the Effective Time, became the bylaws of the Company.

Comparable filing

the Articles of Incorporation and Bylaws of American Woodmark were each amended and restated in their entirety to be the same as the Articles of Incorporation and Bylaws of Merger Sub as in effect immediately prior to the Effective Time, except that references to Merger Sub’s name were replaced with references to American Woodmark’s name.

Filing page SEC filing

OLOX

Olenox acquires CS Digital for $30M upfront; launches gas-powered data center platform

OLENOX INDUSTRIES INC. May 28, 2026, 8:30 AM ET m_and_a Items 1.01, 5.03, 2.01, 2.03, 3.02, 7.01, 8.01, 9.01

same fact type: debt_financing, governance_change, ma_transaction same SEC item: 1.01, 2.01, 2.03, 5.03, 9.01 same event type: m_and_a similar materiality

This filing

Effective as of July 1, 2025, upon a conversion of the 2027 Notes pursuant to the terms provided for in the indenture governing the 2027 Notes, holders of the 2027 Notes will be entitled to convert each $1,000 principal amount of such 2027 Notes into 8.4744792 shares of Rocket common stock

Comparable filing

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Filing page SEC filing

Veris Residential, L.P.

Veris Residential taken private in $3.5B all-cash acquisition by Affinius Capital consortium

Veris Residential, L.P. May 27, 2026, 4:44 PM ET m_and_a Items 1.02, 2.01, 3.01, 3.03, 5.01, 5.02, 5.03, 8.01, 9.01

same fact type: governance_change, ma_transaction same SEC item: 1.02, 2.01, 3.01, 3.03, 5.01, 5.02, 5.03, 9.01 same event type: m_and_a similar materiality

This filing

at the Effective Time, subject to the provisions of the Merger Agreement, Merger Sub’s Bylaws, as in effect immediately prior to the Effective Time, became the bylaws of the Company.

Comparable filing

Pursuant to the Merger Agreement, following the consummation of the Merger, the Company ceased to exist and Merger Sub I continued as the Surviving Entity. As of the Effective Time, (i) the certificate of formation of Merger Sub I in effect immediately prior to the consummation of the Merger became the certificate of formation of the Surviving Entity, and (ii) the limited liability company agreement of Merger Sub I in effect immediately prior to the consummation of the Merger became the limited liability company agreement of the Surviving Entity.

Filing page SEC filing

FFIC

OceanFirst completes acquisition of Flushing Financial; FFIC holders receive 0.85 OCFC shares

FLUSHING FINANCIAL CORP June 1, 2026, 5:21 PM ET m_and_a Items 2.01, 3.01, 3.03, 5.01, 5.02, 9.01

same fact type: ma_transaction same SEC item: 2.01, 3.01, 3.03, 5.01, 5.02, 9.01 same event type: m_and_a similar materiality

This filing

Sub or any of Rocket’s or Merger Sub’s respective wholly owned subsidiaries immediately prior to the Effective Time), was automatically converted into the right to receive 0.7926 shares (the “Exchange Ratio”) of Rocket common stock and cash payable in lieu of fractional shares, without interest and subject to any applicable withholding taxes. In addition,

Comparable filing

of Flushing (“ Flushing Common Stock ”) issued and outstanding immediately prior to the Effective Time, subject to certain exceptions, was converted into the right to receive 0.85 of a share (the “ Exchange Ratio ”) of common stock, par value $0.01 per share, of OceanFirst (“ OceanFirst Common Stock ” and such consideration, the “ Merger Consideration ”).

Filing page SEC filing

Source: SEC EDGAR

accession 0000950142-25-001793

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