8-K filed April 27, 2026, 7:59 PM ET ticker YSWY CIK 0001859836

other material confidence high sentiment positive materiality 0.80

Yesway completes IPO of 16.1M shares at $20, raises $322M gross

Yesway, Inc.

Sold 14M IPO shares plus 2.1M over-allotment shares at $20.00; gross proceeds $322M.
Elected directors: Thomas W. Brown, Shauna J. Clark, Ronald C. Lewis, Greg M. Papazian, Jill A. Soltau; committee assignments set.
Authorized capital: 500M Class A common, 150M Class B common, 10M preferred shares.
Entered Tax Receivable Agreement, LLC agreement, Stockholders Agreement, Registration Rights Agreement.
Issued 15.1M Class A shares to Blocker Shareholders and 32.0M Class B shares to Continuing Equity Owners.

item 1.01 item 3.02 item 3.03 item 5.03 item 5.02 item 8.01 item 9.01

Machine-readable event card

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accession: 0001104659-26-049520
form_type: 8-K
ticker: YSWY
cik: 0001859836
company_name: Yesway, Inc.
filed_at: 2026-04-27T23:59:59+00:00
discovered_at: 2026-05-14T18:02:33.164463+00:00
generated_at: 2026-05-15T03:57:51.412604+00:00
sec_items: ["1.01", "3.02", "3.03", "5.03", "5.02", "8.01", "9.01"]
event_type: other_material
sentiment: positive
materiality_score: 0.8
calibrated_materiality_score: 0.8
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Source-grounded claims

14d6ab2362b7409d5a5cf2a46f184b6936a033ca

Yesway, Inc.: Company amended and restated its articles of incorporation (Charter) with the Secretary of State of Delaware on April 21, 2026, providing for authorized capital stock of 500,000,000 Class A common, 150,000,000 Class B common and 10,000,000 preferred shares (effective 2026-04-21).

On April 21, 2026, the Company amended and restated its articles of incorporation (the “Charter”) with the Secretary of State of the State of Delaware

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

8de4b18002ea4774e17159420bd0d0a9f17c0763

Yesway, Inc.: Company's amended and restated bylaws (Bylaws) became effective on April 21, 2026, as previously filed as Exhibit 3.2 to the Registration Statement (effective 2026-04-21).

the Company’s amended and restated bylaws (the “Bylaws”), in the form previously filed as Exhibit 3.2 to the Registration Statement, became effective

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

51fe0ce8b72dc113060001aa68b325cbcc1577f4

Yesway, Inc. entered into Stockholders Agreement with the Company and the Brookwood Parties (effective 2026-04-21).

• a Stockholders Agreement, dated April 21, 2026, by and among the Company and the Brookwood Parties (as defined therein), a copy of which is filed as Exhibit 10.3 to this Current Report

SEC 8-K Item 1.01/1.02 confidence 0.9 SEC evidence

ac749b61209d3515839123b060873df65fb62baf

Yesway, Inc. entered into Tax Receivable Agreement with BW Ultimate Parent, LLC, the TRA Parties, the Brookwood Nominee (effective 2026-04-21).

a Tax Receivable Agreement, dated April 21, 2026, by and among the Company, BW Ultimate Parent, LLC, the TRA Parties (as defined therein), the Brookwood Nominee (as defined therein), and each of the other Persons (as defined therein) from time to time party thereto

SEC 8-K Item 1.01/1.02 confidence 0.9 SEC evidence

ca81f1db5feb171b7e02e9f69ff8da37f42ce342

Yesway, Inc. entered into Fourth Amended and Restated Limited Liability Company Agreement of BW Ultimate Parent, LLC with BW Ultimate Parent, LLC, the Company and the other Members (effective 2026-04-21).

a Fourth Amended and Restated Limited Liability Company Agreement of BW Ultimate Parent, LLC, dated April 21, 2026, by and among BW Ultimate Parent, LLC, the Company and the other Members (as defined therein)

SEC 8-K Item 1.01/1.02 confidence 0.9 SEC evidence

d70690fcf918d5006696ecf143c57a5a2ddc83bc

Yesway, Inc. entered into Registration Rights Agreement with the Company and each other Person identified on the Schedule of Holders (effective 2026-04-21).

a Registration Rights Agreement, dated April 21, 2026, by and among the Company and each other Person identified on the Schedule of Holders (as defined therein) attached thereto

SEC 8-K Item 1.01/1.02 confidence 0.9 SEC evidence

Comparable filings

DGAC

Disciplined Growth Acquisition Corp. closes $150M IPO on NYSE

DISCIPLINED GROWTH ACQUISITION Corp June 1, 2026, 4:15 PM ET other_material Items 1.01, 3.02, 5.02, 5.03, 8.01, 9.01

same fact type: governance_change, material_agreement same SEC item: 1.01, 3.02, 5.02, 5.03, 8.01, 9.01 same event type: other_material similar materiality

This filing

On April 21, 2026, the Company amended and restated its articles of incorporation (the “Charter”) with the Secretary of State of the State of Delaware

Comparable filing

On May 26, 2026, in connection with the IPO, the Company filed its amended and restated memorandum and articles of association (the “Amended and Restated Memorandum and Articles of Association”) with the Cayman Islands Registrar of Companies, which was effective on May 26, 2026.

Filing page SEC filing

SAGU

Shreya Acquisition Group closes $110M IPO, 11M units at $10 each on NYSE

Shreya Acquisition Group May 11, 2026, 7:59 PM ET other_material Items 1.01, 3.02, 5.02, 5.03, 8.01, 9.01

same fact type: governance_change, material_agreement same SEC item: 1.01, 3.02, 5.02, 5.03, 8.01, 9.01 same event type: other_material similar materiality

This filing

On April 21, 2026, the Company amended and restated its articles of incorporation (the “Charter”) with the Secretary of State of the State of Delaware

Comparable filing

On May 6, 2026, and in connection with the IPO, the Company adopted its Amended and Restated Memorandum and Articles of Association.

Filing page SEC filing

SUJA

Suja Life completes IPO of 8.9M shares at $21/share; closes May 8, 2026

SUJA LIFE, INC. May 8, 2026, 7:59 PM ET other_material Items 1.01, 3.02, 3.03, 5.03, 5.02, 9.01

same fact type: governance_change, material_agreement same SEC item: 1.01, 3.02, 3.03, 5.02, 5.03, 9.01 same event type: other_material similar materiality

This filing

On April 21, 2026, the Company amended and restated its articles of incorporation (the “Charter”) with the Secretary of State of the State of Delaware

Comparable filing

On May 7, 2026, the Company filed an amended and restated certificate of incorporation (the “Certificate of Incorporation”) with the Secretary of State of the State of Delaware

Filing page SEC filing

CLRB

Cellectar raises ~$35M via stock/warrant offering; reports positive 12-mo Phase 2b WM data

Cellectar Biosciences, Inc. May 8, 2026, 7:59 PM ET other_material Items 1.01, 3.02, 8.01, 9.01

same fact type: material_agreement same SEC item: 1.01, 3.02, 8.01, 9.01 same event type: other_material similar materiality

This filing

• a Stockholders Agreement, dated April 21, 2026, by and among the Company and the Brookwood Parties (as defined therein), a copy of which is filed as Exhibit 10.3 to this Current Report

Comparable filing

pursuant to an additional securities purchase agreement with certain members of the executive management team of the Company (the “Management Purchase Agreement”

Filing page SEC filing

ADT

Apollo sells all 102M ADT shares; ADT repurchases 29.1M shares in $1.5B plan

ADT Inc. May 8, 2026, 7:59 PM ET other_material Items 5.02, 5.03, 8.01, 9.01

same fact type: governance_change same SEC item: 5.02, 5.03, 8.01, 9.01 same event type: other_material similar materiality

This filing

On April 21, 2026, the Company amended and restated its articles of incorporation (the “Charter”) with the Secretary of State of the State of Delaware

Comparable filing

On May 8, 2026, the Board approved an amendment and restatement of the Company’s Amended and Restated Bylaws, dated as of September 15, 2023 (as amended, the “ Bylaws ”), to remove references related to Apollo and the Amended and Restated Stockholders Agreement, dated December 14, 2018, between the Company, Prime Security Services TopCo Parent, L.P., and the Co-Investors.

Filing page SEC filing

CUK

Carnival completes DLC unification and redomiciliation to Bermuda; Carnival plc now a subsidiary

CARNIVAL PLC May 7, 2026, 7:59 PM ET other_material Items 1.02, 2.01, 3.01, 3.02, 3.03, 5.01, 5.03, 7.01, 9.01

same fact type: governance_change same SEC item: 3.02, 3.03, 5.03, 9.01 same event type: other_material similar materiality

This filing

On April 21, 2026, the Company amended and restated its articles of incorporation (the “Charter”) with the Secretary of State of the State of Delaware

Comparable filing

In addition, Carnival Corporation also migrated its jurisdiction of incorporation from the Republic of Panama to Bermuda and changed its name to "Carnival Corporation Ltd." (the "Redomiciliation" and, together with the DLC Unification, the "DLC Unification and Redomiciliation Transactions").

Filing page SEC filing

KRMN

Selling stockholders price upsized secondary offering of 14M shares at $61/share for ~$854M gross proceeds

Karman Holdings Inc. June 1, 2026, 5:28 PM ET other_material Items 1.01, 7.01, 8.01, 9.01

same fact type: material_agreement same SEC item: 1.01, 8.01, 9.01 same event type: other_material similar materiality

This filing

• a Stockholders Agreement, dated April 21, 2026, by and among the Company and the Brookwood Parties (as defined therein), a copy of which is filed as Exhibit 10.3 to this Current Report

Comparable filing

On May 28, 2026, Karman Holdings Inc. (the “Company”) entered into an underwriting agreement (the “Underwriting Agreement”) with the persons named in Schedule II thereto (the “Selling Stockholders”) and Citigroup Global Markets Inc. and Evercore Group L.L.C., as the underwriters (the “Underwriters”), pursuant to which the Selling Stockholders agreed to sell 14,000,000 shares of common stock, par value $0.001 per share, of the Company (the “Common Stock”) at a public offering price of $61.00 per share (the “Offering Price”), less underwriting discounts and commissions (the “Offering”).

Filing page SEC filing

XRN

Chiron Real Estate enters $100M preferred equity deal with Maewyn XRN LP

Chiron Real Estate Inc. May 8, 2026, 7:59 PM ET other_material Items 1.01, 3.02, 9.01

same fact type: material_agreement same SEC item: 1.01, 3.02, 9.01 same event type: other_material similar materiality

This filing

• a Stockholders Agreement, dated April 21, 2026, by and among the Company and the Brookwood Parties (as defined therein), a copy of which is filed as Exhibit 10.3 to this Current Report

Comparable filing

In connection with the Private Placement, on May 6, 2026, the Company and the Purchasers entered an Investor Rights Agreement.

Filing page SEC filing

Source: SEC EDGAR

accession 0001104659-26-049520

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