{"schema_version":"secwatch.filing_event.v1","accession":"0001104659-26-112870","form_type":"8-K","ticker":"MOD","cik":"0000067347","company_name":"MODINE MANUFACTURING CO","filed_at":"2026-10-01T20:50:31+00:00","discovered_at":"2026-10-01T20:51:00.445767+00:00","generated_at":"2026-10-12T14:26:34.134910+00:00","sec_items":["1.01","2.01","5.02","7.01","8.01","9.01"],"event_type":"m_and_a","sentiment":"neutral","materiality_score":0.95,"calibrated_materiality_score":0.95,"confidence":"high","headline":"Modine completes spin-off of Performance Technologies and Reverse Morris Trust merger with Gentherm","bullets":["Modine shareholders received 0.44619 Gentherm shares per Modine share; Gentherm issued 23,735,961 shares, giving Modine holders ~43.62% of the combined company.","SpinCo paid Modine $155,991,275 cash (down from $210 million after an exchange-ratio adjustment); Modine used it to prepay borrowings under its Sixth Amended and Restated Credit Agreement.","The Performance Technologies business was valued at approximately $946.4 million; Gentherm declared a $2.07 per share special dividend payable Oct. 7, 2026.","Jeremy M. Patten ceased serving as President, Performance Technologies; Paul A. Mascarenas was appointed to Gentherm's board effective at closing.","Modine plans a special shareholder meeting within three months to approve renaming the company Modexus Solutions; MOD will keep its NYSE ticker."],"urls":{"canonical":"https://secwatch.observer/filing/0001104659-26-112870","json":"https://secwatch.observer/filing/0001104659-26-112870.json","markdown":"https://secwatch.observer/filing/0001104659-26-112870.md","text":"https://secwatch.observer/filing/0001104659-26-112870.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/67347/000110465926112870/0001104659-26-112870-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/67347/000110465926112870/tm2626618d1_8k.htm"},"model":{"generated_by":"deepseek-v4.1-flash:cloud@v2","generated_at":"2026-10-12T14:26:34.134910+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}