---
schema_version: "secwatch.filing_event.v1"
accession: "0001108426-26-000010"
form_type: "8-K"
ticker: "TXNM"
cik: "0001108426"
company_name: "TXNM ENERGY INC"
filed_at: "2026-03-03T23:59:59+00:00"
generated_at: "2026-05-15T21:59:37.883670+00:00"
event_type: "other_material"
sentiment: "neutral"
materiality_score: 0.45
calibrated_materiality_score: 0.45
confidence: "high"
source: SEC EDGAR
---

# TXNM Energy enters $125M at-the-market equity distribution agreement

## Summary
- Company may sell up to $125M of common stock through BofA, MUFG and Scotia Capital as sales agents.
- Sales may be made via ATM offerings on NYSE or privately negotiated transactions; commissions up to 2%.
- Also may enter forward purchase transactions with Bank of America, MUFG and Bank of Nova Scotia.
- Company not obligated to sell any shares; proceeds expected only upon physical settlement of forward agreements.
- Agreement filed as Exhibit 10.1; legal opinion of Associate General Counsel also included.

## SEC filing metadata
- accession: 0001108426-26-000010
- form_type: 8-K
- ticker: TXNM
- cik: 0001108426
- company_name: TXNM ENERGY INC
- filed_at: 2026-03-03T23:59:59+00:00
- event_type: other_material
- sentiment: neutral
- materiality_score: 0.45
- calibrated_materiality_score: 0.45
- confidence: high
- sec_items: 1.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1108426/000110842626000010/0001108426-26-000010-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1108426/000110842626000010/pnm-20260303.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001108426-26-000010
- JSON: https://secwatch.observer/filing/0001108426-26-000010.json
- Plain text: https://secwatch.observer/filing/0001108426-26-000010.txt

## Key facts
- Material Agreements
  TXNM ENERGY INC entered into Distribution Agreement with BofA Securities, Inc., MUFG Securities Americas Inc. and Scotia Capital (USA) Inc. (each, a "Sales Agent" and collectively, the "Sales Agents") and Bank of America, N.A., MUFG Securities EMEA plc and The Bank of Nova Scotia, as Forward Purchasers valued at $125 million (effective 2026-03-03).
  - Action: entry
  - Agreement: atm program
  - Counterparty: BofA Securities, Inc., MUFG Securities Americas Inc. and Scotia Capital (USA) Inc. (each, a "Sales Agent" and collectively, the "Sales Agents") and Bank of America, N.A., MUFG Securities EMEA plc and The Bank of Nova Scotia, as Forward Purchasers
  - Value: $125 million
  - Effective: 2026-03-03
  source text: On March 3, 2026, TXNM Energy, Inc. (the “Company”) entered into a Distribution Agreement (the “Distribution Agreement”) with BofA Securities, Inc., MUFG Securities Americas Inc. and Scotia Capital (USA) Inc. (each, a “Sales Agent” and collectively, the “Sales Agents”) and Bank of America, N.A., MUFG Securities EMEA plc and The Bank of Nova Scotia, as Forward Purchasers (each, a “Forward Purchaser” and collectively, the “Forward Purchasers”), pursuant to which the Company may sell, from time to time, up to an aggregate sales price of $125 million of its common stock, no par value (the “Shares”), through the Sales Agents.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1108426/000110842626000010/0001108426-26-000010-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.