TXNM 5.75% convertible notes become convertible Oct 1-Dec 31, 2026 at ~$44.32/share

TXNM ENERGY INC

Holders of the 5.75% Junior Subordinated Convertible Notes due 2054 may convert in Q4 2026 at 22.5654 shares per $1,000 principal, equal to roughly $44.32 per share.
Convertibility triggered because TXNM common stock traded at or above 130% of the $44.32 conversion price on at least 20 of the 30 trading days ended Sept 30, 2026.
Converting holders get an equal principal amount of new 5.75% non-convertible junior subordinated notes due June 1, 2054, plus common stock for any excess conversion value; no cash for principal.
TXNM cautions the non-convertible notes may trade below $1,000 principal and be illiquid, noting its 7.000% junior subordinated notes due 2056 issued Dec 10, 2025.
Blackstone merger at $61.25/share cash would be a make-whole fundamental change; holders could convert for cash for 35 trading days after closing, pending New Mexico PRC approval.

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