{"schema_version":"secwatch.filing_event.v1","accession":"0001193125-23-199199","form_type":"8-K","ticker":null,"cik":"0001124941","company_name":"BEACON ROOFING SUPPLY INC","filed_at":"2023-07-31T23:59:59+00:00","discovered_at":"2026-05-14T18:03:33.193352+00:00","generated_at":"2026-06-12T21:46:18.090737+00:00","sec_items":["1.01","8.01","2.03","5.02","9.01"],"event_type":"other_material","sentiment":"positive","materiality_score":0.85,"calibrated_materiality_score":0.85,"confidence":"high","headline":"Beacon closes $600M 6.5% notes offering, repurchases all Series A Preferred for $805M","bullets":["Issued $600M 6.500% senior secured notes due 2030 at par; net proceeds used to fund preferred stock repurchase.","Repurchased all 400,000 Series A Preferred shares from CD&R for $805.4M; eliminates $24M annual preferred dividends.","Repurchase reduces diluted share count by 9.69M shares and is immediately accretive to EPS.","Nathan Sleeper resigns from board; Stuart Randle succeeds Philip Knisely as non-executive chair effective Aug. 1, 2023."],"urls":{"canonical":"https://secwatch.observer/filing/0001193125-23-199199","json":"https://secwatch.observer/filing/0001193125-23-199199.json","markdown":"https://secwatch.observer/filing/0001193125-23-199199.md","text":"https://secwatch.observer/filing/0001193125-23-199199.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1124941/000119312523199199/0001193125-23-199199-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1124941/000119312523199199/d530882d8k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-12T21:46:18.090737+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":[{"claim_id":"56bae5a5f9935a0bc76218903b272665b440aa3a","claim":"BEACON ROOFING SUPPLY INC incurred senior notes of $600.0 million with qualified institutional buyers and non-U.S. persons at 6.500% maturing August 1, 2030.","evidence_excerpt":"On July 31, 2023 (the “Closing Date”), Beacon Roofing Supply, Inc., a Delaware corporation (the “Company”), completed the previously announced private offering of $600.0 million aggregate principal amount of its 6.500% Senior Secured Notes due 2030 (the “Notes”) at an issue price of 100%.","evidence_source":"SEC 8-K Item 2.03/2.04","evidence_url":"https://www.sec.gov/Archives/edgar/data/1124941/000119312523199199/0001193125-23-199199-index.htm","confidence":0.99,"family_label":"Debt Financings","details":[{"label":"Instrument","value":"senior notes"},{"label":"Principal","value":"$600.0 million"},{"label":"Counterparty","value":"qualified institutional buyers and non-U.S. persons"},{"label":"Rate","value":"6.500%"},{"label":"Maturity","value":"August 1, 2030"},{"label":"Event","value":"incurrence"}],"fact_type":"debt_financing"},{"claim_id":"39079aeacf","claim":"Philip Knisely changed role as Director at BEACON ROOFING SUPPLY INC.","evidence_excerpt":"Mr. Knisely stepped down as the non-executive Chairman of the Board, but will continue to serve as a member of the Board.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1124941/000119312523199199/0001193125-23-199199-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"stepped down as non-executive Chairman"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"598d6ab8a3","claim":"Stuart Randle was appointed as non-executive Chairman at BEACON ROOFING SUPPLY INC.","evidence_excerpt":"The Board has appointed Mr. Stuart Randle, currently the Company’s lead independent director, to succeed Mr. Knisely as the Company’s non-executive Chairman, effective as of August 1, 2023.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1124941/000119312523199199/0001193125-23-199199-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"appointed"},{"label":"Role","value":"non-executive Chairman"}],"fact_type":"executive_change"},{"claim_id":"772e3a4ebb","claim":"Nathan Sleeper resigned as Director at BEACON ROOFING SUPPLY INC.","evidence_excerpt":"The Board determined to accept Mr. Sleeper’s offer of resignation and such resignation is effective as of the Closing Date.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1124941/000119312523199199/0001193125-23-199199-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"resigned"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"e01d6a1f7ff1b3576f8382fd281bbf552902728d","claim":"BEACON ROOFING SUPPLY INC entered into 6.500% Senior Secured Notes due 2030 with investors valued at 600,000,000 (effective 2023-07-31).","evidence_excerpt":"On July 31, 2023 (the “Closing Date”), Beacon Roofing Supply, Inc., a Delaware corporation (the “Company”), completed the previously announced private offering of $600.0 million aggregate principal amount of its 6.500% Senior Secured Notes due 2030 (the “Notes”) at an issue price of 100%.","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1124941/000119312523199199/0001193125-23-199199-index.htm","confidence":0.9,"family_label":"Material Agreements","details":[{"label":"Action","value":"entry"},{"label":"Agreement","value":"notes offering"},{"label":"Counterparty","value":"investors"},{"label":"Value","value":"600,000,000"},{"label":"Effective","value":"2023-07-31"}],"fact_type":"material_agreement"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}