--- schema_version: "secwatch.filing_event.v1" accession: "0001193125-26-266010" form_type: "8-K" ticker: "WHK" cik: "0001921603" company_name: "WhiteHawk Income Corp" filed_at: "2026-06-10T20:58:54+00:00" generated_at: "2026-06-10T21:00:18.092102+00:00" event_type: "other_material" sentiment: "positive" materiality_score: 0.85 calibrated_materiality_score: 0.85 confidence: "high" source: SEC EDGAR --- # WhiteHawk Minerals completes $200.2M IPO at $26/sh and internalizes management ## Summary - IPO of 7.7M Class A shares at $26.00; gross proceeds $200.2M; listed NYSE under WHK. - Internalization: acquired ManagementCo for 3.75M OpCo units and Class B shares valued at 75% of $130M price. - Earnout of up to 1.25M additional OpCo units/Class B shares tied to EBITDA targets in three earnout years. - Redeemed all Series D preferred stock for ~$39.9M; no preferred shares outstanding. - Appointed Daniel Herz as CEO/President, Jeffrey Slotterback as CFO, Stephen Pilatzke as CAO, Michael Downs as COO. ## SEC filing metadata - accession: 0001193125-26-266010 - form_type: 8-K - ticker: WHK - cik: 0001921603 - company_name: WhiteHawk Income Corp - filed_at: 2026-06-10T20:58:54+00:00 - event_type: other_material - sentiment: positive - materiality_score: 0.85 - calibrated_materiality_score: 0.85 - confidence: high - sec_items: 1.01, 2.01, 2.03, 3.02, 3.03, 5.02, 5.03, 8.01, 9.01 - EDGAR index: https://www.sec.gov/Archives/edgar/data/1921603/000119312526266010/0001193125-26-266010-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1921603/000119312526266010/d150033d8k.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001193125-26-266010 - JSON: https://secwatch.observer/filing/0001193125-26-266010.json - Plain text: https://secwatch.observer/filing/0001193125-26-266010.txt ## Key facts - Equity Issuances WhiteHawk Income Corp issued all outstanding shares of the Company’s Series D preferred stock of preferred stock for $1,000 per share. - Security: preferred stock - Shares: all outstanding shares of the Company’s Series D preferred stock - Consideration: $1,000 per share source text: the Company redeemed all outstanding shares of the Company’s Series D preferred stock, par value $0.0001 per share (the “Series D Preferred Stock”). The Series D Preferred Stock was redeemed for $1,000 per share, plus all accrued but unpaid dividends thereon, if any, plus, if applicable, an additional amount such that each holder receives the Minimum Return (as defined in the Certificate of Designations of the Series D Preferred Stock), for an aggregate redemption amount of approximately $39.9 million (the “Series D Redemption”). evidence_url: https://www.sec.gov/Archives/edgar/data/1921603/000119312526266010/0001193125-26-266010-index.htm - Equity Issuances WhiteHawk Income Corp issued 3,750,000 shares of common stock to Management Contributor. - Security: common stock - Shares: 3,750,000 shares - Purchaser: Management Contributor source text: . Item 3.02 Unregistered Sales of Equity Securities In connection with the Internalization, on June 10, 2026, the Company issued 3,750,000 shares of Class B Common Stock to the Management Contributor, on a one-to-one basis equal to the number of common units of WhiteHawk OpCo it owns. evidence_url: https://www.sec.gov/Archives/edgar/data/1921603/000119312526266010/0001193125-26-266010-index.htm - Executive change Daniel Herz was appointed as Chief Executive Officer and President at WhiteHawk Income Corp. - Action: appointed - Role: Chief Executive Officer and President source text: the appointment of Daniel Herz as Chief Executive Officer and President of the Company evidence_url: https://www.sec.gov/Archives/edgar/data/1921603/000119312526266010/0001193125-26-266010-index.htm - Executive change Stephen Pilatzke was appointed as Chief Accounting Officer at WhiteHawk Income Corp. - Action: appointed - Role: Chief Accounting Officer source text: the appointment of Stephen Pilatzke as Chief Accounting Officer of the Company evidence_url: https://www.sec.gov/Archives/edgar/data/1921603/000119312526266010/0001193125-26-266010-index.htm - Executive change Jeffrey Slotterback was appointed as Chief Financial Officer, Treasurer and Secretary at WhiteHawk Income Corp. - Action: appointed - Role: Chief Financial Officer, Treasurer and Secretary source text: the appointment of Jeffrey Slotterback as Chief Financial Officer, Treasurer and Secretary of the Company evidence_url: https://www.sec.gov/Archives/edgar/data/1921603/000119312526266010/0001193125-26-266010-index.htm - Executive change Michael Downs was appointed as Chief Operating Officer at WhiteHawk Income Corp. - Action: appointed - Role: Chief Operating Officer source text: the appointment of Michael Downs as Chief Operating Officer of the Company evidence_url: https://www.sec.gov/Archives/edgar/data/1921603/000119312526266010/0001193125-26-266010-index.htm - Governance Changes WhiteHawk Income Corp: Amended and restated certificate of incorporation became effective (effective 2026-06-10). - Change: charter amendment - Effective: 2026-06-10 source text: On June 10, 2026, in connection with the Offering, the Company filed its amended and restated certificate of incorporation (the “Certificate of Incorporation”) with the Secretary of State of the State of Delaware evidence_url: https://www.sec.gov/Archives/edgar/data/1921603/000119312526266010/0001193125-26-266010-index.htm - Governance Changes WhiteHawk Income Corp: Amended and restated bylaws became effective (effective 2026-06-10). - Change: bylaw amendment - Effective: 2026-06-10 source text: its amended and restated bylaws (the “Bylaws”) became effective evidence_url: https://www.sec.gov/Archives/edgar/data/1921603/000119312526266010/0001193125-26-266010-index.htm - Material Agreements WhiteHawk Income Corp amended First Amendment to Amended and Restated Credit Agreement with Capital One, National Association valued at Amendment to revolving credit facility updating name, reallocating commitments, amending definitions (effective 2026-06-10). - Action: amendment - Agreement: credit facility - Counterparty: Capital One, National Association - Value: Amendment to revolving credit facility updating name, reallocating commitments, amending definitions - Effective: 2026-06-10 source text: On June 10, 2026, the Company entered into the First Amendment to Amended and Restated Credit Agreement, dated as of June 10, 2026, among WhiteHawk Minerals Corp., as Parent, WhiteHawk Income Operating Partnership L.P., as Borrower, WhiteHawk Income OP GP LLC, as the general partner of the Borrower, the subsidiaries of the Borrower party thereto, as guarantors, Capital One, National Association, as Administrative Agent and Issuing Bank, and the lenders party thereto (the "RCF Amendment") evidence_url: https://www.sec.gov/Archives/edgar/data/1921603/000119312526266010/0001193125-26-266010-index.htm - Material Agreements WhiteHawk Income Corp amended Specified Amendment to Existing Note Purchase Agreement via A&R NPA with U.S. Bank Trust Company, National Association valued at Amendment of issuer under existing note purchase agreement from WhiteHawk Income Corporation to Whit (effective 2026-06-09). - Action: amendment - Agreement: notes offering - Counterparty: U.S. Bank Trust Company, National Association - Value: Amendment of issuer under existing note purchase agreement from WhiteHawk Income Corporation to Whit - Effective: 2026-06-09 source text: On June 9, 2026, the Existing Note Purchase Agreement (as defined in the Amended and Restated Note Purchase Agreement, date as of May 20, 2026, by and among WhiteHawk Income Operating Partnership L.P. (the "Issuer"), WhiteHawk Minerals Corp., as Parent, WhiteHawk Income Operating Partnership L.P., as Borrower, WhiteHawk Income OP GP LLC, as the general partner of the Issuer, the subsidiaries of the Issuer party thereto, as guarantors, U.S. Bank Trust Company, National Association, as agent and collateral agent, and the holders party thereto the "A&R NPA") was amended by the occurrence and effectiveness of the Specified Amendment (as defined in the A&R NPA) under the A&R NPA, the effect of which was to amend the "Issuer" under the Existing Note Purchase Agreement from WhiteHawk Income Corporation to WhiteHawk Income Operating Partnership L.P. evidence_url: https://www.sec.gov/Archives/edgar/data/1921603/000119312526266010/0001193125-26-266010-index.htm - Material Agreements WhiteHawk Income Corp entered into Amended and Restated Limited Partnership Agreement with WhiteHawk Income OP GP LLC valued at Amended and restated limited partnership agreement for WhiteHawk OpCo (effective 2026-06-10). - Action: entry - Agreement: collaboration - Counterparty: WhiteHawk Income OP GP LLC - Value: Amended and restated limited partnership agreement for WhiteHawk OpCo - Effective: 2026-06-10 source text: the Amended and Restated Limited Partnership Agreement of WhiteHawk OpCo, dated June 10, 2026, by and among WhiteHawk OpCo, WhiteHawk Income OP GP LLC, a Delaware limited liability company and the sole general partner of WhiteHawk OpCo ("OP GP"), and its Limited Partners evidence_url: https://www.sec.gov/Archives/edgar/data/1921603/000119312526266010/0001193125-26-266010-index.htm - Material Agreements WhiteHawk Income Corp entered into Registration Rights Agreement with Holders (as defined therein) valued at Registration rights agreement (effective 2026-06-10). - Action: entry - Counterparty: Holders (as defined therein) - Value: Registration rights agreement - Effective: 2026-06-10 source text: and • the Registration Rights Agreement, dated June 10, 2026, by and among the Company and the Holders (as defined therein). evidence_url: https://www.sec.gov/Archives/edgar/data/1921603/000119312526266010/0001193125-26-266010-index.htm - Material Agreements WhiteHawk Income Corp entered into Contribution Agreement with WhiteHawk Management LLC valued at Initial public offering contribution (effective 2026-06-09). - Action: entry - Counterparty: WhiteHawk Management LLC - Value: Initial public offering contribution - Effective: 2026-06-09 source text: the Contribution Agreement, dated June 9, 2026, by and among the Company, WhiteHawk Income Operating Partnership L.P., a Delaware limited partnership ("WhiteHawk OpCo"), WhiteHawk Minerals LLC, a Delaware limited liability company (the "Management Contributor") and WhiteHawk Management LLC, a Delaware limited liability company ("ManagementCo") (the "Contribution Agreement") evidence_url: https://www.sec.gov/Archives/edgar/data/1921603/000119312526266010/0001193125-26-266010-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.