---
schema_version: "secwatch.filing_event.v1"
accession: "0001193125-26-446483"
form_type: "8-K"
ticker: "ARRY"
cik: "0001820721"
company_name: "Array Technologies, Inc."
filed_at: "2026-11-04T15:40:19+00:00"
generated_at: "2026-11-04T15:42:04.396700+00:00"
event_type: "m_and_a"
sentiment: "positive"
materiality_score: 0.95
calibrated_materiality_score: 0.95
confidence: "high"
source: SEC EDGAR
---

# ARRAY to acquire Shoals in stock-for-stock merger; Brandon Moss to lead combined company

## Summary
- Shoals Class A holders receive 1.6931 ARRAY shares per share; merger intended as Section 368(a) reorganization, with no appraisal rights.
- Post-close ARRAY board has 10 directors: four ARRAY designees, four Shoals designees, Shoals CEO Brandon Moss as CEO, and Brad Forth as chairman.
- ARRAY CEO Kevin Hostetler will cease as CEO and board member at the effective time; he is expected to serve as a special advisor during the transition.
- Preferred Stock agreement requires $150M redemption within 90 days at 93% of liquidation preference, then $50M annually at 96%; 1% fee to Blackstone/VP Helios.
- Termination fees: $40.3M payable by ARRAY to Shoals and $22.2M payable by Shoals to ARRAY; outside date May 4, 2027, extendable to Nov 4, 2027.

## SEC filing metadata
- accession: 0001193125-26-446483
- form_type: 8-K
- ticker: ARRY
- cik: 0001820721
- company_name: Array Technologies, Inc.
- filed_at: 2026-11-04T15:40:19+00:00
- event_type: m_and_a
- sentiment: positive
- materiality_score: 0.95
- calibrated_materiality_score: 0.95
- confidence: high
- sec_items: 1.01, 5.02, 7.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1820721/000119312526446483/0001193125-26-446483-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1820721/000119312526446483/d184627d8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001193125-26-446483
- JSON: https://secwatch.observer/filing/0001193125-26-446483.json
- Plain text: https://secwatch.observer/filing/0001193125-26-446483.txt

## Key facts
- Executive change
  Kevin Hostetler departed as Chief Executive Officer at Array Technologies, Inc..
  - Action: cease serving
  - Role: Chief Executive Officer
  source text: In connection with the Merger, Kevin Hostetler, who has served as Chief Executive Officer of ARRAY since April 2022, will cease serving as Chief Executive Officer of ARRAY and as a member on the ARRAY Board, in each case effective as of the Effective Time.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1820721/000119312526446483/0001193125-26-446483-index.htm
- Executive change
  Brandon Moss was appointed as member of the ARRAY Board at Array Technologies, Inc..
  - Action: appointed
  - Role: member of the ARRAY Board
  source text: Pursuant to the Merger Agreement, the ARRAY Board will appoint Brandon Moss, age 48, the current Chief Executive Officer of Shoals, as Chief Executive Officer of ARRAY and as a member of the ARRAY Board, in each case effective as of, and subject to the occurrence of, the Effective Time.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1820721/000119312526446483/0001193125-26-446483-index.htm
- Executive change
  Kevin Hostetler departed as member of the ARRAY Board at Array Technologies, Inc..
  - Action: cease serving
  - Role: member of the ARRAY Board
  source text: In connection with the Merger, Kevin Hostetler, who has served as Chief Executive Officer of ARRAY since April 2022, will cease serving as Chief Executive Officer of ARRAY and as a member on the ARRAY Board, in each case effective as of the Effective Time.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1820721/000119312526446483/0001193125-26-446483-index.htm
- Executive change
  Brandon Moss was appointed as Chief Executive Officer at Array Technologies, Inc..
  - Action: appointed
  - Role: Chief Executive Officer
  source text: Pursuant to the Merger Agreement, the ARRAY Board will appoint Brandon Moss, age 48, the current Chief Executive Officer of Shoals, as Chief Executive Officer of ARRAY and as a member of the ARRAY Board, in each case effective as of, and subject to the occurrence of, the Effective Time.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1820721/000119312526446483/0001193125-26-446483-index.htm

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