{"schema_version":"secwatch.filing_event.v1","accession":"0001628280-26-016031","form_type":"8-K","ticker":"HUM","cik":"0000049071","company_name":"HUMANA INC","filed_at":"2026-03-09T23:59:59+00:00","discovered_at":"2026-05-14T18:02:37.425242+00:00","generated_at":"2026-05-15T18:20:26.218427+00:00","sec_items":["1.01","2.03","9.01"],"event_type":"debt","sentiment":"neutral","materiality_score":0.55,"calibrated_materiality_score":0.55,"confidence":"high","headline":"Humana issues $1.0B in 6.625% junior subordinated notes due 2056","bullets":["Net proceeds ~$986M after discounts and expenses; proceeds for general corporate purposes including commercial paper repayment.","Notes pay 6.625% fixed through Sep 15, 2031, then reset every 5 years at 5yr UST + 2.891% with a 6.625% floor.","Issued under amended indenture with Bank of New York Mellon as trustee; unsecured and subordinated to senior debt.","Optional deferral of interest for up to 10 consecutive years if no event of default."],"urls":{"canonical":"https://secwatch.observer/filing/0001628280-26-016031","json":"https://secwatch.observer/filing/0001628280-26-016031.json","markdown":"https://secwatch.observer/filing/0001628280-26-016031.md","text":"https://secwatch.observer/filing/0001628280-26-016031.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/49071/000162828026016031/0001628280-26-016031-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/49071/000162828026016031/hum-20260305.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-05-15T18:20:26.218427+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":"c974d87936184284cab6ebabb6b98cf354827e80","claim":"HUMANA INC incurred senior notes of $1.0 billion aggregate principal amount of its 6.625% Fixed-to-Fixed Rate Junior Subordinated Notes due 2056 with The Bank of New York Mellon Trust Company, N.A., as trustee at annual rate of 6.625% to, but excluding September 15, 2031, following which such maturing September 15, 2056.","evidence_excerpt":"The Subordinated Notes bear interest at an annual rate of 6.625% to, but excluding September 15, 2031, following which such rate will reset in successive five-year periods until maturity at a rate equal to Five-year U.S. Treasury Rate as of the Reset Interest Determination Date (each as defined in the First Supplemental Indenture) plus 2.891%; provided, that any such interest rate will not reset below 6.625%.","evidence_source":"SEC 8-K Item 2.03/2.04","evidence_url":"https://www.sec.gov/Archives/edgar/data/49071/000162828026016031/0001628280-26-016031-index.htm","confidence":0.9},{"claim_id":"0d4fd198cc3f4bb496f94780b64fffa7fc49c794","claim":"HUMANA INC entered into Underwriting Agreement with Goldman Sachs & Co. LLC, J.P. Morgan Securities LLC, Mizuho Securities USA LLC, Truist Securities, Inc. and Wells Fargo Securities, LLC valued at $1.0 billion (effective 2026-03-05).","evidence_excerpt":"On March 5, 2026, Humana Inc. (the “Company”) entered into an underwriting agreement (the “Underwriting Agreement”) with Goldman Sachs & Co. LLC, J.P. Morgan Securities LLC, Mizuho Securities USA LLC, Truist Securities, Inc. and Wells Fargo Securities, LLC, as representatives of the several underwriters (together, the “Underwriters”), pursuant to which the Company agreed to issue and sell to the Underwriters $1.0 billion aggregate principal amount of its 6.625% Fixed-to-Fixed Rate Junior Subordinated Notes due 2056","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/49071/000162828026016031/0001628280-26-016031-index.htm","confidence":0.9},{"claim_id":"68e42ddf6e85424fa87494e8149fe38f9bc4dbce","claim":"HUMANA INC entered into Original Indenture with The Bank of New York Mellon Trust Company, N.A. (effective 2026-03-05).","evidence_excerpt":"The Subordinated Notes were issued under an amended and restated indenture dated as of March 5, 2026, by and between the Company and The Bank of New York Mellon Trust Company, N.A., as trustee (the “Trustee”) (the “Original Indenture\")","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/49071/000162828026016031/0001628280-26-016031-index.htm","confidence":0.9},{"claim_id":"ae351fe8b4722ccdec98b84049a0a949c0022ddc","claim":"HUMANA INC entered into First Supplemental Indenture with The Bank of New York Mellon Trust Company, N.A. (effective 2026-03-09).","evidence_excerpt":"as supplemented by a first supplemental indenture, dated as of March 9, 2026, by and between the Company and the Trustee relating to the Subordinated Notes (the “First Supplemental Indenture”","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/49071/000162828026016031/0001628280-26-016031-index.htm","confidence":0.9}],"comparable_filings":[{"accession":"0001193125-26-252668","ticker":"BTU","company_name":"PEABODY ENERGY CORP","filed_at":"2026-06-02T14:17:48+00:00","headline":"Peabody prices $250M convertible notes due 2031, repurchases $241.2M of 2028 notes","event_type":"debt","sec_items":["1.01","2.03","3.02","9.01"],"materiality_score":0.65,"calibrated_materiality_score":0.65,"match_reasons":["same fact type: debt_financing, material_agreement","same SEC item: 1.01, 2.03, 9.01","same event type: debt","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001193125-26-252668","json":"https://secwatch.observer/filing/0001193125-26-252668.json","markdown":"https://secwatch.observer/filing/0001193125-26-252668.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1064728/000119312526252668/0001193125-26-252668-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1064728/000119312526252668/d112966d8k.htm"},"side_by_side_evidence":{"fact_type":"debt_financing","source_excerpt":"The Subordinated Notes bear interest at an annual rate of 6.625% to, but excluding September 15, 2031, following which such rate will reset in successive five-year periods until maturity at a rate equal to Five-year U.S. Treasury Rate as of the Reset Interest Determination Date (each as defined in the First Supplemental Indenture) plus 2.891%; provided, that any such interest rate will not reset below 6.625%.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/49071/000162828026016031/0001628280-26-016031-index.htm","comparable_excerpt":"additional $25 million in aggregate principal amount of the Notes (together with the “Initial Notes,” the “Notes”), bringing the total aggregate principal amount of the Notes to $250 million. On June 2, 2026, the Company completed the private offering of the Notes. The Notes are senior unsecured obligations of the Company. The net proceeds from this offering were","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1064728/000119312526252668/0001193125-26-252668-index.htm"}},{"accession":"0001882781-26-000041","ticker":"CBLO","company_name":"C2 Blockchain, Inc.","filed_at":"2026-06-02T14:08:44+00:00","headline":"C2 Blockchain raises $130K and up to $1.2M via convertible notes with heavy dilution","event_type":"debt","sec_items":["1.01","2.03","3.02","9.01"],"materiality_score":0.65,"calibrated_materiality_score":0.65,"match_reasons":["same fact type: debt_financing, material_agreement","same SEC item: 1.01, 2.03, 9.01","same event type: debt","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001882781-26-000041","json":"https://secwatch.observer/filing/0001882781-26-000041.json","markdown":"https://secwatch.observer/filing/0001882781-26-000041.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1882781/000188278126000041/0001882781-26-000041-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1882781/000188278126000041/form8k6226o.htm"},"side_by_side_evidence":{"fact_type":"debt_financing","source_excerpt":"The Subordinated Notes bear interest at an annual rate of 6.625% to, but excluding September 15, 2031, following which such rate will reset in successive five-year periods until maturity at a rate equal to Five-year U.S. Treasury Rate as of the Reset Interest Determination Date (each as defined in the First Supplemental Indenture) plus 2.891%; provided, that any such interest rate will not reset below 6.625%.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/49071/000162828026016031/0001628280-26-016031-index.htm","comparable_excerpt":"On May 22, 2026, the Company entered into a Securities Purchase Agreement with Auctus Fund, LLC (“Auctus”), pursuant to which the Company issued and sold a Promissory Note in the principal amount of $130,000 (the “Auctus Note”).","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1882781/000188278126000041/0001882781-26-000041-index.htm"}},{"accession":"0001993004-26-000044","ticker":"NWE","company_name":"NorthWestern Energy Group, Inc.","filed_at":"2026-06-02T11:22:44+00:00","headline":"NorthWestern Energy subsidiary enters $225M secured term loan, repays revolver","event_type":"debt","sec_items":["1.01","2.03","9.01"],"materiality_score":0.5,"calibrated_materiality_score":0.5,"match_reasons":["same fact type: debt_financing, material_agreement","same SEC item: 1.01, 2.03, 9.01","same event type: debt","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001993004-26-000044","json":"https://secwatch.observer/filing/0001993004-26-000044.json","markdown":"https://secwatch.observer/filing/0001993004-26-000044.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1993004/000199300426000044/0001993004-26-000044-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1993004/000199300426000044/nwe-20260527.htm"},"side_by_side_evidence":{"fact_type":"debt_financing","source_excerpt":"The Subordinated Notes bear interest at an annual rate of 6.625% to, but excluding September 15, 2031, following which such rate will reset in successive five-year periods until maturity at a rate equal to Five-year U.S. Treasury Rate as of the Reset Interest Determination Date (each as defined in the First Supplemental Indenture) plus 2.891%; provided, that any such interest rate will not reset below 6.625%.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/49071/000162828026016031/0001628280-26-016031-index.htm","comparable_excerpt":"NW Corp's obligations under the Term Loan are secured by a $225 million first mortgage bond","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1993004/000199300426000044/0001993004-26-000044-index.htm"}},{"accession":"0001140361-26-023577","ticker":"TCPC","company_name":"BlackRock TCP Capital Corp.","filed_at":"2026-06-01T20:50:02+00:00","headline":"BlackRock TCP Capital closes $535.8M CLO securitization, repays existing debt facilities","event_type":"debt","sec_items":["1.01","1.02","2.03","9.01"],"materiality_score":0.6,"calibrated_materiality_score":0.6,"match_reasons":["same fact type: debt_financing, material_agreement","same SEC item: 1.01, 2.03, 9.01","same event type: debt","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001140361-26-023577","json":"https://secwatch.observer/filing/0001140361-26-023577.json","markdown":"https://secwatch.observer/filing/0001140361-26-023577.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1370755/000114036126023577/0001140361-26-023577-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1370755/000114036126023577/ef20075169_8k.htm"},"side_by_side_evidence":{"fact_type":"debt_financing","source_excerpt":"The Subordinated Notes bear interest at an annual rate of 6.625% to, but excluding September 15, 2031, following which such rate will reset in successive five-year periods until maturity at a rate equal to Five-year U.S. Treasury Rate as of the Reset Interest Determination Date (each as defined in the First Supplemental Indenture) plus 2.891%; provided, that any such interest rate will not reset below 6.625%.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/49071/000162828026016031/0001628280-26-016031-index.htm","comparable_excerpt":"Item 1.01. Entry into a Material Definitive Agreement. On May 27, 2026 (the \" Closing Date \"), BlackRock TCP Capital Corp. (the \" Company \"), through its subsidiary, completed a $535,780,000 securitization of certain loans held by a subsidiary of the Company (the \" CLO Transaction \"). On the Closing Date and in connection with the CLO Transaction, BlackRock DLF 2026-C","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1370755/000114036126023577/0001140361-26-023577-index.htm"}},{"accession":"0000785161-26-000161","ticker":"EHC","company_name":"Encompass Health Corp","filed_at":"2026-06-01T20:26:16+00:00","headline":"Encompass Health issues $500M 5.875% notes due 2034; to redeem $400M of 4.500% notes due 2028","event_type":"debt","sec_items":["1.01","2.03","9.01"],"materiality_score":0.5,"calibrated_materiality_score":0.5,"match_reasons":["same fact type: debt_financing, material_agreement","same SEC item: 1.01, 2.03, 9.01","same event type: debt","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0000785161-26-000161","json":"https://secwatch.observer/filing/0000785161-26-000161.json","markdown":"https://secwatch.observer/filing/0000785161-26-000161.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/785161/000078516126000161/0000785161-26-000161-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/785161/000078516126000161/ehc-20260529.htm"},"side_by_side_evidence":{"fact_type":"debt_financing","source_excerpt":"The Subordinated Notes bear interest at an annual rate of 6.625% to, but excluding September 15, 2031, following which such rate will reset in successive five-year periods until maturity at a rate equal to Five-year U.S. Treasury Rate as of the Reset Interest Determination Date (each as defined in the First Supplemental Indenture) plus 2.891%; provided, that any such interest rate will not reset below 6.625%.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/49071/000162828026016031/0001628280-26-016031-index.htm","comparable_excerpt":"On May 29, 2026, Encompass Health Corporation (the “Company”) completed the issuance and sale of $500 million in aggregate principal amount of its 5.875% Senior Notes due 2034 (the “Notes”), along with the related guarantees of the Notes by certain of the Company’s subsidiaries (the “Guarantees”), in a private offering.","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/785161/000078516126000161/0000785161-26-000161-index.htm"}},{"accession":"0001628280-26-039479","ticker":"VVX","company_name":"V2X, Inc.","filed_at":"2026-06-01T20:10:20+00:00","headline":"V2X refinances $868.5M term loans with new tranche maturing 2030; SOFR+2% margin","event_type":"debt","sec_items":["1.01","2.03","9.01"],"materiality_score":0.65,"calibrated_materiality_score":0.65,"match_reasons":["same fact type: debt_financing, material_agreement","same SEC item: 1.01, 2.03, 9.01","same event type: debt","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001628280-26-039479","json":"https://secwatch.observer/filing/0001628280-26-039479.json","markdown":"https://secwatch.observer/filing/0001628280-26-039479.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1601548/000162828026039479/0001628280-26-039479-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1601548/000162828026039479/vec-20260529.htm"},"side_by_side_evidence":{"fact_type":"debt_financing","source_excerpt":"The Subordinated Notes bear interest at an annual rate of 6.625% to, but excluding September 15, 2031, following which such rate will reset in successive five-year periods until maturity at a rate equal to Five-year U.S. Treasury Rate as of the Reset Interest Determination Date (each as defined in the First Supplemental Indenture) plus 2.891%; provided, that any such interest rate will not reset below 6.625%.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/49071/000162828026016031/0001628280-26-016031-index.htm","comparable_excerpt":"The Amendment provides for, among other things, a new tranche of term loans under the Credit Agreement in an aggregate original principal amount of $868,522,978.38 (the “New Term Loans”), which New Term Loans replace or refinance in full all of the existing term loans outstanding under the Credit Agreement (as in effect immediately prior to the Amendment), as further set forth in the Amendment. The New Term Loans mature on December 6, 2030.","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1601548/000162828026039479/0001628280-26-039479-index.htm"}},{"accession":"0001213900-26-054183","ticker":"EMAT","company_name":"Evolution Metals & Technologies Corp.","filed_at":"2026-05-11T23:59:59+00:00","headline":"EMAT secures $100M convertible debenture facility from Yorkville; first $20M tranche issued","event_type":"debt","sec_items":["1.01","2.03","3.02","7.01","9.01"],"materiality_score":0.7,"calibrated_materiality_score":0.7,"match_reasons":["same fact type: debt_financing, material_agreement","same SEC item: 1.01, 2.03, 9.01","same event type: debt","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001213900-26-054183","json":"https://secwatch.observer/filing/0001213900-26-054183.json","markdown":"https://secwatch.observer/filing/0001213900-26-054183.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1866226/000121390026054183/0001213900-26-054183-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1866226/000121390026054183/ea0290073-8k_evolution.htm"},"side_by_side_evidence":{"fact_type":"debt_financing","source_excerpt":"The Subordinated Notes bear interest at an annual rate of 6.625% to, but excluding September 15, 2031, following which such rate will reset in successive five-year periods until maturity at a rate equal to Five-year U.S. Treasury Rate as of the Reset Interest Determination Date (each as defined in the First Supplemental Indenture) plus 2.891%; provided, that any such interest rate will not reset below 6.625%.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/49071/000162828026016031/0001628280-26-016031-index.htm","comparable_excerpt":"The first Convertible Debenture (the “First Debenture”) in the principal amount of $20,000,000 was issued on May 7, 2026.","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1866226/000121390026054183/0001213900-26-054183-index.htm"}},{"accession":"0000008947-26-000108","ticker":"AZZ","company_name":"AZZ INC","filed_at":"2026-05-08T23:59:59+00:00","headline":"AZZ refinances revolver; maturity extended to 2029, margins cut 50 bps","event_type":"debt","sec_items":["1.01","2.03","9.01"],"materiality_score":0.65,"calibrated_materiality_score":0.65,"match_reasons":["same fact type: debt_financing, material_agreement","same SEC item: 1.01, 2.03, 9.01","same event type: debt","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0000008947-26-000108","json":"https://secwatch.observer/filing/0000008947-26-000108.json","markdown":"https://secwatch.observer/filing/0000008947-26-000108.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/8947/000000894726000108/0000008947-26-000108-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/8947/000000894726000108/azz-20260507.htm"},"side_by_side_evidence":{"fact_type":"debt_financing","source_excerpt":"The Subordinated Notes bear interest at an annual rate of 6.625% to, but excluding September 15, 2031, following which such rate will reset in successive five-year periods until maturity at a rate equal to Five-year U.S. Treasury Rate as of the Reset Interest Determination Date (each as defined in the First Supplemental Indenture) plus 2.891%; provided, that any such interest rate will not reset below 6.625%.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/49071/000162828026016031/0001628280-26-016031-index.htm","comparable_excerpt":"The Seventh Amendment (i) terminated the Initial Revolving Credit Commitments and simultaneously replaced them in their entirety with Extended Revolving Credit Commitments having a Maturity Date of May 7, 2029, (ii) decreased the interest rate margin applicable to the Revolving Credit Loans from margins ranging from 175 basis points to 275 basis points (subject to leverage ratio step-downs) to margins ranging from 125 basis points to 225 basis points (subject to leverage ratio step-downs)","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/8947/000000894726000108/0000008947-26-000108-index.htm"}}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}