{"schema_version":"secwatch.filing_event.v1","accession":"0001999371-26-007202","form_type":"8-K","ticker":"LBRT","cik":"0001694028","company_name":"Liberty Energy Inc.","filed_at":"2026-03-30T23:59:59+00:00","discovered_at":"2026-05-14T18:02:35.917324+00:00","generated_at":"2026-05-15T08:24:15.430546+00:00","sec_items":["1.01","2.03","3.02","8.01","9.01"],"event_type":"debt","sentiment":"neutral","materiality_score":0.7,"calibrated_materiality_score":0.7,"confidence":"high","headline":"Liberty Energy closes $475M zero-coupon convertible notes due 2032; initial conversion price ~$37.44","bullets":["Closed private offering of $475M aggregate principal 0.00% convertible senior notes due 2032; initial purchasers exercised $50M option.","Initial conversion rate 26.7094 shares per $1,000 (conversion price ~$37.44/share), a ~30% premium over March 25 closing price of $28.80.","Net proceeds ~$511.3M; used ~$77.2M for capped call transactions (cap price ~$72/share), remainder for general corporate purposes.","Capped calls cover shares underlying notes to reduce dilution; notes are unsecured and not registered under Securities Act."],"urls":{"canonical":"https://secwatch.observer/filing/0001999371-26-007202","json":"https://secwatch.observer/filing/0001999371-26-007202.json","markdown":"https://secwatch.observer/filing/0001999371-26-007202.md","text":"https://secwatch.observer/filing/0001999371-26-007202.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1694028/000199937126007202/0001999371-26-007202-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1694028/000199937126007202/liberty_8k-033026.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-05-15T08:24:15.430546+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":"cdf8016080cb6070b090ac245298647caa1cf233","claim":"Liberty Energy Inc. incurred convertible notes of $475.0 million aggregate principal amount with Liberty Energy Inc. at 0.00% maturing March 1, 2032.","evidence_excerpt":"On March 30, 2026, Liberty Energy Inc. (the “ Company ”) completed its previously announced private offering of $475.0 million aggregate principal amount of its 0.00% Convertible Senior Notes due 2032 (the “ Notes ”) to several investment banks acting as initial purchasers (collectively, the “ Initial Purchasers ”).","evidence_source":"SEC 8-K Item 2.03/2.04","evidence_url":"https://www.sec.gov/Archives/edgar/data/1694028/000199937126007202/0001999371-26-007202-index.htm","confidence":0.97},{"claim_id":"19609e8294917ba3dbb8574c1c84c5b662d161d7","claim":"Liberty Energy Inc. entered into Indenture with U.S. Bank Trust Company, National Association valued at $475.0 million aggregate principal amount (effective 2026-03-30).","evidence_excerpt":"On March 30, 2026, Liberty Energy Inc. (the “ Company ”) completed its previously announced private offering of $475.0 million aggregate principal amount of its 0.00% Convertible Senior Notes due 2032 (the “ Notes ”) to several investment banks acting as initial purchasers (collectively, the “ Initial Purchasers ”). On March 26, 2026, the Initial Purchasers exercised in full their option to purchase an additional $50.0 million aggregate principal amount of the Notes. The Notes were issued pursuant to an indenture, dated March 30, 2026 (the “ Indenture ”), between the Company and U.S. Bank Trust Company, National Association, as trustee.","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1694028/000199937126007202/0001999371-26-007202-index.htm","confidence":0.9}],"comparable_filings":[{"accession":"0001492691-26-000042","ticker":"KNX","company_name":"Knight-Swift Transportation Holdings Inc.","filed_at":"2026-05-08T23:59:59+00:00","headline":"Knight-Swift closes $1.5B convertible note offering at 1.00% due 2031; proceeds used to repay term loans and revolver","event_type":"debt","sec_items":["1.01","2.03","3.02","8.01","9.01"],"materiality_score":0.75,"calibrated_materiality_score":0.75,"match_reasons":["same fact type: debt_financing, material_agreement","same SEC item: 1.01, 2.03, 3.02, 8.01, 9.01","same event type: debt","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001492691-26-000042","json":"https://secwatch.observer/filing/0001492691-26-000042.json","markdown":"https://secwatch.observer/filing/0001492691-26-000042.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1492691/000149269126000042/0001492691-26-000042-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1492691/000149269126000042/knx-20260505.htm"},"side_by_side_evidence":{"fact_type":"debt_financing","source_excerpt":"On March 30, 2026, Liberty Energy Inc. (the “ Company ”) completed its previously announced private offering of $475.0 million aggregate principal amount of its 0.00% Convertible Senior Notes due 2032 (the “ Notes ”) to several investment banks acting as initial purchasers (collectively, the “ Initial Purchasers ”).","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1694028/000199937126007202/0001999371-26-007202-index.htm","comparable_excerpt":"On May 8, 2026, Knight-Swift Transportation Holdings Inc. (the \"Company\") completed its previously announced private offering (the \"Offering\") of $1.5 billion aggregate principal amount of 1.00% Convertible Senior Notes due 2031","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1492691/000149269126000042/0001492691-26-000042-index.htm"}},{"accession":"0001104659-26-057128","ticker":"PUMP","company_name":"ProPetro Holding Corp.","filed_at":"2026-05-07T23:59:59+00:00","headline":"ProPetro issues $690M zero-coupon convertible notes due 2031, expands credit facility","event_type":"debt","sec_items":["1.01","2.03","3.02","8.01","9.01"],"materiality_score":0.8,"calibrated_materiality_score":0.8,"match_reasons":["same fact type: debt_financing, material_agreement","same SEC item: 1.01, 2.03, 3.02, 8.01, 9.01","same event type: debt","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001104659-26-057128","json":"https://secwatch.observer/filing/0001104659-26-057128.json","markdown":"https://secwatch.observer/filing/0001104659-26-057128.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1680247/000110465926057128/0001104659-26-057128-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1680247/000110465926057128/tm2613899d1_8k.htm"},"side_by_side_evidence":{"fact_type":"debt_financing","source_excerpt":"On March 30, 2026, Liberty Energy Inc. (the “ Company ”) completed its previously announced private offering of $475.0 million aggregate principal amount of its 0.00% Convertible Senior Notes due 2032 (the “ Notes ”) to several investment banks acting as initial purchasers (collectively, the “ Initial Purchasers ”).","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1694028/000199937126007202/0001999371-26-007202-index.htm","comparable_excerpt":"On May 7, 2026, ProPetro Holding Corp. (the “ Company ”), issued $690 million aggregate principal amount of its 0.00% Convertible Senior Notes due 2031","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1680247/000110465926057128/0001104659-26-057128-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, 3.02, 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":"On March 30, 2026, Liberty Energy Inc. (the “ Company ”) completed its previously announced private offering of $475.0 million aggregate principal amount of its 0.00% Convertible Senior Notes due 2032 (the “ Notes ”) to several investment banks acting as initial purchasers (collectively, the “ Initial Purchasers ”).","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1694028/000199937126007202/0001999371-26-007202-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":"0001213900-26-053894","ticker":"TBH","company_name":"Brag House Holdings, Inc.","filed_at":"2026-05-08T23:59:59+00:00","headline":"Brag House issues $2.5M convertible notes at 25% OID; proceeds for House of Doge merger","event_type":"debt","sec_items":["1.01","2.03","3.02","9.01"],"materiality_score":0.75,"calibrated_materiality_score":0.75,"match_reasons":["same fact type: debt_financing, material_agreement","same SEC item: 1.01, 2.03, 3.02, 9.01","same event type: debt","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001213900-26-053894","json":"https://secwatch.observer/filing/0001213900-26-053894.json","markdown":"https://secwatch.observer/filing/0001213900-26-053894.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1903595/000121390026053894/0001213900-26-053894-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1903595/000121390026053894/ea0289773-8k_braghouse.htm"},"side_by_side_evidence":{"fact_type":"debt_financing","source_excerpt":"On March 30, 2026, Liberty Energy Inc. (the “ Company ”) completed its previously announced private offering of $475.0 million aggregate principal amount of its 0.00% Convertible Senior Notes due 2032 (the “ Notes ”) to several investment banks acting as initial purchasers (collectively, the “ Initial Purchasers ”).","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1694028/000199937126007202/0001999371-26-007202-index.htm","comparable_excerpt":"The issuance of the Notes in the aggregate original principal amount of $2,500,000 constitutes the creation of a direct financial obligation of the Company. The Notes bear interest at 12.0% per annum, mature on February 4, 2027","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1903595/000121390026053894/0001213900-26-053894-index.htm"}},{"accession":"0001104659-26-057138","ticker":"OCGN","company_name":"Ocugen, Inc.","filed_at":"2026-05-07T23:59:59+00:00","headline":"Ocugen completes $115M convertible note offering at 6.75%, repays Avenue loan","event_type":"debt","sec_items":["1.01","1.02","2.02","2.03","3.02","9.01"],"materiality_score":0.75,"calibrated_materiality_score":0.75,"match_reasons":["same fact type: debt_financing, material_agreement","same SEC item: 1.01, 2.03, 3.02, 9.01","same event type: debt","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001104659-26-057138","json":"https://secwatch.observer/filing/0001104659-26-057138.json","markdown":"https://secwatch.observer/filing/0001104659-26-057138.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1372299/000110465926057138/0001104659-26-057138-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1372299/000110465926057138/tm2613898d1_8k.htm"},"side_by_side_evidence":{"fact_type":"debt_financing","source_excerpt":"On March 30, 2026, Liberty Energy Inc. (the “ Company ”) completed its previously announced private offering of $475.0 million aggregate principal amount of its 0.00% Convertible Senior Notes due 2032 (the “ Notes ”) to several investment banks acting as initial purchasers (collectively, the “ Initial Purchasers ”).","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1694028/000199937126007202/0001999371-26-007202-index.htm","comparable_excerpt":"On May 7, 2026, Ocugen, Inc. (the “Company”) completed its previously announced private offering (the “offering”) of $115.0 million aggregate principal amount of 6.75% Convertible Senior Notes due 2034 (the “notes”).","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1372299/000110465926057138/0001104659-26-057138-index.htm"}},{"accession":"0001104659-26-057239","ticker":"BKNG","company_name":"Booking Holdings Inc.","filed_at":"2026-05-07T23:59:59+00:00","headline":"Booking Holdings issues $750M of 5.375% Senior Notes due 2036","event_type":"debt","sec_items":["1.01","2.03","8.01","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, 8.01, 9.01","same event type: debt","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001104659-26-057239","json":"https://secwatch.observer/filing/0001104659-26-057239.json","markdown":"https://secwatch.observer/filing/0001104659-26-057239.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1075531/000110465926057239/0001104659-26-057239-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1075531/000110465926057239/tm2613920d1_8k.htm"},"side_by_side_evidence":{"fact_type":"debt_financing","source_excerpt":"On March 30, 2026, Liberty Energy Inc. (the “ Company ”) completed its previously announced private offering of $475.0 million aggregate principal amount of its 0.00% Convertible Senior Notes due 2032 (the “ Notes ”) to several investment banks acting as initial purchasers (collectively, the “ Initial Purchasers ”).","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1694028/000199937126007202/0001999371-26-007202-index.htm","comparable_excerpt":"in connection with the sale of $750,000,000 aggregate principal amount of the Company’s 5.375% Senior Notes due 2036","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1075531/000110465926057239/0001104659-26-057239-index.htm"}},{"accession":"0001360604-26-000047","ticker":"HR","company_name":"Healthcare Realty Trust Inc","filed_at":"2026-05-07T23:59:59+00:00","headline":"HR subsidiary issues $700M 3.00% exchangeable senior notes due 2032","event_type":"debt","sec_items":["1.01","2.03","3.02","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, 3.02, 9.01","same event type: debt","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001360604-26-000047","json":"https://secwatch.observer/filing/0001360604-26-000047.json","markdown":"https://secwatch.observer/filing/0001360604-26-000047.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1360604/000136060426000047/0001360604-26-000047-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1360604/000136060426000047/hr-20260507.htm"},"side_by_side_evidence":{"fact_type":"debt_financing","source_excerpt":"On March 30, 2026, Liberty Energy Inc. (the “ Company ”) completed its previously announced private offering of $475.0 million aggregate principal amount of its 0.00% Convertible Senior Notes due 2032 (the “ Notes ”) to several investment banks acting as initial purchasers (collectively, the “ Initial Purchasers ”).","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1694028/000199937126007202/0001999371-26-007202-index.htm","comparable_excerpt":"issued $700,000,000 aggregate principal amount of its 3.00% Exchangeable Senior Notes due 2032","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1360604/000136060426000047/0001360604-26-000047-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":"On March 30, 2026, Liberty Energy Inc. (the “ Company ”) completed its previously announced private offering of $475.0 million aggregate principal amount of its 0.00% Convertible Senior Notes due 2032 (the “ Notes ”) to several investment banks acting as initial purchasers (collectively, the “ Initial Purchasers ”).","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1694028/000199937126007202/0001999371-26-007202-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"}}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}