{"filing":{"accession_number":"0001140361-26-035826","cik":"0000936528","ticker":"WAFDP","company_name":"WAFD INC","form":"8-K","filing_date":"2026-09-08","report_date":"2026-09-06","primary_document":"ef20081702_8k.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/936528/000114036126035826/ef20081702_8k.htm"},"events":[{"id":31717,"run_id":29120,"accession_number":"0001140361-26-035826","anchor_item_number":"1.01","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.99,"summary":"WaFd, Inc. entered into a definitive Agreement and Plan of Merger with EverBank Financial Corp on September 6, 2026, whereby EverBank will merge into WaFd with WaFd as the surviving corporation. The transaction is valued at approximately $3.9 billion with EverBank shareholders receiving approximately 59.2% ownership of the pro forma combined company, subject to regulatory and shareholder approval with expected closing in early 2027.","company_name":"WAFD INC","ticker":"WAFDP","filing_date":"2026-09-08","form":"8-K","submitted_at":null,"items":[{"id":34678,"accession_number":"0001140361-26-035826","item_number":"1.01","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.99,"reasoning":"WaFd, Inc. entered into a definitive Agreement and Plan of Merger with EverBank Financial Corp on September 6, 2026, whereby EverBank will merge into WaFd with WaFd as the surviving corporation. This is a material acquisition/merger transaction disclosed under Item 1.01, with an estimated $3.9 billion transaction value, fixed ownership split (59.175% EverBank shareholders, 40.825% WaFd shareholders post-closing), and significant governance and operational integration provisions. The transaction is subject to regulatory approval and WaFd shareholder approval, with expected closing in early 2027.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-08T10:08:23.852137+00:00","company_name":"","ticker":null,"filing_date":""},{"id":34679,"accession_number":"0001140361-26-035826","item_number":"3.02","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"reasoning":"Item 3.02 references Item 1.01 disclosure regarding a definitive merger agreement between WaFd, Inc. and EverBank Financial Corp. The press release (EX-99.1) confirms entry into a $3.9 billion reverse merger transaction where EverBank will merge into WaFd, with WaFd continuing as the resulting holding company. This is a material acquisition/change of control event, not merely an unregistered equity issuance. While Item 3.02 is cited, the substance is a merger agreement—a classic ma_activity event.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-08T10:08:23.852137+00:00","company_name":"","ticker":null,"filing_date":""},{"id":34681,"accession_number":"0001140361-26-035826","item_number":"7.01","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.98,"reasoning":"WaFd announced execution of a definitive merger agreement with EverBank Financial Corp on September 7, 2026, in which EverBank will merge into WaFd with WaFd continuing as the resulting holding company. This is a material acquisition/change of control transaction valued at approximately $3.9 billion, with EverBank investors receiving approximately 59.2% ownership of the pro forma combined company. The transaction is expected to close in early 2027 and is subject to regulatory and shareholder approval.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-08T10:08:23.852137+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":31718,"run_id":29120,"accession_number":"0001140361-26-035826","anchor_item_number":"5.02","event_type":"exec_compensation","event_domain":"governance","is_material":true,"confidence":0.85,"summary":"WaFd disclosed new employment agreements and compensatory arrangements for CEO Brent J. Beardall and COO Kim E. Robison in connection with the merger, including specified base salaries, bonus structures, severance provisions (2x base plus target bonus over 24 months), and lump-sum continuity payments of $5,025,000 and $1,930,000 respectively.","company_name":"WAFD INC","ticker":"WAFDP","filing_date":"2026-09-08","form":"8-K","submitted_at":null,"items":[{"id":34680,"accession_number":"0001140361-26-035826","item_number":"5.02","item_title":null,"event_type":"exec_compensation","event_domain":"governance","is_material":true,"confidence":0.85,"reasoning":"The Item 5.02 disclosure centers on compensatory arrangements for Brent J. Beardall (CEO) and Kim E. Robison (COO), including a new employment agreement with specified base salary ($1,116,625), bonus structure (100% of base), severance provisions (2x base + target bonus over 24 months), and lump-sum continuity payments ($5,025,000 and $1,930,000 respectively). While the merger agreement itself is also disclosed, the Item 5.02 focus is on the executive compensation elements tied to the transaction's closing.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-08T10:08:23.852137+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":34678,"accession_number":"0001140361-26-035826","item_number":"1.01","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.99,"reasoning":"WaFd, Inc. entered into a definitive Agreement and Plan of Merger with EverBank Financial Corp on September 6, 2026, whereby EverBank will merge into WaFd with WaFd as the surviving corporation. This is a material acquisition/merger transaction disclosed under Item 1.01, with an estimated $3.9 billion transaction value, fixed ownership split (59.175% EverBank shareholders, 40.825% WaFd shareholders post-closing), and significant governance and operational integration provisions. The transaction is subject to regulatory approval and WaFd shareholder approval, with expected closing in early 2027.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-08T10:08:23.852137+00:00","company_name":"WAFD INC","ticker":"WAFDP","filing_date":"2026-09-08"},{"id":34679,"accession_number":"0001140361-26-035826","item_number":"3.02","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"reasoning":"Item 3.02 references Item 1.01 disclosure regarding a definitive merger agreement between WaFd, Inc. and EverBank Financial Corp. The press release (EX-99.1) confirms entry into a $3.9 billion reverse merger transaction where EverBank will merge into WaFd, with WaFd continuing as the resulting holding company. This is a material acquisition/change of control event, not merely an unregistered equity issuance. While Item 3.02 is cited, the substance is a merger agreement—a classic ma_activity event.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-08T10:08:23.852137+00:00","company_name":"WAFD INC","ticker":"WAFDP","filing_date":"2026-09-08"},{"id":34680,"accession_number":"0001140361-26-035826","item_number":"5.02","item_title":null,"event_type":"exec_compensation","event_domain":"governance","is_material":true,"confidence":0.85,"reasoning":"The Item 5.02 disclosure centers on compensatory arrangements for Brent J. Beardall (CEO) and Kim E. Robison (COO), including a new employment agreement with specified base salary ($1,116,625), bonus structure (100% of base), severance provisions (2x base + target bonus over 24 months), and lump-sum continuity payments ($5,025,000 and $1,930,000 respectively). While the merger agreement itself is also disclosed, the Item 5.02 focus is on the executive compensation elements tied to the transaction's closing.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-08T10:08:23.852137+00:00","company_name":"WAFD INC","ticker":"WAFDP","filing_date":"2026-09-08"},{"id":34681,"accession_number":"0001140361-26-035826","item_number":"7.01","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.98,"reasoning":"WaFd announced execution of a definitive merger agreement with EverBank Financial Corp on September 7, 2026, in which EverBank will merge into WaFd with WaFd continuing as the resulting holding company. This is a material acquisition/change of control transaction valued at approximately $3.9 billion, with EverBank investors receiving approximately 59.2% ownership of the pro forma combined company. The transaction is expected to close in early 2027 and is subject to regulatory and shareholder approval.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-08T10:08:23.852137+00:00","company_name":"WAFD INC","ticker":"WAFDP","filing_date":"2026-09-08"}]}
