{"filing":{"accession_number":"0001193125-26-251791","cik":"0002040127","ticker":"KRMN","company_name":"Karman Holdings Inc.","form":"8-K","filing_date":"2026-06-01","report_date":null,"primary_document":"d117104d8k.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/2040127/000119312526251791/d117104d8k.htm"},"events":[{"id":7844,"run_id":6881,"accession_number":"0001193125-26-251791","anchor_item_number":"1.01","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.85,"summary":"Karman Holdings Inc. entered into an underwriting agreement on May 28, 2026 for a public offering of 14,000,000 shares of common stock at $61.00 per share, with an additional 2,100,000 shares available under a 30-day option, which closed on June 1, 2026. The Company agreed to a 90-day lock-up and provided representations and warranties in the Underwriting Agreement, indicating material involvement in the offering. This material equity issuance would significantly affect shareholder dilution and the total mix of information available to investors.","company_name":"Karman Holdings Inc.","ticker":"KRMN","filing_date":"2026-06-01","form":"8-K","submitted_at":null,"items":[{"id":3213,"accession_number":"0001193125-26-251791","item_number":"1.01","item_title":null,"event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.85,"reasoning":"The Company entered into an underwriting agreement on May 28, 2026 for a public offering of 14,000,000 shares of common stock at $61.00 per share, with an additional 2,100,000 shares available under a 30-day option. This represents a material equity issuance that closed on June 1, 2026. While technically a secondary offering by selling stockholders rather than a primary offering by the Company, the Company's agreement to a 90-day lock-up and its representations and warranties in the Underwriting Agreement indicate material involvement. The magnitude (14M+ shares) and public nature of the offering would materially affect shareholder dilution and the total mix of information available to investors.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-02T02:44:04.554708+00:00","company_name":"","ticker":null,"filing_date":""},{"id":3214,"accession_number":"0001193125-26-251791","item_number":"7.01","item_title":null,"event_type":"other_material","event_domain":"catchall","is_material":false,"confidence":0.65,"reasoning":"This Item 7.01 disclosure provides an \"operational data update in connection with the Offering\" furnished on May 28, 2026. The filing is explicitly marked as \"furnished\" rather than \"filed,\" indicating it is not subject to Section 18 liability and is routine Regulation FD disclosure. Without access to Exhibit 99.1, the specific content cannot be fully assessed, but the framing as an operational update in connection with an offering suggests this is likely a routine investor communication rather than a material event triggering a specific 8-K category (e.g., earnings, M\u0026A, executive changes, or financial distress).","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-02T02:44:04.554708+00:00","company_name":"","ticker":null,"filing_date":""},{"id":3215,"accession_number":"0001193125-26-251791","item_number":"8.01","item_title":null,"event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.85,"reasoning":"The filing discloses an \"Offering\" with press releases announcing its launch, pricing, and operational data updates (May 28-29, 2026). While the specific security type is not detailed in this Item 8.01 excerpt, the language of \"Offering\" with pricing announcements is characteristic of a capital raise, most commonly an equity or convertible issuance. Such offerings are material to investors as they affect ownership dilution and capital structure. The exhibits referenced (99.2, 99.3, 99.4) would contain the full details, but the disclosure pattern matches dilutive_issuance.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-02T02:44:04.554708+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":3213,"accession_number":"0001193125-26-251791","item_number":"1.01","item_title":null,"event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.85,"reasoning":"The Company entered into an underwriting agreement on May 28, 2026 for a public offering of 14,000,000 shares of common stock at $61.00 per share, with an additional 2,100,000 shares available under a 30-day option. This represents a material equity issuance that closed on June 1, 2026. While technically a secondary offering by selling stockholders rather than a primary offering by the Company, the Company's agreement to a 90-day lock-up and its representations and warranties in the Underwriting Agreement indicate material involvement. The magnitude (14M+ shares) and public nature of the offering would materially affect shareholder dilution and the total mix of information available to investors.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-02T02:44:04.554708+00:00","company_name":"Karman Holdings Inc.","ticker":"KRMN","filing_date":"2026-06-01"},{"id":3214,"accession_number":"0001193125-26-251791","item_number":"7.01","item_title":null,"event_type":"other_material","event_domain":"catchall","is_material":false,"confidence":0.65,"reasoning":"This Item 7.01 disclosure provides an \"operational data update in connection with the Offering\" furnished on May 28, 2026. The filing is explicitly marked as \"furnished\" rather than \"filed,\" indicating it is not subject to Section 18 liability and is routine Regulation FD disclosure. Without access to Exhibit 99.1, the specific content cannot be fully assessed, but the framing as an operational update in connection with an offering suggests this is likely a routine investor communication rather than a material event triggering a specific 8-K category (e.g., earnings, M\u0026A, executive changes, or financial distress).","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-02T02:44:04.554708+00:00","company_name":"Karman Holdings Inc.","ticker":"KRMN","filing_date":"2026-06-01"},{"id":3215,"accession_number":"0001193125-26-251791","item_number":"8.01","item_title":null,"event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.85,"reasoning":"The filing discloses an \"Offering\" with press releases announcing its launch, pricing, and operational data updates (May 28-29, 2026). While the specific security type is not detailed in this Item 8.01 excerpt, the language of \"Offering\" with pricing announcements is characteristic of a capital raise, most commonly an equity or convertible issuance. Such offerings are material to investors as they affect ownership dilution and capital structure. The exhibits referenced (99.2, 99.3, 99.4) would contain the full details, but the disclosure pattern matches dilutive_issuance.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-02T02:44:04.554708+00:00","company_name":"Karman Holdings Inc.","ticker":"KRMN","filing_date":"2026-06-01"}]}
