{"filing":{"accession_number":"0001193125-26-269880","cik":"0002110029","ticker":"EROC","company_name":"ERock, Inc.","form":"8-K","filing_date":"2026-06-12","report_date":null,"primary_document":"d124671d8k.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/2110029/000119312526269880/d124671d8k.htm"},"events":[{"id":10868,"run_id":9537,"accession_number":"0001193125-26-269880","anchor_item_number":"1.01","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.9,"summary":"ERock completed its initial public offering on June 9, 2026, issuing 27.9 million shares of Class A Common Stock at $21.50 per share and raising approximately $600 million in gross proceeds. The IPO involved entry into definitive agreements including the Sixth Amended and Restated LLC Agreement, Tax Receivable Agreement, and Registration Rights Agreement, representing a material change of control and capital structure event.","company_name":"ERock, Inc.","ticker":"EROC","filing_date":"2026-06-12","form":"8-K","submitted_at":null,"items":[{"id":7289,"accession_number":"0001193125-26-269880","item_number":"1.01","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.85,"reasoning":"ERock's IPO on June 9, 2026 represents a material change of control and capital structure event. The filing discloses entry into three definitive agreements in connection with the IPO: the Sixth Amended and Restated LLC Agreement of Enchanted Rock Holdings, the Tax Receivable Agreement, and the Registration Rights Agreement. While technically Item 1.01 covers \"material definitive agreements,\" the substance here is the IPO transaction itself—a fundamental restructuring that would materially affect investor assessment of the company's ownership, governance, and capital structure.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-15T10:04:21.720633+00:00","company_name":"","ticker":null,"filing_date":""},{"id":7290,"accession_number":"0001193125-26-269880","item_number":"3.02","item_title":null,"event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.95,"reasoning":"The filing discloses unregistered issuances of equity securities in connection with an IPO closing: 20.3 million shares of Class A Common Stock and 171.2 million shares of Class B Common Stock issued to pre-IPO holders of ER Holdings units under Section 4(a)(2) exemptions, plus future issuances of up to 225.1 million additional Class A shares in exchange for Class B Units. These large unregistered equity issuances are material to investors as they represent substantial dilution and are the core substance of Item 3.02 disclosure.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-15T10:04:21.720633+00:00","company_name":"","ticker":null,"filing_date":""},{"id":7294,"accession_number":"0001193125-26-269880","item_number":"8.01","item_title":null,"event_type":"other_material","event_domain":"catchall","is_material":true,"confidence":0.75,"reasoning":"The disclosure describes the completion of ERock's IPO on June 11, 2026, raising approximately $600 million in gross proceeds ($21.50 per share × 27.9 million shares), with detailed allocation of net proceeds to unit purchases, debt repayment, and other corporate purposes. While IPO completion is a transformative capital event material to investors, it does not fit neatly into the \"earnings_release\" category (which typically covers periodic financial results) or any other specific event type. The filing also notes activation of a new Credit Agreement with JPMorgan Chase Bank. This is a material event that warrants disclosure but is best classified as \"other_material\" given the IPO completion and financing structure do not align precisely with the taxonomy's more specific categories.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-15T10:04:21.720633+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":10869,"run_id":9537,"accession_number":"0001193125-26-269880","anchor_item_number":"5.02","event_type":"exec_appointment","event_domain":"governance","is_material":true,"confidence":0.85,"summary":"Seven directors were appointed to ERock's Board of Directors effective June 9, 2026: Charles Boynton, Dan Brouillette, Hans Kobler, Lindsay Luger, Mark Patterson, Sameer Reddy, and Tony Satterthwaite. The appointments occurred in connection with the effectiveness of the Registration Statement and represent a significant governance event for the newly public company.","company_name":"ERock, Inc.","ticker":"EROC","filing_date":"2026-06-12","form":"8-K","submitted_at":null,"items":[{"id":7292,"accession_number":"0001193125-26-269880","item_number":"5.02","item_title":null,"event_type":"exec_appointment","event_domain":"governance","is_material":true,"confidence":0.85,"reasoning":"The filing discloses the appointment of seven directors (Charles Boynton, Dan Brouillette, Hans Kobler, Lindsay Luger, Mark Patterson, Sameer Reddy, and Tony Satterthwaite) to the Board of Directors effective June 9, 2026, in connection with the effectiveness of the Registration Statement. While the section also covers compensatory arrangements (the 2026 Equity Incentive Plan and Executive Severance Plan), the principal disclosed action is the appointment of multiple directors and officers to their roles, making exec_appointment the most salient classification. This is material as it represents a significant governance event for a newly public company.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-15T10:04:21.720633+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":10870,"run_id":9537,"accession_number":"0001193125-26-269880","anchor_item_number":"5.03","event_type":"other_material","event_domain":"catchall","is_material":true,"confidence":0.65,"summary":"ERock amended its Certificate of Incorporation and Bylaws in connection with the IPO, implementing material modifications to the rights of security holders and corporate governance structure.","company_name":"ERock, Inc.","ticker":"EROC","filing_date":"2026-06-12","form":"8-K","submitted_at":null,"items":[{"id":7291,"accession_number":"0001193125-26-269880","item_number":"3.03","item_title":null,"event_type":"other_material","event_domain":"catchall","is_material":true,"confidence":0.45,"reasoning":"Item 3.03 discloses a material modification to rights of security holders, with the substance incorporated by reference from Item 5.03. Without access to Item 5.03's content, the specific nature of the modification cannot be determined. Item 5.03 typically covers amendments to articles of incorporation or bylaws; depending on the modification's scope, this could range from routine administrative changes to material governance shifts. Given the cross-reference structure and the materiality threshold of Item 3.03, this is classified as other_material pending visibility into the actual modification details.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-15T10:04:21.720633+00:00","company_name":"","ticker":null,"filing_date":""},{"id":7293,"accession_number":"0001193125-26-269880","item_number":"5.03","item_title":null,"event_type":"other_material","event_domain":"catchall","is_material":true,"confidence":0.65,"reasoning":"The filing discloses amendments to the Certificate of Incorporation and Bylaws in connection with an IPO, which is a material corporate governance event. However, the disclosure is primarily administrative and does not fit neatly into the standard taxonomy categories. While the IPO itself (an ma_activity) is material, this Item 5.03 focuses narrowly on the procedural amendments to governing documents rather than the IPO transaction itself, warranting classification as other_material.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-15T10:04:21.720633+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":7289,"accession_number":"0001193125-26-269880","item_number":"1.01","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.85,"reasoning":"ERock's IPO on June 9, 2026 represents a material change of control and capital structure event. The filing discloses entry into three definitive agreements in connection with the IPO: the Sixth Amended and Restated LLC Agreement of Enchanted Rock Holdings, the Tax Receivable Agreement, and the Registration Rights Agreement. While technically Item 1.01 covers \"material definitive agreements,\" the substance here is the IPO transaction itself—a fundamental restructuring that would materially affect investor assessment of the company's ownership, governance, and capital structure.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-15T10:04:21.720633+00:00","company_name":"ERock, Inc.","ticker":"EROC","filing_date":"2026-06-12"},{"id":7290,"accession_number":"0001193125-26-269880","item_number":"3.02","item_title":null,"event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.95,"reasoning":"The filing discloses unregistered issuances of equity securities in connection with an IPO closing: 20.3 million shares of Class A Common Stock and 171.2 million shares of Class B Common Stock issued to pre-IPO holders of ER Holdings units under Section 4(a)(2) exemptions, plus future issuances of up to 225.1 million additional Class A shares in exchange for Class B Units. These large unregistered equity issuances are material to investors as they represent substantial dilution and are the core substance of Item 3.02 disclosure.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-15T10:04:21.720633+00:00","company_name":"ERock, Inc.","ticker":"EROC","filing_date":"2026-06-12"},{"id":7291,"accession_number":"0001193125-26-269880","item_number":"3.03","item_title":null,"event_type":"other_material","event_domain":"catchall","is_material":true,"confidence":0.45,"reasoning":"Item 3.03 discloses a material modification to rights of security holders, with the substance incorporated by reference from Item 5.03. Without access to Item 5.03's content, the specific nature of the modification cannot be determined. Item 5.03 typically covers amendments to articles of incorporation or bylaws; depending on the modification's scope, this could range from routine administrative changes to material governance shifts. Given the cross-reference structure and the materiality threshold of Item 3.03, this is classified as other_material pending visibility into the actual modification details.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-15T10:04:21.720633+00:00","company_name":"ERock, Inc.","ticker":"EROC","filing_date":"2026-06-12"},{"id":7292,"accession_number":"0001193125-26-269880","item_number":"5.02","item_title":null,"event_type":"exec_appointment","event_domain":"governance","is_material":true,"confidence":0.85,"reasoning":"The filing discloses the appointment of seven directors (Charles Boynton, Dan Brouillette, Hans Kobler, Lindsay Luger, Mark Patterson, Sameer Reddy, and Tony Satterthwaite) to the Board of Directors effective June 9, 2026, in connection with the effectiveness of the Registration Statement. While the section also covers compensatory arrangements (the 2026 Equity Incentive Plan and Executive Severance Plan), the principal disclosed action is the appointment of multiple directors and officers to their roles, making exec_appointment the most salient classification. This is material as it represents a significant governance event for a newly public company.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-15T10:04:21.720633+00:00","company_name":"ERock, Inc.","ticker":"EROC","filing_date":"2026-06-12"},{"id":7293,"accession_number":"0001193125-26-269880","item_number":"5.03","item_title":null,"event_type":"other_material","event_domain":"catchall","is_material":true,"confidence":0.65,"reasoning":"The filing discloses amendments to the Certificate of Incorporation and Bylaws in connection with an IPO, which is a material corporate governance event. However, the disclosure is primarily administrative and does not fit neatly into the standard taxonomy categories. While the IPO itself (an ma_activity) is material, this Item 5.03 focuses narrowly on the procedural amendments to governing documents rather than the IPO transaction itself, warranting classification as other_material.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-15T10:04:21.720633+00:00","company_name":"ERock, Inc.","ticker":"EROC","filing_date":"2026-06-12"},{"id":7294,"accession_number":"0001193125-26-269880","item_number":"8.01","item_title":null,"event_type":"other_material","event_domain":"catchall","is_material":true,"confidence":0.75,"reasoning":"The disclosure describes the completion of ERock's IPO on June 11, 2026, raising approximately $600 million in gross proceeds ($21.50 per share × 27.9 million shares), with detailed allocation of net proceeds to unit purchases, debt repayment, and other corporate purposes. While IPO completion is a transformative capital event material to investors, it does not fit neatly into the \"earnings_release\" category (which typically covers periodic financial results) or any other specific event type. The filing also notes activation of a new Credit Agreement with JPMorgan Chase Bank. This is a material event that warrants disclosure but is best classified as \"other_material\" given the IPO completion and financing structure do not align precisely with the taxonomy's more specific categories.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-15T10:04:21.720633+00:00","company_name":"ERock, Inc.","ticker":"EROC","filing_date":"2026-06-12"}]}