{"filing":{"accession_number":"0001193125-26-308984","cik":"0000879526","ticker":"WNC","company_name":"WABASH NATIONAL Corp","form":"8-K","filing_date":"2026-07-20","report_date":null,"primary_document":"d156940d8k.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/879526/000119312526308984/d156940d8k.htm"},"events":[{"id":18829,"run_id":16940,"accession_number":"0001193125-26-308984","anchor_item_number":"2.03","event_type":"debt_issuance","event_domain":"financial","is_material":true,"confidence":0.97,"summary":"Wabash National completed a private offering of $150 million in aggregate principal amount of 4.00% Convertible Senior Notes due 2032 (including the $20 million overallotment exercised by initial purchasers). The convertible notes are unsecured senior obligations with conversion features allowing holders to convert into up to 11,867,085 shares of common stock at an initial conversion rate of 79.1139 shares per $1,000 principal amount. Net proceeds of approximately $122 million (or $141 million with full option exercise) are intended for general corporate purposes including repayment of existing credit agreement amounts.","company_name":"WABASH NATIONAL Corp","ticker":"WNC","filing_date":"2026-07-20","form":"8-K","submitted_at":null,"items":[{"id":17755,"accession_number":"0001193125-26-308984","item_number":"1.01","item_title":null,"event_type":"debt_issuance","event_domain":"financial","is_material":true,"confidence":0.95,"reasoning":"Wabash National completed a private offering of $150 million in aggregate principal amount of 4.00% Convertible Senior Notes due 2032 (including the $20 million overallotment exercised by initial purchasers). The filing discloses entry into a material definitive agreement—the Indenture dated July 20, 2026—establishing new senior unsecured debt obligations with specified terms, interest rate, maturity date, conversion features, and redemption provisions. This is a classic debt issuance under Item 1.01.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-20T20:32:15.801875+00:00","company_name":"","ticker":null,"filing_date":""},{"id":17756,"accession_number":"0001193125-26-308984","item_number":"2.03","item_title":null,"event_type":"debt_issuance","event_domain":"financial","is_material":true,"confidence":0.98,"reasoning":"Wabash announced the pricing and issuance of $130 million aggregate principal amount of 4.00% convertible senior unsecured notes due 2032 (upsized from $100 million), with an additional $20 million option for initial purchasers. This is a direct creation of a new financial obligation—a debt instrument with specified interest rate, maturity date, and conversion features. The filing explicitly states the offering is expected to close on July 20, 2026, and Wabash intends to use net proceeds of approximately $122 million (or $141 million with full option exercise) for general corporate purposes including repaying existing credit agreement amounts.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-20T20:32:15.801875+00:00","company_name":"","ticker":null,"filing_date":""},{"id":17757,"accession_number":"0001193125-26-308984","item_number":"3.02","item_title":null,"event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.95,"reasoning":"Wabash National issued $130 million of convertible senior notes (upsized from $100 million) in a private placement to qualified institutional buyers under Rule 144A. The notes are convertible into up to 11,867,085 shares of common stock at an initial conversion rate of 79.1139 shares per $1,000 principal amount, representing a dilutive equity issuance. The company relied on Section 4(a)(2) and Rule 144A exemptions from registration, which are hallmarks of unregistered equity-linked securities offerings.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-20T20:32:15.801875+00:00","company_name":"","ticker":null,"filing_date":""},{"id":17758,"accession_number":"0001193125-26-308984","item_number":"8.01","item_title":null,"event_type":"debt_issuance","event_domain":"financial","is_material":true,"confidence":0.95,"reasoning":"Wabash announced the pricing of a $130 million convertible senior notes offering (upsized from $100 million) due 2032, with a 4.00% interest rate and conversion features. The company intends to use net proceeds of approximately $122 million for general corporate purposes including repaying existing credit agreement amounts. This is a material creation of a new direct financial obligation disclosed under Item 8.01 via press release.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-20T20:32:15.801875+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":17755,"accession_number":"0001193125-26-308984","item_number":"1.01","item_title":null,"event_type":"debt_issuance","event_domain":"financial","is_material":true,"confidence":0.95,"reasoning":"Wabash National completed a private offering of $150 million in aggregate principal amount of 4.00% Convertible Senior Notes due 2032 (including the $20 million overallotment exercised by initial purchasers). The filing discloses entry into a material definitive agreement—the Indenture dated July 20, 2026—establishing new senior unsecured debt obligations with specified terms, interest rate, maturity date, conversion features, and redemption provisions. This is a classic debt issuance under Item 1.01.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-20T20:32:15.801875+00:00","company_name":"WABASH NATIONAL Corp","ticker":"WNC","filing_date":"2026-07-20"},{"id":17756,"accession_number":"0001193125-26-308984","item_number":"2.03","item_title":null,"event_type":"debt_issuance","event_domain":"financial","is_material":true,"confidence":0.98,"reasoning":"Wabash announced the pricing and issuance of $130 million aggregate principal amount of 4.00% convertible senior unsecured notes due 2032 (upsized from $100 million), with an additional $20 million option for initial purchasers. This is a direct creation of a new financial obligation—a debt instrument with specified interest rate, maturity date, and conversion features. The filing explicitly states the offering is expected to close on July 20, 2026, and Wabash intends to use net proceeds of approximately $122 million (or $141 million with full option exercise) for general corporate purposes including repaying existing credit agreement amounts.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-20T20:32:15.801875+00:00","company_name":"WABASH NATIONAL Corp","ticker":"WNC","filing_date":"2026-07-20"},{"id":17757,"accession_number":"0001193125-26-308984","item_number":"3.02","item_title":null,"event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.95,"reasoning":"Wabash National issued $130 million of convertible senior notes (upsized from $100 million) in a private placement to qualified institutional buyers under Rule 144A. The notes are convertible into up to 11,867,085 shares of common stock at an initial conversion rate of 79.1139 shares per $1,000 principal amount, representing a dilutive equity issuance. The company relied on Section 4(a)(2) and Rule 144A exemptions from registration, which are hallmarks of unregistered equity-linked securities offerings.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-20T20:32:15.801875+00:00","company_name":"WABASH NATIONAL Corp","ticker":"WNC","filing_date":"2026-07-20"},{"id":17758,"accession_number":"0001193125-26-308984","item_number":"8.01","item_title":null,"event_type":"debt_issuance","event_domain":"financial","is_material":true,"confidence":0.95,"reasoning":"Wabash announced the pricing of a $130 million convertible senior notes offering (upsized from $100 million) due 2032, with a 4.00% interest rate and conversion features. The company intends to use net proceeds of approximately $122 million for general corporate purposes including repaying existing credit agreement amounts. This is a material creation of a new direct financial obligation disclosed under Item 8.01 via press release.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-20T20:32:15.801875+00:00","company_name":"WABASH NATIONAL Corp","ticker":"WNC","filing_date":"2026-07-20"}]}