{"filing":{"accession_number":"0001193125-26-337955","cik":"0002080921","ticker":"APC","company_name":"ARKO Petroleum Corp.","form":"8-K","filing_date":"2026-08-06","report_date":"2026-08-04","primary_document":"apc-20260804.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/2080921/000119312526337955/apc-20260804.htm"},"events":[{"id":25600,"run_id":23236,"accession_number":"0001193125-26-337955","anchor_item_number":"1.01","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.98,"summary":"ARKO Petroleum entered into an Asset Purchase Agreement on August 4, 2026, to acquire the U.S. Petroleum Partners business, a vertically integrated fuel supply and distribution platform with two fuel terminals, supply rights to 400+ dealer locations, and a fleet of vehicles, for $205 million in cash plus $30 million in stock consideration with potential earn-out adjustments.","company_name":"ARKO Petroleum Corp.","ticker":"APC","filing_date":"2026-08-06","form":"8-K","submitted_at":null,"items":[{"id":26479,"accession_number":"0001193125-26-337955","item_number":"1.01","item_title":"Entry into a Material Definitive Agreement.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.98,"reasoning":"ARKO Petroleum entered into an Asset Purchase Agreement on August 4, 2026, to acquire the U.S. Petroleum Partners business—a vertically integrated fuel supply and distribution platform with two fuel terminals, supply rights to 400+ dealer locations, and a fleet of vehicles. The transaction involves $205 million in cash plus $30 million in stock consideration, with potential earn-out adjustments. This is a material acquisition disclosed under Item 1.01, directly fitting the ma_activity category.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-09T02:16:11.640531+00:00","company_name":"","ticker":null,"filing_date":""},{"id":26480,"accession_number":"0001193125-26-337955","item_number":"3.02","item_title":"Unregistered Sales of Equity Securities.","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.95,"reasoning":"This Item 3.02 discloses an unregistered sale of equity securities under a Purchase Agreement, with an estimated 1,461,265 Consideration Shares to be issued to the Seller at closing, plus potentially additional shares tied to earn-out payments. The shares are offered in reliance on Section 4(a)(2) and Regulation D exemptions, and the Seller is an accredited investor. This is a classic dilutive issuance—a material private placement of common stock that will dilute existing shareholders.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-09T02:16:11.640531+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":26479,"accession_number":"0001193125-26-337955","item_number":"1.01","item_title":"Entry into a Material Definitive Agreement.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.98,"reasoning":"ARKO Petroleum entered into an Asset Purchase Agreement on August 4, 2026, to acquire the U.S. Petroleum Partners business—a vertically integrated fuel supply and distribution platform with two fuel terminals, supply rights to 400+ dealer locations, and a fleet of vehicles. The transaction involves $205 million in cash plus $30 million in stock consideration, with potential earn-out adjustments. This is a material acquisition disclosed under Item 1.01, directly fitting the ma_activity category.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-09T02:16:11.640531+00:00","company_name":"ARKO Petroleum Corp.","ticker":"APC","filing_date":"2026-08-06"},{"id":26480,"accession_number":"0001193125-26-337955","item_number":"3.02","item_title":"Unregistered Sales of Equity Securities.","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.95,"reasoning":"This Item 3.02 discloses an unregistered sale of equity securities under a Purchase Agreement, with an estimated 1,461,265 Consideration Shares to be issued to the Seller at closing, plus potentially additional shares tied to earn-out payments. The shares are offered in reliance on Section 4(a)(2) and Regulation D exemptions, and the Seller is an accredited investor. This is a classic dilutive issuance—a material private placement of common stock that will dilute existing shareholders.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-09T02:16:11.640531+00:00","company_name":"ARKO Petroleum Corp.","ticker":"APC","filing_date":"2026-08-06"}]}
