PATRICK INDUSTRIES INC 8-K filed 2026-09-10

Patrick Industries Inc filed an 8-K on 2026-09-10 under Item 8.01, Other Events, to update the record on its pending acquisition of LCI Industries. The filing restates the structure agreed on June 30, 2026, when Patrick, LCI, Planet First Merger Sub Inc and Planet Second Merger Sub LLC entered into an Agreement and Plan of Merger. First Merger Sub merges into LCI, leaving LCI as a direct wholly owned subsidiary of Patrick, and immediately after that LCI merges into Second Merger Sub, with Second Merger Sub surviving as a direct wholly owned subsidiary of Patrick. The substance of this filing is an antitrust timing reset. Patrick and LCI each filed their Hart-Scott-Rodino Premerger Notification and Report Forms with the Federal Trade Commission and the Antitrust Division of the U.S. Department of Justice on August 5, 2026. On September 4, 2026, Patrick voluntarily withdrew its HSR notification, and on September 9, 2026, it refiled with both agencies. The company states that the refiling initiated a new waiting period under the HSR Act. That matters because expiration or termination of the applicable HSR waiting period is one of the conditions to completing the mergers, and the deal remains subject to satisfaction or waiver of the other closing conditions in the Merger Agreement. The length of the new waiting period, the reason for the withdrawal, and whether either agency has raised questions are not in the filing. Nor is there any expected closing date, deal value, exchange ratio or termination date. For readers tracking documents still to come, Patrick and LCI intend to file a Patrick registration statement on Form S-4 containing a joint proxy statement of both companies that also serves as a Patrick prospectus for the shares to be issued, followed by a definitive joint proxy statement/prospectus mailed to stockholders of both companies. Both companies and their directors and executive officers may be considered participants in the proxy solicitation. The filing points to LCI's Form 10-K for the year ended December 31, 2025, filed February 26, 2026, and its 2026 annual meeting proxy statement filed March 27, 2026, and to Patrick's Form 10-K for the year ended December 31, 2025, filed February 19, 2026, and its 2026 annual meeting proxy statement filed March 30, 2026. The only exhibit listed is Exhibit 104, the cover page Inline XBRL data file.