true 0000055242 false 0000055242 2026-05-26 2026-05-26 0000055242 kmt:CapitalStockParValue1.25PerShareMember 2026-05-26 2026-05-26 0000055242 kmt:PreferredStockPurchaseRightsMember 2026-05-26 2026-05-26
 
 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): May 26, 2026

 

 

Kennametal Inc.

(Exact name of registrant as specified in its charter)

 

 

 

Pennsylvania   1-5318   25-0900168

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS. Employer

Identification Number)

 

525 William Penn Place, Suite 3300

Pittsburgh, Pennsylvania

  15219
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code: (412) 248-8000

Not Applicable

(Former name or former address, if changed since last report)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to 12(b) of the Securities Exchange Act of 1934:

 

Title of each class

 

Trading

Symbol(s)

 

Name of each exchange

on which registered

Capital Stock, par value $1.25 per share   KMT   New York Stock Exchange
Preferred Stock Purchase Rights     New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 
 


Item 8.01.

Other Events.

On May 26, 2026, Kennametal Inc. (the “Company”) issued (i) a press release announcing the pricing terms of its cash tender offer (the “Tender Offer”) to purchase any and all of the Company’s 4.625% Senior Notes due 2028, and (ii) a press release announcing the final results and expiration of the Tender Offer. Copies of the press releases are filed as Exhibit 99.1 and Exhibit 99.2, respectively, to this report and are incorporated by reference herein.

 

Item 9.01.

Financial Statements and Exhibits.

(d) Exhibits

 

Exhibit
Number
  

Description

99.1    Press Release of the Company issued May 26, 2026, announcing the pricing terms of the Tender Offer.
99.2    Press Release of the Company issued May 27, 2026, announcing the final results and expiration of the Tender Offer.
104    Cover Page Interactive Data File (the cover page XBRL tags are embedded within the inline XBRL document).

 


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

 

      KENNAMETAL INC.
Date: May 27, 2026  

 

  By:  

/s/ Michelle R. Keating

      Michelle R. Keating
      Vice President, Secretary and General Counsel