ZWS Zurn Elkay Water Solutions Corp - 8-K

Item 1.01    Entry into a Material Definitive Agreement.

On February 19, 2026 (the “Effective Date”), Zurn Elkay Water Solutions Corporation's (the “Company”) subsidiaries ZBS Global, Inc., Zurn Holdings, Inc., Zurn LLC, and EMC Water LLC, as Borrowers (collectively, the “Borrowers”), the other loan parties thereto, the lenders from time to time party thereto, and UBS AG, Stamford Branch, as former administrative agent and former collateral agent, and JPMorgan Chase Bank, N.A., as successor administrative agent and successor collateral agent, entered into Amendment No. 3 (the “Amendment”) to the Fourth Amended and Restated First Lien Credit Agreement, dated as of October 4, 2021 (the “Credit Agreement”). The Amendment refinances the existing revolving facility amounts outstanding under the Credit Agreement as of the Effective Date and increases the capacity of the revolving credit facility under the Credit Agreement from $200 million to $550 million, available to be drawn from time to time in the forms and amounts, and subject to the limits, set forth in the Credit Agreement, as amended by the Amendment. The Amendment also modifies certain ratios and definitions applicable to capacity increases and borrowing abilities and revises the applicable interest rate margins and commitment fees based on the Borrowers’ net first lien leverage ratio. The maturity date for the new revolving credit facility is February 19, 2031. Following the Effective Date, the Company will have $540.1 million of additional borrowing capacity under the revolving credit facility and $9.9 million of outstanding letters of credit.

The foregoing description of the Amendment is qualified in its entirety by reference to the full text of the Amendment, a copy of which is filed as Exhibit 10.1 hereto and incorporated herein by reference.

Item 2.03    Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

The disclosure set forth in Item 1.01 above is incorporated by reference in this Item 2.03.

Item 9.01        Financial Statements and Exhibits.

Exhibit  No.

Description

10.1

Amendment No. 3, dated as of February, 19, 2026, to the Fourth Amended and Restated First Lien Credit Agreement by and among ZBS Global, Inc., Zurn Holdings, Inc., Zurn LLC, and EMC Water LLC, the other loan parties thereto, the lenders from time to time party thereto, and UBS AG, Stamford Branch, as former administrative agent and former collateral agent, and JPMorgan Chase Bank, N.A., as successor administrative agent and successor collateral agent *

104

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* Schedules and exhibits to this Exhibit have been omitted in accordance with Regulation S-K Items 601(a)(5) and/or 601(b)(2). The Company agrees to furnish supplementally a copy of all omitted schedules to the Securities and Exchange Commission on a confidential basis upon request.