8-KCurrent report
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✓ VerifiedCorning entered an Equity Distribution Agreement with Goldman Sachs to sell up to $2,000,000,000 of common stock through an at-the-market offering program.
Filed Sep 11, 2026 · 12:25 ET
Summary
- On September 11, 2026, Corning entered an Equity Distribution Agreement with Goldman Sachs & Co. LLC to sell common stock with an aggregate offering price of up to $2,000,000,000 through an at-the-market equity offering program.
- Goldman Sachs will act as sales agent, and the agreement also provides for direct sales to Goldman Sachs as principal under a separate Terms Agreement.
- Corning will pay Goldman Sachs a commission equal to 1.0% of the gross proceeds of any common stock sold under the agreement.
- The company intends to use any net proceeds for general corporate purposes.
- Sales will be made under Corning's shelf registration statement on Form S-3 (File No. 333-295316), which became effective upon filing on April 24, 2026, with a prospectus supplement filed September 11, 2026.
Key facts
- Aggregate offering price
- up to $2,000,000,000
From the filing for Aggregate offering price
“having an aggregate offering price of up to $2,000,000,000, from time to time, through an "at the market" equity offering program”
- Sales agent
- Goldman Sachs & Co. LLC
From the filing for Sales agent
“entered into an Equity Distribution Agreement (the "Equity Distribution Agreement") with Goldman Sachs & Co. LLC ("Goldman Sachs")”
- Commission rate
- 1.0% of gross proceeds
From the filing for Commission rate
“The Company will pay Goldman Sachs a commission equal to 1.0% of the gross proceeds of any Common Stock sold through Goldman Sachs”
- Use of proceeds
- general corporate purposes
From the filing for Use of proceeds
“The Company intends to use any net proceeds from the sale of the Common Stock for general corporate purposes.”
- Shelf registration
- Form S-3 (File No. 333-295316)
From the filing for Shelf registration
“the Company's shelf registration statement on Form S-3 (File No. 333-295316) filed with the Securities and Exchange Commission (the "Commission") on April 24, 2026”
- Agreement date
- September 11, 2026
From the filing for Agreement date
“Equity Distribution Agreement, dated as of September 11, 2026, by and between Corning Incorporated and Goldman Sachs & Co. LLC.”
Why it mattersThe agreement establishes a mechanism for Corning to raise up to $2 billion in equity capital over time by selling common stock into the market.
- Filed
- Sep 11, 2026
- Accepted
- 2026-09-11 16:25Z
- Period
- Sep 11, 2026
- Accession no.
- 0001193125-26-389321
- Size
- 382 KB
- Index
- Filing index