Sun Communities (NYSE: SUI) renews $1B stock repurchase plan
Filing Impact
Filing Sentiment
Form Type
8-K/A
Rhea-AI Filing Summary
Sun Communities, Inc. filed an amended current report to update its prior disclosure and authorize a renewed stock repurchase program. Effective May 27, 2026, the board approved a program allowing the company to repurchase up to $1 billion of its common stock through May 27, 2027.
The company may buy shares in the open market, through private or accelerated repurchases, or other methods consistent with Rule 10b5-1 and Rule 10b-18. The authorization is discretionary, does not require any minimum repurchases, and can be modified, suspended, or terminated at any time. The amendment also files an agreement for the sale and purchase of the entire issued share capital of certain target companies as Exhibit 2.1.
Positive
- None.
Negative
- None.
8-K Event Classification
2 items: 8.01, 9.01
2 items
Item 8.01
Other Events
Other
Voluntary disclosure of events the company deems important to shareholders but not covered by other items.
Item 9.01
Financial Statements and Exhibits
Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Key Figures
Stock repurchase authorization: $1 billion
Program start date: May 27, 2026
Program end date: May 27, 2027
+1 more
4 metrics
Stock repurchase authorization
$1 billion
Maximum aggregate amount of common stock repurchases under program
Program start date
May 27, 2026
Effective date of stock repurchase program authorization
Program end date
May 27, 2027
Date through which repurchases may be made
Key exhibit date
May 21, 2026
Date of agreement for sale and purchase of target companies (Exhibit 2.1)
Key Terms
stock repurchase program, Rule 10b5-1, Rule 10b-18, Supplemental Risk Factors, +1 more
5 terms
stock repurchase program financial
"the Board of Directors of Sun Communities, Inc. ... authorized a stock repurchase program"
A stock repurchase program is when a company buys back its own shares from the market. This can make each remaining share more valuable and shows that the company believes its stock is a good investment. It’s like a business treating its shares like a limited resource, hoping to boost confidence and share prices.
Rule 10b5-1 regulatory
"in accordance with the terms set forth in Rule 10b5-1 and Rule 10b-18 of the Exchange Act"
Rule 10b5-1 is a regulation that allows company insiders to buy or sell their shares at predetermined times, even if they have access to non-public information. It acts like setting a schedule in advance for transactions, helping prevent accusations of unfair trading. This rule provides a way for insiders to plan trades transparently, giving investors confidence that these transactions are not based on hidden information.
Rule 10b-18 regulatory
"in accordance with the terms set forth in Rule 10b5-1 and Rule 10b-18 of the Exchange Act"
Rule 10b-18 is a regulation that sets strict rules for how a company's executives and employees can buy back their own company's stock from the market. It helps ensure that these buybacks happen in a fair and transparent way, reducing the chance of market manipulation. This is important for investors because it offers protection against unfair practices and promotes confidence in the integrity of the stock market.
Supplemental Risk Factors financial
"99.2 | Supplemental Risk Factors | Incorporated by reference to Exhibit 99.2"
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K/A
CURRENT REPORT
Pursuant to Section 13 OR 15(d)
of The Securities Exchange Act of 1934
Date of Report: May 21, 2026
(Date of earliest event reported)
(Exact Name of Registrant as Specified in its Charter)
| (State of Incorporation) | Commission file number | (I.R.S. Employer Identification No.) | |||||||||||||||
| (Address of Principal Executive Offices) | (Zip Code) | ||||||||||||||||
(248 ) 208-2500
(Registrant's telephone number, including area code)
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:
Securities registered pursuant to Section 12(b) of the Act:
Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||||||||
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):
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. ☐
EXPLANATORY NOTE
This Amendment No. 1 on Form 8-K/A (the “Form 8-K/A”) to our Current Report on Form 8-K filed with the Securities and Exchange Commission on May 21, 2026 (the “Original Form 8-K”) is being filed to amend and restate the Index to Exhibits in Item 9.01 of the Original Form 8-K and to file Exhibit 2.1, which as disclosed in the Original Form 8-K was to be filed with this Form 8-K/A. In addition, this Form 8-K/A amends and supplements the disclosure set forth under Item 8.01 of the Original Form 8-K to include disclosure regarding the authorization of a stock repurchase program. Except as specifically described herein, this Form 8-K/A does not amend or update any other item or disclosure contained in the Original Form 8-K. This Form 8-K/A is presented as of the filing date of the Original Form 8-K and does not reflect events occurring after that date, or modify or update disclosures in any way other than as specifically noted above.
| Item 8.01 | Financial Statements and Exhibits | ||||
Stock Repurchase Program
Effective May 27, 2026, the Board of Directors of Sun Communities, Inc. (the “Company”) authorized a stock repurchase program (the “Stock Repurchase Program”) under which the Company may repurchase up to $1 billion of its common stock through May 27, 2027. The Stock Repurchase Program renews the Company’s previous stock repurchase program and provides the Company with continued flexibility to repurchase shares of its common stock.
Under the Stock Repurchase Program, the Company may repurchase shares of its common stock from time to time in open market transactions, through privately negotiated transactions, through one or more accelerated repurchases, or otherwise, in accordance with the terms set forth in Rule 10b5-1 and Rule 10b-18 of the Exchange Act and other applicable legal requirements. The extent to which the Company repurchases shares of its common stock and the timing of such repurchases will depend on market conditions and other considerations as may be considered in the Company’s sole discretion. The Stock Repurchase Program does not obligate the Company to repurchase any specific number of shares of its common stock and there is no guarantee as to the exact number of shares of common stock that will be repurchased by the Company. The Company may initiate, suspend or discontinue purchases under the Stock Repurchase Program at any time. Furthermore, the Stock Repurchase Program may be modified, suspended or terminated at any time without prior notice.
| Item 9.01 | Financial Statements and Exhibits | ||||
(d) Exhibits.
| Exhibit No. | Description | Method of Filing | ||||||
| 2.1*† | Agreement for the sale and purchase of the entire issued share capital of certain target companies dated May 21, 2026 between Sun Communities Operating Limited Partnership and Panther Bidco Limited | Filed herewith | ||||||
| 99.1 | Press Release dated May 21, 2026 | Incorporated by reference to Exhibit 99.1 to Sun Communities, Inc.'s Current Report on Form 8-K filed on May 21, 2026 | ||||||
| 99.2 | Supplemental Risk Factors | Incorporated by reference to Exhibit 99.2 to Sun Communities, Inc.'s Current Report on Form 8-K filed on May 21, 2026 | ||||||
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | Filed herewith | ||||||
* Certain schedules and exhibits have been omitted pursuant to Item 601(a)(5) of Regulation S-K because such schedules and exhibits do not contain information which is material to an investment decision or which is not otherwise disclosed in the filed agreements. The Company will furnish the omitted schedules and exhibits to the SEC upon request by the SEC.
† Certain personally identifiable information has been omitted from this exhibit pursuant to Item 601(a)(6) of Regulation S-K.
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 hereunto duly authorized.
| SUN COMMUNITIES, INC. | |||||||||||
Dated: May 28, 2026 | By: | /s/ Fernando Castro-Caratini | |||||||||
Fernando Castro-Caratini, Chief Financial Officer, Executive Vice President, Secretary and Treasurer | |||||||||||
FAQ
What did Sun Communities (SUI) change in this amended 8-K/A filing?
Sun Communities filed an amended report to update its exhibit index, add a key acquisition agreement as Exhibit 2.1, and expand prior disclosure to include authorization of a new stock repurchase program, while leaving other original disclosures unchanged.
How large is Sun Communities’ new stock repurchase program?
The board authorized a stock repurchase program allowing Sun Communities to repurchase up to $1 billion of its common stock. This authorization renews the company’s previous program and provides continued capacity to buy back shares at the company’s discretion.
How long will Sun Communities’ $1 billion stock repurchase program run?
The stock repurchase program is effective from May 27, 2026 and permits buybacks through May 27, 2027. Within this period, the company may initiate, suspend, discontinue, or terminate repurchases at any time without prior public notice.
What methods can Sun Communities use for repurchases under the program?
Sun Communities may repurchase common stock in open market transactions, privately negotiated deals, or one or more accelerated repurchases. All activity must comply with Rule 10b5-1, Rule 10b-18 of the Exchange Act, and other applicable legal requirements disclosed.
What major exhibit is included in this Sun Communities 8-K/A?
The amended filing includes Exhibit 2.1, an agreement for the sale and purchase of the entire issued share capital of certain target companies between Sun Communities Operating Limited Partnership and Panther Bidco Limited, dated May 21, 2026, with certain schedules omitted.