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FERG 424B2: Secondary offering

Ferguson Enterprises Inc.

Filed with the SEC on · accession 0001140361-26-032505

FERG filed a 424B2 (prospectus (offering)) with the SEC on Aug 12, 2026. The final terms of an offering of shares or bonds. The stock moved -2.5% by the first close after the filing.

Summary of the filing

Ferguson Enterprises Inc. issued $1.2 billion in senior notes ($700 million 4.800% notes due 2029 and $500 million 5.600% notes due 2036) to fund its pending acquisition of FWI Holdings, Inc. and for general corporate purposes.

For details, click here →How to read a 424B2 →

Key details

Total offering amount$1.2B
2029 Notes principal amount$700.0M
2036 Notes principal amount$500.0M
2029 Notes interest rate$5
2036 Notes interest rate$6
IssuerFerguson Enterprises Inc.
GuarantorFerguson UK Holdings Limited
Acquisition targetFWI Holdings, Inc.
UnderwriterJ.P. Morgan
UnderwriterBofA Securities
UnderwriterBarclays
UnderwriterRBC Capital Markets
UnderwriterSMBC Nikko

How FERG stock reacted

Close before

$251.51

Aug 11, 2026

First close after

-2.52%

$245.18

5 trading days

-2.80%

$244.47

Since filing

-7.08%

$233.70

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Frequently asked questions

What did FERG file with the SEC on Aug 12, 2026?

FERG filed a 424B2 (Secondary offering). Ferguson Enterprises Inc. issued $1.2 billion in senior notes ($700 million 4.800% notes due 2029 and $500 million 5.600% notes due 2036) to fund its pending acquisition of FWI Holdings, Inc. and for general corporate purposes.

What does a secondary offering mean for FERG stock?

New shares dilute existing holders and are often sold at a discount to the market price.

How do I read a 424B2?

The final terms of an offering of shares or bonds. Look at price, number of shares and the discount to the market price. Large offerings dilute existing shareholders.

Why are SEC filings important?

Public companies must tell the SEC about anything that can change their value — results, leadership changes, big deals, new shares, bankruptcy. Filings are the official source, often before the news. A 424B2 (prospectus (offering)): The final terms of an offering of shares or bonds.

How did FERG stock react to this filing?

FERG closed at $251.51 before the filing and $245.18 on Aug 12, 2026 (-2.52%). Five trading days later: $244.47 (-2.80%).

Other FERG SEC filings

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