EPAM Systems Reports Material Agreements and Obligations

TL;DR

EPAM 8-K: Material agreements entered and terminated, new financial obligations created.

AI Summary

EPAM Systems, Inc. filed an 8-K on October 6, 2025, reporting on events that occurred on October 3, 2025. The filing indicates the entry into and termination of material definitive agreements, as well as the creation of direct financial obligations. Specific details regarding the nature of these agreements and obligations are not provided in this excerpt.

Why It Matters

This filing signals significant changes in EPAM's contractual and financial commitments, which could impact its future operations and financial health.

Risk Assessment

Risk Level: medium — The filing indicates changes in material agreements and financial obligations, which could represent significant business developments requiring further investigation.

Key Players & Entities

• EPAM Systems, Inc. (company) — Registrant
• October 3, 2025 (date) — Date of earliest event reported
• October 6, 2025 (date) — Date of report
• Delaware (jurisdiction) — State of incorporation
• 22-3536104 (identifier) — IRS Employer Identification No.
• 41 University Drive Suite 202 (address) — Principal executive offices
• Newtown, Pennsylvania (location) — Principal executive offices location
• 267 - 759-9000 (phone_number) — Registrant's telephone number

FAQ

Key Financial Figures

• $0.001 — ich Registered Common Stock, par value $0.001 per share EPAM New York Stock Exchange
• $700 million — lving Facility provides for a five-year $700 million revolving credit facility, with potenti
• $1.2 billion — se further the credit facility to up to $1.2 billion if lenders agree to increase their comm
• $250 m — d States Dollars or, up to a maximum of $250 million, in British Pounds Sterling, Cana

Filing Documents

• epam-20251003.htm (8-K) — 31KB
• exhibit101-pncxepamxamende.htm (EX-10.1) — 1140KB
• 0001352010-25-000047.txt ( ) — 1476KB
• epam-20251003.xsd (EX-101.SCH) — 2KB
• epam-20251003_lab.xml (EX-101.LAB) — 22KB
• epam-20251003_pre.xml (EX-101.PRE) — 13KB
• epam-20251003_htm.xml (XML) — 3KB

01. Entry into a Material Definitive Agreement

Item 1.01. Entry into a Material Definitive Agreement. On October 3, 2025, EPAM Systems, Inc. ("EPAM") entered into an amended and restated credit agreement (the "2025 Credit Agreement") with a syndicate of lenders providing a revolving credit facility (the "2025 Revolving Facility"). PNC Bank, National Association serves as administrative agent, swingline loan lender and issuing lender. The 2025 Revolving Facility provides for a five-year $700 million revolving credit facility, with potential to increase further the credit facility to up to $1.2 billion if lenders agree to increase their commitments and EPAM satisfies certain conditions. The 2025 Revolving Facility allows for unsecured borrowings by EPAM that bear interest at either a SOFR rate (or an alternate benchmark index for borrowings in currencies other than U.S. dollars), plus a margin based on EPAM's leverage ratio. Borrowings under the 2025 Revolving Facility may be denominated in United States Dollars or, up to a maximum of $250 million, in British Pounds Sterling, Canadian Dollars, Euros or Swiss Francs (or other currencies as may be approved by the lenders). The 2025 Credit Agreement contains customary covenants, representations, warranties, guaranties, and events of default. Among the events of default are the following (subject, in some cases, to a grace period): failure to make payments of principal or interest due under the 2025 Revolving Facility; breaches of warranties or covenants, final judgments in excess of certain threshold amounts; insolvency; and a change of control of EPAM. Upon the occurrence of an event of default, the lenders may declare all loans due and payable and cease making further loans. The 2025 Credit Agreement includes several business and financial covenants. It restricts the incurrence of additional indebtedness by EPAM and its subsidiaries, subject to certain exceptions including, among other things, specified indebtedness existing upon entry into the 2025 Credit Agre

02. Termination of a Material Definitive Agreement

Item 1.02. Termination of a Material Definitive Agreement. The information included in Item 1.01 of this Current Report on Form 8-K is incorporated by reference into this Item 1.02. Effective October 3, 2025, the 2025 Revolving Facility and 2025 Credit Agreement replace the 2021 credit facility and credit agreement entered into on October 21, 2021 between EPAM and certain of its subsidiaries, and PNC Bank, National Association, and certain other lenders, and all documents related to such credit agreement. Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. The information included in Item 1.01 of this Current Report on Form 8-K is incorporated by reference into this Item 2.03.

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. (d) Exhibits 10 .1 Amended and Restated Credit Agreement dated as of October 3 , 2025 . 101 Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document. 104 The cover page from this Current Report on Form 8-K, formatted as Inline XBRL.

SIGNATURES

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. Date: October 6, 2025 By: /s/ Edward F. Rockwell Name: Edward F. Rockwell Title: SVP, General Counsel and Corporate Secretary

View Full Filing

View this 8-K filing on SEC EDGAR