Perimeter Solutions Files 8-K: Material Agreement

Ticker: PRM · Form: 8-K · Filed: Dec 10, 2025 · CIK: 1880319

Sentiment: neutral

Topics: material-agreement, 8-K, financials

TL;DR

Perimeter Solutions signed a big deal, filing an 8-K today.

AI Summary

Perimeter Solutions, Inc. filed an 8-K on December 10, 2025, reporting the entry into a material definitive agreement. The filing also includes Regulation FD disclosures and financial statements/exhibits. The company, previously known as Perimeter Solutions, SA, is incorporated in Delaware and headquartered in Clayton, Missouri.

Why It Matters

This filing indicates a significant new contract or partnership for Perimeter Solutions, which could impact its future financial performance and strategic direction.

Risk Assessment

Risk Level: medium — Material definitive agreements can introduce new risks and opportunities that may affect the company's financial health and stock performance.

Key Players & Entities

FAQ

What is the nature of the material definitive agreement entered into by Perimeter Solutions, Inc.?

The filing does not specify the exact nature of the material definitive agreement, only that one was entered into on or before December 9, 2025.

When was the earliest event reported in this 8-K filing?

The earliest event reported was on December 9, 2025.

What is the principal executive office address for Perimeter Solutions, Inc.?

The principal executive offices are located at 8000 Maryland Avenue, Suite 350, Clayton, Missouri 63105.

Has Perimeter Solutions, Inc. undergone a name change?

Yes, the company was formerly known as Perimeter Solutions, SA, with a date of name change on August 26, 2021.

What is the SIC code for Perimeter Solutions, Inc.?

The Standard Industrial Classification (SIC) code for Perimeter Solutions, Inc. is 2800, which falls under CHEMICALS & ALLIED PRODUCTS.

Filing Stats: 1,219 words · 5 min read · ~4 pages · Grade level 13.4 · Accepted 2025-12-10 16:16:17

Key Financial Figures

Filing Documents

01 Entry Into a Material Definitive Agreement

Item 1.01 Entry Into a Material Definitive Agreement. Stock Purchase Agreement On December 9, 2025, Perimeter Solutions North America, Inc., a Delaware corporation (the "Buyer"), a wholly-owned subsidiary of Perimeter Solutions, Inc. (the "Company"), entered into a Securities Purchase Agreement (the "Purchase Agreement"), by and among the Buyer, the Company, Thunderbird Midco, LLC, a Delaware limited liability company, and its subsidiaries ("MMT"), the equity holders of MMT (the "Sellers"), and certain other parties thereto pursuant to which the Buyer will acquire all of the outstanding capital stock of MMT from the Sellers for $685 million in cash, subject to certain customary adjustments as set forth in the Purchase Agreement (the "Acquisition"). The Acquisition is subject to various closing conditions, including (i) the expiration or termination of the applicable waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended, (ii) the absence of any legal restraint preventing the consummation of the Acquisition or any transactions contemplated thereby, (iii) the accuracy of each party's representations and warranties (subject to materiality qualifiers) and performance by the parties of their respective obligations under the Purchase Agreement, (iv) the absence of a material adverse effect on MMT and (v) the satisfaction of other conditions customary for a transaction of this type. The Purchase Agreement contains certain termination rights for the Buyer and the Sellers, including if (i) the Closing does not occur within 120 days, subject to extension in accordance with the terms of the Purchase Agreement, (ii) the other party breaches any of its representations, warranties or covenants (subject to materiality thresholds and cure periods) or (iii) a legal restraint preventing the Acquisition has become final and nonappealable. The Purchase Agreement contains customary representations, warranties and covenants of the Buyer, the

01 Regulation FD Disclosure

Item 7.01 Regulation FD Disclosure. On December 10, 2025, the Company issued a press release relating to the Acquisition described in Item 1.01 of this Current Report on Form 8-K. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K. On December 10, 2025, the Company posted an investor presentation relating to the Acquisition. A copy of the investor presentation is furnished as Exhibit 99.2 hereto and is incorporated herein by reference. In accordance with General Instruction B.2 of Form 8-K, the information furnished pursuant to Item 7.01 in the investor relations section of its website and the press release attached hereto as Exhibit 99.1 and the investor presentation attached hereto as Exhibit 99.2 relating to this Item 7.01 shall not be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits (d) Exhibits The following exhibits are being furnished as part of this Current Report on Form 8-K. Exhibit No. Description 99.1 Press release issued by Perimeter Solutions, Inc. on December 10, 2025. 99.2 Investor Presentation posted by Perimeter Solutions, Inc. on December 10, 2025. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document).

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. Perimeter Solutions, Inc. Date: December 10, 2025 By: /s/ Kyle Sable Kyle Sable Chief Financial Officer

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