Driven Brands Enters Material Agreement, Incurs Financial Obligation

Ticker: DRVN · Form: 8-K · Filed: Oct 21, 2025 · CIK: 1804745

Sentiment: neutral

Topics: material-agreement, financial-obligation

TL;DR

Driven Brands just signed a big deal and took on new debt. Watch this space.

AI Summary

On October 20, 2025, Driven Brands Holdings Inc. entered into a material definitive agreement. This filing also indicates the creation of a direct financial obligation or an obligation under an off-balance sheet arrangement for the registrant. The company is headquartered at 440 S. Church Street, Suite 700, Charlotte, NC 28202.

Why It Matters

This filing signals a significant new financial commitment or agreement for Driven Brands, which could impact its future financial performance and strategic direction.

Risk Assessment

Risk Level: medium — Entering into material definitive agreements and financial obligations can introduce new risks related to the terms of the agreement and the company's ability to meet its obligations.

Key Players & Entities

FAQ

What type of material definitive agreement did Driven Brands Holdings Inc. enter into?

The filing states that Driven Brands Holdings Inc. entered into a material definitive agreement, but the specific details of the agreement are not provided in this excerpt.

What is the nature of the financial obligation created by Driven Brands Holdings Inc.?

The filing indicates the creation of a direct financial obligation or an obligation under an off-balance sheet arrangement, but the specifics are not detailed in this excerpt.

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

The earliest event reported in this 8-K filing occurred on October 20, 2025.

What is the primary business address of Driven Brands Holdings Inc.?

The primary business address of Driven Brands Holdings Inc. is 440 S. Church Street, Suite 700, Charlotte, NC 28202.

What is the SEC file number for Driven Brands Holdings Inc.'s 8-K filing?

The SEC file number for Driven Brands Holdings Inc.'s 8-K filing is 001-39898.

Filing Stats: 1,839 words · 7 min read · ~6 pages · Grade level 11.4 · Accepted 2025-10-21 07:43:31

Key Financial Figures

Filing Documents

01 Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement 2025-1 Senior Notes On October 20, 2025 (the "Closing Date"), Driven Brands Funding, LLC and Driven Brands Canada Funding Corporation (together, the "Co-Issuers", and each a wholly-owned subsidiary of Driven Brands Holdings Inc. (the "Company")), issued $500 million of Series 2025-1 5.296% Fixed Rate Senior Secured Notes, Class A-2 (the "2025-1 Class A-2 Senior Notes"). The 2025-1 Class A-2 Senior Notes have an anticipated repayment date in October 2030, with accrued interest and, if applicable, amortizing principal paid quarterly, and a final legal maturity date in October 2055. The 2025-1 Class A-2 Senior Notes are secured by substantially all assets of the Co-Issuers and are guaranteed by the Securitization Entities (as defined in the Amended Base Indenture). The 2025-1 Class A-2 Senior Notes were issued pursuant to the Amended Base Indenture (as defined below) and a series supplement to the Amended Base Indenture dated as of the Closing Date (the "Series 2025-1 Supplement"). The foregoing description of the Series 2025-1 Supplement is qualified in its entirety by reference to the full text of the Series 2025-1 Supplement, which is incorporated herein by reference to Exhibit 4.1 to this Current Report on Form 8-K. Second Amended and Restated Indenture On October 20, 2025, the Co-Issuers entered into the Second Amended and Restated Indenture (the "Amended Base Indenture"), which amended and restated the Amended and Restated Base Indenture, dated as of April 24, 2018 (as amended by Amendment No. 1 to the Base Indenture, dated as of March 19, 2019, Amendment No. 2 to the Base Indenture, dated as of June 15, 2019, Amendment No. 3 to the Base Indenture, dated as of September 17, 2019, Amendment No. 4 to the Base Indenture, dated as of July 6, 2020, Amendment No. 5 to the Base Indenture, dated as of December 14, 2020, Amendment No. 6 to the Base Indenture, dated as of March 30, 2021, Amendment No. 7 to the Base

03 Creation of a Direct Financial Obligation under an Off-Balance Sheet Arrangement of a Registrant

Item 2.03 Creation of a Direct Financial Obligation under an Off-Balance Sheet Arrangement of a Registrant. The information contained under Item 1.01 above is hereby incorporated by reference into this Item 2.03.

01 Regulation FD Disclosure

Item 7.01 Regulation FD Disclosure. On October 20, 2025, the Company issued a press release describing certain of the matters contained 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 report and incorporated by reference herein. The information provided pursuant to this Item 7.01 is "furnished" and shall not be deemed to be "filed" with the SEC or incorporated by reference in any filing under the Securities Exchange Act of 1934, as amended, or the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in any such filings. The filing of this Item 7.01 of this Current Report on Form 8-K (including the exhibit hereto or any information included herein or therein) shall not be deemed an admission as to the materiality of any information herein that is required to be disclosed solely by reason of Regulation FD.

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description 4.1 Series 2025-1 Supplement, dated as of October 20, 2025, by and among Driven Brands Funding, LLC, as issuer, Driven Brands Canada Funding Corporation, as Canadian co-issuer, and Citibank, N.A., as trustee and Series 2025-1 securities intermediary 4.2 Second Amended and Restated Base Indenture, dated as of October 20, 2025, among Driven Brands Funding, LLC, as issuer, Driven Brands Canada Funding Corporation, as Canadian co-issuer, and Citibank, N.A., as trustee 10.1 Second Amended and Restated Management Agreement, dated as of October 20, 2025, among Driven Brands Funding, LLC, Driven Funding Holdco, LLC, certain subsidiaries of Driven Brands Funding, LLC party thereto, Take 5 LLC, Take 5 Oil Change, LLC, Driven Brands, Inc., as manager, and Citibank, N.A., as trustee 10.2 Amended and Restated Canadian Management Agreement, dated as of October 20, 2025, among Driven Brands Canada Funding Corporation, Driven Canada Funding HoldCo Corporation, certain subsidiaries of Driven Brands Canada Funding Corporation party thereto, Driven Brands Canada Shared Services Inc., as manager, and Citibank, N.A., as trustee 99.1 Driven Brands Holdings Inc. News Release dated October 21, 2025 104 Cover Page Interactive Data File - the cover page XBRL tags are 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. DRIVEN BRANDS HOLDINGS INC. Date: October 21, 2025 By: /s/ Scott O'Melia Name: Scott O'Melia Title: Executive Vice President, Chief Legal Officer

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