Current Report · Items 8.01, 9.01 · 8-K

BKV Corporation

BKVNYSEEQUITYCurrent

Other Events

Filed Sep 10, 2026Accepted Sep 10, 2026, 8:35 AM EDTCIK 1838406Accession 0001104659-26-106560

Company context

BKV Corporation (NYSE: BKV) is a forward-thinking, growth-driven energy company focused on the sustainable development and delivery of low-carbon energy solutions and baseload power. As the largest natural gas producer by gross operated volume in the Barnett Shale, BKV is strategically expanding an end-to-end value chain that leverages its assets in upstream production, midstream infrastructure, natural gas-fired power generation and carbon capture, utilization and storage (CCUS). Through this innovative, closed-loop approach, BKV solves customers’ toughest energy challenges, meeting growing power demand and enabling sustainable growth for the future. Headquartered in Denver, Colorado, BKV is committed to driving long-term, risk adjusted shareholder value by optimizing and scaling our closed-loop energy platform for a carbon neutral future. For more information, visit the BKV website at www.bkv.com.

Current securities

BKVNYSE · EQUITY · Current

Recent company filings

Disclosure sections

Items 8.01, 9.01

Select an item to read the extracted section. The as-filed document remains the primary evidence.

Item 8.01Item 8.01 - Other Events

Item 8.01. Other Events. On September 9, 2026, BKV Corporation (the “Company”) issued a press release announcing its proposed offering of $400 million aggregate principal amount of its 1.625% convertible senior notes due 2031 (the “Notes”) pursuant to Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”). A copy of the press release announcing the offering of the Notes is attached hereto as Exhibit 99.1 and incorporated by reference herein. On September 9, 2026, the Company issued a press release announcing the pricing of the upsized offering of $500 million aggregate principal amount of the Notes. The Company has also granted to the initial purchasers an option to purchase additional Notes with an aggregate principal amount of up to $75 million. A copy of the press release announcing the pricing of the offering of the Notes is attached hereto as Exhibit 99.2 and incorporated by reference herein. Neither the Notes, nor any shares of Company common stock issuable upon conversion of the Notes, have been, nor will be registered under the Securities Act or any state securities laws, such securities may not be offered or sold in the United States except pursuant to an applicable exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and other applicable securities laws. This Current Report on Form 8-K does not constitute an offer to sell or the solicitation of an offer to buy any of these securities, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such state or jurisdiction.

Filed exhibits (2)

EX-99.1 (by filename) tm2625092d1_ex99-1.htm

EX-99.1 2 tm2625092d1_ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 BKV CORPORATION ANNOUNCES PROPOSED CONVERTIBLE SENIOR NOTES OFFERING September 9, 2026 DENVER--(BUSINESS WIRE)--BKV Corporation (“BKV” or the “Company”) (NYSE: BKV) announced today that it intends to offer, subject to market conditions, $400 million aggregate principal amount of convertible senior notes due 2031 (the “Notes”) in a private offering to eligible purchasers. BKV also expects to grant the initial purchasers of the Notes an option to purchase, for settlement within a period of 13 days from, and including, the date the Notes are first issued, up to an additional $60 million principal amount of Notes (the “Initial Purchaser Option”). The Notes will be senior, unsecured obligations of BKV, will accrue interest payable semi-annually in arrears and will mature on October 15, 2031, unless earlier repurchased, redeemed or converted. Noteholders will have the right to convert their notes in certain circumstances and during specified periods. BKV will settle conversions by paying or delivering, as applicable, cash or a combination of cash and shares of its common stock (“Common Stock”), at the Company’s election, …

Open exhibit ↗

EX-99.2 (by filename) tm2625092d1_ex99-2.htm

EX-99.2 3 tm2625092d1_ex99-2.htm EXHIBIT 99.2 Exhibit 99.2 BKV Corporation Prices Upsized $500 Million Convertible Senior Notes OFFERING September 9, 2026 DENVER--(BUSINESS WIRE)-- BKV Corporation (“BKV” or the “Company”) (NYSE: BKV) announced today the pricing of its upsized offering of $500 million aggregate principal amount of its 1.625% convertible senior notes due 2031 (the “Notes”) in a private offering to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”). The offering size was increased from the previously announced offering size of $400 million aggregate principal amount of Notes. The issuance and sale of the Notes are scheduled to settle on September 14, 2026, subject to customary closing conditions. BKV also granted the initial purchasers of the Notes an option to purchase, for settlement within a period of 13 days from, and including, the date the Notes are first issued, up to an additional $75 million principal amount of Notes (the “Initial Purchaser Option”). The Notes will be senior, unsecured obligations of BKV and will accrue interest at a rate of 1.625% per annum from, and including, Sep…