{"url_path":"/sec/btu/8-k/2026-06-02/item-3-02","section_key":"item-3-02","section_title":"Item 3.02 Unregistered Sales of Equity Securities.","topic":"sec","document":{"doc_type":"8-K","doc_date":"2026-06-02","source_url":"https://www.sec.gov/Archives/edgar/data/1064728/0001193125-26-252668-index.html","accession_number":"0001193125-26-252668","cik":"0001064728","ticker":"BTU","issuer_name":"PEABODY ENERGY CORP","edgar_url":"https://www.sec.gov/Archives/edgar/data/1064728/0001193125-26-252668-index.html","primary_entity_key":"0001064728","primary_entity_name":"PEABODY ENERGY CORP"},"word_count":175,"has_tables":true,"body_markdown":"Item 3.02\n\nUnregistered Sales of Equity Securities.\n\nThe information set forth under Item 1.01 of this Current Report on Form 8-K is incorporated by reference in this Item 3.02.\n\nConvertible Notes\n\nThe Company offered and sold the Notes to the initial purchasers in reliance on the exemption from registration provided by Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”), and for initial resale by the initial purchasers to persons reasonably believed to be qualified institutional buyers pursuant to the exemption from registration provided by Rule 144A under the Securities Act. The Company relied on these exemptions based in part on representations made by the initial purchasers in the purchase agreement pursuant to which the Company sold the Notes to the initial purchasers. Neither the Notes nor the shares of the Company’s common stock issuable upon conversion of the Notes, if any, have been registered under the Securities Act and these securities may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements."}