Company Update

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549   FORM 8-K   CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934   Date of Report (Date of earliest event reported): May 15, 2023   HEICO CORPORATION (Exact name of registrant as specified in its charter) Florida   001-04604   65-0341002 (State or other jurisdiction of incorporation)   (Commission File Number)   (IRS Employer Identification No.)   3000 Taft Street , Hollywood , Florida 33021 (Address of principal executive offices) (Zip Code)   ( 954 ) 987-4000 (Registrant’s telephone number, including area code)   None (Former name or former address, if changed since last report)   Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))   Securities registered pursuant to Section 12(b) of the Act:   Title of each class   Trading Symbol(s)   Name of each exchange on which registered           Common Stock, $.01 par value per share    HEI   New York Stock Exchange Class A Common Stock, $.01 par value per share    HEI.A   New York Stock Exchange   Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).   Emerging growth company ☐   If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐                 Item 8.01. Other Events. On May 15, 2023, HEICO Corporation, a Florida corporation (the “Company”) issued a press release announcing the entry into an agreement to acquire Wencor Group (“Wencor”) from affiliates of Warburg Pincus LLC and Wencor’s management for $1.9 billion in cash and $150 million in HEICO Class A Common Stock to be paid at closing, or $2.05 billion in the aggregate. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference. The press release should be read in conjunction with the note regarding forward-looking statements, which is included in the text of the press release. Item 9.01 Financial Statements and Exhibits. Exhibit No. Description 99.1 Press Release dated May 15, 2023 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)               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: May 15, 2023 HEICO CORPORATION             By: /s/ CARLOS L. MACAU, JR.       Carlos L. Macau, Jr.       Executive Vice President – Chief Financial Officer and Treasurer