Generac issues Amazon warrant tied to $8 billion in generator purchases
Generac Holdings enters into a transaction agreement with Amazon, issuing a warrant for up to 1,693,745 shares of common stock.
Generac Holdings Inc. (GNRC) entered into a transaction agreement with Amazon.com, Inc. on Tuesday, September 16, 2026, according to a regulatory filing.
Key takeaways
- Generac issued Amazon a warrant to acquire up to 1,693,745 shares of common stock.
- The exercise price for the warrant is set at $200.9266 per share.
- Initial generator deliveries for Amazon data centers are expected to total $2.4 billion in 2027 and 2028.
- Warrant vesting is tied to aggregate gross payments up to a total of $8 billion.
- The warrant may be exercised through cash or cashless exercise on or before September 16, 2033.
Warrant terms and vesting schedule
Under the terms of the transaction agreement, Generac issued the warrant to Amazon.com NV Investment Holdings LLC, a wholly owned subsidiary of Amazon. A total of 307,954 warrant shares vested immediately upon issuance. The remaining balance vests over the term of the warrant in multiple tranches contingent upon aggregate gross payments received by Generac and its global affiliates from Amazon and its affiliates for backup power generators for Amazon data centers. These payments build up to a total of $8 billion. The exercise price and the number of warrant shares are subject to anti-dilution adjustments, and Generac has granted registration rights regarding the warrant shares.
Supply agreement and delivery timeline
Concurrently with the warrant issuance, Generac and Amazon executed a long-term supply agreement. This agreement builds upon existing commercial arrangements, including a global purchase agreement dated June 24, 2026, between Generac Power Systems, Inc. and Amazon Data Services, Inc., alongside a long-term supply addendum. Initial deliveries of backup generators under the arrangement are expected to total $2.4 billion across 2027 and 2028.
Why it matters
The transaction connects Generac directly to Amazon's data center infrastructure expansion through a multi-year procurement commitment. By linking warrant vesting to $8 billion in cumulative generator purchases, the agreement aligns Amazon's equity upside with long-term capital spending on Generac's backup power equipment. The agreement also provides Amazon with the option to execute cash or cashless exercises through September 2033, subject to registration rights for the underlying common stock.
By the numbers
| Metric | Value | Source |
|---|---|---|
| Maximum warrant shares | 1,693,745 shares | Transaction Agreement |
| Exercise price | $200.9266 per share | Transaction Agreement |
| Immediately vested shares | 307,954 shares | Transaction Agreement |
| Milestone payment target | $8 billion | Transaction Agreement |
| Expected initial deliveries | $2.4 billion | Transaction Agreement |
| Initial delivery window | 2027 and 2028 | Transaction Agreement |
| Warrant expiration date | September 16, 2033 | Transaction Agreement |
Remaining conditions and future exercise
The warrant was issued in reliance on the exemption from registration provided by Section 4(a)(2) of the Securities Act of 1933. The remaining unvested shares will become available as gross payments for data center generators accumulate toward the $8 billion target. Holdings may exercise the warrant in whole or in part through cash or cashless methods at any point prior to the expiration date in September 2033, while the company maintains obligations to facilitate shelf registration statements for the issued shares under the terms of the agreement.