CVR agreed to pay Icahn's company $5 million for a pledge its stock sale would end
CVR Energy, controlled by Carl Icahn's company, is buying two Marathon refineries for $4.2 billion plus working capital, it said on Nov. 3. Its filings show the $500 million Icahn's company committed shrinks as CVR sells stock to the public.
KeyVex News··6 min readFact-checked against 9 public recordsKeyVex News··6 min readFact-checked against 9 public records
CVI$55.92▼ 4.2%Close, Nov. 2. Prices from Tiingo.The short versionTap to readTap to close
- A unit of Icahn Enterprises, which controls CVR, agreed to buy up to $500 million of new CVR stock for the deal. CVR's announcement calls it "a $500 million equity commitment."
- But the commitment shrinks by every dollar CVR raises selling stock to the public, and ends once CVR raises $500 million that way. The same morning, CVR filed to sell exactly $500 million of stock.
- That means the $500 million is expected to come from public buyers instead. CVR agreed to pay Icahn's unit a $5 million fee, due when the commitment was signed.
- The Icahn unit that owned 67.2% of CVR on Oct. 30 is also a seller in that offering: $250 million of its shares, up to $362.5 million.
- That unit agreed to resale limits for 30 days after the final prospectus is dated, which the underwriters can waive. CVR expects the deal to close by the end of 2026.
The deal: CVR Energy agreed on Nov. 2 to buy two refineries from Marathon Petroleum for a base price of $4.2 billion plus working capital, it said before the market opened on Nov. 3.8-KRelease CVR is controlled by Icahn Enterprises, about 87% of which Carl Icahn indirectly holds.424B5 The St. Paul Park plant in Minnesota and the Mandan plant in North Dakota would nearly double CVR's refining capacity, the company said.Release
The commitment: To pay for it, the release lists $2.5 billion of committed debt, $800 million from the commodities trader Trafigura, cash, and "a $500 million equity commitment from our controlling shareholder."Release Under the agreement behind that line, filed the same morning, the commitment shrinks by every dollar CVR raises selling stock to the public. It ends once CVR raises $500 million. CVR agreed to pay the Icahn unit a fee of 1% of the commitment, $5 million, due when it was signed.8-K
Why it matters: About half an hour later, CVR filed a prospectus, the document a company files to sell stock, for exactly $500 million of new shares.424B5 So if the offering closes as planned, the $500 million is expected to come from public buyers, not Icahn's company. An Icahn Enterprises unit is selling $250 million of its own CVR shares in the same offering, up to $362.5 million if the underwriters buy extra shares.424B5 The filings describe the commitment as conditional, its money to be used "if needed." They don't say why CVR chose this structure.8-K424B5
The stock: CVR closed at $55.92 on Nov. 2, up 120% this year.Chart data On Nov. 3 it traded at $48.65 at 11:06 a.m., down 13%, according to Tiingo data on KeyVex.Prices Of seven analysts covering CVR, three rate it a hold, three a sell and one a strong sell, Reuters reported on Nov. 3, citing LSEG data.Reuters
CVR Energy's stock, December 2024 to Nov. 2, 2026Daily close, Dec. 2, 2024 to Nov. 2, 2026 ▲ 184.1%Show chartHide chart
- 1Jan. 8, 2025 Icahn Enterprises' tender offer expires. It offered $18.25 a share for up to 17.8 million CVR shares. About 878,000 were tendered. CVR closes at $18.59.
- 2Dec. 31, 2025 CVR ends 2025 at $25.44. The year's last close, as traded.
- 3Oct. 13, 2026 The high close: $63.12. The highest close in the chart's 10 years of data.
- 4Nov. 2, 2026 CVR signs the Marathon deal. And the Icahn Enterprises and Trafigura agreements. CVR closes at $55.92, up 120% in 2026.
View the data (481 trading days)
| Date | Close | Day change |
|---|---|---|
| 2026-11-02 | $55.92 | −4.2% |
| 2026-10-30 | $58.37 | +2.7% |
| 2026-10-29 | $56.82 | −0.4% |
| 2026-10-28 | $57.07 | −0.6% |
| 2026-10-27 | $57.43 | −7.4% |
| 2026-10-26 | $62.02 | +6.6% |
| 2026-10-23 | $58.16 | −0.8% |
| 2026-10-22 | $58.63 | −3.5% |
| 2026-10-21 | $60.73 | −1.8% |
| 2026-10-20 | $61.87 | +3.3% |
| 2026-10-19 | $59.89 | −2.5% |
| 2026-10-16 | $61.42 | −0.4% |
| 2026-10-15 | $61.68 | −0.5% |
| 2026-10-14 | $61.96 | −1.8% |
| 2026-10-13 | $63.12 | +7.1% |
| 2026-10-12 | $58.91 | +1.5% |
| 2026-10-09 | $58.02 | −2.6% |
| 2026-10-08 | $59.54 | +3.8% |
| 2026-10-07 | $57.38 | −0.1% |
| 2026-10-06 | $57.42 | +0.8% |
| 2026-10-05 | $56.94 | +3.8% |
| 2026-10-02 | $54.83 | +0.9% |
| 2026-10-01 | $54.36 | +6.6% |
| 2026-09-30 | $50.99 | +0.8% |
| 2026-09-29 | $50.57 | −0.4% |
| 2026-09-28 | $50.75 | −1.5% |
| 2026-09-25 | $51.52 | +0.4% |
| 2026-09-24 | $51.30 | −1.0% |
| 2026-09-23 | $51.80 | −0.6% |
| 2026-09-22 | $52.13 | −1.9% |
| 2026-09-21 | $53.15 | −1.0% |
| 2026-09-18 | $53.69 | −0.8% |
| 2026-09-17 | $54.14 | +2.1% |
| 2026-09-16 | $53.05 | +1.7% |
| 2026-09-15 | $52.17 | +7.3% |
| 2026-09-14 | $48.63 | −2.1% |
| 2026-09-11 | $49.66 | +2.2% |
| 2026-09-10 | $48.60 | +1.8% |
| 2026-09-09 | $47.73 | +3.5% |
| 2026-09-08 | $46.12 | +3.6% |
| 2026-09-04 | $44.50 | +2.1% |
| 2026-09-03 | $43.58 | +1.5% |
| 2026-09-02 | $42.92 | +0.1% |
| 2026-09-01 | $42.87 | +2.4% |
| 2026-08-31 | $41.86 | +0.2% |
| 2026-08-28 | $41.76 | +5.0% |
| 2026-08-27 | $39.76 | −0.7% |
| 2026-08-26 | $40.03 | +5.6% |
| 2026-08-25 | $37.89 | −0.4% |
| 2026-08-24 | $38.03 | −3.7% |
| 2026-08-21 | $39.51 | +10.3% |
| 2026-08-20 | $35.83 | −2.4% |
| 2026-08-19 | $36.70 | +0.1% |
| 2026-08-18 | $36.66 | +0.7% |
| 2026-08-17 | $36.42 | +3.3% |
| 2026-08-14 | $35.26 | −1.0% |
| 2026-08-13 | $35.60 | +1.6% |
| 2026-08-12 | $35.04 | +2.9% |
| 2026-08-11 | $34.05 | +5.0% |
| 2026-08-10 | $32.42 | +4.1% |
| 2026-08-07 | $31.15 | −0.7% |
| 2026-08-06 | $31.37 | +0.5% |
| 2026-08-05 | $31.20 | −6.4% |
| 2026-08-04 | $33.33 | +1.3% |
| 2026-08-03 | $32.89 | −7.7% |
| 2026-07-31 | $35.62 | −6.5% |
| 2026-07-30 | $38.08 | +10.0% |
| 2026-07-29 | $34.62 | +2.6% |
| 2026-07-28 | $33.74 | −1.0% |
| 2026-07-27 | $34.07 | +1.9% |
| 2026-07-24 | $33.45 | −1.4% |
| 2026-07-23 | $33.94 | −2.7% |
| 2026-07-22 | $34.88 | −1.5% |
| 2026-07-21 | $35.40 | +2.1% |
| 2026-07-20 | $34.66 | −1.3% |
| 2026-07-17 | $35.13 | +5.0% |
| 2026-07-16 | $33.46 | +2.8% |
| 2026-07-15 | $32.55 | −3.1% |
| 2026-07-14 | $33.58 | +0.4% |
| 2026-07-13 | $33.46 | +8.0% |
| 2026-07-10 | $30.97 | −1.0% |
| 2026-07-09 | $31.28 | +1.7% |
| 2026-07-08 | $30.76 | +7.4% |
| 2026-07-07 | $28.65 | −0.8% |
| 2026-07-06 | $28.88 | +1.4% |
| 2026-07-02 | $28.48 | −0.6% |
| 2026-07-01 | $28.65 | +4.0% |
| 2026-06-30 | $27.54 | −2.0% |
| 2026-06-29 | $28.10 | +3.7% |
| 2026-06-26 | $27.10 | −0.8% |
| 2026-06-25 | $27.31 | +1.9% |
| 2026-06-24 | $26.80 | −1.5% |
| 2026-06-23 | $27.20 | −2.5% |
| 2026-06-22 | $27.90 | +1.8% |
| 2026-06-18 | $27.40 | −1.0% |
| 2026-06-17 | $27.68 | −2.9% |
| 2026-06-16 | $28.52 | −1.2% |
| 2026-06-15 | $28.88 | −5.8% |
| 2026-06-12 | $30.67 | +0.9% |
| 2026-06-11 | $30.39 | −2.4% |
| 2026-06-10 | $31.15 | −0.7% |
| 2026-06-09 | $31.38 | −5.8% |
| 2026-06-08 | $33.32 | +0.5% |
| 2026-06-05 | $33.15 | −1.8% |
| 2026-06-04 | $33.75 | −5.0% |
| 2026-06-03 | $35.51 | −0.4% |
| 2026-06-02 | $35.66 | +2.1% |
| 2026-06-01 | $34.92 | +5.1% |
| 2026-05-29 | $33.22 | −1.2% |
| 2026-05-28 | $33.62 | +5.0% |
| 2026-05-27 | $32.02 | +1.1% |
| 2026-05-26 | $31.67 | −2.4% |
| 2026-05-22 | $32.45 | +1.9% |
| 2026-05-21 | $31.84 | −4.9% |
| 2026-05-20 | $33.48 | −2.5% |
| 2026-05-19 | $34.34 | −0.6% |
| 2026-05-18 | $34.54 | +1.9% |
| 2026-05-15 | $33.89 | +2.4% |
| 2026-05-14 | $33.11 | −2.2% |
| 2026-05-13 | $33.84 | −1.6% |
| 2026-05-12 | $34.39 | −1.4% |
| 2026-05-11 | $34.88 | +4.0% |
| 2026-05-08 | $33.55 | +3.0% |
| 2026-05-07 | $32.58 | −0.6% |
| 2026-05-06 | $32.79 | −7.0% |
| 2026-05-05 | $35.24 | +3.0% |
| 2026-05-04 | $34.20 | +2.8% |
| 2026-05-01 | $33.28 | +0.4% |
| 2026-04-30 | $33.14 | −2.9% |
| 2026-04-29 | $34.13 | +4.5% |
| 2026-04-28 | $32.65 | +0.8% |
| 2026-04-27 | $32.39 | +2.8% |
| 2026-04-24 | $31.52 | +1.0% |
| 2026-04-23 | $31.22 | −0.3% |
| 2026-04-22 | $31.30 | +0.3% |
| 2026-04-21 | $31.22 | +3.4% |
| 2026-04-20 | $30.18 | +2.5% |
| 2026-04-17 | $29.44 | −10.4% |
| 2026-04-16 | $32.86 | +3.9% |
| 2026-04-15 | $31.64 | +5.0% |
| 2026-04-14 | $30.13 | −3.8% |
| 2026-04-13 | $31.32 | +2.2% |
| 2026-04-10 | $30.65 | +0.4% |
| 2026-04-09 | $30.53 | −6.6% |
| 2026-04-08 | $32.68 | −1.1% |
| 2026-04-07 | $33.03 | +1.5% |
| 2026-04-06 | $32.54 | +2.8% |
| 2026-04-02 | $31.65 | +0.2% |
| 2026-04-01 | $31.60 | −6.1% |
| 2026-03-31 | $33.65 | −3.7% |
| 2026-03-30 | $34.94 | +0.3% |
| 2026-03-27 | $34.83 | +1.4% |
| 2026-03-26 | $34.35 | +5.1% |
| 2026-03-25 | $32.69 | −1.1% |
| 2026-03-24 | $33.06 | +1.9% |
| 2026-03-23 | $32.45 | −4.1% |
| 2026-03-20 | $33.82 | +5.3% |
| 2026-03-19 | $32.13 | −2.4% |
| 2026-03-18 | $32.91 | +10.4% |
| 2026-03-17 | $29.82 | +5.7% |
| 2026-03-16 | $28.22 | −1.2% |
| 2026-03-13 | $28.57 | −0.7% |
| 2026-03-12 | $28.76 | +1.4% |
| 2026-03-11 | $28.37 | +10.3% |
| 2026-03-10 | $25.72 | +1.9% |
| 2026-03-09 | $25.23 | −6.0% |
| 2026-03-06 | $26.83 | −0.9% |
| 2026-03-05 | $27.08 | +2.4% |
| 2026-03-04 | $26.45 | +5.7% |
| 2026-03-03 | $25.02 | +0.4% |
| 2026-03-02 | $24.93 | +3.2% |
| 2026-02-27 | $24.16 | +2.2% |
| 2026-02-26 | $23.63 | +2.3% |
| 2026-02-25 | $23.11 | +6.4% |
| 2026-02-24 | $21.71 | +3.0% |
| 2026-02-23 | $21.07 | +1.7% |
| 2026-02-20 | $20.72 | −4.0% |
| 2026-02-19 | $21.59 | −3.4% |
| 2026-02-18 | $22.36 | −0.7% |
| 2026-02-17 | $22.52 | −2.8% |
| 2026-02-13 | $23.17 | +1.6% |
| 2026-02-12 | $22.81 | −6.6% |
| 2026-02-11 | $24.43 | +1.0% |
| 2026-02-10 | $24.20 | −2.2% |
| 2026-02-09 | $24.74 | +0.8% |
| 2026-02-06 | $24.54 | +4.0% |
| 2026-02-05 | $23.60 | −1.2% |
| 2026-02-04 | $23.88 | +2.3% |
| 2026-02-03 | $23.34 | +3.8% |
| 2026-02-02 | $22.49 | −1.1% |
| 2026-01-30 | $22.74 | +2.1% |
| 2026-01-29 | $22.28 | +1.3% |
| 2026-01-28 | $21.99 | −0.4% |
| 2026-01-27 | $22.07 | −0.6% |
| 2026-01-26 | $22.21 | −9.5% |
| 2026-01-23 | $24.54 | −1.2% |
| 2026-01-22 | $24.83 | −0.8% |
| 2026-01-21 | $25.03 | +9.5% |
| 2026-01-20 | $22.85 | −1.9% |
| 2026-01-16 | $23.30 | −4.1% |
| 2026-01-15 | $24.30 | +1.4% |
| 2026-01-14 | $23.96 | +5.2% |
| 2026-01-13 | $22.78 | +3.1% |
| 2026-01-12 | $22.10 | −3.8% |
| 2026-01-09 | $22.97 | −2.9% |
| 2026-01-08 | $23.65 | +3.1% |
| 2026-01-07 | $22.93 | −6.9% |
| 2026-01-06 | $24.64 | −4.5% |
| 2026-01-05 | $25.79 | +2.4% |
| 2026-01-02 | $25.19 | −1.0% |
| 2025-12-31 | $25.44 | +0.5% |
| 2025-12-30 | $25.31 | −2.7% |
| 2025-12-29 | $26.01 | 0.0% |
| 2025-12-26 | $26.02 | −1.3% |
| 2025-12-24 | $26.35 | +0.2% |
| 2025-12-23 | $26.29 | −1.2% |
| 2025-12-22 | $26.61 | −3.4% |
| 2025-12-19 | $27.56 | −2.6% |
| 2025-12-18 | $28.29 | −3.9% |
| 2025-12-17 | $29.45 | −1.3% |
| 2025-12-16 | $29.85 | −3.6% |
| 2025-12-15 | $30.97 | −0.7% |
| 2025-12-12 | $31.20 | −0.1% |
| 2025-12-11 | $31.22 | −1.5% |
| 2025-12-10 | $31.69 | −2.4% |
| 2025-12-09 | $32.48 | −0.4% |
| 2025-12-08 | $32.62 | −2.7% |
| 2025-12-05 | $33.54 | −1.5% |
| 2025-12-04 | $34.06 | −0.7% |
| 2025-12-03 | $34.31 | −0.9% |
| 2025-12-02 | $34.62 | −1.3% |
| 2025-12-01 | $35.08 | +1.6% |
| 2025-11-28 | $34.53 | +0.3% |
| 2025-11-26 | $34.41 | +0.6% |
| 2025-11-25 | $34.19 | −0.8% |
| 2025-11-24 | $34.47 | 0.0% |
| 2025-11-21 | $34.48 | +0.4% |
| 2025-11-20 | $34.34 | −3.9% |
| 2025-11-19 | $35.72 | −3.0% |
| 2025-11-18 | $36.83 | +1.5% |
| 2025-11-17 | $36.29 | −2.2% |
| 2025-11-14 | $37.11 | +2.0% |
| 2025-11-13 | $36.38 | −1.0% |
| 2025-11-12 | $36.75 | −0.9% |
| 2025-11-11 | $37.09 | +0.5% |
| 2025-11-10 | $36.90 | +1.2% |
| 2025-11-07 | $36.45 | −0.4% |
| 2025-11-06 | $36.58 | +1.0% |
| 2025-11-05 | $36.21 | −0.8% |
| 2025-11-04 | $36.50 | −0.8% |
| 2025-11-03 | $36.81 | +3.4% |
| 2025-10-31 | $35.59 | −4.1% |
| 2025-10-30 | $37.10 | −5.3% |
| 2025-10-29 | $39.18 | +2.0% |
| 2025-10-28 | $38.40 | −4.0% |
| 2025-10-27 | $40.01 | +1.1% |
| 2025-10-24 | $39.58 | +1.1% |
| 2025-10-23 | $39.15 | +7.9% |
| 2025-10-22 | $36.28 | +4.4% |
| 2025-10-21 | $34.75 | −0.4% |
| 2025-10-20 | $34.89 | +1.7% |
| 2025-10-17 | $34.30 | +3.0% |
| 2025-10-16 | $33.29 | −2.9% |
| 2025-10-15 | $34.30 | −2.8% |
| 2025-10-14 | $35.30 | −0.1% |
| 2025-10-13 | $35.32 | +4.1% |
| 2025-10-10 | $33.93 | −5.5% |
| 2025-10-09 | $35.91 | −2.3% |
| 2025-10-08 | $36.76 | +0.9% |
| 2025-10-07 | $36.44 | −0.8% |
| 2025-10-06 | $36.74 | −0.5% |
| 2025-10-03 | $36.94 | −0.7% |
| 2025-10-02 | $37.20 | +1.7% |
| 2025-10-01 | $36.57 | +0.2% |
| 2025-09-30 | $36.48 | −0.9% |
| 2025-09-29 | $36.82 | +1.4% |
| 2025-09-26 | $36.31 | +0.9% |
| 2025-09-25 | $36.00 | +3.3% |
| 2025-09-24 | $34.85 | −1.3% |
| 2025-09-23 | $35.31 | −0.2% |
| 2025-09-22 | $35.37 | +3.2% |
| 2025-09-19 | $34.26 | +1.2% |
| 2025-09-18 | $33.87 | +2.3% |
| 2025-09-17 | $33.10 | −0.2% |
| 2025-09-16 | $33.18 | +8.9% |
| 2025-09-15 | $30.47 | −2.2% |
| 2025-09-12 | $31.16 | −2.1% |
| 2025-09-11 | $31.82 | −0.3% |
| 2025-09-10 | $31.92 | −3.7% |
| 2025-09-09 | $33.13 | +7.5% |
| 2025-09-08 | $30.83 | −1.9% |
| 2025-09-05 | $31.43 | +1.5% |
| 2025-09-04 | $30.97 | +0.3% |
| 2025-09-03 | $30.89 | −2.8% |
| 2025-09-02 | $31.79 | +4.3% |
| 2025-08-29 | $30.49 | +2.8% |
| 2025-08-28 | $29.66 | +0.3% |
| 2025-08-27 | $29.58 | +4.7% |
| 2025-08-26 | $28.26 | −0.6% |
| 2025-08-25 | $28.42 | +4.2% |
| 2025-08-22 | $27.28 | +1.6% |
| 2025-08-21 | $26.84 | −7.1% |
| 2025-08-20 | $28.89 | +7.0% |
| 2025-08-19 | $27.01 | 0.0% |
| 2025-08-18 | $27.02 | −0.1% |
| 2025-08-15 | $27.06 | +0.2% |
| 2025-08-14 | $27.00 | +0.3% |
| 2025-08-13 | $26.91 | +3.3% |
| 2025-08-12 | $26.04 | +0.7% |
| 2025-08-11 | $25.86 | −0.6% |
| 2025-08-08 | $26.02 | −1.5% |
| 2025-08-07 | $26.41 | −1.1% |
| 2025-08-06 | $26.71 | +2.1% |
| 2025-08-05 | $26.17 | +5.0% |
| 2025-08-04 | $24.93 | −0.5% |
| 2025-08-01 | $25.06 | −6.4% |
| 2025-07-31 | $26.78 | −5.3% |
| 2025-07-30 | $28.27 | −2.9% |
| 2025-07-29 | $29.12 | +1.4% |
| 2025-07-28 | $28.72 | +3.3% |
| 2025-07-25 | $27.81 | +1.8% |
| 2025-07-24 | $27.31 | −3.1% |
| 2025-07-23 | $28.18 | +1.2% |
| 2025-07-22 | $27.85 | −1.9% |
| 2025-07-21 | $28.40 | −0.7% |
| 2025-07-18 | $28.60 | −1.1% |
| 2025-07-17 | $28.93 | 0.0% |
| 2025-07-16 | $28.94 | −6.0% |
| 2025-07-15 | $30.79 | −0.6% |
| 2025-07-14 | $30.98 | −3.9% |
| 2025-07-11 | $32.23 | −0.8% |
| 2025-07-10 | $32.49 | +5.2% |
| 2025-07-09 | $30.88 | +1.0% |
| 2025-07-08 | $30.56 | +1.2% |
| 2025-07-07 | $30.21 | +1.2% |
| 2025-07-03 | $29.86 | +1.0% |
| 2025-07-02 | $29.55 | +6.0% |
| 2025-07-01 | $27.87 | +3.8% |
| 2025-06-30 | $26.85 | −1.3% |
| 2025-06-27 | $27.19 | +3.2% |
| 2025-06-26 | $26.35 | −1.9% |
| 2025-06-25 | $26.86 | 0.0% |
| 2025-06-24 | $26.87 | −0.1% |
| 2025-06-23 | $26.90 | −2.2% |
| 2025-06-20 | $27.51 | +0.4% |
| 2025-06-18 | $27.41 | −3.1% |
| 2025-06-17 | $28.28 | +2.2% |
| 2025-06-16 | $27.67 | +2.7% |
| 2025-06-13 | $26.95 | +4.9% |
| 2025-06-12 | $25.68 | −0.5% |
| 2025-06-11 | $25.81 | +4.4% |
| 2025-06-10 | $24.72 | +3.8% |
| 2025-06-09 | $23.82 | +1.5% |
| 2025-06-06 | $23.47 | +1.1% |
| 2025-06-05 | $23.22 | −0.8% |
| 2025-06-04 | $23.41 | −1.4% |
| 2025-06-03 | $23.75 | +2.1% |
| 2025-06-02 | $23.26 | −0.6% |
| 2025-05-30 | $23.39 | −0.5% |
| 2025-05-29 | $23.50 | +2.0% |
| 2025-05-28 | $23.04 | −3.4% |
| 2025-05-27 | $23.86 | +1.5% |
| 2025-05-23 | $23.50 | −1.6% |
| 2025-05-22 | $23.89 | +7.3% |
| 2025-05-21 | $22.26 | −4.2% |
| 2025-05-20 | $23.24 | −3.1% |
| 2025-05-19 | $23.98 | 0.0% |
| 2025-05-16 | $23.97 | −1.6% |
| 2025-05-15 | $24.36 | +3.9% |
| 2025-05-14 | $23.44 | +2.0% |
| 2025-05-13 | $22.99 | +4.3% |
| 2025-05-12 | $22.05 | +3.3% |
| 2025-05-09 | $21.34 | +1.4% |
| 2025-05-08 | $21.05 | +2.0% |
| 2025-05-07 | $20.63 | −0.9% |
| 2025-05-06 | $20.82 | +3.0% |
| 2025-05-05 | $20.21 | 0.0% |
| 2025-05-02 | $20.20 | +4.4% |
| 2025-05-01 | $19.35 | +2.6% |
| 2025-04-30 | $18.86 | −3.2% |
| 2025-04-29 | $19.48 | +4.1% |
| 2025-04-28 | $18.71 | +1.6% |
| 2025-04-25 | $18.41 | +0.6% |
| 2025-04-24 | $18.30 | +2.3% |
| 2025-04-23 | $17.88 | −3.2% |
| 2025-04-22 | $18.47 | +1.2% |
| 2025-04-21 | $18.25 | −0.8% |
| 2025-04-17 | $18.39 | +2.4% |
| 2025-04-16 | $17.96 | +1.3% |
| 2025-04-15 | $17.73 | −1.1% |
| 2025-04-14 | $17.93 | +1.5% |
| 2025-04-11 | $17.66 | +5.2% |
| 2025-04-10 | $16.79 | −4.5% |
| 2025-04-09 | $17.58 | +8.9% |
| 2025-04-08 | $16.14 | −1.3% |
| 2025-04-07 | $16.35 | +1.8% |
| 2025-04-04 | $16.06 | −10.1% |
| 2025-04-03 | $17.87 | −8.5% |
| 2025-04-02 | $19.54 | +1.7% |
| 2025-04-01 | $19.22 | −0.9% |
| 2025-03-31 | $19.40 | −2.1% |
| 2025-03-28 | $19.82 | −1.6% |
| 2025-03-27 | $20.14 | −0.5% |
| 2025-03-26 | $20.24 | +1.0% |
| 2025-03-25 | $20.03 | −1.3% |
| 2025-03-24 | $20.29 | −4.3% |
| 2025-03-21 | $21.20 | −2.8% |
| 2025-03-20 | $21.81 | −0.1% |
| 2025-03-19 | $21.83 | +2.6% |
| 2025-03-18 | $21.27 | +2.9% |
| 2025-03-17 | $20.68 | +7.5% |
| 2025-03-14 | $19.23 | +5.0% |
| 2025-03-13 | $18.31 | +1.9% |
| 2025-03-12 | $17.97 | +0.1% |
| 2025-03-11 | $17.96 | −1.2% |
| 2025-03-10 | $18.18 | +0.7% |
| 2025-03-07 | $18.06 | −1.6% |
| 2025-03-06 | $18.35 | +1.3% |
| 2025-03-05 | $18.12 | +0.8% |
| 2025-03-04 | $17.98 | +1.5% |
| 2025-03-03 | $17.71 | −3.9% |
| 2025-02-28 | $18.42 | −3.3% |
| 2025-02-27 | $19.05 | −4.2% |
| 2025-02-26 | $19.88 | −3.2% |
| 2025-02-25 | $20.54 | −2.5% |
| 2025-02-24 | $21.07 | +3.5% |
| 2025-02-21 | $20.35 | +0.8% |
| 2025-02-20 | $20.19 | +1.7% |
| 2025-02-19 | $19.86 | +7.4% |
| 2025-02-18 | $18.49 | −0.4% |
| 2025-02-14 | $18.56 | +1.9% |
| 2025-02-13 | $18.22 | −2.1% |
| 2025-02-12 | $18.61 | −4.6% |
| 2025-02-11 | $19.51 | +1.2% |
| 2025-02-10 | $19.27 | +5.1% |
| 2025-02-07 | $18.34 | −0.3% |
| 2025-02-06 | $18.39 | −3.0% |
| 2025-02-05 | $18.96 | −3.6% |
| 2025-02-04 | $19.66 | +3.9% |
| 2025-02-03 | $18.92 | −0.2% |
| 2025-01-31 | $18.95 | −0.6% |
| 2025-01-30 | $19.07 | −3.1% |
| 2025-01-29 | $19.67 | +1.2% |
| 2025-01-28 | $19.44 | −3.9% |
| 2025-01-27 | $20.22 | −2.3% |
| 2025-01-24 | $20.69 | −2.8% |
| 2025-01-23 | $21.28 | +4.3% |
| 2025-01-22 | $20.41 | −4.4% |
| 2025-01-21 | $21.35 | +1.3% |
| 2025-01-17 | $21.08 | −2.5% |
| 2025-01-16 | $21.62 | +1.7% |
| 2025-01-15 | $21.25 | +3.8% |
| 2025-01-14 | $20.48 | +0.4% |
| 2025-01-13 | $20.40 | +7.7% |
| 2025-01-10 | $18.95 | +1.9% |
| 2025-01-08 | $18.59 | +2.0% |
| 2025-01-07 | $18.22 | +0.8% |
| 2025-01-06 | $18.07 | −3.5% |
| 2025-01-03 | $18.73 | −0.3% |
| 2025-01-02 | $18.78 | +0.2% |
| 2024-12-31 | $18.74 | +1.0% |
| 2024-12-30 | $18.56 | +0.5% |
| 2024-12-27 | $18.47 | +1.0% |
| 2024-12-26 | $18.29 | +0.7% |
| 2024-12-24 | $18.16 | +0.4% |
| 2024-12-23 | $18.08 | +0.4% |
| 2024-12-20 | $18.01 | +0.3% |
| 2024-12-19 | $17.95 | +0.2% |
| 2024-12-18 | $17.92 | −3.1% |
| 2024-12-17 | $18.50 | −0.2% |
| 2024-12-16 | $18.53 | −2.0% |
| 2024-12-13 | $18.91 | −0.7% |
| 2024-12-12 | $19.05 | −4.2% |
| 2024-12-11 | $19.88 | +2.2% |
| 2024-12-10 | $19.45 | −0.1% |
| 2024-12-09 | $19.46 | +3.6% |
| 2024-12-06 | $18.78 | +2.5% |
| 2024-12-05 | $18.32 | −0.6% |
| 2024-12-04 | $18.43 | −3.0% |
| 2024-12-03 | $19.00 | −3.5% |
| 2024-12-02 | $19.68 |
The chart ends at the Nov. 2 close, the day the deal was signed. Source: Tiingo end-of-day closes, as traded, via KeyVex.
How the $4.2 billion is meant to be paid
Icahn Enterprises owns its CVR stake through a chain of subsidiaries. One of them, American Entertainment Properties, signed the commitment on Nov. 2. It agreed to buy up to $500 million of new non-voting preferred stock that converts into common shares.8-K IEP Energy Holding, the unit that holds the CVR shares, is its subsidiary.424B5
The amount of the IEP Commitment will be automatically and permanently reduced, on a dollar-for-dollar basis, by the aggregate gross cash proceeds received by the Company from public offerings of its Common Stock consummated after the date of the IEP Subscription Agreement and before the funding of the IEP Commitment.
The fee is non-refundable, and CVR also agreed to cover the unit's expenses. A special committee of independent, disinterested directors recommended the terms, and CVR's board approved them.8-K If CVR fails to close because its financing falls through, it can owe Marathon $252 million, 6% of the base price, in specified circumstances.8-K
The prospectus's sources-and-uses table lists $500 million from "this offering of common stock" and no line for the commitment. Its pro forma figures assume instead that Icahn's company buys about 9.4 million shares at $53.43, shown as $468 million net of fees and discounts. A note to them says the agreement "is expected to be terminated upon the consummation of this offering."424B5
View the data
| Source of cash | Amount | Note |
|---|---|---|
| Debt (Bridge loan, to be replaced by permanent debt) | $2.50B | $2,500 million Bridge Facility; CVR says it does not intend to fund the bridge and expects to replace it with permanent financing |
| Trafigura (Non-voting preferred stock) | $800M | $800 million, 14,989,695 shares at a base price of $53.37 |
| New CVR stock sold to the public (This offering) | $500M | $500 million of common stock offered by CVR |
| CVR's cash on hand | $500M | $500 million |
| CVR's revolving credit line (Asset-based loan) | $250M | $250 million |
The debt line is a bridge loan CVR says it does not intend to draw; it expects to replace it with permanent debt. Icahn Enterprises' commitment is not a line in this table; the prospectus's pro forma figures assume it in place of the offering. Source: CVR Energy prospectus supplement, Nov. 3, 2026.
What Icahn's company sells, and keeps
The seller in the offering is IEP Energy Holding, which owned 67.6 million CVR shares, 67.2% of the company, on Oct. 30. Icahn indirectly holds about 87% of Icahn Enterprises, the prospectus says.424B5
At the prospectus's assumed $55.92 a share, the unit would still own about 58% of CVR after the sale, by KeyVex's math. The prospectus leaves the Icahn group's total blank until the offering is priced. That is about 56% if the underwriters buy the extra shares. CVR would remain a "controlled company" under NYSE rules, the prospectus says.424B5
A new stockholders agreement signed Nov. 2 lets Icahn Enterprises name six of CVR's directors while it owns more than half, and five between 40% and 50%.8-K The agreement "does not impose any standstill, lock-up or other general restriction" on its sales of CVR stock, the prospectus says.424B5
For the offering itself, the Icahn unit agreed to resale limits for 30 days, and CVR's directors and executive officers for 60 days. The underwriters can waive them.424B5
In January 2025, Icahn Enterprises added shares through a tender offer at $18.25 that drew about 878,000 shares, 0.9% of CVR.Tender
What CVR is buying
The two refineries and their marketing business lost $27 million in 2024 and earned $289 million in 2025, their audited statements show.Financials In the first nine months of 2026 they earned $697 million.424B5
What the two refineries earned before CVR agreed to buy themShow chartHide chart
View the data
| Period | Net income | Note |
|---|---|---|
| 2024 | -$27M | Net loss of $27 million (audited) |
| 2025 | $289M | Net income of $289 million (audited) |
| Jan.-Sept. 2025 | $267M | Nine months, unaudited |
| Jan.-Sept. 2026 | $697M | Nine months, unaudited |
Full years audited; nine-month figures unaudited. Source: CVR Energy Form 8-K, Exhibit 99.1, and prospectus supplement, Nov. 3, 2026.
CVR's release puts their earnings before interest, taxes and depreciation at about $1.2 billion over the 12 months to Sept. 30, "reflecting current favorable market conditions," as adjusted for CVR's accounting policies.Release Chief executive Dane Neumann said CVR expects the business "to continue to generate substantial cash flows over at least the next twelve months."Release
CVR reported $570 million of net income for its shareholders the same morning, its "best quarterly results in the Company's history," Neumann said. He cited "record crack spreads," the gap between crude oil and fuel prices.Q3
Marathon, which will get $3.45 billion of the price while its pipeline affiliate MPLX gets $750 million, said it plans to reinvest its share primarily on the Gulf Coast.Marathon
The stock sale goes ahead whether or not the purchase closes. If it does not, CVR would use the money for general corporate purposes, the prospectus says.424B5 The price of the offering had not been filed as of 11 a.m. on Nov. 3.424B5
What to watch
The Icahn unit's resale limits end 30 days after the final prospectus is dated, at pricing. CVR's own and its executives' run 60 days.
CVR and Marathon expect the deal to close, subject to antitrust clearance.
Either side can walk away if the deal has not closed, 270 days after signing, extendable to 360 days in some cases.
The paper trail
Marathon's and CVR Energy's filings on Nov. 3, 2026, with the time EDGAR accepted each one.
| Filed (ET) | Form | Filer | What it shows |
|---|---|---|---|
| Nov. 3, 8:07 a.m. | 8-K, Ex. 99.1 | Marathon Petroleum | Third-quarter results and the refinery sale. |
| Nov. 3, 8:23 a.m. | 10-Q | CVR Energy | Quarterly report for the three months to Sept. 30. |
| Nov. 3, 8:24 a.m. | 8-K | CVR Energy | The purchase agreement, the Trafigura and Icahn Enterprises agreements, the release and the deal presentation. |
| Nov. 3, 8:25 a.m. | 8-K, Ex. 99.1 | CVR Energy | Third-quarter results: $570 million of net income for shareholders. |
| Nov. 3, 8:30 a.m. | 8-K, Ex. 99.1 | CVR Energy | Audited financial statements of the two refineries' business for 2024 and 2025. |
| Nov. 3, 8:57 a.m. | 424B5 | CVR Energy | Preliminary prospectus: $500 million of new stock, $250 million from the Icahn unit. |
Sources
11 sources, 9 of them public records
Public records
- CVR Energy Inc., Form 8-K: purchase agreement, Trafigura and IEP subscription agreements, IEP stockholders agreementSEC EDGAR · Nov. 3, 2026
- CVR Energy Inc., Form 8-K, Exhibit 99.1: release on the acquisition of two refineries from Marathon PetroleumSEC EDGAR · Nov. 3, 2026
- CVR Energy Inc., Form 8-K, Exhibit 99.2: investor presentationSEC EDGAR · Nov. 3, 2026
- CVR Energy Inc., preliminary prospectus supplement (424B5) for $750 million of common stockSEC EDGAR · Nov. 3, 2026
- CVR Energy Inc., Form 8-K, Exhibit 99.1: combined financial statements of the Mandan and St. Paul Park refining business, 2025 and 2024SEC EDGAR · Nov. 3, 2026
- CVR Energy Inc., Form 8-K, Exhibit 99.1: third-quarter 2026 resultsSEC EDGAR · Nov. 3, 2026
- CVR Energy Inc., Form 10-Q for the quarter ended Sept. 30, 2026SEC EDGAR · Nov. 3, 2026
- Marathon Petroleum Corp., Form 8-K: third-quarter 2026 earnings releaseSEC EDGAR · Nov. 3, 2026
- Icahn Enterprises, results of the tender offer for CVR Energy shares (Schedule TO-T/A exhibit)SEC EDGAR · Jan. 9, 2025
Reporting
- Reuters report on CVR Energy's share offering (French translation)Reuters via Boursorama · Nov. 3, 2026
Data
- End-of-day and intraday prices for CVI, and SPY and QQQ on the chart (Tiingo)KeyVex · through Nov. 3, 2026
How we got these numbers
- Prices are closes as traded, not adjusted for dividends. The Nov. 3 price is an intraday quote from Tiingo's IEX feed at 11:06 a.m. Eastern, compared with the Nov. 2 close. The chart ends at the Nov. 2 close. The S&P 500 and Nasdaq 100 lines follow SPY and QQQ, rebased to CVR's close at the start of the range shown. The chart's Filings switch shows a selection of KeyVex filing markers for CVR, not every filing, and not only those tied to this story.
- The $5 million fee is 1% of the $500 million commitment, as the 8-K describes it. The Icahn unit's ownership after the offering is KeyVex's math: its 67,570,593 shares less $250 million (or $362.5 million) of shares at the prospectus's assumed $55.92, over the 109,471,944 shares the prospectus says would be outstanding. The prospectus leaves these percentages blank until the offering is priced.
- The sources of cash are the prospectus's estimates and total $4.55 billion, which also covers redeeming CVR's 2028 notes ($185 million) and fees and expenses ($165 million).
- The chart's filing markers come from KeyVex's insider data. The Jan. 8, 2025, marker for IEP Energy Holding's 878,212 shares at $18.25 is the tender offer, not an open-market purchase.
- Net income for the two refineries is from Marathon's carve-out statements of the business, audited by PricewaterhouseCoopers for 2024 and 2025; the nine-month figures are unaudited.