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): ~~August~~September 2527, 2025

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)	(I.R.S. Employer Identification Number)


3000 Taft Street, Hollywood, Florida 33021
(Address of Principal Executive Offices) (Zip Code)


(954) 987-4000
(Registrant's telephone number, including area code)

(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:
	☐	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) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2).

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 25.02. ~~Results~~Departure of ~~Operations~~Directors ~~and~~or ~~Financial~~Certain ~~Condition~~Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

~~On August 25, 2025,~~ HEICO Corporation (the "“Company"”) ~~issued~~regrets ato ~~press~~report ~~release~~that ~~announcing~~Laurans ~~its~~A. ~~results~~Mendelson, ofExecutive ~~operations~~Chairman ~~for~~of the ~~three~~Board ~~and~~of ~~nine~~Directors, ~~months~~passed ~~ended~~away ~~July~~on 31September 27, 2025, at the age of 87. AMr. ~~copy~~Mendelson ofserved the ~~press~~Company ~~release~~in isnumerous ~~furnished~~leadership roles during his tenure, including as ~~Exhibit~~Chairman ~~99.1~~and toChief ~~this~~Executive ~~Current~~Officer ~~Report~~from on1990 ~~Form~~until ~~8-K~~earlier this year.

~~The~~Following ~~information~~Mr. ~~furnished~~Mendelson’s ~~pursuant~~passing, toand ~~this~~in ~~Item~~accordance ~~2.02,~~with ~~including~~the ~~Exhibit~~Company’s ~~99.1,~~long-standing ~~shall~~succession ~~not~~plans bepreviously ~~deemed~~approved ~~“filed”~~by ~~for~~the ~~purposes~~Board of ~~Section~~Directors, 18Eric ofA. ~~the~~Mendelson ~~Securities~~and ~~Exchange~~Victor ~~Act~~H. ofMendelson, ~~1934 (~~the ~~“Exchange~~Company’s ~~Act”)~~Co-Vice orChairmen ~~otherwise~~and ~~subject~~Co-Chief toExecutive ~~the~~Officers, ~~liabilities~~were ~~under~~appointed ~~that~~Co-Chairmen ~~Section~~of ~~and~~the ~~shall~~Board ~~not~~of beDirectors, ~~deemed~~effective toimmediately. They bewill ~~incorporated~~continue byto ~~reference~~serve ~~into~~as ~~any filing of~~ the Company’s ~~under~~Co-Chief ~~the~~Executive ~~Securities~~Officers. The ~~Act~~Company ofdoes ~~1933~~not oranticipate ~~the~~any ~~Exchange~~changes ~~Act,~~to ~~except~~its asbusiness ~~shall~~or beoperations ~~expressly~~as ~~set~~a ~~forth~~result byof ~~specific~~Mr. ~~reference~~Mendelson’s ~~in such filing~~passing.

A copy of the Company’s press release announcing Mr. Mendelson's passing is attached as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

Exhibit						Description
99.1						Press ~~release~~Release dated ~~August~~September 2529, 2025
104						Cover Page Interactive Data File (embedded within the inline XBRL document)

SIGNATURE

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.

		HEICO CORPORATION
Date:	~~August~~September 2529, 2025	By:	/s/ CARLOS L. MACAU, JR.
			Carlos L. Macau, Jr.Executive Vice President - Chief Financial Officer and Treasurer

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