8-K Item 5.03 — Bylaw / Charter Amendment
Straight from EDGAR as companies file them, polled through the day. Every 8-K carries the company's own item codes, so you can pull every cybersecurity incident, auditor change or CEO departure across the market in one click.
32 filings
last 3 weeks · newest first · times in ET- Nov 6, 4:18 PM ET
8-K ROKU ROKU, INCSEC ↗1.02 Termination of Material Agreement2.01 Acquisition or Disposition Completed3.01 Delisting / Listing Rule Notice3.03 Change to Shareholder Rights5.01 Change in Control5.02 Director / Officer Change5.03 Bylaw / Charter AmendmentAI brief Neutral Impact 5/5 Roku Completes Merger with FOX and Terminates Nasdaq Listing Roku completed its merger with Fox Corporation on November 6, 2026, becoming a wholly owned subsidiary of FOX. Roku stockholders received $95.30 in cash and 0.9799 of a share of FOX Class A common stock per share, and trading of Roku stock on Nasdaq will halt. Read the full brief · 4 key points →
- Nov 6, 7:00 AM ET SEC ↗
- Nov 5, 4:37 PM ET SEC ↗
- Nov 5, 7:17 AM ET
8-K WEN Wendy's CoSEC ↗1.01 Material Definitive Agreement3.03 Change to Shareholder Rights5.02 Director / Officer Change5.03 Bylaw / Charter Amendment7.01 Regulation FD DisclosureAI brief Negative Impact 4/5 Wendy's adopts rights plan and rejects $7.35 per share Trian-led buyout proposal Wendy's board adopted a stockholder rights plan on November 4, 2026, after an Investor Group led by Trian made an unsolicited, non-binding proposal on October 28, 2026 to acquire the shares it does not own for $7.35 per share in cash. The independent committee unanimously… Read the full brief · 4 key points →
- Nov 4, 4:30 PM ET
8-K HPQ HP INC AI brief Neutral Impact 4/5 HP Inc. names Emma Walmsley CEO, effective January 4, 2027 HP's Board appointed Emma Walmsley, former CEO of GSK, as Chief Executive Officer effective January 4, 2027, succeeding interim CEO Bruce Broussard, who will become Board Chair on the same date and succeed Chip Bergh. The filing discloses her offer letter terms, including a… Read the full brief · 4 key points →SEC ↗
- Nov 4, 4:30 PM ET
8-K MKSI MKS INCSEC ↗2.02 Results of Operations5.03 Bylaw / Charter Amendment7.01 Regulation FD Disclosure8.01 Other EventsAI brief Positive Impact 4/5 MKS reports record Q3 revenue of $1.4 billion and approves $500 million buyback MKS Inc. reported third quarter 2026 revenue of $1,413 million, up from $988 million a year earlier, and GAAP diluted earnings per share of $3.26, up from $1.10. The Board also approved a new share repurchase program of up to $500 million, replacing a 2011 program with about… Read the full brief · 4 key points →
- Nov 3, 4:41 PM ET
8-K IFF INTERNATIONAL FLAVORS & FRAGRANCES INC AI brief Neutral Impact 3/5 IFF approves one-time transaction awards tied to Food Ingredients sale and amends bylaws IFF's board approved one-time equity and cash incentive awards for executives, including the CEO and CFO, tied to closing the previously announced sale of its Food Ingredients business. The board also adopted amended bylaws that allow stockholder meetings to be held solely by… Read the full brief · 3 key points →SEC ↗
- Nov 3, 11:34 AM ET
8-K BFH BREAD FINANCIAL HOLDINGS, INC. AI brief Neutral Impact 3/5 Bread Financial sells 5 million Series C preferred depositary shares Bread Financial Holdings issued and sold 5,000,000 depositary shares on November 3, 2026, each representing a 1/40th interest in a share of its 9.375% Series C Fixed Rate Reset Non-Cumulative Perpetual Preferred Stock, which has a $1,000 liquidation preference per share. The… Read the full brief · 4 key points →SEC ↗
- Nov 2, 5:52 PM ET SEC ↗
- Nov 2, 4:37 PM ET
8-K LXP LXP Industrial TrustSEC ↗2.01 Acquisition or Disposition Completed3.01 Delisting / Listing Rule Notice3.03 Change to Shareholder Rights5.01 Change in Control5.02 Director / Officer Change5.03 Bylaw / Charter Amendment7.01 Regulation FD Disclosure8.01 Other EventsAI brief Neutral Impact 5/5 LXP Industrial Trust Completed Acquisition by Brookfield and CPP Investments LXP Industrial Trust completed its acquisition by Brookfield Asset Management and Canada Pension Plan Investment Board in an all-cash transaction valued at approximately $5.2 billion. Common shareholders received $61.20 per share in cash, resulting in the delisting of the… Read the full brief · 3 key points →
- Nov 2, 4:30 PM ET
8-K RAMP LiveRamp Holdings, Inc.SEC ↗2.01 Acquisition or Disposition Completed3.01 Delisting / Listing Rule Notice3.03 Change to Shareholder Rights5.01 Change in Control5.02 Director / Officer Change5.03 Bylaw / Charter AmendmentAI brief Neutral Impact 5/5 LiveRamp Holdings Announces Completion of Merger and Delisting from NYSE LiveRamp Holdings, Inc. completed its merger, converting each share of common stock into the right to receive $38.50 in cash. As a result of the acquisition, the company became a wholly owned subsidiary of Parent, its shares were delisted from the New York Stock Exchange on… Read the full brief · 4 key points →
- Nov 2, 4:30 PM ET
8-K NAVI NAVIENT CORPSEC ↗1.01 Material Definitive Agreement2.01 Acquisition or Disposition Completed3.01 Delisting / Listing Rule Notice3.03 Change to Shareholder Rights5.01 Change in Control5.03 Bylaw / Charter AmendmentAI brief Neutral Impact 4/5 Navient Corp Announces Completion of Corporate Reorganization and Holding Company Structure Navient Corp completed a corporate reorganization on October 28, 2026, where each outstanding share of common stock was automatically converted into one share of Navient Holdings Common Stock. The transaction is intended to be tax-free for US federal income tax purposes, and… Read the full brief · 3 key points →
- Nov 2, 4:26 PM ET SEC ↗
- Nov 2, 9:30 AM ET
8-K KVUE Kenvue Inc.SEC ↗1.02 Termination of Material Agreement2.01 Acquisition or Disposition Completed3.01 Delisting / Listing Rule Notice3.03 Change to Shareholder Rights5.01 Change in Control5.02 Director / Officer Change5.03 Bylaw / Charter Amendment8.01 Other EventsAI brief Neutral Impact 5/5 Kenvue Inc. Completes Merger with K-C and Delists from the NYSE Kenvue Inc. announced the completion of its merger with K-C, resulting in a change of control and the conversion of Kenvue common stock into the right to receive K-C common stock and cash. Common shareholders have ceased to have ongoing rights as Kenvue shareholders, and the… Read the full brief · 3 key points →
- Nov 2, 9:28 AM ET
8-K SUPN SUPERNUS PHARMACEUTICALS, INC.SEC ↗1.01 Material Definitive Agreement2.01 Acquisition or Disposition Completed2.03 New Direct Financial Obligation3.03 Change to Shareholder Rights5.01 Change in Control5.03 Bylaw / Charter Amendment7.01 Regulation FD DisclosureAI brief Neutral Impact 5/5 Supernus Completes Merger with Indivior to Form Combined CNS Biopharmaceutical Company Supernus Pharmaceuticals has completed its merger with Indivior Pharmaceuticals, forming a combined entity operating as Supernus, Inc. Under the terms of the agreement, Supernus stockholders received 1.5401 shares of Indivior common stock for each share owned, resulting in… Read the full brief · 4 key points →
- Nov 2, 9:27 AM ET
8-K INDV Indivior Pharmaceuticals, Inc.SEC ↗1.01 Material Definitive Agreement2.01 Acquisition or Disposition Completed2.03 New Direct Financial Obligation5.02 Director / Officer Change5.03 Bylaw / Charter Amendment7.01 Regulation FD DisclosureAI brief Neutral Impact 5/5 Indivior Completes Merger With Supernus to Form Combined CNS Biopharmaceutical Leader Indivior and Supernus Pharmaceuticals completed their merger on November 2, 2026, forming a combined central nervous system biopharmaceutical company operating as Supernus, Inc. Legacy Indivior stockholders own approximately 56.5% of the combined company, and former Supernus… Read the full brief · 4 key points →
- Nov 2, 9:10 AM ET
8-K KMB KIMBERLY CLARK CORPSEC ↗2.01 Acquisition or Disposition Completed2.05 Exit / Restructuring Costs5.02 Director / Officer Change5.03 Bylaw / Charter Amendment7.01 Regulation FD DisclosureAI brief Mixed Impact 5/5 Kimberly-Clark Completes Acquisition of Kenvue and Announces Restructuring Program Kimberly-Clark has completed its previously announced acquisition of Kenvue, uniting portfolios that include 10 billion-dollar brands and expanding its global footprint. In connection with the transaction, the board approved an integration program expected to result in… Read the full brief · 4 key points →
- Oct 30, 4:35 PM ET SEC ↗
- Oct 30, 4:27 PM ET
8-K USB US BANCORP DE AI brief Neutral Impact 2/5 U.S. Bancorp closes sale of 1,000,000 Series P preferred depositary shares U.S. Bancorp filed a Certificate of Designations on October 29, 2026 to create its Series P Fixed Rate Reset Non-Cumulative Perpetual Preferred Stock, then closed the sale of 1,000,000 depositary shares on October 30, 2026. Each depositary share represents 1/25th of a share of… Read the full brief · 4 key points →SEC ↗
- Oct 30, 4:15 PM ET
8-K ALB ALBEMARLE CORPSEC ↗1.01 Material Definitive Agreement1.02 Termination of Material Agreement2.03 New Direct Financial Obligation5.03 Bylaw / Charter AmendmentAI brief Neutral Impact 3/5 Albemarle signs $1.5 billion unsecured revolver, replacing its 2022 credit agreement Albemarle entered a $1.5 billion unsecured revolving credit facility on October 29, 2026, with JPMorgan Chase Bank, N.A. as administrative agent, and terminated its 2022 credit agreement, which was scheduled to mature in October 2028. The company also adopted amended bylaws… Read the full brief · 4 key points →
- Oct 29, 5:08 PM ET
8-K META Meta Platforms, Inc. AI brief Neutral Impact 4/5 Meta Platforms closes 250 million depositary share offering, plus common forward sale Meta Platforms closed an offering of 250,000,000 Series A depositary shares on October 29, 2026, each representing a 1/20th interest in a 6.50% Series A Mandatory Convertible Preferred Stock. The company also entered forward sale agreements covering 40,000,000 Class A common… Read the full brief · 4 key points →SEC ↗
- Oct 29, 4:05 PM ET
8-K MSTR Strategy IncSEC ↗3.03 Change to Shareholder Rights5.03 Bylaw / Charter Amendment5.07 Shareholder Vote Results7.01 Regulation FD Disclosure8.01 Other EventsAI brief Neutral Impact 3/5 Strategy stockholders approve daily dividend charter changes for preferred stock On October 28, 2026, Strategy Inc stockholders approved amended certificates of designations for its STRF, STRC, STRK and STRD preferred stock to permit daily dividends. The company says the changes do not alter total regular dividend amounts or dividend rates, and the STRC… Read the full brief · 3 key points →
- Oct 28, 5:00 PM ET
8-K BNY Bank of New York Mellon Corp AI brief Neutral Impact 3/5 BNY issues Series O preferred stock, 1.25 million depositary shares offered Bank of New York Mellon filed documents establishing and issuing a new Series O Noncumulative Perpetual Preferred Stock, with a liquidation preference of $100,000 per share. The filing also covers an underwriting agreement dated October 19, 2026 for a public offering of… Read the full brief · 4 key points →SEC ↗
- Oct 27, 4:24 PM ET
8-K MSGS Madison Square Garden Sports Corp.SEC ↗1.01 Material Definitive Agreement2.01 Acquisition or Disposition Completed5.02 Director / Officer Change5.03 Bylaw / Charter AmendmentAI brief Neutral Impact 4/5 MSG Knickerbockers completes Rangers spin-off, distributing MSG Rangers shares On October 26, 2026, MSG Knickerbockers Corp., formerly Madison Square Garden Sports Corp., distributed all shares of MSG Rangers Corp., which holds the New York Rangers business, to its stockholders. Going forward, the company will no longer include the Rangers' results in its… Read the full brief · 4 key points →
- Oct 27, 4:02 PM ET
8-K MANH MANHATTAN ASSOCIATES INCSEC ↗2.01 Acquisition or Disposition Completed3.03 Change to Shareholder Rights5.02 Director / Officer Change5.03 Bylaw / Charter Amendment7.01 Regulation FD DisclosureAI brief Positive Impact 3/5 Manhattan Associates Q3 revenue hits $306.2 million; adds director, amends bylaws Manhattan Associates reported third-quarter 2026 revenue of $306.2 million, up from $275.8 million a year earlier, and GAAP diluted EPS of $1.04 versus $0.96. The same day, the board elected Juan Perez as a Class III director, effective January 28, 2027, and amended the bylaws… Read the full brief · 4 key points →
- Oct 27, 6:30 AM ET
8-K GM General Motors Co AI brief Neutral Impact 5/5 GM to move stock listing from NYSE to Nasdaq; trading starts November 17, 2026 General Motors said its board authorized moving the listing of its common stock from the New York Stock Exchange to the Nasdaq Global Select Market, with Nasdaq having approved the listing. The stock will keep the ticker GM, and the company says no action is required from… Read the full brief · 4 key points →SEC ↗
- Oct 27, 6:17 AM ET
8-K FHN FIRST HORIZON CORP AI brief Neutral Impact 2/5 First Horizon adds director Jeffrey Balser and expands board to 13 members First Horizon Corporation's boards elected Jeffrey R. Balser, a physician and academic health system executive, to the board effective October 26, 2026, and amended the bylaws to increase the board from twelve to thirteen members. The filing reports no financial results, and… Read the full brief · 4 key points →SEC ↗
- Oct 23, 4:41 PM ET
8-K BAC BANK OF AMERICA CORP /DE/ AI brief Neutral Impact 3/5 Bank of America issues 80,000 Series WW preferred shares, sells 2,000,000 depositary shares Bank of America filed documents on October 23, 2026 for a new series of preferred stock, Series WW, with a 7.200% fixed-rate reset non-cumulative dividend and a $25,000 liquidation preference per share. The filing says the bank sold 2,000,000 depositary shares, each… Read the full brief · 4 key points →SEC ↗
- Oct 23, 9:02 AM ET
8-K ACA Arcosa, Inc.SEC ↗1.02 Termination of Material Agreement2.01 Acquisition or Disposition Completed3.01 Delisting / Listing Rule Notice3.03 Change to Shareholder Rights5.01 Change in Control5.02 Director / Officer Change5.03 Bylaw / Charter AmendmentAI brief Neutral Impact 5/5 Arcosa completes merger; holders receive $150.00 per share in cash Arcosa, Inc. completed its merger, and each outstanding common share was converted into the right to receive $150.00 in cash, without interest. The company became a wholly-owned subsidiary of Parent, its directors and officers resigned, and its common stock is being removed… Read the full brief · 4 key points →
- Oct 22, 4:13 PM ET
8-K SO SOUTHERN CO AI brief Neutral Impact 3/5 Southern Co amends bylaws on stockholder special meetings and director nominations The Southern Company's board amended and restated its bylaws on October 20, 2026, with the changes effective immediately. The amendments tighten requirements for stockholders who ask for a special meeting or nominate directors, and they add universal proxy rule language and a… Read the full brief · 3 key points →SEC ↗
- Oct 21, 4:35 PM ET SEC ↗
- Oct 20, 4:10 PM ET
8-K EMN EASTMAN CHEMICAL CO AI brief Neutral Impact 2/5 Eastman Chemical adopts amended bylaws changing stockholder nomination and proposal rules Eastman Chemical's board adopted amended and restated bylaws on October 16, 2026, effective immediately, changing how stockholders can nominate directors and submit proposals. The company also set the notice window for stockholder director nominations and other business… Read the full brief · 4 key points →SEC ↗
Frequently asked questions
What is an 8-K filing?
A Form 8-K is a current report US public companies must file within four business days of a material event — results, deals, executive changes, cybersecurity incidents and more. Each 8-K lists numbered items identifying the type of event.
What does 8-K Item 2.02 mean?
Item 2.02 "Results of Operations and Financial Condition" is filed when a company releases earnings. The press release is usually attached as Exhibit 99.1.
What does 8-K Item 4.02 mean?
Item 4.02 means previously issued financial statements should no longer be relied upon — a restatement warning, and one of the most serious disclosures a company can make.
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The page reads EDGAR's live filing feed several times per hour during US business days. Filings appear here shortly after the SEC accepts them.