1,024 material Form 8-K filings that 832 companies we cover made with the SEC in February 2025, each read and summarized by AI: what happened, the key figures, whether it reads positive or negative for shareholders, and how big a deal it is (impact 1-5). All of them were written later, when past filings were added: a selection, not every 8-K of the month (see the note below).
Moelis & Company's Compensation Committee approved a $25 million retention award of profits interest units to Chairman and CEO Ken Moelis, to be granted February 13, 2025. The award vests fully on February 13, 2029, subject to continued employment, and the units cannot be sold until twelve months after vesting, which ties his incentives to the company's longer-term results.
Retention award valued at $25 million, granted to Chairman and CEO Ken Moelis
Four-year cliff vesting on February 13, 2029, subject to continued employment
No sales permitted until the twelve-month anniversary of the vesting date
Unit count to be set using the average Class A share price from February 6 to February 12, 2025
On February 10, 2025, LegalZoom acquired 100% of Formation Nation for up to $64.75 million in cash and 2,205,445 restricted shares, with about $15.4 million of the cash held back for one year. The company also reported preliminary, unaudited 2024 results that it said were at the high end of its outlook range, but those figures may change before final results. Shareholders face dilution from the new shares, and the company expects the deal to add to Adjusted EBITDA and be accretive to Adjusted EPS in the first year.
Cash consideration of up to $64.75 million plus 2,205,445 restricted shares; $49.3 million cash paid at closing and about $15.4 million held back for one year
Preliminary Q4 2024 revenue of about $161.7 million and net income of about $12.9 million; full-year 2024 revenue of about $681.9 million and net income of about $30.0 million
Shares carry a two-year lock-up, with 50% released at each of the first and second anniversaries of closing
Full Q4 and full-year 2024 results and 2025 outlook are scheduled for a conference call on February 26, 2025
Edison International said its general counsel, Adam Umanoff, will retire effective July 4, 2025, and the board elected Chonda Nwamu as executive vice president and general counsel effective April 9, 2025. Umanoff will remain an executive vice president from April 9 through his retirement date, giving a planned handover period.
Adam S. Umanoff gave notice of retirement on February 7, 2025, effective July 4, 2025
Chonda J. Nwamu elected executive vice president and general counsel, effective April 9, 2025
Umanoff continues as executive vice president from April 9, 2025, until his retirement
Manhattan Associates said Eddie Capel will retire as President and CEO effective February 12, 2025, and be succeeded by Eric Clark, most recently CEO of NTT Data North America. Capel becomes Executive Vice-Chairman, and Clark joins the Board, which expands from eight to nine members. The filing discloses Clark's pay package, including a $800,000 base salary and an $8 million equity grant, and does not include any financial results.
Eric Clark succeeds Eddie Capel as President and CEO effective February 12, 2025
Clark's package includes an $800,000 base salary, an $800,000 target bonus and a $3 million cash signing bonus
Initial equity grant of restricted stock units valued at $8 million at grant, vesting through February 14, 2028
Capel joined Manhattan in June 2000 and has been CEO since January 2013
Sempra's Board of Directors appointed Anya Weaving and Kevin C. Sagara as directors on February 8, 2025, with appointments effective March 1, 2025. Ms. Weaving was named to the Audit and Compensation and Talent Development committees and was determined to be independent and an audit committee financial expert; Mr. Sagara, a former executive who retired in December 2023, was named to the Safety, Sustainability and Technology Committee and is not considered independent.
Anya Weaving, age 48, appointed to the Board; named to Audit Committee and Compensation and Talent Development Committee
Kevin C. Sagara, age 63, appointed to the Board; named to Safety, Sustainability and Technology Committee
Board determined Ms. Weaving is independent and an audit committee financial expert; Mr. Sagara is not independent due to his former role as Executive Vice President and Group President
Both directors will join Sempra's standard non-employee director compensation program
On February 10, 2025, Fox Corporation said John Nallen was named President and Chief Operating Officer, effective immediately, and extended his employment term through June 30, 2028. Starting July 1, 2025, his target annual bonus rises to $4,000,000 and his target annual equity award to $6,500,000, which increases the company's committed executive pay. The filing does not include any financial results.
Title changed from Chief Operating Officer to President and Chief Operating Officer, effective immediately
Employment term extended through June 30, 2028, approved by the Compensation Committee and Board on February 7, 2025
Target annual bonus and equity award rise to $4,000,000 and $6,500,000 starting July 1, 2025
After the term ends, Nallen becomes Special Advisor for three years at $600,000 per year
3M announced board changes: CEO William Brown will also become Chairman effective March 1, 2025, replacing Executive Chairman Michael Roman, who retires from the board that day and from the company on May 1, 2025. The board also added David Bozeman as an independent director effective February 6, 2025, while Amy Hood will not stand for re-election in 2025. The filing reports leadership and governance changes only, with no financial results.
William M. Brown, CEO, appointed Chairman of the Board effective March 1, 2025, in addition to his CEO role
Michael F. Roman retires as Executive Chairman and Director effective March 1, 2025, and serves as Executive Advisor until retiring from 3M on May 1, 2025
David P. Bozeman, President and CEO of C.H. Robinson Worldwide, elected to the Board effective February 6, 2025 and appointed to the Science, Technology and Sustainability Committee
Amy E. Hood does not intend to stand for re-election at the 2025 annual shareholder meeting
Briefs are written by AI from the filing text and can contain mistakes — open the filing before acting on anything. Impact (1-5) and tone are the AI's reading of the filing for shareholders, not a price forecast. Not investment advice.
Briefs marked “Written later” were written in November 2026 for filings that were by then more than three weeks old, so months before mid-October 2026 hold a selection: every material 8-K of the past year for the 100 largest companies we cover and the last 15 important 8-Ks of every other one. Briefs the number check holds back are not shown or counted. Also: the last 45 days, briefs by company, A–Z and the live SEC filings wire.