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8-K filings in September 2025, explained

427 material Form 8-K filings that 376 companies we cover made with the SEC in September 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).

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HVMCHighview Merger Corp. Sep 30, 6:11 AM ET

Highview Merger Corp. to allow separate trading of HVMC shares and HVMCW warrants from Oct. 2

Neutral shareholder Written later 8.01

Highview Merger Corp., a special purpose acquisition company, said holders of its units may elect to separately trade Class A ordinary shares and redeemable warrants starting on or about October 2, 2025. Units not separated will keep trading under HVMCU, and the shares and warrants will trade under HVMC and HVMCW. The filing covers a trading mechanic only and does not report financial results or a business combination.

  • Separate trading of Class A ordinary shares (HVMC) and warrants (HVMCW) may begin on or about October 2, 2025.
  • Each unit consists of one Class A ordinary share and one-half of one warrant; no fractional warrants will be issued.
  • Holders must have their brokers contact Continental Stock Transfer & Trust Company to separate units.
  • The units were sold in an initial public offering completed on August 13, 2025.
Read the filing on SEC.gov ↗
ETSYETSY INC Sep 29, 4:07 PM ET

Etsy to move stock listing from Nasdaq to NYSE, trading on NYSE from October 13, 2025

Neutral shareholder Written later 3.017.01

Etsy said it will transfer the principal listing of its common stock from the Nasdaq Global Select Market to the New York Stock Exchange, with the symbol ETSY unchanged. Nasdaq trading is expected to end at market close on October 10, 2025, and NYSE trading is expected to begin at market open on October 13, 2025, so shareholders will see the change in exchange venue but no change in ticker.

  • Nasdaq listing expected to end at market close on October 10, 2025
  • NYSE trading expected to begin at market open on October 13, 2025
  • Stock will continue to trade under the symbol ETSY on the NYSE
  • Board-authorized decision announced September 29, 2025; press release furnished as Exhibit 99.1
Read the filing on SEC.gov ↗
CURBCurbline Properties Corp. Sep 29, 4:05 PM ET

Curbline Properties amends employment agreements for three executives on equity award caps

Neutral shareholder Written later 5.02

Curbline Properties signed amendments on September 26, 2025, to the employment agreements of its CFO, Chief Investment Officer and General Counsel. The changes align the maximum payout on their annual performance-based equity awards with the 250% of target cap that applies to the CEO. The filing describes a routine compensation adjustment with no change in officer roles.

  • Amendments dated September 26, 2025, cover CFO Conor M. Fennerty, CIO John Cattonar and General Counsel Lesley H. Solomon
  • Maximum earnable percentage on annual performance-based equity awards now matches the CEO's cap of 250% of target
  • Original employment agreements are dated September 1, 2024; amendments filed as Exhibits 10.1 to 10.3
Read the filing on SEC.gov ↗
CRICARTERS INC Sep 24, 8:41 AM ET

Carter's adopts stockholder rights plan after RWWM discloses 16.86% stake

Neutral shareholder Written later 1.013.035.037.01

Carter's adopted a limited duration stockholder rights agreement on September 22, 2025, and declared a rights dividend for holders of record on October 3, 2025. The company said the plan responds to rapid stock accumulation by RWWM, which disclosed a 16.86% stake, and is designed to deter control acquisitions made through open market buying without a control premium.

  • Rights dividend of one right per common share for holders of record on October 3, 2025
  • Rights become exercisable if a person or group acquires 15% or more (20% for passive investors) without Board approval
  • Rights agreement expires September 21, 2026, unless extended by stockholder approval
  • Carter's said RWWM, Inc. disclosed a 16.86% stake in a Schedule 13G/A filed September 4, 2025, and gave no advance notice
Read the filing on SEC.gov ↗
SCHLSCHOLASTIC CORP Sep 22, 4:01 PM ET

Scholastic stockholders elect directors, approve stock plan amendments at Sept. 17 meeting

Neutral shareholder Written later 5.025.07

At its September 17, 2025 annual meeting, Scholastic's stockholders elected the Class A and Common Stock director nominees and approved two plan amendments. The approved Management Stock Purchase Plan amendment adds 100,000 shares, raising total authorization to 700,000 shares, which could lead to dilution for shareholders.

  • Class A holders approved Amendment No. 2 to the Management Stock Purchase Plan, adding 100,000 shares for a total of 700,000 shares.
  • Class A holders approved Amendment No. 1 to the Outside Director's Stock Incentive Plan, with 828,100 votes for and none against.
  • Common Stock holders elected Milena Alberti, James W. Barge and Anne Clarke Wolff; Barge received 9,212,518 votes for and 8,007,944 withheld.
  • Class A holders elected all eight nominees, including Andrés Alonso, Kaya Henderson and Peter Warwick, with 828,100 votes for each and none against or withheld.
Read the filing on SEC.gov ↗

Take-Two stockholders approve 5.2 million-share stock plan increase, elect 10 directors

Neutral shareholder Written later 5.025.07

At its September 18, 2025 annual meeting, Take-Two stockholders approved an amendment and restatement of the 2017 Stock Incentive Plan that adds 5,200,000 shares and extends the plan term to September 18, 2035. Stockholders also elected all 10 director nominees, approved executive compensation on an advisory basis, and ratified Ernst & Young LLP as auditor for the fiscal year ending March 31, 2026.

  • Plan amendment adds 5,200,000 shares and extends the term to September 18, 2035; 117,302,742 votes for and 33,862,767 against
  • All 10 director nominees elected for terms expiring at the 2026 annual meeting; Strauss Zelnick received 142,729,073 for votes and 8,084,221 against
  • Advisory vote on named executive officer compensation approved with 143,533,691 for and 7,442,714 against
  • Ernst & Young LLP ratified as independent auditor for fiscal year ending March 31, 2026, with 157,919,059 for and 4,107,604 against
Read the filing on SEC.gov ↗
XRAYDENTSPLY SIRONA Inc. Sep 19, 4:24 PM ET

DENTSPLY SIRONA grants $2 million retention stock options to supply chain chief Tony Johnson

Neutral shareholder Written later 5.02

DENTSPLY SIRONA's Compensation & Human Capital Committee approved a one-time retention equity award for several executives, including Senior Vice President and Chief Supply Chain Officer Tony Johnson. The award, made in stock options with a grant date fair value of $2,000,000, is intended to recognize his work during the recent CEO and CFO transitions and to encourage him to stay with the company for three years.

  • Award to Tony Johnson is stock options with a grant date fair value of $2,000,000
  • Options cliff-vest on the third anniversary of the grant date if he remains employed through that date
  • Grant expected on the second trading day after the Form 10-Q for the quarter ended September 30, 2025 is filed
  • Half the options have an exercise price equal to fair market value on the grant date; the other half are priced at 110% of that value
Read the filing on SEC.gov ↗
HCMAHCM III ACQUISITION CORP. Sep 19, 12:16 PM ET

HCM III Acquisition Corp. to allow separate trading of shares and warrants from September 22

Neutral shareholder Written later 8.01

HCM III Acquisition Corp. said that starting September 22, 2025, holders of its IPO units may separate the Class A ordinary shares and warrants, which will then trade on Nasdaq as HCMA and HCMAW. The change is administrative and does not alter the economic terms of the shares or the $11.50 warrant exercise price.

  • Separate trading of Class A ordinary shares and warrants begins September 22, 2025.
  • Separated shares trade as HCMA and warrants as HCMAW on Nasdaq; units not separated keep trading as HCMAU.
  • Each unit includes one Class A ordinary share and one-third of one warrant, with each whole warrant exercisable at $11.50 per share.
  • Holders must have brokers contact Continental Stock Transfer & Trust Company to separate units; no fractional warrants will be issued.
Read the filing on SEC.gov ↗
AMTAMERICAN TOWER CORP /MA/ Sep 18, 4:15 PM ET

American Tower declares $1.70 quarterly dividend; International president to retire

Neutral shareholder Written later 5.028.01

American Tower's board declared a quarterly cash distribution of $1.70 per share, payable October 20, 2025 to holders of record at the close of business on September 30, 2025. The filing also states that Olivier Puech, Executive Vice President and President, International, intends to retire effective January 2, 2026.

  • Quarterly cash distribution of $1.70 per share declared, announced September 18, 2025
  • Record date is September 30, 2025; payment date is October 20, 2025
  • Olivier Puech communicated his intention to retire on September 16, 2025, effective January 2, 2026
  • The filing does not state a reason for the retirement or name a successor
Read the filing on SEC.gov ↗
DINOHF Sinclair Corp Sep 16, 6:42 PM ET

HF Sinclair to repurchase 1,948,558 shares from REH for $99,999,997

Neutral shareholder Written later 1.01

On September 16, 2025, HF Sinclair agreed to buy back 1,948,558 of its common shares from REH Advisors Inc. at $51.32 per share, for an aggregate price of $99,999,997 paid from cash on hand. The deal is the eighteenth privately negotiated repurchase between the company and REH and is expected to close on or around September 19, 2025, under the company's $1 billion share repurchase program. For shareholders, it reduces the number of outstanding shares and brings total repurchases under the program to $411,256,895.

  • Repurchase of 1,948,558 shares at $51.32 per share, for an aggregate $99,999,997
  • Funded with cash on hand; shares will be held as treasury stock
  • Expected completion on or around September 19, 2025
  • Total repurchased under the $1 billion program to date: $411,256,895, including this transaction
Read the filing on SEC.gov ↗
NTAPNetApp, Inc. Sep 12, 6:18 PM ET

NetApp stockholders approve director slate, 4 million ESPP share increase and 5 million equity plan increase

Neutral shareholder Written later 5.025.07

At its September 10, 2025 annual meeting, NetApp stockholders re-elected all nine board nominees and approved increases to the Employee Stock Purchase Plan and 2021 Equity Incentive Plan share reserves. The company also raised outside director RSU award values, while a stockholder proposal on special shareholder meetings failed.

  • Employee Stock Purchase Plan share reserve increased by 4,000,000 shares
  • 2021 Equity Incentive Plan share reserve increased by 5,000,000 shares
  • Initial director RSU award raised from $275,000 to $285,000; annual Chairman award raised from $350,000 to $360,000
  • Stockholder proposal on a special shareholder meeting improvement was not approved (21,071,706 for, 144,253,624 against)
Read the filing on SEC.gov ↗
NTCTNETSCOUT SYSTEMS INC Sep 12, 4:49 PM ET

NetScout shareholders approve 3.5 million share increase to equity plan and elect four directors

Neutral shareholder Written later 5.025.07

At its September 10, 2025 annual meeting, NetScout stockholders approved an amendment adding 3,500,000 shares to the 2019 Equity Incentive Plan, and re-elected four Class II directors. Stockholders also approved executive pay on an advisory basis and ratified PricewaterhouseCoopers as auditor, which matters to shareholders because the plan increase expands the shares available for equity awards.

  • Stockholders approved adding 3,500,000 shares to the 2019 Equity Incentive Plan, effective immediately
  • Robert E. Donahue, John R. Egan, Marlene Pelage and Anil K. Singhal elected as Class II directors for terms ending at the 2028 annual meeting
  • Advisory say-on-pay vote: 51,034,391 for and 7,875,187 against
  • PricewaterhouseCoopers LLP ratified as auditor for fiscal year ending March 31, 2026
Read the filing on SEC.gov ↗
NKENIKE, Inc. Sep 11, 4:19 PM ET

Nike shareholders approve plan adding 45 million Class B shares for equity awards

Neutral shareholder Written later 5.025.07

At its virtual annual meeting on September 9, 2025, Nike shareholders approved an amended and restated Stock Incentive Plan that increases the Class B shares authorized for issuance by 45,000,000. The meeting also elected the listed directors, approved the advisory vote on executive compensation, and ratified PricewaterhouseCoopers LLP as the auditor for the fiscal year ending May 31, 2026. The plan change raises the pool of shares available for equity awards, which matters to shareholders because it affects potential share issuance.

  • Shareholders approved the Stock Incentive Plan amendment, adding 45,000,000 Class B shares for issuance: 1,091,712,762 votes for and 50,754,147 against.
  • Advisory vote on executive compensation: 1,065,823,346 for and 72,948,569 against.
  • Ratification of PricewaterhouseCoopers LLP for the fiscal year ending May 31, 2026: 1,190,945,670 for and 72,877,368 against.
  • Director John Rogers, Jr. received 554,235,146 Class B votes for and 301,793,426 withheld; Mónica Gil received 830,559,891 for and 25,468,681 withheld.
Read the filing on SEC.gov ↗
FOXAFox Corp Sep 10, 4:36 PM ET

Fox Corp replaces Murdoch family stockholders agreement after litigation resolution

Neutral shareholder Written later 1.011.028.01

On September 8, 2025, Fox Corp entered a new stockholders agreement with LGC Holdco and three LGC family trusts, terminating the 2019 agreement with the Murdoch Family Trust as part of the resolution of the MFT litigation. The filing says the new agreement is substantially the same as the old one, including a 44% cap on Murdoch-related voting power in Class B common stock. Separately, selling stockholders sold 16,835,016 Class B shares at $53.46 per share, but Fox received no proceeds from the sale.

  • New stockholders agreement dated September 8, 2025, with LGC Holdco and the LGC Family Trusts, described as substantially the same as the terminated agreement
  • Murdoch Individuals, LGC Family Trusts and LGC Holdco may not collectively own more than 44% of outstanding Class B voting power
  • Selling stockholders sold 16,835,016 Class B shares to Morgan Stanley & Co. LLC at $53.46 per share; the offering closed September 10, 2025
  • Fox did not sell any shares and received no proceeds from the offering
Read the filing on SEC.gov ↗
NWSNEWS CORP Sep 10, 4:09 PM ET

News Corp replaces Murdoch stockholders pact; 14.07 million Class B shares sold by holders

Neutral shareholder Written later 1.011.028.01

News Corp entered a new stockholders agreement with LGC Holdco and the LGC Family Trusts on September 8, 2025, ending the prior agreement with the Murdoch Family Trust as part of resolving the MFT litigation. The filing also discloses a secondary offering of 14,071,293 Class B shares at $31.98 per share by selling stockholders, which closed September 10, 2025, with the company receiving no proceeds.

  • New agreement caps the LGC Family Trusts, LGC Holdco and Murdoch Individuals at 44% of Class B voting power
  • Selling stockholders sold 14,071,293 Class B shares to Morgan Stanley & Co. LLC at $31.98 per share
  • Offering closed September 10, 2025; News Corp sold no shares and received no proceeds
Read the filing on SEC.gov ↗
ORIQOrigin Investment Corp I Sep 9, 8:11 AM ET

Origin Investment Corp I begins separate trading of ordinary shares and warrants

Neutral shareholder Written later 8.01

Origin Investment Corp I, a blank check company, announced that its ordinary shares and warrants, previously sold as units in its July 3, 2025 initial public offering, now trade separately on Nasdaq. Units that have not been separated will continue to trade under ORIQU, so shareholders can hold or trade the shares and warrants independently.

  • Ordinary shares trade on Nasdaq under ORIQ and warrants under ORIQW, effective as of September 9, 2025.
  • Units not separated continue to trade on Nasdaq under ORIQU.
  • The company is a SPAC intending to focus its search for a target business in Asia and will not complete a business combination with an entity in China or with China operations consolidated through a VIE structure.
  • The registration statement on Form S-1 became effective July 1, 2025; the filing does not report any financial results.
Read the filing on SEC.gov ↗
CARAVIS BUDGET GROUP, INC. Sep 8, 4:59 PM ET

Avis Budget Group amends cooperation pact with SRS, raising its voting cap to 45%

Neutral shareholder Written later 1.01

Avis Budget Group signed a second amendment to its cooperation agreement with activist investor SRS Investment Management, dated September 5, 2025. The amendment raises the cap on SRS voting power from 35% to 45%, sets board size and SRS-affiliated director limits, and adds conditions on future transfers of SRS shares to buyers holding 10% or more of the company's voting securities.

  • Voting cap on SRS-owned shares raised from 35% to 45%; excess shares vote in line with other stockholders
  • Board fixed at five or six directors while SRS owns at least 10%; no more than two directors may be SRS affiliates
  • Transfers to a 10%-or-larger buyer require the buyer to accept Delaware Section 203 treatment and a five-year board-composition voting commitment
Read the filing on SEC.gov ↗
VSATVIASAT INC Sep 5, 4:39 PM ET

Viasat stockholders approve amended equity and employee stock purchase plans

Neutral shareholder Written later 5.025.07

At its annual meeting on September 4, 2025, Viasat stockholders approved amended and restated versions of the 1996 Equity Participation Plan and the Employee Stock Purchase Plan. They also elected Richard Baldridge and Sean Pak as Class II directors and ratified PricewaterhouseCoopers LLP as the independent auditor for the fiscal year ending March 31, 2026. The plan changes increase the number of shares that can be issued under those plans, which affects existing holders' potential ownership.

  • Equity plan share reserve set at 6,410,000 shares, plus shares from prior awards that become available again; the equity plan was approved with 77,530,367 votes for and 21,883,946 against.
  • Employee Stock Purchase Plan maximum increased by 5,000,000 shares to a total of 16,950,000 shares; approved with 99,252,742 votes for and 294,428 against.
  • Richard Baldridge received 93,856,135 votes for and 6,121,794 withheld; Sean Pak received 83,544,805 votes for and 16,433,124 withheld.
  • Stockholders ratified PricewaterhouseCoopers LLP with 117,873,269 votes for and 1,661,026 against.
Read the filing on SEC.gov ↗

Take-Two adopts nonqualified deferred compensation plan effective September 1, 2025

Neutral shareholder Written later 5.02

Take-Two Interactive Software approved a nonqualified deferred compensation plan for certain key employees, including named executive officers, and directors, effective September 1, 2025. The plan lets eligible participants defer part of their pay, and the company does not match those deferrals, so the filing describes a benefits arrangement rather than a change in financial results.

  • Employees may defer up to 50% of base salary and up to 90% of annual cash bonus, by irrevocable election
  • Directors may defer up to 100% of cash board retainers and meeting fees
  • No company matching contributions; discretionary contributions may be made at the company's election
  • Plan obligations are general unsecured obligations of the company; a revocable trust may be established to hold amounts
Read the filing on SEC.gov ↗

Silver Pegasus Acquisition to allow separate trading of shares and rights from September 8

Neutral shareholder Written later 8.01

Silver Pegasus Acquisition Corp., a blank check company, said holders of its units may elect to separately trade Class A ordinary shares and rights starting on or about September 8, 2025. Units not separated will continue to trade under SPEGU, while separated shares and rights will trade as SPEG and SPEGR on Nasdaq. This is an administrative step for holders of the units sold in its July 16, 2025 initial public offering and does not change the company's financial results.

  • Separate trading of Class A ordinary shares and rights begins September 8, 2025, at the holder's election.
  • Separated Class A shares and rights trade on Nasdaq as SPEG and SPEGR; unseparated units continue as SPEGU.
  • Each unit consists of one Class A ordinary share and one right to receive one-tenth of one Class A ordinary share upon an initial business combination.
  • Holders must have their brokers contact Continental Stock Transfer & Trust Company to separate units; no fractional rights will be issued.
Read the filing on SEC.gov ↗

Solarius Capital Acquisition Corp. units to allow separate trading of shares and warrants from Sept. 5

Neutral shareholder Written later 8.01

Solarius Capital Acquisition Corp., a blank-check company (SPAC), said holders of its units may elect to separately trade Class A ordinary shares and warrants starting on or about September 5, 2025. Units not separated will keep trading under SOCAU, while the shares and warrants will trade as SOCA and SOCAW. The step is administrative and does not change the company's terms or business.

  • Separate trading of Class A ordinary shares (SOCA) and warrants (SOCAW) may begin on or about September 5, 2025.
  • Each unit consists of one Class A ordinary share and one-half of one warrant; only whole warrants will trade.
  • Holders must have their brokers contact Continental Stock Transfer & Trust Company to separate units.
  • The units were sold in an initial public offering completed on July 17, 2025.
Read the filing on SEC.gov ↗

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.