CoStar Group amends executive severance plan, removes board-composition change-in-control clause
On February 13, 2026, CoStar Group amended its Executive Severance Plan to remove a clause tied to board composition from the definition of "Change in Control." The company said the change was made at management's request to avoid the cost and distraction of a Delaware lawsuit tied to threatened proxy contests by Third Point LLC and D. E. Shaw & Co., L.P. The filing does not report any financial results or figures.
Key points
- Amended Executive Severance Plan dated February 13, 2026, removes the board-composition "director clause" from the Change in Control definition
- Company says the clause was designed to protect management continuity and was comparable to peer company programs
- Board removed the clause to avoid cost and distraction from a threatened Delaware lawsuit linked to proxy contests by Third Point LLC and D. E. Shaw & Co., L.P.
- All other plan terms remain unchanged; full plan filed as Exhibit 10.1
The filing
Written by AI on Nov 8, 2026, 1:12 AM ET, from this filing only. Written later: this filing was briefed after the fact, when past filings were added to the site, so the brief may be read with hindsight; the filing itself is the record of what was known on February 13, 2026.
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.