AI brief of an SEC Form 8-K · Onterris, Inc. (ONT)

Onterris adopts shareholder rights plan with 15% trigger and $105.00 exercise price

Neutral Impact 3 of 5 shareholder Written later

On August 5, 2026, the Onterris board declared a dividend of one preferred share purchase right for each common share, payable August 17, 2026, under a Rights Agreement with Computershare Trust Company, N.A. The rights become exercisable only after a person or group acquires 15% or more of the common shares, and would then allow holders to buy Series B Preferred Stock at $105.00 per one one-thousandth of a share, subject to adjustment. The filing also references a bylaw or charter amendment under Item 5.03, but that section is cut off in the text provided.

Key points

  • Rights are distributed as a dividend of one right per common share to holders of record on August 17, 2026.
  • Rights become exercisable if a person or group acquires 15% or more of outstanding common shares, unless exempted by the board.
  • Each right entitles the holder to buy one one-thousandth of a Series B Preferred Share at $105.00, subject to adjustment.
  • Rights expire at the close of business on August 4, 2027; the board may redeem them before any person becomes an acquiring person at $0.001 per right.

The filing

CompanyOnterris, Inc. (ONT)
Form8-K, current report
Filed with the SECAug 5, 2026, 4:11 PM ET
Accession number0001193125-26-335121

Items reported: 1.01 Material Definitive Agreement3.03 Change to Shareholder Rights5.03 Bylaw / Charter Amendment8.01 Other Events

Read the filing on SEC.gov ↗

Written by AI on Nov 9, 2026, 8:53 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 August 05, 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.