{"filings":[{"id":526800,"accession_number":"0001023731-26-000033","cik":1023731,"company_name":"8X8 INC /DE/","ticker":"EGHT","form_type":"8-K","filed_at":"2026-05-19T20:07:59+00:00","items":["2.02","9.01"],"status":"ready","headline":"8x8 Reports First GAAP-Profitable Fiscal Year Since 2015; Record Service Revenue","summary_kind":"llm","event_type":"earnings","confidence":"high","bullets":["FY2026 revenue $735.8M (+3% YoY); GAAP net income $1.6M vs loss of $27.2M in FY2025.","Q4 service revenue record $180.2M (+5% YoY); usage-based revenue grew >70% YoY to ~23% of service revenue.","Non-GAAP Q4 EPS $0.11 vs $0.08 YoY; operating cash flow $14.4M vs $5.9M YoY.","Debt reduced: total principal $323.9M, down $30M during FY2026; cash $95M.","Introduced AI Studio and 8x8 Engage GA; customer wins include insurance, healthcare, UK automotive, Philippine bank."],"consensus_eps_estimate":null,"consensus_eps_actual":null,"consensus_revenue_estimate":null,"consensus_revenue_actual":null,"consensus_period":null,"consensus_source":null,"sentiment":"positive","materiality_score":0.8,"calibrated_materiality_score":0.8,"market_cap_usd":299322301.06046516,"market_cap_bucket":"not_microcap","market_cap_source":"finnhub_profile2","market_cap_as_of_date":"2026-05-28","daily_digest_date":null,"daily_digest_url":null,"daily_digest_rank":null},{"id":100389,"accession_number":"0001023731-26-000027","cik":1023731,"company_name":"8X8 INC /DE/","ticker":"EGHT","form_type":"8-K","filed_at":"2026-03-17T23:59:59+00:00","items":["5.02","9.01"],"status":"ready","headline":"8x8 CAO Suzanne Seandel to resign; CFO Kraus to assume principal accounting officer role","summary_kind":"llm","event_type":"leadership","confidence":"high","bullets":["Suzanne Seandel notified resignation as CAO; expected to depart mid-April 2026.","Resignation not due to any disagreement with company operations, policies or practices.","Company to search for successor; Seandel expected to consult through May 31, 2026.","Upon Seandel's separation, CFO Kevin Kraus will become principal accounting officer.","Kraus has been CFO since June 2023; no new compensatory agreements tied to this role."],"consensus_eps_estimate":null,"consensus_eps_actual":null,"consensus_revenue_estimate":null,"consensus_revenue_actual":null,"consensus_period":null,"consensus_source":null,"sentiment":"neutral","materiality_score":0.45,"calibrated_materiality_score":0.45,"market_cap_usd":299322301.06046516,"market_cap_bucket":"not_microcap","market_cap_source":"finnhub_profile2","market_cap_as_of_date":"2026-05-28","daily_digest_date":null,"daily_digest_url":null,"daily_digest_rank":null},{"id":100388,"accession_number":"0001023731-26-000006","cik":1023731,"company_name":"8X8 INC /DE/","ticker":"EGHT","form_type":"8-K","filed_at":"2026-02-03T23:59:59+00:00","items":["2.02","9.01"],"status":"ready","headline":"8x8 Q3 FY2026 revenue $185.1M beats; 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GAAP net income turns positive $0.8M","summary_kind":"llm","event_type":"earnings","confidence":"high","bullets":["Total revenue $184.1M, above guidance; service revenue $179.1M up 2% YoY.","GAAP net income $0.8M ($0.01 EPS) vs loss of $14.5M YoY; non-GAAP diluted EPS $0.09.","Ex-Fuze service revenue grew ~6% YoY; usage-based revenue now 19% of service revenue.","Operating cash flow $8.8M (19th consecutive positive quarter); $76.7M cash; debt cut $224M since Aug 2022.","Q3 FY26 guidance: total revenue $177-182M; non-GAAP op margin 9-10%; FY26 rev $712-726M."],"consensus_eps_estimate":null,"consensus_eps_actual":-0.03,"consensus_revenue_estimate":null,"consensus_revenue_actual":365456000.0,"consensus_period":"2026-Q2","consensus_source":"xbrl_only","sentiment":"positive","materiality_score":0.75,"calibrated_materiality_score":0.75,"market_cap_usd":299322301.06046516,"market_cap_bucket":"not_microcap","market_cap_source":"finnhub_profile2","market_cap_as_of_date":"2026-05-28","daily_digest_date":null,"daily_digest_url":null,"daily_digest_rank":null},{"id":133170,"accession_number":"0001023731-25-000076","cik":1023731,"company_name":"8X8 INC /DE/","ticker":"EGHT","form_type":"8-K","filed_at":"2025-08-05T23:59:59+00:00","items":["2.02","9.01"],"status":"ready","headline":"8x8 returns to YoY revenue growth in Q1; service rev beats guidance","summary_kind":"llm","event_type":"earnings","confidence":"high","bullets":["Total revenue $181.4M (+1.9% YoY); service revenue $176.3M (+2% YoY), above high-end guidance.","GAAP operating income $0.6M vs ($1.4M) loss YoY; non-GAAP net income $10.7M ($0.08 EPS).","Adjusted EBITDA $20.7M; cash from ops $11.9M, 18th consecutive positive quarter.","Consumption-based revenue grew >30% YoY; CPaaS messaging interactions up >200% YoY.","Repurchased 1M shares ($1.8M); prepaid $15M debt; total debt down $219M (40%) from peak."],"consensus_eps_estimate":null,"consensus_eps_actual":-0.03,"consensus_revenue_estimate":null,"consensus_revenue_actual":181361000.0,"consensus_period":"2026-Q1","consensus_source":"xbrl_only","sentiment":"positive","materiality_score":0.75,"calibrated_materiality_score":0.75,"market_cap_usd":299322301.06046516,"market_cap_bucket":"not_microcap","market_cap_source":"finnhub_profile2","market_cap_as_of_date":"2026-05-28","daily_digest_date":null,"daily_digest_url":null,"daily_digest_rank":null},{"id":133169,"accession_number":"0001023731-25-000070","cik":1023731,"company_name":"8X8 INC /DE/","ticker":"EGHT","form_type":"8-K","filed_at":"2025-08-04T23:59:59+00:00","items":["1.01","9.01"],"status":"ready","headline":"8x8 amends term loan, reduces principal by $219M since peak, outstanding $127M","summary_kind":"llm","event_type":"debt","confidence":"high","bullets":["Executed First Amendment to Term Loan Credit Agreement with Wells Fargo and lenders.","Consolidated total net leverage ratio covenant fixed at 4.50x for duration of agreement.","Acquisition flexibility added: up to $25M of aggregate consideration exempt from certain ratio tests.","Outstanding term loan principal $127M after $10M prepayment; no mandatory FY2026 payments until June 30, 2026.","Company has reduced term loan by $219M (~40%) since August 2022 peak."],"consensus_eps_estimate":null,"consensus_eps_actual":null,"consensus_revenue_estimate":null,"consensus_revenue_actual":null,"consensus_period":null,"consensus_source":null,"sentiment":"positive","materiality_score":0.55,"calibrated_materiality_score":0.55,"market_cap_usd":299322301.06046516,"market_cap_bucket":"not_microcap","market_cap_source":"finnhub_profile2","market_cap_as_of_date":"2026-05-28","daily_digest_date":null,"daily_digest_url":null,"daily_digest_rank":null},{"id":133168,"accession_number":"0001023731-25-000061","cik":1023731,"company_name":"8X8 INC /DE/","ticker":"EGHT","form_type":"8-K","filed_at":"2025-07-29T23:59:59+00:00","items":["5.07"],"status":"ready","headline":"8x8 stockholders approve all five proposals; equity plan amendment sees 38% opposition","summary_kind":"llm","event_type":"other","confidence":"high","bullets":["All eight director nominees elected; for votes ranged from 70.8M to 77.3M, with ~21.8M broker non-votes.","Ratification of Grant Thornton as auditor for FY2026 passed: 106.9M for, 606k against, 449k abstain.","Advisory vote on executive compensation approved: 84.4M for, 1.5M against, 178k abstain.","ESPP share increase of 6M shares approved: 84.4M for, 1.7M against.","2022 Equity Incentive Plan increase of 8.5M shares passed: 53.5M for vs 32.5M against (38% opposition)."],"consensus_eps_estimate":null,"consensus_eps_actual":null,"consensus_revenue_estimate":null,"consensus_revenue_actual":null,"consensus_period":null,"consensus_source":null,"sentiment":"neutral","materiality_score":0.3,"calibrated_materiality_score":0.15,"market_cap_usd":299322301.06046516,"market_cap_bucket":"not_microcap","market_cap_source":"finnhub_profile2","market_cap_as_of_date":"2026-05-28","daily_digest_date":null,"daily_digest_url":null,"daily_digest_rank":null},{"id":149773,"accession_number":"0001023731-25-000045","cik":1023731,"company_name":"8X8 INC /DE/","ticker":"EGHT","form_type":"8-K","filed_at":"2025-06-05T23:59:59+00:00","items":["4.01","9.01"],"status":"ready","headline":"8x8 dismisses Moss Adams as auditor, appoints Grant Thornton LLP","summary_kind":"llm","event_type":"other","confidence":"high","bullets":["Moss Adams dismissed as independent auditor effective June 2, 2025; Grant Thornton appointed same date.","No disagreements or reportable events in fiscal 2025, fiscal 2024, or subsequent interim period.","Moss Adams' audit reports for fiscal 2025 and 2024 were unqualified with no adverse opinions."],"consensus_eps_estimate":null,"consensus_eps_actual":null,"consensus_revenue_estimate":null,"consensus_revenue_actual":null,"consensus_period":null,"consensus_source":null,"sentiment":"neutral","materiality_score":0.25,"calibrated_materiality_score":0.25,"market_cap_usd":299322301.06046516,"market_cap_bucket":"not_microcap","market_cap_source":"finnhub_profile2","market_cap_as_of_date":"2026-05-28","daily_digest_date":null,"daily_digest_url":null,"daily_digest_rank":null},{"id":149772,"accession_number":"0001023731-25-000033","cik":1023731,"company_name":"8X8 INC /DE/","ticker":"EGHT","form_type":"8-K","filed_at":"2025-05-19T23:59:59+00:00","items":["2.02","9.01"],"status":"ready","headline":"8x8 Q4 revenue $177M, service revenue -1% YoY; GAAP op income positive","summary_kind":"llm","event_type":"earnings","confidence":"high","bullets":["Q4 total revenue $177M, service revenue $171.6M (-1% YoY); GAAP operating income $0.4M vs loss $14.2M.","FY2025 revenue $715.1M (-2%), service revenue $692.9M (-1%); adjusted EBITDA $98.6M (-19%); GAAP net loss narrowed to $27.2M from $67.6M.","Ex-Fuze customers, service revenue grew ~5% YoY in Q4; Fuze upgrades expected complete by end of CY2025.","Debt principal reduced to $353.9M from $426.9M; cash & investments $89.3M as of March 31, 2025."],"consensus_eps_estimate":0.0867,"consensus_eps_actual":-0.21,"consensus_revenue_estimate":null,"consensus_revenue_actual":715070000.0,"consensus_period":"2025-FY","consensus_source":"xbrl+finnhub","sentiment":"neutral","materiality_score":0.6,"calibrated_materiality_score":0.6,"market_cap_usd":299322301.06046516,"market_cap_bucket":"not_microcap","market_cap_source":"finnhub_profile2","market_cap_as_of_date":"2026-05-28","daily_digest_date":null,"daily_digest_url":null,"daily_digest_rank":null},{"id":168793,"accession_number":"0001023731-25-000005","cik":1023731,"company_name":"8X8 INC /DE/","ticker":"EGHT","form_type":"8-K","filed_at":"2025-02-04T23:59:59+00:00","items":["2.02","9.01"],"status":"ready","headline":"8x8 Q3 GAAP profitable, revenue $178.9M; record cash flow; guides Q4 rev $177-182M","summary_kind":"llm","event_type":"earnings","confidence":"high","bullets":["Q3 total revenue $178.9M (-1.2% YoY); service revenue $173.5M (-0.9% YoY).","GAAP net income $3.0M vs loss of $21.2M YoY; adj EBITDA $23.9M vs $30.7M.","Cash from ops record $27.2M; ended cash $104.6M after $33M debt repayment.","New products revenue up 60% YoY; appointed Joel Neeb as Chief Transformation Officer and Darren Remblence as CISO.","Q4 guidance: total rev $177-182M, service rev $172-177M, non-GAAP EPS $0.10-0.12."],"consensus_eps_estimate":0.0712,"consensus_eps_actual":-0.17,"consensus_revenue_estimate":null,"consensus_revenue_actual":538027000.0,"consensus_period":"2025-Q3","consensus_source":"xbrl+finnhub","sentiment":"positive","materiality_score":0.75,"calibrated_materiality_score":0.75,"market_cap_usd":299322301.06046516,"market_cap_bucket":"not_microcap","market_cap_source":"finnhub_profile2","market_cap_as_of_date":"2026-05-28","daily_digest_date":null,"daily_digest_url":null,"daily_digest_rank":null},{"id":185916,"accession_number":"0001023731-24-000121","cik":1023731,"company_name":"8X8 INC /DE/","ticker":"EGHT","form_type":"8-K","filed_at":"2024-11-18T23:59:59+00:00","items":["5.02","9.01"],"status":"ready","headline":"8x8 appoints John Pagliuca (N-able CEO) to Board of Directors","summary_kind":"llm","event_type":"leadership","confidence":"high","bullets":["John Pagliuca appointed to 8x8 board effective Nov. 18, 2024; board now has eight members.","Pagliuca is President & CEO of N-able (NYSE:NABL); over 20 years SaaS leadership experience.","He will receive pro-rated board retainer of $100k, $100k initial RSU award (2-year vest), and $135k RSU award vesting at 2025 annual meeting.","Pagliuca's term runs until 2025 Annual Meeting; standard indemnification agreement to be entered."],"consensus_eps_estimate":null,"consensus_eps_actual":null,"consensus_revenue_estimate":null,"consensus_revenue_actual":null,"consensus_period":null,"consensus_source":null,"sentiment":"neutral","materiality_score":0.4,"calibrated_materiality_score":0.4,"market_cap_usd":299322301.06046516,"market_cap_bucket":"not_microcap","market_cap_source":"finnhub_profile2","market_cap_as_of_date":"2026-05-28","daily_digest_date":null,"daily_digest_url":null,"daily_digest_rank":null},{"id":185915,"accession_number":"0001023731-24-000119","cik":1023731,"company_name":"8X8 INC /DE/","ticker":"EGHT","form_type":"8-K","filed_at":"2024-11-04T23:59:59+00:00","items":["2.02","9.01"],"status":"ready","headline":"8x8 Q2 FY2025 revenue $181M (-2%); GAAP operating profit $7.2M vs loss year ago","summary_kind":"llm","event_type":"earnings","confidence":"high","bullets":["Total revenue $181M, down 2% YoY; service revenue $175.1M, down 1.5% YoY.","GAAP net loss $14.5M vs $7.5M loss last year; non-GAAP net income $12.1M (down from $17.1M).","Adjusted EBITDA $26.7M (down from $30.5M); GAAP operating income of $7.2M vs loss of $2.6M.","New product sales up >60% YoY, led by AI solutions; Gartner UCaaS Leader 13th consecutive year.","Retired $33M term loan debt post-quarter, total debt $369M (down 32% over two years)."],"consensus_eps_estimate":0.0791,"consensus_eps_actual":-0.19,"consensus_revenue_estimate":null,"consensus_revenue_actual":359145000.0,"consensus_period":"2025-Q2","consensus_source":"xbrl+finnhub","sentiment":"neutral","materiality_score":0.7,"calibrated_materiality_score":0.7,"market_cap_usd":299322301.06046516,"market_cap_bucket":"not_microcap","market_cap_source":"finnhub_profile2","market_cap_as_of_date":"2026-05-28","daily_digest_date":null,"daily_digest_url":null,"daily_digest_rank":null},{"id":202495,"accession_number":"0001023731-24-000076","cik":1023731,"company_name":"8X8 INC /DE/","ticker":"EGHT","form_type":"8-K","filed_at":"2024-08-19T23:59:59+00:00","items":["5.07"],"status":"ready","headline":"8x8 shareholders approve equity plan increase, reject officer liability amendment at annual meeting","summary_kind":"llm","event_type":"other_material","confidence":"high","bullets":["All seven director nominees (Jaswinder Pal Singh, Monique Bonner, Andrew Burton, Todd Ford, Alison Gleeson, Elizabeth Theophille, Samuel Wilson) elected with >80M votes each; broker non-votes 20.5M.","Ratification of Moss Adams LLP as independent auditor for FY2025 approved with 100.6M votes for, 1.2M against.","Advisory vote on executive compensation for FY2024 approved with 80.1M votes for, 1.7M against.","Amendment to 2022 Equity Incentive Plan to increase shares by 14M approved (57.9M for, 23.9M against).","Proposal to eliminate certain officers' personal liability for monetary damages under Section 102(b)(7) rejected (47.6M for, 34.2M against, did not pass)."],"consensus_eps_estimate":null,"consensus_eps_actual":null,"consensus_revenue_estimate":null,"consensus_revenue_actual":null,"consensus_period":null,"consensus_source":null,"sentiment":"negative","materiality_score":0.5,"calibrated_materiality_score":0.15,"market_cap_usd":299322301.06046516,"market_cap_bucket":"not_microcap","market_cap_source":"finnhub_profile2","market_cap_as_of_date":"2026-05-28","daily_digest_date":null,"daily_digest_url":null,"daily_digest_rank":null},{"id":202494,"accession_number":"0001023731-24-000072","cik":1023731,"company_name":"8X8 INC /DE/","ticker":"EGHT","form_type":"8-K","filed_at":"2024-08-07T23:59:59+00:00","items":["1.02","2.03"],"status":"ready","headline":"8x8 repays $225M term loan, enters $200M Wells Fargo facility","summary_kind":"llm","event_type":"debt","confidence":"medium","bullets":["On Aug 5, 2024, 8x8 repaid $225M aggregate principal plus fees under the 2022 Credit Agreement and terminated it.","Borrowed $200M under new Term Loan Credit Agreement with Wells Fargo; funding occurred Aug 5, 2024.","Proceeds of $200M plus $29M from cash were used to fully satisfy the old term loan.","Terms of the new credit agreement are incorporated by reference from the July 15, 2024 8-K."],"consensus_eps_estimate":null,"consensus_eps_actual":null,"consensus_revenue_estimate":null,"consensus_revenue_actual":null,"consensus_period":null,"consensus_source":null,"sentiment":"neutral","materiality_score":0.55,"calibrated_materiality_score":0.55,"market_cap_usd":299322301.06046516,"market_cap_bucket":"not_microcap","market_cap_source":"finnhub_profile2","market_cap_as_of_date":"2026-05-28","daily_digest_date":null,"daily_digest_url":null,"daily_digest_rank":null},{"id":202493,"accession_number":"0001023731-24-000071","cik":1023731,"company_name":"8X8 INC /DE/","ticker":"EGHT","form_type":"8-K","filed_at":"2024-08-07T23:59:59+00:00","items":["2.02","9.01"],"status":"ready","headline":"8x8 Q1 revenue $178.1M, repays $225M term loan early; net loss improves","summary_kind":"llm","event_type":"earnings","confidence":"high","bullets":["Total revenue $178.1M (-2.8% YoY); service revenue $172.8M (-1.4% YoY); both within guidance.","GAAP net loss improved to $10.3M from $15.3M; non-GAAP net income $10.4M vs $15.5M.","Adjusted EBITDA $25.8M vs $33.8M prior year, down 24%.","Early repaid entire $225M term loan due 2027 using $200M new bank loan and $29M cash; debt reduced $146M since Aug 2022.","Appointed Andrew Burton (commercetools CEO) to board as independent director."],"consensus_eps_estimate":null,"consensus_eps_actual":-0.08,"consensus_revenue_estimate":null,"consensus_revenue_actual":178147000.0,"consensus_period":"2025-Q1","consensus_source":"xbrl_only","sentiment":"neutral","materiality_score":0.7,"calibrated_materiality_score":0.7,"market_cap_usd":299322301.06046516,"market_cap_bucket":"not_microcap","market_cap_source":"finnhub_profile2","market_cap_as_of_date":"2026-05-28","daily_digest_date":null,"daily_digest_url":null,"daily_digest_rank":null},{"id":202492,"accession_number":"0001023731-24-000062","cik":1023731,"company_name":"8X8 INC /DE/","ticker":"EGHT","form_type":"8-K","filed_at":"2024-07-15T23:59:59+00:00","items":["1.01","9.01"],"status":"ready","headline":"8x8 secures $200M delayed draw term loan at lower interest rate to refinance existing debt","summary_kind":"llm","event_type":"debt","confidence":"high","bullets":["New $200M delayed draw term loan with Wells Fargo, matures Aug 15, 2027, undrawn as of July 15, 2024.","Initial interest rate SOFR+3.00%, about 3.6pp lower than existing term loan; can step down to SOFR+2.50%.","Proceeds plus $25M from cash will prepay entire $225M outstanding under existing term loan due Aug 2027.","Scheduled principal payments: $22.5M FY25, $37.5M FY26, $47.5M FY27, $92.5M at maturity; stock repurchases allowed.","CFO Kevin Kraus says lower rate reflects lender confidence and enhances financial flexibility."],"consensus_eps_estimate":null,"consensus_eps_actual":null,"consensus_revenue_estimate":null,"consensus_revenue_actual":null,"consensus_period":null,"consensus_source":null,"sentiment":"positive","materiality_score":0.6,"calibrated_materiality_score":0.6,"market_cap_usd":299322301.06046516,"market_cap_bucket":"not_microcap","market_cap_source":"finnhub_profile2","market_cap_as_of_date":"2026-05-28","daily_digest_date":null,"daily_digest_url":null,"daily_digest_rank":null},{"id":218625,"accession_number":"0001023731-24-000043","cik":1023731,"company_name":"8X8 INC /DE/","ticker":"EGHT","form_type":"8-K","filed_at":"2024-06-18T23:59:59+00:00","items":["5.02","9.01"],"status":"ready","headline":"8x8 appoints Andrew Burton (Rapid7 COO) to board as independent director","summary_kind":"llm","event_type":"leadership","confidence":"high","bullets":["Andrew Burton appointed to 8x8 Board effective June 17, 2024; term expires at 2024 Annual Meeting.","Burton receives pro-rated annual retainer of $40,000, $100K initial RSU vesting over 2 years, and $175K RSU vesting at 2024 Annual Meeting.","Board determined Burton is independent despite $150K in vendor payments to Rapid7 in fiscal 2025 (no payments in fiscal 2024).","Burton is President and COO of Rapid7 (NASDAQ: RPD); board now has seven members.","Compensation follows standard non-employee director policy; indemnification agreement to be entered."],"consensus_eps_estimate":null,"consensus_eps_actual":null,"consensus_revenue_estimate":null,"consensus_revenue_actual":null,"consensus_period":null,"consensus_source":null,"sentiment":"neutral","materiality_score":0.45,"calibrated_materiality_score":0.45,"market_cap_usd":299322301.06046516,"market_cap_bucket":"not_microcap","market_cap_source":"finnhub_profile2","market_cap_as_of_date":"2026-05-28","daily_digest_date":null,"daily_digest_url":null,"daily_digest_rank":null},{"id":218624,"accession_number":"0001023731-24-000035","cik":1023731,"company_name":"8X8 INC /DE/","ticker":"EGHT","form_type":"8-K","filed_at":"2024-05-08T23:59:59+00:00","items":["2.02","9.01"],"status":"ready","headline":"8x8 reports Q4 revenue $179M, FY revenue $729M down 2% YoY; 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both increased authorized common shares.","All common stock and convertible/exercisable/exchangeable securities issued or to be issued under the charters are validated as duly authorized."],"consensus_eps_estimate":null,"consensus_eps_actual":null,"consensus_revenue_estimate":null,"consensus_revenue_actual":null,"consensus_period":null,"consensus_source":null,"sentiment":"neutral","materiality_score":0.4,"calibrated_materiality_score":0.4,"market_cap_usd":299322301.06046516,"market_cap_bucket":"not_microcap","market_cap_source":"finnhub_profile2","market_cap_as_of_date":"2026-05-28","daily_digest_date":null,"daily_digest_url":null,"daily_digest_rank":null},{"id":238511,"accession_number":"0001023731-24-000027","cik":1023731,"company_name":"8X8 INC /DE/","ticker":"EGHT","form_type":"8-K","filed_at":"2024-03-21T23:59:59+00:00","items":["8.01"],"status":"ready","headline":"8x8 seeks court validation of charter amendments after 2012 proxy error; hearing April 4","summary_kind":"llm","event_type":"other_material","confidence":"high","bullets":["Filed Section 205 application to validate 2012 amendment raising authorized shares from 100M to 200M.","2012 proxy mistakenly called vote 'non-routine'; 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