{"schema_version":"secwatch.filing_event.v1","accession":"0000062709-26-000008","form_type":"8-K","ticker":"MRSH","cik":"0000062709","company_name":"MARSH & MCLENNAN COMPANIES, INC.","filed_at":"2026-01-14T23:59:59+00:00","discovered_at":"2026-05-14T18:02:37.463666+00:00","generated_at":"2026-05-16T10:30:05.542028+00:00","sec_items":["5.03","9.01"],"event_type":"other","sentiment":"neutral","materiality_score":0.2,"calibrated_materiality_score":0.2,"confidence":"high","headline":"Marsh & McLennan amends bylaws to reflect DGCL updates and universal proxy rules","bullets":["Amended bylaws effective Jan 14, 2026, conform to latest Delaware General Corporation Law changes on stockholder lists and committee quorum.","Updated advance notice provisions for director nominations, including universal proxy rule (Rule 14a-19) compliance and nominee limits.","Clarified voting standard for stockholder matters and chairperson authority at meetings."],"urls":{"canonical":"https://secwatch.observer/filing/0000062709-26-000008","json":"https://secwatch.observer/filing/0000062709-26-000008.json","markdown":"https://secwatch.observer/filing/0000062709-26-000008.md","text":"https://secwatch.observer/filing/0000062709-26-000008.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/62709/000006270926000008/0000062709-26-000008-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/62709/000006270926000008/a8-kamendedbylaws11426.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-05-16T10:30:05.542028+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"a0b9a07810e517912186965e74f6a707c0f9edb9","claim":"MARSH & MCLENNAN COMPANIES, INC.: Adopted amended and restated bylaws to update provisions reflecting DGCL amendments, update advance notice requirements, clarify voting standard and chair authority (effective 2026-01-14).","evidence_excerpt":"On and effective January 14, 2026, the Board of Directors of Marsh & McLennan Companies, Inc. (the “Company”) approved amended and restated bylaws of the Company (the “Amended and Restated Bylaws”). Among other things the amendments (i) update and conform various provisions to reflect the latest amendments to the Delaware General Corporation Law (the “DGCL”), including related to the stockholder list and quorum for committee meetings, (ii) update certain procedural and informational requirements under the advance notice provisions related to director nominations and other proposals, including related to the requirement to provide certain disclosures and information to the Company, the number of nominees the stockholder can nominate and reflecting the universal proxy rules under Rule 14a-19, (iii) clarify the voting standard for matters submitted to the stockholders and (iv) clarify the authority of the chair of the meeting of stockholders.","evidence_source":"SEC 8-K Item 5.03/5.05/5.06","evidence_url":"https://www.sec.gov/Archives/edgar/data/62709/000006270926000008/0000062709-26-000008-index.htm","confidence":0.9}],"comparable_filings":[{"accession":"0001193125-26-251689","ticker":"SCHW","company_name":"SCHWAB CHARLES CORP","filed_at":"2026-06-01T21:00:25+00:00","headline":"Charles Schwab files Certificate of Elimination for Series I Preferred Stock","event_type":"other","sec_items":["5.03","9.01"],"materiality_score":0.15,"calibrated_materiality_score":0.15,"match_reasons":["same fact type: governance_change","same SEC item: 5.03, 9.01","same event type: other","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001193125-26-251689","json":"https://secwatch.observer/filing/0001193125-26-251689.json","markdown":"https://secwatch.observer/filing/0001193125-26-251689.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/316709/000119312526251689/0001193125-26-251689-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/316709/000119312526251689/d143555d8k.htm"},"side_by_side_evidence":{"fact_type":"governance_change","source_excerpt":"On and effective January 14, 2026, the Board of Directors of Marsh & McLennan Companies, Inc. (the “Company”) approved amended and restated bylaws of the Company (the “Amended and Restated Bylaws”). Among other things the amendments (i) update and conform various provisions to reflect the latest amendments to the Delaware General Corporation Law (the “DGCL”), including related to the stockholder list and quorum for committee meetings, (ii) update certain procedural and informational requirements under the advance notice provisions related to director nominations and other proposals, including related to the requirement to provide certain disclosures and information to the Company, the number of nominees the stockholder can nominate and reflecting the universal proxy rules under Rule 14a-19, (iii) clarify the voting standard for matters submitted to the stockholders and (iv) clarify the authority of the chair of the meeting of stockholders.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/62709/000006270926000008/0000062709-26-000008-index.htm","comparable_excerpt":"On June 1, 2026, The Charles Schwab Corporation (the “Company”) filed a Certificate of Elimination with the Secretary of State of the State of Delaware with respect to the Company’s 4.000% Fixed-Rate Reset Non-Cumulative Perpetual Preferred Stock, Series I (“Series I Preferred Stock”), which, effective upon filing, eliminated from the Company’s Fifth Restated Certificate of Incorporation, as amended, all matters set forth in the Certificate of Designations for the Series I Preferred Stock.","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/316709/000119312526251689/0001193125-26-251689-index.htm"}},{"accession":"0001395942-26-000022","ticker":"OPLN","company_name":"OPENLANE, Inc.","filed_at":"2026-05-29T17:57:10+00:00","headline":"OPENLANE eliminates Series A Convertible Preferred Stock from charter","event_type":"other","sec_items":["5.03","9.01"],"materiality_score":0.2,"calibrated_materiality_score":0.2,"match_reasons":["same fact type: governance_change","same SEC item: 5.03, 9.01","same event type: other","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001395942-26-000022","json":"https://secwatch.observer/filing/0001395942-26-000022.json","markdown":"https://secwatch.observer/filing/0001395942-26-000022.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1395942/000139594226000022/0001395942-26-000022-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1395942/000139594226000022/kar-20260529.htm"},"side_by_side_evidence":{"fact_type":"governance_change","source_excerpt":"On and effective January 14, 2026, the Board of Directors of Marsh & McLennan Companies, Inc. (the “Company”) approved amended and restated bylaws of the Company (the “Amended and Restated Bylaws”). Among other things the amendments (i) update and conform various provisions to reflect the latest amendments to the Delaware General Corporation Law (the “DGCL”), including related to the stockholder list and quorum for committee meetings, (ii) update certain procedural and informational requirements under the advance notice provisions related to director nominations and other proposals, including related to the requirement to provide certain disclosures and information to the Company, the number of nominees the stockholder can nominate and reflecting the universal proxy rules under Rule 14a-19, (iii) clarify the voting standard for matters submitted to the stockholders and (iv) clarify the authority of the chair of the meeting of stockholders.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/62709/000006270926000008/0000062709-26-000008-index.htm","comparable_excerpt":"On May 29, 2026, OPENLANE, Inc. (the “Company”) filed a Certificate of Elimination (the “Certificate of Elimination”) with the Secretary of State of the State of Delaware effecting the elimination of the Certificate of Designations relating to the Company’s Series A Convertible Preferred Stock (the “Series A Preferred Stock”) previously filed by the Company with the Secretary of State of the State of Delaware on June 9, 2020.","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1395942/000139594226000022/0001395942-26-000022-index.htm"}},{"accession":"0000014707-26-000070","ticker":"CAL","company_name":"CALERES INC","filed_at":"2026-05-28T21:22:24+00:00","headline":"Caleres reduces board size from 11 to 10; shareholders re-elect all directors and approve compensation plan","event_type":"other","sec_items":["5.03","5.07","9.01"],"materiality_score":0.1,"calibrated_materiality_score":0.1,"match_reasons":["same fact type: governance_change","same SEC item: 5.03, 9.01","same event type: other","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0000014707-26-000070","json":"https://secwatch.observer/filing/0000014707-26-000070.json","markdown":"https://secwatch.observer/filing/0000014707-26-000070.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/14707/000001470726000070/0000014707-26-000070-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/14707/000001470726000070/cal-20260528x8k.htm"},"side_by_side_evidence":{"fact_type":"governance_change","source_excerpt":"On and effective January 14, 2026, the Board of Directors of Marsh & McLennan Companies, Inc. (the “Company”) approved amended and restated bylaws of the Company (the “Amended and Restated Bylaws”). Among other things the amendments (i) update and conform various provisions to reflect the latest amendments to the Delaware General Corporation Law (the “DGCL”), including related to the stockholder list and quorum for committee meetings, (ii) update certain procedural and informational requirements under the advance notice provisions related to director nominations and other proposals, including related to the requirement to provide certain disclosures and information to the Company, the number of nominees the stockholder can nominate and reflecting the universal proxy rules under Rule 14a-19, (iii) clarify the voting standard for matters submitted to the stockholders and (iv) clarify the authority of the chair of the meeting of stockholders.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/62709/000006270926000008/0000062709-26-000008-index.htm","comparable_excerpt":"On May 28, 2026, the Board of Directors amended Article II, Section 1 of the Company’s Bylaws to decrease the number of directors from eleven to ten, effective May 28, 2026.","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/14707/000001470726000070/0000014707-26-000070-index.htm"}},{"accession":"0001213900-26-062184","ticker":"RLMD","company_name":"RELMADA THERAPEUTICS, INC.","filed_at":"2026-05-28T20:59:47+00:00","headline":"Relmada increases authorized common shares to 200M; stockholders approve 2021 Plan amendment","event_type":"other","sec_items":["5.03","5.07","9.01"],"materiality_score":0.35,"calibrated_materiality_score":0.35,"match_reasons":["same fact type: governance_change","same SEC item: 5.03, 9.01","same event type: other","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001213900-26-062184","json":"https://secwatch.observer/filing/0001213900-26-062184.json","markdown":"https://secwatch.observer/filing/0001213900-26-062184.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1553643/000121390026062184/0001213900-26-062184-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1553643/000121390026062184/ea0292521-8k_relmada.htm"},"side_by_side_evidence":{"fact_type":"governance_change","source_excerpt":"On and effective January 14, 2026, the Board of Directors of Marsh & McLennan Companies, Inc. (the “Company”) approved amended and restated bylaws of the Company (the “Amended and Restated Bylaws”). Among other things the amendments (i) update and conform various provisions to reflect the latest amendments to the Delaware General Corporation Law (the “DGCL”), including related to the stockholder list and quorum for committee meetings, (ii) update certain procedural and informational requirements under the advance notice provisions related to director nominations and other proposals, including related to the requirement to provide certain disclosures and information to the Company, the number of nominees the stockholder can nominate and reflecting the universal proxy rules under Rule 14a-19, (iii) clarify the voting standard for matters submitted to the stockholders and (iv) clarify the authority of the chair of the meeting of stockholders.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/62709/000006270926000008/0000062709-26-000008-index.htm","comparable_excerpt":"On May 28, 2026, Relmada Therapeutics, Inc. (the “Company”) filed a Certificate of Amendment to its Articles of Incorporation, as amended, with the Secretary of State of Nevada to increase the number of authorized shares of the Company’s common stock from 150,000,000 to 200,000,000 shares (the “ Charter Amendment ”).","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1553643/000121390026062184/0001213900-26-062184-index.htm"}},{"accession":"0001551306-26-000109","ticker":"PGNY","company_name":"Progyny, Inc.","filed_at":"2026-05-27T13:13:46+00:00","headline":"Progyny shareholders approve elimination of supermajority voting requirements","event_type":"other","sec_items":["5.03","5.07","9.01"],"materiality_score":0.3,"calibrated_materiality_score":0.3,"match_reasons":["same fact type: governance_change","same SEC item: 5.03, 9.01","same event type: other","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001551306-26-000109","json":"https://secwatch.observer/filing/0001551306-26-000109.json","markdown":"https://secwatch.observer/filing/0001551306-26-000109.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1551306/000155130626000109/0001551306-26-000109-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1551306/000155130626000109/pgny-20260521.htm"},"side_by_side_evidence":{"fact_type":"governance_change","source_excerpt":"On and effective January 14, 2026, the Board of Directors of Marsh & McLennan Companies, Inc. (the “Company”) approved amended and restated bylaws of the Company (the “Amended and Restated Bylaws”). Among other things the amendments (i) update and conform various provisions to reflect the latest amendments to the Delaware General Corporation Law (the “DGCL”), including related to the stockholder list and quorum for committee meetings, (ii) update certain procedural and informational requirements under the advance notice provisions related to director nominations and other proposals, including related to the requirement to provide certain disclosures and information to the Company, the number of nominees the stockholder can nominate and reflecting the universal proxy rules under Rule 14a-19, (iii) clarify the voting standard for matters submitted to the stockholders and (iv) clarify the authority of the chair of the meeting of stockholders.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/62709/000006270926000008/0000062709-26-000008-index.htm","comparable_excerpt":"Progyny, Inc. (the “Company”) held its 2026 Annual Meeting of Stockholders (the “Annual Meeting”) on May 21, 2026. At the Annual Meeting, the Company’s stockholders approved certain amendments (the “Charter Amendments”) to the Company’s Certificate of Incorporation. As further described in Proposals 4 and 5 of the Company’s definitive proxy statement filed on April 10, 2026 (the “Proxy Statement”), the Charter Amendments (a) eliminate certain supermajority voting requirements (the “Supermajority Amendments”), and (b) eliminate the default supermajority voting requirement concerning certain business combinations. The Charter Amendments became effective upon the filing of a Certificate of Amendment (the “Certificate of Amendment”) with the Secretary of State of the State of Delaware on May 21, 2026.","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1551306/000155130626000109/0001551306-26-000109-index.htm"}},{"accession":"0000089089-26-000046","ticker":"SCI","company_name":"SERVICE CORP INTERNATIONAL","filed_at":"2026-05-08T23:59:59+00:00","headline":"SCI shareholders approve board governance changes: director minimum cut to 3, board can fill vacancies","event_type":"other","sec_items":["5.03","9.01"],"materiality_score":0.2,"calibrated_materiality_score":0.2,"match_reasons":["same fact type: governance_change","same SEC item: 5.03, 9.01","same event type: other","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0000089089-26-000046","json":"https://secwatch.observer/filing/0000089089-26-000046.json","markdown":"https://secwatch.observer/filing/0000089089-26-000046.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/89089/000008908926000046/0000089089-26-000046-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/89089/000008908926000046/sci-20260506.htm"},"side_by_side_evidence":{"fact_type":"governance_change","source_excerpt":"On and effective January 14, 2026, the Board of Directors of Marsh & McLennan Companies, Inc. (the “Company”) approved amended and restated bylaws of the Company (the “Amended and Restated Bylaws”). Among other things the amendments (i) update and conform various provisions to reflect the latest amendments to the Delaware General Corporation Law (the “DGCL”), including related to the stockholder list and quorum for committee meetings, (ii) update certain procedural and informational requirements under the advance notice provisions related to director nominations and other proposals, including related to the requirement to provide certain disclosures and information to the Company, the number of nominees the stockholder can nominate and reflecting the universal proxy rules under Rule 14a-19, (iii) clarify the voting standard for matters submitted to the stockholders and (iv) clarify the authority of the chair of the meeting of stockholders.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/62709/000006270926000008/0000062709-26-000008-index.htm","comparable_excerpt":"The amendments to the Articles of Incorporation, which became effective on May 7, 2026, and the amendments to the Bylaws, which became effective on May 6, 2026 , include (i) changes permitting the Board to increase the number of directors and fill newly created vacancies, thereby eliminating restrictions requiring that newly created directorships be filled only by shareholders at an annual or special meeting, and (ii) changes reducing the minimum number of directors constituting the Board from nine to three directors (with the maximum remaining at fifteen directors).","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/89089/000008908926000046/0000089089-26-000046-index.htm"}},{"accession":"0001654954-26-004356","ticker":"DAIO","company_name":"DATA I/O CORP","filed_at":"2026-05-05T23:59:59+00:00","headline":"Data I/O moves 2026 annual meeting to July 8; removes May meeting requirement","event_type":"other","sec_items":["5.03","8.01","9.01"],"materiality_score":0.15,"calibrated_materiality_score":0.15,"match_reasons":["same fact type: governance_change","same SEC item: 5.03, 9.01","same event type: other","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001654954-26-004356","json":"https://secwatch.observer/filing/0001654954-26-004356.json","markdown":"https://secwatch.observer/filing/0001654954-26-004356.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/351998/000165495426004356/0001654954-26-004356-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/351998/000165495426004356/daio_8k.htm"},"side_by_side_evidence":{"fact_type":"governance_change","source_excerpt":"On and effective January 14, 2026, the Board of Directors of Marsh & McLennan Companies, Inc. (the “Company”) approved amended and restated bylaws of the Company (the “Amended and Restated Bylaws”). Among other things the amendments (i) update and conform various provisions to reflect the latest amendments to the Delaware General Corporation Law (the “DGCL”), including related to the stockholder list and quorum for committee meetings, (ii) update certain procedural and informational requirements under the advance notice provisions related to director nominations and other proposals, including related to the requirement to provide certain disclosures and information to the Company, the number of nominees the stockholder can nominate and reflecting the universal proxy rules under Rule 14a-19, (iii) clarify the voting standard for matters submitted to the stockholders and (iv) clarify the authority of the chair of the meeting of stockholders.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/62709/000006270926000008/0000062709-26-000008-index.htm","comparable_excerpt":"On April 29, 2026, the Board of Directors (the “Board”) of Data I/O Corporation (the “Company”) adopted an amendment to the Bylaws of the Company (the “Bylaw Amendment”) which became effective immediately. The Bylaw Amendment modifies Article II Section (2) of the Company’s Bylaws to eliminate the requirement that the annual meeting of shareholders be held during the month of May.","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/351998/000165495426004356/0001654954-26-004356-index.htm"}},{"accession":"0001493152-26-021498","ticker":"XWIN","company_name":"XMax Inc.","filed_at":"2026-05-06T23:59:59+00:00","headline":"XMax board approves amended code of ethics with technical, non-substantive changes","event_type":"other","sec_items":["5.05","9.01"],"materiality_score":0.1,"calibrated_materiality_score":0.1,"match_reasons":["same fact type: governance_change","same SEC item: 9.01","same event type: other","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001493152-26-021498","json":"https://secwatch.observer/filing/0001493152-26-021498.json","markdown":"https://secwatch.observer/filing/0001493152-26-021498.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1473334/000149315226021498/0001493152-26-021498-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1473334/000149315226021498/form8-k.htm"},"side_by_side_evidence":{"fact_type":"governance_change","source_excerpt":"On and effective January 14, 2026, the Board of Directors of Marsh & McLennan Companies, Inc. (the “Company”) approved amended and restated bylaws of the Company (the “Amended and Restated Bylaws”). Among other things the amendments (i) update and conform various provisions to reflect the latest amendments to the Delaware General Corporation Law (the “DGCL”), including related to the stockholder list and quorum for committee meetings, (ii) update certain procedural and informational requirements under the advance notice provisions related to director nominations and other proposals, including related to the requirement to provide certain disclosures and information to the Company, the number of nominees the stockholder can nominate and reflecting the universal proxy rules under Rule 14a-19, (iii) clarify the voting standard for matters submitted to the stockholders and (iv) clarify the authority of the chair of the meeting of stockholders.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/62709/000006270926000008/0000062709-26-000008-index.htm","comparable_excerpt":"On April 30, 2026, the Board of Directors (the “Board”) of XMax Inc. (the “ Company ”) approved the amended and restated Code of Business Conduct and Ethics of the Company (the “ Revised Code ”).","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1473334/000149315226021498/0001493152-26-021498-index.htm"}}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}