Uniti Group reincorporates in Delaware, expects merger with Windstream to close August 1, 2025

Uniti Group Inc.

Uniti Group changed its state of incorporation from Maryland to Delaware effective July 29, 2025, after stockholder approval on April 2, 2025.
All regulatory approvals and stockholder approval for the merger with a subsidiary of New Windstream, LLC have been obtained.
Merger expected to close on or about August 1, 2025, with Uniti shareholders receiving 0.6029 shares of combined company per Uniti share.
Uniti's board of directors and officers remain unchanged after the reincorporation.

Key facts

Extracted from this filing and checked against the source text.

Governance Changes SEC 8-K Item 5.03/5.05/5.06 confidence 0.9

Uniti Group Inc.: Changed state of incorporation from Maryland to Delaware, adopted new certificate of incorporation (effective 2025-07-29).

Change: charter amendment
Effective: 2025-07-29

Exact text from the filing

effective July 29, 2025, Uniti changed its state of incorporation from Maryland to Delaware pursuant to the Plan of Conversion. As of that date, the rights of Uniti’s stockholders began to be governed by Delaware corporation laws, the Delaware Certificate of Incorporation and the Delaware Bylaws.

View on SEC.gov

Governance Changes SEC 8-K Item 5.03/5.05/5.06 confidence 0.9

Uniti Group Inc.: Adopted new Delaware bylaws in connection with the conversion (effective 2025-07-29).

Change: bylaw amendment
Effective: 2025-07-29

Exact text from the filing

Uniti’s board of directors adopted new bylaws, which are filed herewith as Exhibit 3.3 (the “ Delaware Bylaws ”).

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Source: SEC EDGAR

accession 0000950103-25-009446

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