{"schema_version":"secwatch.filing_event.v1","accession":"0000950157-24-001361","form_type":"8-K","ticker":"AMTM","cik":"0002011286","company_name":"Amentum Holdings, Inc.","filed_at":"2024-10-03T23:59:59+00:00","discovered_at":"2026-05-14T18:03:10.561641+00:00","generated_at":"2026-05-30T21:46:47.785017+00:00","sec_items":["1.01","2.01","5.01","5.02","5.03","7.01","9.01"],"event_type":"m_and_a","sentiment":"neutral","materiality_score":0.9,"calibrated_materiality_score":0.9,"confidence":"high","headline":"Amentum Holdings completes Reverse Morris Trust merger with Jacobs' CMS and C&I businesses","bullets":["Amentum and Jacobs' Critical Missions Solutions & Cyber & Intelligence businesses combined via Reverse Morris Trust; closed Sept 27, 2024.","Post-transaction ownership: Jacobs shareholders 51%, JV entity 37%, 4.5% in escrow based on FY2024 profit targets.","New 13-member board appointed; John Heller as CEO, Travis Johnson as CFO, Steven Demetriou as Executive Chair.","Company renamed to Amentum Holdings, Inc. from Amazon Holdco Inc.; amended charter and bylaws effective immediately.","Transition Services, Project Services, Tax Matters, Stockholders, and Registration Rights Agreements entered into."],"urls":{"canonical":"https://secwatch.observer/filing/0000950157-24-001361","json":"https://secwatch.observer/filing/0000950157-24-001361.json","markdown":"https://secwatch.observer/filing/0000950157-24-001361.md","text":"https://secwatch.observer/filing/0000950157-24-001361.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/2011286/000095015724001361/0000950157-24-001361-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/2011286/000095015724001361/form8k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-05-30T21:46:47.785017+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":"01f2c40165","claim":"Justin Johnson resigned as other_named_officer at Amentum Holdings, Inc..","evidence_excerpt":"In connection with the transactions, effective as of September 27, 2024, Kevin Berryman, Priya Howell, Michael Hsu, Justin Johnson and Bob Pragada resigned as officers of the Company.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/2011286/000095015724001361/0000950157-24-001361-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"resigned"}],"fact_type":"executive_change"},{"claim_id":"36fc706d17","claim":"Travis B. 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2.01/5.01","evidence_url":"https://www.sec.gov/Archives/edgar/data/2011286/000095015724001361/0000950157-24-001361-index.htm","confidence":0.95,"family_label":"M&A Transactions","details":[{"label":"Action","value":"change of control"},{"label":"Counterparty","value":"Jacobs Solutions Inc."},{"label":"Consideration","value":"issuance of shares of common stock of the Company and a cash payment of $1,000,000,000, subject to adjustment"},{"label":"Closing","value":"2024-09-27"}],"fact_type":"ma_transaction"},{"claim_id":"7c821953b1613e35d57861e3ad800261e323b2e6","claim":"Amentum Holdings, Inc. completed an acquisition involving Jacobs Solutions Inc. for issuance of shares of common stock of the Company and a cash payment of $1,000,000,000, subject to adjustment (closed 2024-09-27).","evidence_excerpt":"(the “Reorganization”) in exchange for the issuance by the Company of shares of common stock, par value $0.01 per share, of the Company (“Common Stock”) and a cash payment of $1,000,000,000, subject to adjustment based on the levels of cash, debt and working capital in the SpinCo Business at closing (the “SpinCo Payment”), (2) thereafter, Jacobs distributed shares of","evidence_source":"SEC 8-K Item 2.01/5.01","evidence_url":"https://www.sec.gov/Archives/edgar/data/2011286/000095015724001361/0000950157-24-001361-index.htm","confidence":0.95,"family_label":"M&A Transactions","details":[{"label":"Action","value":"acquisition"},{"label":"Counterparty","value":"Jacobs Solutions Inc."},{"label":"Consideration","value":"issuance of shares of common stock of the Company and a cash payment of $1,000,000,000, subject to adjustment"},{"label":"Closing","value":"2024-09-27"}],"fact_type":"ma_transaction"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}