{"schema_version":"secwatch.filing_event.v1","accession":"0000950170-23-022354","form_type":"8-K","ticker":null,"cik":"0001059262","company_name":"SP Plus Corp","filed_at":"2023-05-16T23:59:59+00:00","discovered_at":"2026-05-14T18:03:37.808095+00:00","generated_at":"2026-06-14T23:07:43.496121+00:00","sec_items":["5.03","5.07","9.01"],"event_type":"other_material","sentiment":"neutral","materiality_score":0.25,"calibrated_materiality_score":0.25,"confidence":"high","headline":"SP Plus shareholders approve director election and officer exculpation charter amendment at 2023 annual meeting","bullets":["Elected six directors: Baumann, Peterson, Reid, Roberts, Sands, Waggoner; all received >16.6M votes.","Advisory approval of 2022 executive compensation passed with 16.2M for vs 0.7M against.","Ratified Ernst & Young LLP as independent auditor for FY2023; 17.4M for, 0.5M against.","Approved amendment to certificate of incorporation for officer exculpation under new Delaware law; effective May 11, 2023.","Advisory vote on executive compensation frequency set to one year, consistent with board recommendation."],"urls":{"canonical":"https://secwatch.observer/filing/0000950170-23-022354","json":"https://secwatch.observer/filing/0000950170-23-022354.json","markdown":"https://secwatch.observer/filing/0000950170-23-022354.md","text":"https://secwatch.observer/filing/0000950170-23-022354.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1059262/000095017023022354/0000950170-23-022354-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1059262/000095017023022354/sp-20230510.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-14T23:07:43.496121+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":"2c07d19454136f33996570930c3b253c997aaa0b","claim":"SP Plus Corp: Approved amendment to Amended and Restated Bylaws relating to new Delaware law provisions regarding officer exculpation (effective 2023-05-11).","evidence_excerpt":"On May 11, 2023, the Company’s Board of Directors also approved an amendment to the Company’s Amended and Restated Bylaws relating to new Delaware law provisions regarding officer exculpation.","evidence_source":"SEC 8-K Item 5.03/5.05/5.06","evidence_url":"https://www.sec.gov/Archives/edgar/data/1059262/000095017023022354/0000950170-23-022354-index.htm","confidence":0.9,"family_label":"Governance Changes","details":[{"label":"Change","value":"bylaw amendment"},{"label":"Effective","value":"2023-05-11"}],"fact_type":"governance_change"},{"claim_id":"eb47be43f4e457ed35995f9772bc5085f67bba8b","claim":"SP Plus Corp: Approved amendment to Second Amended and Restated Certificate of Incorporation to add new Delaware law provisions regarding officer exculpation (effective 2023-05-11).","evidence_excerpt":"At the Annual Meeting, as further described in Item 5.07 below, the Company’s shareholders approved an amendment to the Company’s Second Amended and Restated Certificate of Incorporation to reflect new Delaware law provisions regarding officer exculpation, which became effective upon the Company’s filing of the amendment to the Company's Second Amended and Restated Certificate of Incorporation with the Secretary of State of Delaware on May 11, 2023.","evidence_source":"SEC 8-K Item 5.03/5.05/5.06","evidence_url":"https://www.sec.gov/Archives/edgar/data/1059262/000095017023022354/0000950170-23-022354-index.htm","confidence":0.9,"family_label":"Governance Changes","details":[{"label":"Change","value":"charter amendment"},{"label":"Effective","value":"2023-05-11"}],"fact_type":"governance_change"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}