{"schema_version":"secwatch.filing_event.v1","accession":"0001041803-22-000048","form_type":"8-K","ticker":"PSMT","cik":"0001041803","company_name":"PRICESMART INC","filed_at":"2022-12-09T23:59:59+00:00","discovered_at":"2026-05-14T18:03:49.370765+00:00","generated_at":"2026-06-21T06:36:06.876994+00:00","sec_items":["5.02","5.03","9.01"],"event_type":"leadership","sentiment":"neutral","materiality_score":0.65,"calibrated_materiality_score":0.65,"confidence":"high","headline":"PriceSmart CEO Sherry Bahrambeygui to resign Feb 3, 2023; founder Robert Price becomes Interim CEO","bullets":["Sherry Bahrambeygui resigns as CEO effective Feb 3, 2023, remains on Board.","Founder/Chairman Robert Price named Interim CEO; John Hildebrandt promoted to President & COO.","David Price promoted to EVP and Chief of Staff to Interim CEO.","Bahrambeygui receives $1.5M severance plus $2.25M cash incentive; retains 97,122 RSUs/PSUs.","Board amends bylaws to exclude broker non-votes from shares considered present for stockholder votes."],"urls":{"canonical":"https://secwatch.observer/filing/0001041803-22-000048","json":"https://secwatch.observer/filing/0001041803-22-000048.json","markdown":"https://secwatch.observer/filing/0001041803-22-000048.md","text":"https://secwatch.observer/filing/0001041803-22-000048.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1041803/000104180322000048/0001041803-22-000048-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1041803/000104180322000048/psmt-20221208x8k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-21T06:36:06.876994+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":"d1df8b63b6","claim":"Robert E. Price was appointed as Interim Chief Executive Officer at PRICESMART INC.","evidence_excerpt":"Upon Ms. Bahrambeygui’s resignation, Robert E. Price will become Interim Chief Executive Officer.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1041803/000104180322000048/0001041803-22-000048-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"appointed"},{"label":"Role","value":"Interim Chief Executive Officer"}],"fact_type":"executive_change"},{"claim_id":"fa5af0ba42","claim":"Sherry Bahrambeygui resigned as Chief Executive Officer at PRICESMART INC.","evidence_excerpt":"Sherry Bahrambeygui will be resigning as Chief Executive Officer, effective February 3, 2023","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1041803/000104180322000048/0001041803-22-000048-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"resigned"},{"label":"Role","value":"Chief Executive Officer"}],"fact_type":"executive_change"},{"claim_id":"384736177175e4f8635c0b6929869e4afa1cd176","claim":"PRICESMART INC: The Company amended its Bylaws to change the standard for stockholder approval, excluding broker non-votes from shares considered present and voting (effective 2022-12-08).","evidence_excerpt":"On December 8, 2022, the Board of Directors of PriceSmart, Inc. (the “Company”) approved an amendment to the Company’s Second Amended and Restated Bylaws (the “Bylaws”), which became effective immediately. The amendment amends and restates Section 5 of Article II of the Bylaws to change the standard for approval of matters subject to a vote of the stockholders such that “broker non-votes” will be excluded from shares considered to be present and voting on such matters.","evidence_source":"SEC 8-K Item 5.03/5.05/5.06","evidence_url":"https://www.sec.gov/Archives/edgar/data/1041803/000104180322000048/0001041803-22-000048-index.htm","confidence":0.9,"family_label":"Governance Changes","details":[{"label":"Change","value":"bylaw amendment"},{"label":"Effective","value":"2022-12-08"}],"fact_type":"governance_change"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}