{"schema_version":"secwatch.filing_event.v1","accession":"0001049521-23-000023","form_type":"8-K","ticker":"MRCY","cik":"0001049521","company_name":"MERCURY SYSTEMS INC","filed_at":"2023-07-07T23:59:59+00:00","discovered_at":"2026-05-14T18:03:33.016541+00:00","generated_at":"2026-06-13T10:52:20.395133+00:00","sec_items":["1.01","5.02","7.01","9.01"],"event_type":"other_material","sentiment":"neutral","materiality_score":0.7,"calibrated_materiality_score":0.7,"confidence":"high","headline":"Mercury Systems appoints JANA's Scott Ostfeld to Board; Ballhaus becomes Chairman","bullets":["Appointed Scott Ostfeld (Managing Partner at JANA Partners, ~8% holder) as Class II director; JANA agreed to vote for Company nominees.","William Ballhaus, Interim CEO, becomes Chairman; William O'Brien and Mary Louise Krakauer retire from Board at 2023 annual meeting.","Board reduced by two seats to nine directors; five of nine appointed in past two years.","Ostfeld to serve on Human Capital/Compensation and M&A/Finance Committees; involved in CEO search.","JANA granted voting flexibility if ISS or Glass Lewis recommends against stock incentive plan amendment."],"urls":{"canonical":"https://secwatch.observer/filing/0001049521-23-000023","json":"https://secwatch.observer/filing/0001049521-23-000023.json","markdown":"https://secwatch.observer/filing/0001049521-23-000023.md","text":"https://secwatch.observer/filing/0001049521-23-000023.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1049521/000104952123000023/0001049521-23-000023-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1049521/000104952123000023/mrcy-20230706.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-13T10:52:20.395133+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":"2d19b2a1b2","claim":"Barry R. Nearhos was appointed as Lead Independent Director at MERCURY SYSTEMS INC.","evidence_excerpt":"the Board appointed Barry R. Nearhos as lead independent director of the Board as of the Effective Time","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1049521/000104952123000023/0001049521-23-000023-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"appointed"},{"label":"Role","value":"Lead Independent Director"}],"fact_type":"executive_change"},{"claim_id":"3884692a28","claim":"Mary Louise Krakauer retired as Director at MERCURY SYSTEMS INC.","evidence_excerpt":"Mary Louise Krakauer informed the Board of her decision to retire from the Board as of the Effective Time","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1049521/000104952123000023/0001049521-23-000023-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"retired"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"b7a59193a9","claim":"Scott Ostfeld was appointed as Director at MERCURY SYSTEMS INC.","evidence_excerpt":"the Board has agreed to appoint Scott Ostfeld, Managing Partner and Portfolio Manager at JANA Partners, as a director in Class II of the Board for a term expiring at the 2023 Annual Meeting","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1049521/000104952123000023/0001049521-23-000023-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"appointed"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"cc23176aae","claim":"William K. O'Brien retired as Director at MERCURY SYSTEMS INC.","evidence_excerpt":"the previously disclosed retirement of William K. O'Brien from the Board immediately prior to the commencement of the 2023 Annual Meeting","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1049521/000104952123000023/0001049521-23-000023-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"retired"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"f879467ddf","claim":"William L. Ballhaus was appointed as Chair of the Board at MERCURY SYSTEMS INC.","evidence_excerpt":"the Board has appointed William L. Ballhaus as Chair of the Board as of the Effective Time","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1049521/000104952123000023/0001049521-23-000023-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"appointed"},{"label":"Role","value":"Chair of the Board"}],"fact_type":"executive_change"},{"claim_id":"985301e04e5cfad1df83e41a9776d7fe5c77d380","claim":"MERCURY SYSTEMS INC entered into Voting Agreement with JANA Partners LLC (effective 2023-07-06).","evidence_excerpt":"On July 6, 2023, Mercury Systems, Inc. (the “Company”) entered into a Voting Agreement (the “Agreement”) with JANA Partners LLC (“JANA”).","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1049521/000104952123000023/0001049521-23-000023-index.htm","confidence":0.9,"family_label":"Material Agreements","details":[{"label":"Action","value":"entry"},{"label":"Counterparty","value":"JANA Partners LLC"},{"label":"Effective","value":"2023-07-06"}],"fact_type":"material_agreement"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}