{"schema_version":"secwatch.filing_event.v1","accession":"0001104659-22-114487","form_type":"8-K","ticker":null,"cik":"0000768411","company_name":"CYBEROPTICS CORP","filed_at":"2022-11-03T23:59:59+00:00","discovered_at":"2026-05-14T18:03:53.535376+00:00","generated_at":"2026-06-22T10:28:22.804964+00:00","sec_items":["2.01","3.01","3.03","5.01","5.02","5.03","5.07","9.01"],"event_type":"m_and_a","sentiment":"neutral","materiality_score":0.8,"calibrated_materiality_score":0.8,"confidence":"high","headline":"Nordson completes acquisition of CyberOptics for $54.00 per share; stock delisted","bullets":["Shareholders received $54.00 cash per share; CyberOptics became wholly owned subsidiary of Nordson.","Nasdaq trading suspended at close of Nov 3, 2022; Form 25 filed to delist and deregister.","All prior directors and officers (Subodh Kulkarni, Craig Gates, etc.) ceased; new directors: Jennifer McDonough, Joseph Kelley; Joseph Kelley CEO/CFO.","Shareholders approved merger on Nov 2, 2022: 4,759,725 for, 24,583 against, 2,676 abstentions."],"urls":{"canonical":"https://secwatch.observer/filing/0001104659-22-114487","json":"https://secwatch.observer/filing/0001104659-22-114487.json","markdown":"https://secwatch.observer/filing/0001104659-22-114487.md","text":"https://secwatch.observer/filing/0001104659-22-114487.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/768411/000110465922114487/0001104659-22-114487-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/768411/000110465922114487/tm2229682d1_8k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-22T10:28:22.804964+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":"10b827a7e4","claim":"Vivek Mohindra departed as Director at CYBEROPTICS CORP.","evidence_excerpt":"each of Subodh Kulkarni, Craig Gates, Vivek Mohindra, Cheryl Beranek and Cordell Hardy ceased to be directors of the Company.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/768411/000110465922114487/0001104659-22-114487-index.htm","confidence":1.0,"family_label":"Executive change","details":[{"label":"Action","value":"ceased"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"2ac3ee3614","claim":"Subodh Kulkarni departed as President and Chief Executive Officer at CYBEROPTICS CORP.","evidence_excerpt":"each of Subodh Kulkarni – President and Chief Executive Officer and Jeffrey A. 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Bertelsen departed as Vice President, Chief Financial Officer and Chief Operating Officer at CYBEROPTICS CORP.","evidence_excerpt":"each of Subodh Kulkarni – President and Chief Executive Officer and Jeffrey A. Bertelsen - Vice President, Chief Financial Officer and Chief Operating Officer ceased to be executive officers of the Company.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/768411/000110465922114487/0001104659-22-114487-index.htm","confidence":1.0,"family_label":"Executive change","details":[{"label":"Action","value":"ceased"},{"label":"Role","value":"Vice President, Chief Financial Officer and Chief Operating Officer"}],"fact_type":"executive_change"},{"claim_id":"4c3077bdd2","claim":"Subodh Kulkarni departed as Director at CYBEROPTICS CORP.","evidence_excerpt":"each of Subodh Kulkarni, Craig Gates, Vivek Mohindra, Cheryl Beranek and Cordell Hardy ceased to be directors of the Company.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/768411/000110465922114487/0001104659-22-114487-index.htm","confidence":1.0,"family_label":"Executive 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Incorporation at the Effective Time.","evidence_excerpt":"At the Effective Time, the Articles of Incorporation of the Company were amended and restated as set forth in the Articles of Incorporation that are filed as Exhibit 3.1 hereto and are incorporated herein by reference.","evidence_source":"SEC 8-K Item 5.03/5.05/5.06","evidence_url":"https://www.sec.gov/Archives/edgar/data/768411/000110465922114487/0001104659-22-114487-index.htm","confidence":0.9,"family_label":"Governance Changes","details":[{"label":"Change","value":"charter amendment"}],"fact_type":"governance_change"},{"claim_id":"d4b888608e7f122b367cf057658faa12e58c9d06","claim":"CYBEROPTICS CORP: Amended and restated Bylaws at the Effective Time.","evidence_excerpt":"Immediately after the Effective Time, the Bylaws of the Company were amended and restated as set forth in the Bylaws that are filed as Exhibit 3.2 hereto and are incorporated herein by reference.","evidence_source":"SEC 8-K Item 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At the Effective Time, each stock option that was vested immediately prior to the Effective Time and each stock option that","evidence_source":"SEC 8-K Item 2.01/5.01","evidence_url":"https://www.sec.gov/Archives/edgar/data/768411/000110465922114487/0001104659-22-114487-index.htm","confidence":0.99,"family_label":"M&A Transactions","details":[{"label":"Action","value":"change of control"},{"label":"Counterparty","value":"Nordson Corporation"},{"label":"Consideration","value":"$54.00 per share in cash"},{"label":"Closing","value":"2022-11-03"}],"fact_type":"ma_transaction"},{"claim_id":"5c4748d44e2841bbd3ae7723873e5a9eb8a1791a","claim":"CYBEROPTICS CORP shareholders approved Adoption of the Merger Agreement at the 2022-11-02 meeting.","evidence_excerpt":"The proposal to adopt the Merger Agreement was approved based on the following votes: For 4,759,725 Against 24,583 Abstentions 2,676 Broker non-votes 0","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/768411/000110465922114487/0001104659-22-114487-index.htm","confidence":0.9,"family_label":"Shareholder Votes","details":[{"label":"Proposal","value":"merger approval"},{"label":"Outcome","value":"passed"},{"label":"Meeting","value":"2022-11-02"}],"fact_type":"shareholder_vote"},{"claim_id":"c3072c5e413d959355af46319fd400a6b2e8961f","claim":"CYBEROPTICS CORP shareholders approved Advisory vote on compensation payable to named executive officers in connection with the Merger at the 2022-11-02 meeting.","evidence_excerpt":"The proposal to approve, on a non-binding, advisory basis, the compensation that will or may become payable by the Company to its named executive officers in connection with the Merger was approved based on the following votes: For 3,955,587 Against 601,546 Abstentions 229,851 Broker non-votes 0","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/768411/000110465922114487/0001104659-22-114487-index.htm","confidence":0.9,"family_label":"Shareholder Votes","details":[{"label":"Proposal","value":"say on pay"},{"label":"Outcome","value":"passed"},{"label":"Meeting","value":"2022-11-02"}],"fact_type":"shareholder_vote"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}