---
schema_version: "secwatch.filing_event.v1"
accession: "0001104659-23-046265"
form_type: "8-K"
ticker: "STGW"
cik: "0000876883"
company_name: "Stagwell Inc"
filed_at: "2023-04-17T23:59:59+00:00"
generated_at: "2026-06-17T01:41:26.953953+00:00"
event_type: "other_material"
sentiment: "neutral"
materiality_score: 0.65
calibrated_materiality_score: 0.65
confidence: "high"
source: SEC EDGAR
---

# Stagwell reclassifies Class B stock into Class A at 1.25:1 ratio effective April 17, 2023

## Summary
- Each Class B share converted to 1.25 Class A shares; fractional shares rounded up.
- Approved by holders of majority of Class B and combined voting power on Feb 23, 2023 via written consent.
- 1,640 of 2,271 outstanding Class B shares voted in favor, plus majority of Class A and Class C shares.
- Amendment eliminates Class B common stock; all shares now Class A.

## SEC filing metadata
- accession: 0001104659-23-046265
- form_type: 8-K
- ticker: STGW
- cik: 0000876883
- company_name: Stagwell Inc
- filed_at: 2023-04-17T23:59:59+00:00
- event_type: other_material
- sentiment: neutral
- materiality_score: 0.65
- calibrated_materiality_score: 0.65
- confidence: high
- sec_items: 3.03, 5.03, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/876883/000110465923046265/0001104659-23-046265-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/876883/000110465923046265/tm2313021d1_8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001104659-23-046265
- JSON: https://secwatch.observer/filing/0001104659-23-046265.json
- Plain text: https://secwatch.observer/filing/0001104659-23-046265.txt

## Key facts
- Governance Changes
  Stagwell Inc: Filed Certificate of Amendment to reclassify each share of Class B common stock into 1.25 shares of Class A common stock (effective 2023-04-17).
  - Change: charter amendment
  - Effective: 2023-04-17
  source text: On April 17, 2023, Stagwell Inc., a Delaware corporation (the “ Company ”), filed a Certificate of Amendment (the “ Amendment ”) to its Second Amended and Restated Certificate of Incorporation with the Secretary of State of the State of Delaware. Pursuant to the Amendment, each share of Class B common stock, par value $0.001 per share (the “ Class B Common Stock ”) issued and outstanding or held by the Company as of immediately prior to the filing of the Amendment with the Secretary of State of the State of Delaware was automatically reclassified as and converted into 1.25 shares of Class A common stock, par value $0.001 per share (the “ Class A Common Stock ”) with any fractional shares to which a holder of Class B Common Stock would have been entitled rounded up to the nearest whole share of Class A Common Stock.
  evidence_url: https://www.sec.gov/Archives/edgar/data/876883/000110465923046265/0001104659-23-046265-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.
