{"schema_version":"secwatch.filing_event.v1","accession":"0001104659-24-035289","form_type":"8-K","ticker":null,"cik":"0001353283","company_name":"SPLUNK INC","filed_at":"2024-03-18T23:59:59+00:00","discovered_at":"2026-05-14T18:03:23.927981+00:00","generated_at":"2026-06-04T14:43:57.691402+00:00","sec_items":["2.01","3.01","3.03","5.01","5.03","5.02","9.01"],"event_type":"m_and_a","sentiment":"positive","materiality_score":1.0,"calibrated_materiality_score":1.0,"confidence":"high","headline":"Splunk completes $28B acquisition by Cisco; shares converted to $157 cash","bullets":["Each Splunk share converted into $157.00 cash; aggregate equity value ~$28 billion.","Splunk common stock (SPLK) delisted from Nasdaq as of March 18, 2024.","All directors resigned except Gary Steele; Splunk became wholly owned Cisco subsidiary.","Certificate of incorporation and bylaws amended and restated at Effective 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Steele, David Tunnell, General Dennis Via, Luis Visoso, and Rick Wallace resigned and ceased to be directors of the Company and members of any committee or subcommittee of the Company’s Board of Directors as of the Effective Time","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1353283/000110465924035289/0001104659-24-035289-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"resigned"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"0b1e220924","claim":"David Tunnell resigned as Director at SPLUNK INC.","evidence_excerpt":"each of Mark Carges, Kenneth Hao, Patty Morrison, Yamini Rangan, Elisa Steele, David Tunnell, General Dennis Via, Luis Visoso, and Rick Wallace resigned and ceased to be directors of the Company and members of any committee or subcommittee of the Company’s Board of Directors as of the Effective Time","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1353283/000110465924035289/0001104659-24-035289-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"resigned"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"20180fe297","claim":"General Dennis Via resigned as Director at SPLUNK INC.","evidence_excerpt":"each of Mark Carges, Kenneth Hao, Patty Morrison, Yamini Rangan, Elisa Steele, David Tunnell, General Dennis Via, Luis Visoso, and Rick Wallace resigned and ceased to be directors of the Company and members of any committee or subcommittee of the Company’s Board of Directors as of the Effective Time","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1353283/000110465924035289/0001104659-24-035289-index.htm","confidence":0.95,"family_label":"Executive 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Morrison, Yamini Rangan, Elisa Steele, David Tunnell, General Dennis Via, Luis Visoso, and Rick Wallace resigned and ceased to be directors of the Company and members of any committee or subcommittee of the Company’s Board of Directors as of the Effective Time","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1353283/000110465924035289/0001104659-24-035289-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"resigned"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"9dc1d0787e","claim":"Rick Wallace resigned as Director at SPLUNK INC.","evidence_excerpt":"each of Mark Carges, Kenneth Hao, Patty Morrison, Yamini Rangan, Elisa Steele, David Tunnell, General Dennis Via, Luis Visoso, and Rick Wallace resigned and ceased to be directors of the Company and members of any committee or subcommittee of the Company’s Board of Directors as of the Effective 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change","details":[{"label":"Action","value":"resigned"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"ec444c5c33","claim":"Yamini Rangan resigned as Director at SPLUNK INC.","evidence_excerpt":"each of Mark Carges, Kenneth Hao, Patty Morrison, Yamini Rangan, Elisa Steele, David Tunnell, General Dennis Via, Luis Visoso, and Rick Wallace resigned and ceased to be directors of the Company and members of any committee or subcommittee of the Company’s Board of Directors as of the Effective Time","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1353283/000110465924035289/0001104659-24-035289-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"resigned"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"fcae1d85ed","claim":"Patty Morrison resigned as Director at SPLUNK INC.","evidence_excerpt":"each of Mark Carges, Kenneth Hao, Patty Morrison, Yamini Rangan, Elisa Steele, David Tunnell, General Dennis Via, Luis Visoso, and Rick Wallace resigned and ceased to be directors of the Company and members of any committee or subcommittee of the Company’s Board of Directors as of the Effective Time","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1353283/000110465924035289/0001104659-24-035289-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"resigned"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"9edba1e5af9466211e6773095491fcd7cb8a9de8","claim":"SPLUNK INC: Certificate of incorporation amended and restated in its entirety effective as of the Effective Time of the Merger.","evidence_excerpt":"the certificate of incorporation and the bylaws of the Company were amended and restated in their entirety","evidence_source":"SEC 8-K Item 5.03/5.05/5.06","evidence_url":"https://www.sec.gov/Archives/edgar/data/1353283/000110465924035289/0001104659-24-035289-index.htm","confidence":0.9,"family_label":"Governance Changes","details":[{"label":"Change","value":"charter amendment"}],"fact_type":"governance_change"},{"claim_id":"bdbf795ce71baa3cbbec0291ac76390f24fd73d8","claim":"SPLUNK INC: Bylaws amended and restated in their entirety effective as of the Effective Time of the Merger.","evidence_excerpt":"the certificate of incorporation and the bylaws of the Company were amended and restated in their entirety","evidence_source":"SEC 8-K Item 5.03/5.05/5.06","evidence_url":"https://www.sec.gov/Archives/edgar/data/1353283/000110465924035289/0001104659-24-035289-index.htm","confidence":0.9,"family_label":"Governance Changes","details":[{"label":"Change","value":"bylaw amendment"}],"fact_type":"governance_change"},{"claim_id":"55af2b9742bb25eb1f08cd6bba730a4dd0efed80","claim":"SPLUNK INC underwent a change of control involving Cisco Systems, Inc. for $157.00 in cash (closed 2024-03-18).","evidence_excerpt":"properly exercised appraisal rights in accordance with Section 262 of the General Corporation Law of the State of Delaware) automatically converted into the right to receive $157.00 in cash, subject to applicable withholding taxes (the “ Merger Consideration ”). The aggregate equity value of the Common Stock acquired by Parent was approximately $28 billion.","evidence_source":"SEC 8-K Item 2.01/5.01","evidence_url":"https://www.sec.gov/Archives/edgar/data/1353283/000110465924035289/0001104659-24-035289-index.htm","confidence":0.9,"family_label":"M&A Transactions","details":[{"label":"Action","value":"change of control"},{"label":"Counterparty","value":"Cisco Systems, Inc."},{"label":"Consideration","value":"$157.00 in cash"},{"label":"Closing","value":"2024-03-18"}],"fact_type":"ma_transaction"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}