--- schema_version: "secwatch.filing_event.v1" accession: "0001104659-25-018773" form_type: "8-K" ticker: null cik: "0001819394" company_name: "Matterport, Inc./DE" filed_at: "2025-02-28T23:59:59+00:00" generated_at: "2026-05-25T23:53:57.087632+00:00" event_type: "m_and_a" sentiment: "positive" materiality_score: 0.9 calibrated_materiality_score: 0.9 confidence: "high" source: SEC EDGAR --- # CoStar Group closes acquisition of Matterport for $2.75 cash + 0.03552 CSGP shares per share ## Summary - Merger consideration: $2.75 cash and 0.03552 CoStar shares per Matterport share. - Aggregate purchase price: ~$901M cash and ~11.6M CoStar shares issued. - Matterport shares delisted from Nasdaq; trading symbol MTTR discontinued. - Matterport board replaced; Gene Boxer appointed director; existing officers continue. - Press release notes 14M spaces digitized, 50B sq ft across 177 countries. ## SEC filing metadata - accession: 0001104659-25-018773 - form_type: 8-K - cik: 0001819394 - company_name: Matterport, Inc./DE - filed_at: 2025-02-28T23:59:59+00:00 - event_type: m_and_a - sentiment: positive - materiality_score: 0.9 - calibrated_materiality_score: 0.9 - confidence: high - sec_items: 2.01, 3.01, 3.03, 5.01, 5.03, 5.02, 7.01, 9.01 - EDGAR index: https://www.sec.gov/Archives/edgar/data/1819394/000110465925018773/0001104659-25-018773-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1819394/000110465925018773/tm257720d3_8k.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001104659-25-018773 - JSON: https://secwatch.observer/filing/0001104659-25-018773.json - Plain text: https://secwatch.observer/filing/0001104659-25-018773.txt ## Key facts - Executive change Susan Repo departed as Director at Matterport, Inc./DE. - Action: ceased serving - Role: Director source text: the following persons ceased to serve on the Company’s board of directors as of the First Effective Time: R.J. Pittman, Peter Hébert, Jason Krikorian, Mike Gustafson, and Susan Repo evidence_url: https://www.sec.gov/Archives/edgar/data/1819394/000110465925018773/0001104659-25-018773-index.htm - Executive change Peter Hébert departed as Director at Matterport, Inc./DE. - Action: ceased serving - Role: Director source text: the following persons ceased to serve on the Company’s board of directors as of the First Effective Time: R.J. Pittman, Peter Hébert, Jason Krikorian, Mike Gustafson, and Susan Repo evidence_url: https://www.sec.gov/Archives/edgar/data/1819394/000110465925018773/0001104659-25-018773-index.htm - Executive change Gene Boxer was appointed as Director at Matterport, Inc./DE. - Action: appointed - Role: Director source text: Gene Boxer was appointed as a director of the Company immediately following the First Effective Time evidence_url: https://www.sec.gov/Archives/edgar/data/1819394/000110465925018773/0001104659-25-018773-index.htm - Executive change Mike Gustafson departed as Director at Matterport, Inc./DE. - Action: ceased serving - Role: Director source text: the following persons ceased to serve on the Company’s board of directors as of the First Effective Time: R.J. Pittman, Peter Hébert, Jason Krikorian, Mike Gustafson, and Susan Repo evidence_url: https://www.sec.gov/Archives/edgar/data/1819394/000110465925018773/0001104659-25-018773-index.htm - Executive change R.J. Pittman departed as Director at Matterport, Inc./DE. - Action: ceased serving - Role: Director source text: the following persons ceased to serve on the Company’s board of directors as of the First Effective Time: R.J. Pittman, Peter Hébert, Jason Krikorian, Mike Gustafson, and Susan Repo evidence_url: https://www.sec.gov/Archives/edgar/data/1819394/000110465925018773/0001104659-25-018773-index.htm - Executive change Jason Krikorian departed as Director at Matterport, Inc./DE. - Action: ceased serving - Role: Director source text: the following persons ceased to serve on the Company’s board of directors as of the First Effective Time: R.J. Pittman, Peter Hébert, Jason Krikorian, Mike Gustafson, and Susan Repo evidence_url: https://www.sec.gov/Archives/edgar/data/1819394/000110465925018773/0001104659-25-018773-index.htm - Governance Changes Matterport, Inc./DE: Amended and restated bylaws to be identical to Merger Sub I's bylaws at First Effective Time. - Change: bylaw amendment source text: (ii) the Company’s Amended and Restated Bylaws, as in effect immediately prior to the First Effective Time, were amended and restated in their entirety to be identical to the bylaws of Merger Sub I evidence_url: https://www.sec.gov/Archives/edgar/data/1819394/000110465925018773/0001104659-25-018773-index.htm - Governance Changes Matterport, Inc./DE: Amended and restated certificate of incorporation to be identical to Merger Sub I's certificate at First Effective Time. - Change: charter amendment source text: (i) the Company’s Amended and Restated Certificate of Incorporation as in effect immediately prior to the First Effective Time was amended and restated in its entirety to be identical to the certificate of incorporation of Merger Sub I evidence_url: https://www.sec.gov/Archives/edgar/data/1819394/000110465925018773/0001104659-25-018773-index.htm - M&A Transactions Matterport, Inc./DE underwent a change of control involving CoStar Group, Inc. for $2.75 in cash per Share and 0.03552 shares of common stock of Parent (closed 2025-02-28). - Action: change of control - Counterparty: CoStar Group, Inc. - Consideration: $2.75 in cash per Share and 0.03552 shares of common stock of Parent - Closing: 2025-02-28 source text: of the First Merger (the “First Effective Time”) (other than any cancelled Shares or Dissenting Shares (as defined in the Merger Agreement)) were converted into (i) 0.03552 shares of common stock of Parent, par value $0.01 per share (each, a “Parent Share” and such consideration, the “Per Share Stock Consideration”), subject to the right to receive evidence_url: https://www.sec.gov/Archives/edgar/data/1819394/000110465925018773/0001104659-25-018773-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.