{"schema_version":"secwatch.filing_event.v1","accession":"0001104659-26-021627","form_type":"8-K","ticker":"BCG","cik":"0001953984","company_name":"Binah Capital Group, Inc.","filed_at":"2026-02-27T23:59:59+00:00","discovered_at":"2026-05-14T18:02:36.868905+00:00","generated_at":"2026-05-15T23:13:05.393560+00:00","sec_items":["3.03","5.02","5.03","9.01"],"event_type":"leadership","sentiment":"neutral","materiality_score":0.6,"calibrated_materiality_score":0.6,"confidence":"high","headline":"Binah Capital grants CEO 94,828 restricted shares; CFO Shane gets contract extension to 5 years","bullets":["CEO Craig Gould awarded 94,828 fully vested restricted shares at $2.32/share ($220,000 aggregate value) under 2024 Equity Incentive Plan.","Annual incentive bonuses for FY2025 set at $350,000 each for CEO Gould and CFO David Shane.","CFO Shane's employment agreement amended from three-year to five-year term to align with CEO's term.","Amended Series B Preferred Stock terms allow cash dividends or up to 50% in shares; if senior default, only shares."],"urls":{"canonical":"https://secwatch.observer/filing/0001104659-26-021627","json":"https://secwatch.observer/filing/0001104659-26-021627.json","markdown":"https://secwatch.observer/filing/0001104659-26-021627.md","text":"https://secwatch.observer/filing/0001104659-26-021627.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1953984/000110465926021627/0001104659-26-021627-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1953984/000110465926021627/tm267592d1_8k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-05-15T23:13:05.393560+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":"fbcebb094772878cec352b93e196335b30d84a7c","claim":"Binah Capital Group, Inc.: Amended and Restated Certificate of Designation for Series B Preferred Stock to modify dividend payment terms (effective 2026-02-26).","evidence_excerpt":"On February 26, 2026, in accordance with the terms of the Credit Agreement, dated December 23, 2024 (the “ Credit Agreement ”) with Byline Bank, as lender (the “ Lender ”), the Series B Investors entered into a subordination agreement with the Lender and the Company filed of record with the Secretary of State of the State of Delaware the Amended and Restated Certificate of Designation amending and restating the terms of the Series B Preferred Stock (the “ Amended Certificate of Designation ”).","evidence_source":"SEC 8-K Item 5.03/5.05/5.06","evidence_url":"https://www.sec.gov/Archives/edgar/data/1953984/000110465926021627/0001104659-26-021627-index.htm","confidence":0.9}],"comparable_filings":[{"accession":"0001193125-26-212148","ticker":"BRK-B","company_name":"BERKSHIRE HATHAWAY INC","filed_at":"2026-05-07T23:59:59+00:00","headline":"Berkshire Hathaway discloses CFO succession, annual meeting results","event_type":"leadership","sec_items":["2.02","5.02","5.03","5.07","9.01"],"materiality_score":0.35,"calibrated_materiality_score":0.35,"match_reasons":["same fact type: governance_change","same SEC item: 5.02, 5.03, 9.01","same event type: leadership"],"urls":{"canonical":"https://secwatch.observer/filing/0001193125-26-212148","json":"https://secwatch.observer/filing/0001193125-26-212148.json","markdown":"https://secwatch.observer/filing/0001193125-26-212148.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1067983/000119312526212148/0001193125-26-212148-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1067983/000119312526212148/d74313d8k.htm"},"side_by_side_evidence":{"fact_type":"governance_change","source_excerpt":"On February 26, 2026, in accordance with the terms of the Credit Agreement, dated December 23, 2024 (the “ Credit Agreement ”) with Byline Bank, as lender (the “ Lender ”), the Series B Investors entered into a subordination agreement with the Lender and the Company filed of record with the Secretary of State of the State of Delaware the Amended and Restated Certificate of Designation amending and restating the terms of the Series B Preferred Stock (the “ Amended Certificate of Designation ”).","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1953984/000110465926021627/0001104659-26-021627-index.htm","comparable_excerpt":"On May 3, 2026, the Board of Directors of Berkshire (the “Board”) voted to amend and restate Berkshire’s By-Laws effective immediately.","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1067983/000119312526212148/0001193125-26-212148-index.htm"}},{"accession":"0000036966-26-000070","ticker":"FHN","company_name":"FIRST HORIZON CORP","filed_at":"2026-04-29T23:59:59+00:00","headline":"First Horizon Amends Bylaws to Reduce Board Size; Reports Annual Meeting Results","event_type":"leadership","sec_items":["5.03","5.07","9.01"],"materiality_score":0.3,"calibrated_materiality_score":0.3,"match_reasons":["same fact type: governance_change","same SEC item: 5.03, 9.01","same event type: leadership"],"urls":{"canonical":"https://secwatch.observer/filing/0000036966-26-000070","json":"https://secwatch.observer/filing/0000036966-26-000070.json","markdown":"https://secwatch.observer/filing/0000036966-26-000070.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/36966/000003696626000070/0000036966-26-000070-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/36966/000003696626000070/fhn-20260427.htm"},"side_by_side_evidence":{"fact_type":"governance_change","source_excerpt":"On February 26, 2026, in accordance with the terms of the Credit Agreement, dated December 23, 2024 (the “ Credit Agreement ”) with Byline Bank, as lender (the “ Lender ”), the Series B Investors entered into a subordination agreement with the Lender and the Company filed of record with the Secretary of State of the State of Delaware the Amended and Restated Certificate of Designation amending and restating the terms of the Series B Preferred Stock (the “ Amended Certificate of Designation ”).","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1953984/000110465926021627/0001104659-26-021627-index.htm","comparable_excerpt":"On April 27, 2026, the Board of Directors unanimously approved an amendment to Section 3.2 of the Bylaws of First Horizon Corporation (as amended, the “Bylaws”), effective immediately. As amended, Section 3.2 provides that the Board of Directors shall consist of fourteen members until directors are elected at the 2026 annual meeting of shareholders (the “Annual Meeting”) and thereafter shall consist of twelve members.","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/36966/000003696626000070/0000036966-26-000070-index.htm"}},{"accession":"0001193125-26-201556","ticker":"LNTH","company_name":"Lantheus Holdings, Inc.","filed_at":"2026-05-01T23:59:59+00:00","headline":"Lantheus shareholders approve board declassification and amended equity plan with 2M additional shares","event_type":"other_material","sec_items":["3.03","5.03","5.02","5.07","9.01"],"materiality_score":0.6,"calibrated_materiality_score":0.6,"match_reasons":["same fact type: governance_change","same SEC item: 3.03, 5.02, 5.03, 9.01","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001193125-26-201556","json":"https://secwatch.observer/filing/0001193125-26-201556.json","markdown":"https://secwatch.observer/filing/0001193125-26-201556.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1521036/000119312526201556/0001193125-26-201556-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1521036/000119312526201556/d16067d8k.htm"},"side_by_side_evidence":{"fact_type":"governance_change","source_excerpt":"On February 26, 2026, in accordance with the terms of the Credit Agreement, dated December 23, 2024 (the “ Credit Agreement ”) with Byline Bank, as lender (the “ Lender ”), the Series B Investors entered into a subordination agreement with the Lender and the Company filed of record with the Secretary of State of the State of Delaware the Amended and Restated Certificate of Designation amending and restating the terms of the Series B Preferred Stock (the “ Amended Certificate of Designation ”).","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1953984/000110465926021627/0001104659-26-021627-index.htm","comparable_excerpt":"On April 30, 2026, the Company filed a Certificate of Amendment (the “ Certificate of Amendment ”) to its Amended and Restated Certificate of Incorporation with the Secretary of State of the State of Delaware effecting an amendment to declassify the Company’s Board of Directors over a three-year period.","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1521036/000119312526201556/0001193125-26-201556-index.htm"}},{"accession":"0001628280-26-039465","ticker":"IOT","company_name":"Samsara Inc.","filed_at":"2026-06-01T20:07:41+00:00","headline":"Samsara Inc. reincorporates from Delaware to Nevada, effective June 1, 2026","event_type":"other_material","sec_items":["3.03","5.03","9.01"],"materiality_score":0.45,"calibrated_materiality_score":0.45,"match_reasons":["same fact type: governance_change","same SEC item: 3.03, 5.03, 9.01","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001628280-26-039465","json":"https://secwatch.observer/filing/0001628280-26-039465.json","markdown":"https://secwatch.observer/filing/0001628280-26-039465.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1642896/000162828026039465/0001628280-26-039465-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1642896/000162828026039465/iot-20260601.htm"},"side_by_side_evidence":{"fact_type":"governance_change","source_excerpt":"On February 26, 2026, in accordance with the terms of the Credit Agreement, dated December 23, 2024 (the “ Credit Agreement ”) with Byline Bank, as lender (the “ Lender ”), the Series B Investors entered into a subordination agreement with the Lender and the Company filed of record with the Secretary of State of the State of Delaware the Amended and Restated Certificate of Designation amending and restating the terms of the Series B Preferred Stock (the “ Amended Certificate of Designation ”).","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1953984/000110465926021627/0001104659-26-021627-index.htm","comparable_excerpt":"the reincorporation of the Company from the State of Delaware to the State of Nevada (the “Reincorporation”) became effective on June 1, 2026, at 12:02 a.m. Pacific Time","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1642896/000162828026039465/0001628280-26-039465-index.htm"}},{"accession":"0000943374-26-000219","ticker":"DCOM","company_name":"Dime Community Bancshares, Inc. /NY/","filed_at":"2026-06-01T20:02:33+00:00","headline":"Dime Commercial Bancshares name change effective; three executives amend employment agreements","event_type":"other_material","sec_items":["5.02","5.03","5.07","9.01"],"materiality_score":0.55,"calibrated_materiality_score":0.55,"match_reasons":["same fact type: governance_change","same SEC item: 5.02, 5.03, 9.01","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0000943374-26-000219","json":"https://secwatch.observer/filing/0000943374-26-000219.json","markdown":"https://secwatch.observer/filing/0000943374-26-000219.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/846617/000094337426000219/0000943374-26-000219-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/846617/000094337426000219/form8k_052826.htm"},"side_by_side_evidence":{"fact_type":"governance_change","source_excerpt":"On February 26, 2026, in accordance with the terms of the Credit Agreement, dated December 23, 2024 (the “ Credit Agreement ”) with Byline Bank, as lender (the “ Lender ”), the Series B Investors entered into a subordination agreement with the Lender and the Company filed of record with the Secretary of State of the State of Delaware the Amended and Restated Certificate of Designation amending and restating the terms of the Series B Preferred Stock (the “ Amended Certificate of Designation ”).","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1953984/000110465926021627/0001104659-26-021627-index.htm","comparable_excerpt":"On May 28, 2026, the Company filed with the Department of State of the State of New York a Certificate of Amendment to Certificate of Incorporation to change our corporate name from Dime Community Bancshares, Inc. to Dime Commercial Bancshares, Inc., effective immediate.","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/846617/000094337426000219/0000943374-26-000219-index.htm"}},{"accession":"0001193125-26-215756","ticker":"GIG","company_name":"GigCapital7 Corp.","filed_at":"2026-05-11T23:59:59+00:00","headline":"GigCapital7 domestication from Cayman Islands to Delaware effective May 8 after shareholder vote","event_type":"other_material","sec_items":["3.03","5.03","9.01"],"materiality_score":0.5,"calibrated_materiality_score":0.5,"match_reasons":["same fact type: governance_change","same SEC item: 3.03, 5.03, 9.01","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001193125-26-215756","json":"https://secwatch.observer/filing/0001193125-26-215756.json","markdown":"https://secwatch.observer/filing/0001193125-26-215756.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/2023730/000119312526215756/0001193125-26-215756-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/2023730/000119312526215756/d72988d8k.htm"},"side_by_side_evidence":{"fact_type":"governance_change","source_excerpt":"On February 26, 2026, in accordance with the terms of the Credit Agreement, dated December 23, 2024 (the “ Credit Agreement ”) with Byline Bank, as lender (the “ Lender ”), the Series B Investors entered into a subordination agreement with the Lender and the Company filed of record with the Secretary of State of the State of Delaware the Amended and Restated Certificate of Designation amending and restating the terms of the Series B Preferred Stock (the “ Amended Certificate of Designation ”).","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1953984/000110465926021627/0001104659-26-021627-index.htm","comparable_excerpt":"On May 8, 2026, GigCapital7 effectuated the Domestication by filing (i) a voluntary declaration pursuant to Section 206(3) of the Companies Act (revised) of the Acts of the Cayman Islands, (ii) a certificate of corporate domestication with the Secretary of State of the State of Delaware (the “ DE SoS ”), and (iii) an interim certificate of incorporation with the DE SoS (the “ Domesticated GigCapital7 Charter ”). Domesticated GigCapital7 also adopted bylaws (the “ Domesticated GigCapital7 Bylaws ” and together with the Domesticated GigCapital7 Charter, the “ Domesticated GigCapital7 Governing Documents ”) in connection with the Domestication.","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/2023730/000119312526215756/0001193125-26-215756-index.htm"}},{"accession":"0001829126-26-004879","ticker":"SAGU","company_name":"Shreya Acquisition Group","filed_at":"2026-05-11T23:59:59+00:00","headline":"Shreya Acquisition Group closes $110M IPO, 11M units at $10 each on NYSE","event_type":"other_material","sec_items":["1.01","3.02","5.02","5.03","8.01","9.01"],"materiality_score":0.7,"calibrated_materiality_score":0.7,"match_reasons":["same fact type: governance_change","same SEC item: 5.02, 5.03, 9.01","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001829126-26-004879","json":"https://secwatch.observer/filing/0001829126-26-004879.json","markdown":"https://secwatch.observer/filing/0001829126-26-004879.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/2083452/000182912626004879/0001829126-26-004879-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/2083452/000182912626004879/shreyaacq_8k.htm"},"side_by_side_evidence":{"fact_type":"governance_change","source_excerpt":"On February 26, 2026, in accordance with the terms of the Credit Agreement, dated December 23, 2024 (the “ Credit Agreement ”) with Byline Bank, as lender (the “ Lender ”), the Series B Investors entered into a subordination agreement with the Lender and the Company filed of record with the Secretary of State of the State of Delaware the Amended and Restated Certificate of Designation amending and restating the terms of the Series B Preferred Stock (the “ Amended Certificate of Designation ”).","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1953984/000110465926021627/0001104659-26-021627-index.htm","comparable_excerpt":"On May 6, 2026, and in connection with the IPO, the Company adopted its Amended and Restated Memorandum and Articles of Association.","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/2083452/000182912626004879/0001829126-26-004879-index.htm"}},{"accession":"0001104659-26-057731","ticker":"AEIS","company_name":"ADVANCED ENERGY INDUSTRIES INC","filed_at":"2026-05-08T23:59:59+00:00","headline":"AEIS stockholders approve doubling of authorized shares to 140M and expansion of equity plan to 4.9M shares","event_type":"other_material","sec_items":["5.02","5.07","5.03","9.01"],"materiality_score":0.5,"calibrated_materiality_score":0.5,"match_reasons":["same fact type: governance_change","same SEC item: 5.02, 5.03, 9.01","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001104659-26-057731","json":"https://secwatch.observer/filing/0001104659-26-057731.json","markdown":"https://secwatch.observer/filing/0001104659-26-057731.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/927003/000110465926057731/0001104659-26-057731-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/927003/000110465926057731/tm2612734d2_8k.htm"},"side_by_side_evidence":{"fact_type":"governance_change","source_excerpt":"On February 26, 2026, in accordance with the terms of the Credit Agreement, dated December 23, 2024 (the “ Credit Agreement ”) with Byline Bank, as lender (the “ Lender ”), the Series B Investors entered into a subordination agreement with the Lender and the Company filed of record with the Secretary of State of the State of Delaware the Amended and Restated Certificate of Designation amending and restating the terms of the Series B Preferred Stock (the “ Amended Certificate of Designation ”).","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1953984/000110465926021627/0001104659-26-021627-index.htm","comparable_excerpt":"the amendment increases the number of authorized shares of common stock from 70,000,000 shares to 140,000,000 shares. The amendment became effective upon the filing of a Certificate of Amendment to the Amended and Restated Certificate of Incorporation (the “Certificate of Amendment”) with the Secretary of State of the State of Delaware on May 7, 2026.","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/927003/000110465926057731/0001104659-26-057731-index.htm"}}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}