{"schema_version":"secwatch.filing_event.v1","accession":"0001104659-26-036919","form_type":"8-K","ticker":null,"cik":"0001733443","company_name":"5&2 Studios, Inc.","filed_at":"2026-03-30T23:59:59+00:00","discovered_at":"2026-05-14T18:02:36.028481+00:00","generated_at":"2026-05-15T08:24:36.853140+00:00","sec_items":["5.03","5.07","9.01"],"event_type":"other_material","sentiment":"neutral","materiality_score":0.8,"calibrated_materiality_score":0.8,"confidence":"high","headline":"5&2 Studios stockholders approve 1-for-173,750 reverse split; cash for fractional shares at $3.75","bullets":["Stockholders approved a 1-for-173,750 reverse stock split of Series A and B common stock at annual meeting on March 30, 2026.","Fractional post-split shares will be cashed out at $3.75 per pre-split share.","All six director nominees elected: Eves, Jenkins, Asiatico, Doornbos, Rearden, Bagheri.","Ratified Tanner LLC as independent auditor for fiscal year ending Dec 31, 2025.","Annual meeting quorum achieved with 100% of voting power present (6.95M Series A, 5.59M Series B shares)."],"urls":{"canonical":"https://secwatch.observer/filing/0001104659-26-036919","json":"https://secwatch.observer/filing/0001104659-26-036919.json","markdown":"https://secwatch.observer/filing/0001104659-26-036919.md","text":"https://secwatch.observer/filing/0001104659-26-036919.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1733443/000110465926036919/0001104659-26-036919-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1733443/000110465926036919/tm2610568d1_8k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-05-15T08:24:36.853140+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":"9d14c6ef7adea6ea8873b5ae65ece981b354bcc1","claim":"5&2 Studios, Inc.: Amendment to Certificate of Incorporation to effect a 1-for-173,750 reverse stock split of Common Stock (effective 2025-12-31).","evidence_excerpt":"On December 31, 2025, the Board of Directors (the \"Board\") of 5&2 Studios, Inc. (the \"Company\") approved an amendment to the Company's Certificate of Incorporation (the \"Amendment\") to change the number of issued and outstanding shares of Series A common stock, par value $0.001 per share (the \"Series A Common Stock\"), and Series B common stock, par value $0.001 per share (the \"Series B Common Stock\" and, together with the Series A Common Stock, the \"Common Stock\"), of the Company, by effecting a 1-for-173,750 reverse stock split (the \"Reverse Stock Split\"), as a result of which stockholders of record will receive a cash payment of $3.75 per pre-Reverse Stock Split share in lieu of receiving a fractional post-Reverse Stock Split share.","evidence_source":"SEC 8-K Item 5.03/5.05/5.06","evidence_url":"https://www.sec.gov/Archives/edgar/data/1733443/000110465926036919/0001104659-26-036919-index.htm","confidence":0.9}],"comparable_filings":[{"accession":"0001178913-26-002393","ticker":"SLXN","company_name":"Silexion Therapeutics Corp","filed_at":"2026-05-05T23:59:59+00:00","headline":"Silexion shareholders approve 50M share increase, expanded equity plan, and 1-for-10 reverse split","event_type":"other_material","sec_items":["5.03","5.07","9.01"],"materiality_score":0.7,"calibrated_materiality_score":0.7,"match_reasons":["same fact type: governance_change","same SEC item: 5.03, 5.07, 9.01","same event type: other_material","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001178913-26-002393","json":"https://secwatch.observer/filing/0001178913-26-002393.json","markdown":"https://secwatch.observer/filing/0001178913-26-002393.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/2022416/000117891326002393/0001178913-26-002393-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/2022416/000117891326002393/zk2635202.htm"},"side_by_side_evidence":{"fact_type":"governance_change","source_excerpt":"On December 31, 2025, the Board of Directors (the \"Board\") of 5&2 Studios, Inc. (the \"Company\") approved an amendment to the Company's Certificate of Incorporation (the \"Amendment\") to change the number of issued and outstanding shares of Series A common stock, par value $0.001 per share (the \"Series A Common Stock\"), and Series B common stock, par value $0.001 per share (the \"Series B Common Stock\" and, together with the Series A Common Stock, the \"Common Stock\"), of the Company, by effecting a 1-for-173,750 reverse stock split (the \"Reverse Stock Split\"), as a result of which stockholders of record will receive a cash payment of $3.75 per pre-Reverse Stock Split share in lieu of receiving a fractional post-Reverse Stock Split share.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1733443/000110465926036919/0001104659-26-036919-index.htm","comparable_excerpt":"At the extraordinary general meeting of Silexion Therapeutics Corp (the “ Company ”) originally held on April 28, 2026 and reconvened on May 5, 2026 (the “ Meeting ”), the shareholders of the Company duly approved a resolution serving as an effective amendment to paragraph 5 of the Company’s amended and restated memorandum of association (the “ Memorandum Amendment”) , which increased the Company’s authorized share capital, as described in Item 5.07 below.","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/2022416/000117891326002393/0001178913-26-002393-index.htm"}},{"accession":"0001104659-26-054940","ticker":"MRKR","company_name":"Marker Therapeutics, Inc.","filed_at":"2026-05-04T23:59:59+00:00","headline":"Marker Therapeutics shareholders approve increase in authorized shares from 30M to 130M","event_type":"other_material","sec_items":["5.03","5.07","9.01"],"materiality_score":0.75,"calibrated_materiality_score":0.75,"match_reasons":["same fact type: governance_change","same SEC item: 5.03, 5.07, 9.01","same event type: other_material","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001104659-26-054940","json":"https://secwatch.observer/filing/0001104659-26-054940.json","markdown":"https://secwatch.observer/filing/0001104659-26-054940.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1094038/000110465926054940/0001104659-26-054940-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1094038/000110465926054940/tm2613511d1_8k.htm"},"side_by_side_evidence":{"fact_type":"governance_change","source_excerpt":"On December 31, 2025, the Board of Directors (the \"Board\") of 5&2 Studios, Inc. (the \"Company\") approved an amendment to the Company's Certificate of Incorporation (the \"Amendment\") to change the number of issued and outstanding shares of Series A common stock, par value $0.001 per share (the \"Series A Common Stock\"), and Series B common stock, par value $0.001 per share (the \"Series B Common Stock\" and, together with the Series A Common Stock, the \"Common Stock\"), of the Company, by effecting a 1-for-173,750 reverse stock split (the \"Reverse Stock Split\"), as a result of which stockholders of record will receive a cash payment of $3.75 per pre-Reverse Stock Split share in lieu of receiving a fractional post-Reverse Stock Split share.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1733443/000110465926036919/0001104659-26-036919-index.htm","comparable_excerpt":"the Company’s stockholders approved an amendment to the Company’s Certificate of Incorporation, as amended, to increase the number of authorized shares of our Common Stock from 30,000,000 shares of Common Stock to 130,000,000 shares of Common Stock (the “ Charter Amendment ”).","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1094038/000110465926054940/0001104659-26-054940-index.htm"}},{"accession":"0001104659-26-053557","ticker":"CWEN","company_name":"Clearway Energy, Inc.","filed_at":"2026-05-01T23:59:59+00:00","headline":"Clearway Energy eliminates Class A stock; converts all shares to reduced-vote Class C","event_type":"other_material","sec_items":["1.01","3.03","5.03","5.07","7.01","9.01"],"materiality_score":0.75,"calibrated_materiality_score":0.75,"match_reasons":["same fact type: governance_change","same SEC item: 5.03, 5.07, 9.01","same event type: other_material","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001104659-26-053557","json":"https://secwatch.observer/filing/0001104659-26-053557.json","markdown":"https://secwatch.observer/filing/0001104659-26-053557.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1567683/000110465926053557/0001104659-26-053557-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1567683/000110465926053557/tm2613249d1_8k.htm"},"side_by_side_evidence":{"fact_type":"governance_change","source_excerpt":"On December 31, 2025, the Board of Directors (the \"Board\") of 5&2 Studios, Inc. (the \"Company\") approved an amendment to the Company's Certificate of Incorporation (the \"Amendment\") to change the number of issued and outstanding shares of Series A common stock, par value $0.001 per share (the \"Series A Common Stock\"), and Series B common stock, par value $0.001 per share (the \"Series B Common Stock\" and, together with the Series A Common Stock, the \"Common Stock\"), of the Company, by effecting a 1-for-173,750 reverse stock split (the \"Reverse Stock Split\"), as a result of which stockholders of record will receive a cash payment of $3.75 per pre-Reverse Stock Split share in lieu of receiving a fractional post-Reverse Stock Split share.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1733443/000110465926036919/0001104659-26-036919-index.htm","comparable_excerpt":"Following the Class A Conversion, on May 1, 2026, the Company filed with the Delaware Secretary of State a certificate of retirement pursuant to Section 243 of the DGCL (the “Certificate of Retirement”) to retire all shares of Class A common stock converted in the Class A Conversion, which also had the effect of amending the Amended Charter to (i) reduce the total number of authorized shares of Class A common stock from 34,613,853 to zero, (ii) reduce the total number of authorized shares of capital stock of the Company from 2,544,613,853 to 2,510,000,000 and (iii) eliminate from the Amended Charter all references to the Class A common stock (collectively, the “Class A Retirement”).","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1567683/000110465926053557/0001104659-26-053557-index.htm"}},{"accession":"0001213900-26-051018","ticker":"DMAA","company_name":"Drugs Made In America Acquisition Corp.","filed_at":"2026-05-01T23:59:59+00:00","headline":"SPAC DMAA shareholders approve extension to April 2027; ~28% of shares redeemed for $99.3M","event_type":"other_material","sec_items":["5.03","5.07","8.01","9.01"],"materiality_score":0.85,"calibrated_materiality_score":0.85,"match_reasons":["same fact type: governance_change","same SEC item: 5.03, 5.07, 9.01","same event type: other_material","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001213900-26-051018","json":"https://secwatch.observer/filing/0001213900-26-051018.json","markdown":"https://secwatch.observer/filing/0001213900-26-051018.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/2028614/000121390026051018/0001213900-26-051018-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/2028614/000121390026051018/ea0288774-8k_drugs.htm"},"side_by_side_evidence":{"fact_type":"governance_change","source_excerpt":"On December 31, 2025, the Board of Directors (the \"Board\") of 5&2 Studios, Inc. (the \"Company\") approved an amendment to the Company's Certificate of Incorporation (the \"Amendment\") to change the number of issued and outstanding shares of Series A common stock, par value $0.001 per share (the \"Series A Common Stock\"), and Series B common stock, par value $0.001 per share (the \"Series B Common Stock\" and, together with the Series A Common Stock, the \"Common Stock\"), of the Company, by effecting a 1-for-173,750 reverse stock split (the \"Reverse Stock Split\"), as a result of which stockholders of record will receive a cash payment of $3.75 per pre-Reverse Stock Split share in lieu of receiving a fractional post-Reverse Stock Split share.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1733443/000110465926036919/0001104659-26-036919-index.htm","comparable_excerpt":"to amend the Company’s Second Amended and Restated Memorandum and Articles of Association (the “ Existing Charter ”) by adopting an amendment to the Existing Charter in the form set forth in Annex A to the Proxy Statement (the “ Extension Amendment ”) which reflects the extension of the date by which the Company must consummate a business combination (the “ Combination Period ”) up to twelve (12) times from April 29, 2026 (the “ Termination Date ”) to April 29, 2027, each by an additional one (1) month","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/2028614/000121390026051018/0001213900-26-051018-index.htm"}},{"accession":"0001062822-26-000065","ticker":"LXRX","company_name":"LEXICON PHARMACEUTICALS, INC.","filed_at":"2026-04-30T23:59:59+00:00","headline":"Lexicon doubles authorized shares to 900M, adopts expanded 2026 equity plans","event_type":"other_material","sec_items":["3.02","5.02","5.03","5.07","9.01"],"materiality_score":0.8,"calibrated_materiality_score":0.8,"match_reasons":["same fact type: governance_change","same SEC item: 5.03, 5.07, 9.01","same event type: other_material","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001062822-26-000065","json":"https://secwatch.observer/filing/0001062822-26-000065.json","markdown":"https://secwatch.observer/filing/0001062822-26-000065.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1062822/000106282226000065/0001062822-26-000065-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1062822/000106282226000065/lxrx-20260430.htm"},"side_by_side_evidence":{"fact_type":"governance_change","source_excerpt":"On December 31, 2025, the Board of Directors (the \"Board\") of 5&2 Studios, Inc. (the \"Company\") approved an amendment to the Company's Certificate of Incorporation (the \"Amendment\") to change the number of issued and outstanding shares of Series A common stock, par value $0.001 per share (the \"Series A Common Stock\"), and Series B common stock, par value $0.001 per share (the \"Series B Common Stock\" and, together with the Series A Common Stock, the \"Common Stock\"), of the Company, by effecting a 1-for-173,750 reverse stock split (the \"Reverse Stock Split\"), as a result of which stockholders of record will receive a cash payment of $3.75 per pre-Reverse Stock Split share in lieu of receiving a fractional post-Reverse Stock Split share.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1733443/000110465926036919/0001104659-26-036919-index.htm","comparable_excerpt":"The Seventh Amended and Restated Certificate of Incorporation increases the number of shares of our authorized Common Stock from 450,000,000 to 900,000,000.","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1062822/000106282226000065/0001062822-26-000065-index.htm"}},{"accession":"0001185185-26-002273","ticker":"DGAC","company_name":"DISCIPLINED GROWTH ACQUISITION Corp","filed_at":"2026-06-01T20:15:34+00:00","headline":"Disciplined Growth Acquisition Corp. closes $150M IPO on NYSE","event_type":"other_material","sec_items":["1.01","3.02","5.02","5.03","8.01","9.01"],"materiality_score":0.75,"calibrated_materiality_score":0.75,"match_reasons":["same fact type: governance_change","same SEC item: 5.03, 9.01","same event type: other_material","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001185185-26-002273","json":"https://secwatch.observer/filing/0001185185-26-002273.json","markdown":"https://secwatch.observer/filing/0001185185-26-002273.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/2111038/000118518526002273/0001185185-26-002273-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/2111038/000118518526002273/dgac8k052926.htm"},"side_by_side_evidence":{"fact_type":"governance_change","source_excerpt":"On December 31, 2025, the Board of Directors (the \"Board\") of 5&2 Studios, Inc. (the \"Company\") approved an amendment to the Company's Certificate of Incorporation (the \"Amendment\") to change the number of issued and outstanding shares of Series A common stock, par value $0.001 per share (the \"Series A Common Stock\"), and Series B common stock, par value $0.001 per share (the \"Series B Common Stock\" and, together with the Series A Common Stock, the \"Common Stock\"), of the Company, by effecting a 1-for-173,750 reverse stock split (the \"Reverse Stock Split\"), as a result of which stockholders of record will receive a cash payment of $3.75 per pre-Reverse Stock Split share in lieu of receiving a fractional post-Reverse Stock Split share.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1733443/000110465926036919/0001104659-26-036919-index.htm","comparable_excerpt":"On May 26, 2026, in connection with the IPO, the Company filed its amended and restated memorandum and articles of association (the “Amended and Restated Memorandum and Articles of Association”) with the Cayman Islands Registrar of Companies, which was effective on May 26, 2026.","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/2111038/000118518526002273/0001185185-26-002273-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: 5.03, 9.01","same event type: other_material","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 December 31, 2025, the Board of Directors (the \"Board\") of 5&2 Studios, Inc. (the \"Company\") approved an amendment to the Company's Certificate of Incorporation (the \"Amendment\") to change the number of issued and outstanding shares of Series A common stock, par value $0.001 per share (the \"Series A Common Stock\"), and Series B common stock, par value $0.001 per share (the \"Series B Common Stock\" and, together with the Series A Common Stock, the \"Common Stock\"), of the Company, by effecting a 1-for-173,750 reverse stock split (the \"Reverse Stock Split\"), as a result of which stockholders of record will receive a cash payment of $3.75 per pre-Reverse Stock Split share in lieu of receiving a fractional post-Reverse Stock Split share.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1733443/000110465926036919/0001104659-26-036919-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":"0001104659-26-057915","ticker":"SUJA","company_name":"SUJA LIFE, INC.","filed_at":"2026-05-08T23:59:59+00:00","headline":"Suja Life completes IPO of 8.9M shares at $21/share; closes May 8, 2026","event_type":"other_material","sec_items":["1.01","3.02","3.03","5.03","5.02","9.01"],"materiality_score":0.9,"calibrated_materiality_score":0.9,"match_reasons":["same fact type: governance_change","same SEC item: 5.03, 9.01","same event type: other_material","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001104659-26-057915","json":"https://secwatch.observer/filing/0001104659-26-057915.json","markdown":"https://secwatch.observer/filing/0001104659-26-057915.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1934114/000110465926057915/0001104659-26-057915-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1934114/000110465926057915/tm2530822d27_8k.htm"},"side_by_side_evidence":{"fact_type":"governance_change","source_excerpt":"On December 31, 2025, the Board of Directors (the \"Board\") of 5&2 Studios, Inc. (the \"Company\") approved an amendment to the Company's Certificate of Incorporation (the \"Amendment\") to change the number of issued and outstanding shares of Series A common stock, par value $0.001 per share (the \"Series A Common Stock\"), and Series B common stock, par value $0.001 per share (the \"Series B Common Stock\" and, together with the Series A Common Stock, the \"Common Stock\"), of the Company, by effecting a 1-for-173,750 reverse stock split (the \"Reverse Stock Split\"), as a result of which stockholders of record will receive a cash payment of $3.75 per pre-Reverse Stock Split share in lieu of receiving a fractional post-Reverse Stock Split share.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1733443/000110465926036919/0001104659-26-036919-index.htm","comparable_excerpt":"On May 7, 2026, the Company filed an amended and restated certificate of incorporation (the “Certificate of Incorporation”) with the Secretary of State of the State of Delaware","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1934114/000110465926057915/0001104659-26-057915-index.htm"}}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}