8-K filed December 8, 2025, 6:59 PM ET CIK 0000095552

M&A confidence high sentiment positive materiality 1.00

Superior Industries closes acquisition by term loan investors; common shareholders receive $0.09/share

SUPERIOR INDUSTRIES INTERNATIONAL INC

Merger closed Dec 8, 2025; each common share cancelled for $0.09 cash.
Preferred shareholders get $39.49 cash + 0.23 units of Parent LLC per share.
CEO Majdi Abulaban resigns; Michael Dorah (ex-COO) appointed CEO; Shane Giebel named CFO.
Company will file Form 15 to terminate SEC reporting, becoming privately held.
Term loan amendment adds $27.5M new loans, waives defaults; RCF maturity extended to June 2026.

item 1.01 item 2.01 item 2.03 item 3.03 item 5.01 item 5.02 item 5.03 item 7.01 item 9.01

Machine-readable event card

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accession: 0001140361-25-044874
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cik: 0000095552
company_name: SUPERIOR INDUSTRIES INTERNATIONAL INC
filed_at: 2025-12-08T23:59:59+00:00
discovered_at: 2026-05-14T18:02:42.703761+00:00
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Source-grounded claims

2db1778e01ffd205fa0c6247c963d108a30b9271

SUPERIOR INDUSTRIES INTERNATIONAL INC incurred term loan.

immediately following the consummation of the Merger, each Term Lender (a) exchanged with the Company all of its rights, title, and interest in, to, and under its Exchanged Term Loan Claims and Bridge Loan Claims

SEC 8-K Item 2.03/2.04 confidence 0.9 SEC evidence

93a9c0d625d9785e19c32da5172038524130d667

SUPERIOR INDUSTRIES INTERNATIONAL INC amended revolving credit with Revolving Lenders, JPMorgan Chase Bank, N.A. maturing June 30, 2026.

the maturity of the revolving credit facility thereunder was amended to June 30, 2026

SEC 8-K Item 2.03/2.04 confidence 0.9 SEC evidence

be82a034310910d8622030d8edaacd9389296ec1

SUPERIOR INDUSTRIES INTERNATIONAL INC incurred term loan of $172,500,000 of aggregate principal amount of term loans with Term Lenders, TPG Growth III Sidewall, L.P..

$172,500,000 of aggregate principal amount of term loans (which amount was increased from the amount provided in the Recapitalization Support Agreement, dated as of July 8, 2025, by mutual agreement of the Company, the Term Loan Lenders, and TPG Growth III Sidewall, L.P. ("TPG")) were deemed made to the Company

SEC 8-K Item 2.03/2.04 confidence 0.9 SEC evidence

d05b5805bcee0ea831a8889e42e99d37260dee85

SUPERIOR INDUSTRIES INTERNATIONAL INC incurred term loan of an additional $27,500,000 of aggregate principal amount of term loans with Term Lenders, Oaktree Fund Administration, LLC.

an additional $27,500,000 of aggregate principal amount of term loans were made to the Company by the Term Lenders

SEC 8-K Item 2.03/2.04 confidence 0.9 SEC evidence

a21121fb7607ab257addffe846e5a922fd229754

SUPERIOR INDUSTRIES INTERNATIONAL INC: Bylaws amended and restated in their entirety pursuant to merger agreement.

In connection with the consummation of the Merger and pursuant to the terms of the Merger Agreement, at the Effective Time, the Company’s bylaws in effect immediately prior to the Effective Time were amended and restated in their entirety.

SEC 8-K Item 5.03/5.05/5.06 confidence 0.9 SEC evidence

d2106c657065a8f700dea11ed6f8ff32254b02b6

SUPERIOR INDUSTRIES INTERNATIONAL INC: Certificate of incorporation amended and restated in its entirety pursuant to merger agreement.

In connection with the consummation of the Merger and pursuant to the terms of the Merger Agreement, at the Effective Time, the Company’s certificate of incorporation in effect immediately prior to the Effective Time was amended and restated in its entirety.

SEC 8-K Item 5.03/5.05/5.06 confidence 0.9 SEC evidence

2032579848bbcaf5a9fc37a33a089c7727815d6c

SUPERIOR INDUSTRIES INTERNATIONAL INC underwent a change of control involving SUP Parent Holdings, LLC for $0.09 per Common Share in cash; $39.49 per Series A Preferred Share in cash and 0.23 units of limited liability company interests of Parent per Series A Preferr (closed 2025-12-08).

with the consummation, on December 8, 2025 (the “ Closing Date ”), of the previously announced Merger (as defined below) contemplated by that certain Agreement and Plan of Merger, dated as of July 8, 2025 (the “ Merger Agreement ”), by and among the Company, SUP Parent Holdings, LLC, a Delaware limited liability company (“ Parent ”), and SUP Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent (“ Merger Sub ”).

SEC 8-K Item 2.01/5.01 confidence 0.9 SEC evidence

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same fact type: debt_financing, governance_change, ma_transaction same SEC item: 1.01, 2.03, 3.03, 5.01, 5.02, 5.03, 7.01, 9.01 same event type: m_and_a similar materiality

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immediately following the consummation of the Merger, each Term Lender (a) exchanged with the Company all of its rights, title, and interest in, to, and under its Exchanged Term Loan Claims and Bridge Loan Claims

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same fact type: debt_financing, ma_transaction same SEC item: 1.01, 2.01, 2.03, 3.03, 5.02, 5.03, 7.01, 9.01 same event type: m_and_a similar materiality

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immediately following the consummation of the Merger, each Term Lender (a) exchanged with the Company all of its rights, title, and interest in, to, and under its Exchanged Term Loan Claims and Bridge Loan Claims

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DEVON ENERGY CORP/DE May 7, 2026, 7:59 PM ET m_and_a Items 2.01, 5.02, 5.03, 7.01, 9.01

same fact type: governance_change, ma_transaction same SEC item: 2.01, 5.02, 5.03, 7.01, 9.01 same event type: m_and_a similar materiality

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In connection with the consummation of the Merger and pursuant to the terms of the Merger Agreement, at the Effective Time, the Company’s bylaws in effect immediately prior to the Effective Time were amended and restated in their entirety.

Comparable filing

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Shuttle Pharmaceuticals Holdings, Inc. May 7, 2026, 7:59 PM ET m_and_a Items 1.01, 2.01, 3.02, 3.03, 5.02, 5.03, 9.01

same fact type: ma_transaction same SEC item: 1.01, 2.01, 3.03, 5.02, 5.03, 9.01 same event type: m_and_a similar materiality

This filing

with the consummation, on December 8, 2025 (the “ Closing Date ”), of the previously announced Merger (as defined below) contemplated by that certain Agreement and Plan of Merger, dated as of July 8, 2025 (the “ Merger Agreement ”), by and among the Company, SUP Parent Holdings, LLC, a Delaware limited liability company (“ Parent ”), and SUP Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent (“ Merger Sub ”).

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On May 6, 2026 (the “ Closing Date ”), Shuttle Pharmaceuticals Holdings, Inc., a Delaware corporation (“ Shuttle ” or “ Acquiror ”), completed its previously announced merger pursuant to an Agreement and Plan of Merger (the “ Merger Agreement ”), entered into on April 30, 2026 by and among the Acquiror, Shuttle Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Shuttle (“ Merger Sub ”) and United Dogecoin Inc., a Delaware corporation (the “ Company ”).

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In connection with the consummation of the Merger and pursuant to the terms of the Merger Agreement, at the Effective Time, the Company’s bylaws in effect immediately prior to the Effective Time were amended and restated in their entirety.

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same fact type: ma_transaction same SEC item: 2.01, 3.03, 5.01, 5.02, 9.01 same event type: m_and_a similar materiality

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with the consummation, on December 8, 2025 (the “ Closing Date ”), of the previously announced Merger (as defined below) contemplated by that certain Agreement and Plan of Merger, dated as of July 8, 2025 (the “ Merger Agreement ”), by and among the Company, SUP Parent Holdings, LLC, a Delaware limited liability company (“ Parent ”), and SUP Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent (“ Merger Sub ”).

Comparable filing

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with the consummation, on December 8, 2025 (the “ Closing Date ”), of the previously announced Merger (as defined below) contemplated by that certain Agreement and Plan of Merger, dated as of July 8, 2025 (the “ Merger Agreement ”), by and among the Company, SUP Parent Holdings, LLC, a Delaware limited liability company (“ Parent ”), and SUP Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent (“ Merger Sub ”).

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same fact type: ma_transaction same SEC item: 2.01, 3.03, 5.01, 9.01 same event type: m_and_a similar materiality

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with the consummation, on December 8, 2025 (the “ Closing Date ”), of the previously announced Merger (as defined below) contemplated by that certain Agreement and Plan of Merger, dated as of July 8, 2025 (the “ Merger Agreement ”), by and among the Company, SUP Parent Holdings, LLC, a Delaware limited liability company (“ Parent ”), and SUP Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent (“ Merger Sub ”).

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On June 1, 2026, pursuant to the terms of the Separation Agreement and the Merger Agreement, the following series of transactions occurred

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Source: SEC EDGAR

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