{"schema_version":"secwatch.filing_event.v1","accession":"0001159036-26-000051","form_type":"8-K","ticker":"HALO","cik":"0001159036","company_name":"HALOZYME THERAPEUTICS, INC.","filed_at":"2026-04-24T23:59:59+00:00","discovered_at":"2026-05-14T18:02:32.014864+00:00","generated_at":"2026-05-15T04:10:24.047340+00:00","sec_items":["5.03","9.01"],"event_type":"other_material","sentiment":"neutral","materiality_score":0.2,"calibrated_materiality_score":0.2,"confidence":"high","headline":"Halozyme amends bylaws to allow director removal with or without cause by majority vote","bullets":["Board amended Section 2.5 to permit removal of directors at any time, with or without cause, by majority of shares entitled to vote.","Section 1.12 amended to clarify stockholder actions cannot be taken without a meeting, consistent with the Certificate of Incorporation.","Amendments adopted by Board on April 22, 2026; full text filed as Exhibit 3.1."],"urls":{"canonical":"https://secwatch.observer/filing/0001159036-26-000051","json":"https://secwatch.observer/filing/0001159036-26-000051.json","markdown":"https://secwatch.observer/filing/0001159036-26-000051.md","text":"https://secwatch.observer/filing/0001159036-26-000051.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1159036/000115903626000051/0001159036-26-000051-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1159036/000115903626000051/halo-20260422.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-05-15T04:10:24.047340+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":"02bf475624c5b9ce604577f21b73ef671d4f71f2","claim":"HALOZYME THERAPEUTICS, INC.: Amended Bylaws to revise director removal standard and restrict stockholder action by written consent (effective 2026-04-22).","evidence_excerpt":"On April 22, 2026, the Board of Directors (the “Board”) of Halozyme Therapeutics, Inc. (the “Company”) amended the Company’s Bylaws to revise (i) Section 2.5 to provide that directors may be removed from office at any time, with or without cause, by the holders of a majority of the shares then entitled to vote at an election of the directors and (ii) Section 1.12 to clarify that any action required to be taken at any annual or special meeting of stockholders of the corporation, or any action which may be taken at any annual or special meeting of such stockholders, may not be taken without a meeting, consistent with Article FIFTH of the Certificate of Incorporation.","evidence_source":"SEC 8-K Item 5.03/5.05/5.06","evidence_url":"https://www.sec.gov/Archives/edgar/data/1159036/000115903626000051/0001159036-26-000051-index.htm","confidence":0.9}],"comparable_filings":[{"accession":"0000001961-26-000006","ticker":null,"company_name":"WORLDS INC","filed_at":"2026-06-01T18:59:55+00:00","headline":"Worlds Inc. changes name to Gemaxel Inc., effective March 26, 2026","event_type":"other_material","sec_items":["5.03","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: other_material","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0000001961-26-000006","json":"https://secwatch.observer/filing/0000001961-26-000006.json","markdown":"https://secwatch.observer/filing/0000001961-26-000006.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1961/000000196126000006/0000001961-26-000006-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1961/000000196126000006/wddd8k052826.htm"},"side_by_side_evidence":{"fact_type":"governance_change","source_excerpt":"On April 22, 2026, the Board of Directors (the “Board”) of Halozyme Therapeutics, Inc. (the “Company”) amended the Company’s Bylaws to revise (i) Section 2.5 to provide that directors may be removed from office at any time, with or without cause, by the holders of a majority of the shares then entitled to vote at an election of the directors and (ii) Section 1.12 to clarify that any action required to be taken at any annual or special meeting of stockholders of the corporation, or any action which may be taken at any annual or special meeting of such stockholders, may not be taken without a meeting, consistent with Article FIFTH of the Certificate of Incorporation.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1159036/000115903626000051/0001159036-26-000051-index.htm","comparable_excerpt":"On March 26, 2026 the Company amended ARTICLE FIRST of its Certificate of Incorporation and changed its name to Gemaxel Inc. from Worlds Inc.","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1961/000000196126000006/0000001961-26-000006-index.htm"}},{"accession":"0001493152-26-026548","ticker":"BTCS","company_name":"BTCS Inc.","filed_at":"2026-06-01T13:29:19+00:00","headline":"BTCS reduces stockholder quorum requirement from majority to 33.3%","event_type":"other_material","sec_items":["5.03","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: other_material","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001493152-26-026548","json":"https://secwatch.observer/filing/0001493152-26-026548.json","markdown":"https://secwatch.observer/filing/0001493152-26-026548.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1436229/000149315226026548/0001493152-26-026548-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1436229/000149315226026548/form8-k.htm"},"side_by_side_evidence":{"fact_type":"governance_change","source_excerpt":"On April 22, 2026, the Board of Directors (the “Board”) of Halozyme Therapeutics, Inc. (the “Company”) amended the Company’s Bylaws to revise (i) Section 2.5 to provide that directors may be removed from office at any time, with or without cause, by the holders of a majority of the shares then entitled to vote at an election of the directors and (ii) Section 1.12 to clarify that any action required to be taken at any annual or special meeting of stockholders of the corporation, or any action which may be taken at any annual or special meeting of such stockholders, may not be taken without a meeting, consistent with Article FIFTH of the Certificate of Incorporation.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1159036/000115903626000051/0001159036-26-000051-index.htm","comparable_excerpt":"On May 29, 2026, the board of directors of BTCS Inc. (the “Company”) approved an amendment to the Company’s Amended and Restated Bylaws (the “Bylaws”) and adopted an amendment to the quorum requirement contained in Article II, Section 2.9 of the Bylaws (the “Amendment”) to provide that the holders of thirty-three and one third percent (33.3%) of the voting power of the Company entitled to vote at a meeting of stockholders, present in person or represented by proxy, shall constitute a quorum for the transaction of business.","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1436229/000149315226026548/0001493152-26-026548-index.htm"}},{"accession":"0001682852-26-000101","ticker":"MRNA","company_name":"Moderna, Inc.","filed_at":"2026-05-11T23:59:59+00:00","headline":"Moderna amends bylaws for federal forum exclusivity; stockholders re-elect directors","event_type":"other_material","sec_items":["5.03","5.07","9.01"],"materiality_score":0.2,"calibrated_materiality_score":0.2,"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/0001682852-26-000101","json":"https://secwatch.observer/filing/0001682852-26-000101.json","markdown":"https://secwatch.observer/filing/0001682852-26-000101.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1682852/000168285226000101/0001682852-26-000101-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1682852/000168285226000101/mrna-20260506.htm"},"side_by_side_evidence":{"fact_type":"governance_change","source_excerpt":"On April 22, 2026, the Board of Directors (the “Board”) of Halozyme Therapeutics, Inc. (the “Company”) amended the Company’s Bylaws to revise (i) Section 2.5 to provide that directors may be removed from office at any time, with or without cause, by the holders of a majority of the shares then entitled to vote at an election of the directors and (ii) Section 1.12 to clarify that any action required to be taken at any annual or special meeting of stockholders of the corporation, or any action which may be taken at any annual or special meeting of such stockholders, may not be taken without a meeting, consistent with Article FIFTH of the Certificate of Incorporation.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1159036/000115903626000051/0001159036-26-000051-index.htm","comparable_excerpt":"On May 6, 2026 , the Board of Directors (the “Board”) of Moderna, Inc. (the “Company”) approved an amendment to the Company’s Second Amended and Restated By-Laws (the “By-Law Amendment”), effective immediately, to designate the federal district courts of the United States as the sole and exclusive forum for resolving any complaint asserting a cause of action arising under the Securities Act of 1933, as amended, unless the Company consents in writing to the selection of an alternative forum.","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1682852/000168285226000101/0001682852-26-000101-index.htm"}},{"accession":"0001140361-26-020041","ticker":"ENTG","company_name":"ENTEGRIS INC","filed_at":"2026-05-08T23:59:59+00:00","headline":"Entegris shareholders eliminate supermajority voting; all directors elected","event_type":"other_material","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: other_material","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001140361-26-020041","json":"https://secwatch.observer/filing/0001140361-26-020041.json","markdown":"https://secwatch.observer/filing/0001140361-26-020041.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1101302/000114036126020041/0001140361-26-020041-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1101302/000114036126020041/ef20072733_8k.htm"},"side_by_side_evidence":{"fact_type":"governance_change","source_excerpt":"On April 22, 2026, the Board of Directors (the “Board”) of Halozyme Therapeutics, Inc. (the “Company”) amended the Company’s Bylaws to revise (i) Section 2.5 to provide that directors may be removed from office at any time, with or without cause, by the holders of a majority of the shares then entitled to vote at an election of the directors and (ii) Section 1.12 to clarify that any action required to be taken at any annual or special meeting of stockholders of the corporation, or any action which may be taken at any annual or special meeting of such stockholders, may not be taken without a meeting, consistent with Article FIFTH of the Certificate of Incorporation.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1159036/000115903626000051/0001159036-26-000051-index.htm","comparable_excerpt":"On February 5, 2026, the Board approved the adoption of the Amended and Restated By-Laws of the Company to conform to the Second Amended and Restated Certificate of Incorporation. The Board’s approval of the Amended and Restated By-Laws was contingent upon the stockholders’ approval of the Second Amended and Restated Certificate of Incorporation. The Amended and Restated By-Laws became effective on May 7, 2026.","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1101302/000114036126020041/0001140361-26-020041-index.htm"}},{"accession":"0001193125-26-214945","ticker":"MAN","company_name":"ManpowerGroup Inc.","filed_at":"2026-05-08T23:59:59+00:00","headline":"ManpowerGroup declares $0.72 dividend; shareholders approve equity plan amendment and director removal without cause","event_type":"other_material","sec_items":["5.02","5.03","5.07","8.01","9.01"],"materiality_score":0.35,"calibrated_materiality_score":0.35,"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/0001193125-26-214945","json":"https://secwatch.observer/filing/0001193125-26-214945.json","markdown":"https://secwatch.observer/filing/0001193125-26-214945.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/871763/000119312526214945/0001193125-26-214945-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/871763/000119312526214945/man-20260508.htm"},"side_by_side_evidence":{"fact_type":"governance_change","source_excerpt":"On April 22, 2026, the Board of Directors (the “Board”) of Halozyme Therapeutics, Inc. (the “Company”) amended the Company’s Bylaws to revise (i) Section 2.5 to provide that directors may be removed from office at any time, with or without cause, by the holders of a majority of the shares then entitled to vote at an election of the directors and (ii) Section 1.12 to clarify that any action required to be taken at any annual or special meeting of stockholders of the corporation, or any action which may be taken at any annual or special meeting of such stockholders, may not be taken without a meeting, consistent with Article FIFTH of the Certificate of Incorporation.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1159036/000115903626000051/0001159036-26-000051-index.htm","comparable_excerpt":"the Board of Directors of the Company amended Section 3.3 of Article III of the Company’s Amended and Restated By-Laws (the “ By-Laws Amendment ”) to permit the removal of a director with or without cause by the affirmative vote of two-thirds of the outstanding shares of capital stock of the Company entitled to vote at a meeting of shareholders duly called for such purpose. The effective date of the By-Laws Amendment is May 8, 2026.","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/871763/000119312526214945/0001193125-26-214945-index.htm"}},{"accession":"0000023217-26-000015","ticker":"CAG","company_name":"CONAGRA BRANDS INC.","filed_at":"2026-05-07T23:59:59+00:00","headline":"Conagra brands board approves amended bylaws allowing virtual shareholder meetings","event_type":"other_material","sec_items":["5.03","9.01"],"materiality_score":0.2,"calibrated_materiality_score":0.2,"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/0000023217-26-000015","json":"https://secwatch.observer/filing/0000023217-26-000015.json","markdown":"https://secwatch.observer/filing/0000023217-26-000015.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/23217/000002321726000015/0000023217-26-000015-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/23217/000002321726000015/tmb-20260505x8k.htm"},"side_by_side_evidence":{"fact_type":"governance_change","source_excerpt":"On April 22, 2026, the Board of Directors (the “Board”) of Halozyme Therapeutics, Inc. (the “Company”) amended the Company’s Bylaws to revise (i) Section 2.5 to provide that directors may be removed from office at any time, with or without cause, by the holders of a majority of the shares then entitled to vote at an election of the directors and (ii) Section 1.12 to clarify that any action required to be taken at any annual or special meeting of stockholders of the corporation, or any action which may be taken at any annual or special meeting of such stockholders, may not be taken without a meeting, consistent with Article FIFTH of the Certificate of Incorporation.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1159036/000115903626000051/0001159036-26-000051-index.htm","comparable_excerpt":"On May 5, 2026, the Board of Directors of Conagra Brands, Inc. (the “Company”) approved Amended and Restated Bylaws of Conagra Brands, Inc. (“Amended and Restated Bylaws”), effective on such date.","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/23217/000002321726000015/0000023217-26-000015-index.htm"}},{"accession":"0001104659-26-057271","ticker":"TCMD","company_name":"TACTILE SYSTEMS TECHNOLOGY INC","filed_at":"2026-05-07T23:59:59+00:00","headline":"Tactile Systems shareholders approve director removal amendment, re-elect all directors","event_type":"other_material","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: other_material","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001104659-26-057271","json":"https://secwatch.observer/filing/0001104659-26-057271.json","markdown":"https://secwatch.observer/filing/0001104659-26-057271.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1027838/000110465926057271/0001104659-26-057271-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1027838/000110465926057271/tm2613832d1_8k.htm"},"side_by_side_evidence":{"fact_type":"governance_change","source_excerpt":"On April 22, 2026, the Board of Directors (the “Board”) of Halozyme Therapeutics, Inc. (the “Company”) amended the Company’s Bylaws to revise (i) Section 2.5 to provide that directors may be removed from office at any time, with or without cause, by the holders of a majority of the shares then entitled to vote at an election of the directors and (ii) Section 1.12 to clarify that any action required to be taken at any annual or special meeting of stockholders of the corporation, or any action which may be taken at any annual or special meeting of such stockholders, may not be taken without a meeting, consistent with Article FIFTH of the Certificate of Incorporation.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1159036/000115903626000051/0001159036-26-000051-index.htm","comparable_excerpt":"on May 6, 2026, the Company filed with the Secretary of State of the State of Delaware a Certificate of Amendment to the Company’s Amended and Restated Certificate of Incorporation that sets forth the Amendment (the “Certificate of Amendment”).","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1027838/000110465926057271/0001104659-26-057271-index.htm"}},{"accession":"0000883948-26-000051","ticker":"AUB","company_name":"Atlantic Union Bankshares Corp","filed_at":"2026-05-06T23:59:59+00:00","headline":"Atlantic Union shareholders approve removal of supermajority voting requirements","event_type":"other_material","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: other_material","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0000883948-26-000051","json":"https://secwatch.observer/filing/0000883948-26-000051.json","markdown":"https://secwatch.observer/filing/0000883948-26-000051.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/883948/000088394826000051/0000883948-26-000051-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/883948/000088394826000051/aub-20260505x8k.htm"},"side_by_side_evidence":{"fact_type":"governance_change","source_excerpt":"On April 22, 2026, the Board of Directors (the “Board”) of Halozyme Therapeutics, Inc. (the “Company”) amended the Company’s Bylaws to revise (i) Section 2.5 to provide that directors may be removed from office at any time, with or without cause, by the holders of a majority of the shares then entitled to vote at an election of the directors and (ii) Section 1.12 to clarify that any action required to be taken at any annual or special meeting of stockholders of the corporation, or any action which may be taken at any annual or special meeting of such stockholders, may not be taken without a meeting, consistent with Article FIFTH of the Certificate of Incorporation.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1159036/000115903626000051/0001159036-26-000051-index.htm","comparable_excerpt":"The Amended and Restated Articles were effective on May 6, 2026.","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/883948/000088394826000051/0000883948-26-000051-index.htm"}}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}