{"schema_version":"secwatch.filing_event.v1","accession":"0001193125-22-303785","form_type":"8-K","ticker":"CCK","cik":"0001219601","company_name":"CROWN HOLDINGS, INC.","filed_at":"2022-12-13T23:59:59+00:00","discovered_at":"2026-05-14T18:03:49.873201+00:00","generated_at":"2026-06-21T05:11:54.984444+00:00","sec_items":["1.01","3.03","5.02","5.03","8.01","9.01"],"event_type":"leadership","sentiment":"positive","materiality_score":0.85,"calibrated_materiality_score":0.85,"confidence":"high","headline":"Crown Holdings appoints two Icahn designees to Board, terminates poison pill","bullets":["Icahn Enterprises (owns 8.5% of CCK) gets Jesse Lynn and Andrew Teno appointed to Board, effective immediately.","Board expands to 13 directors; Icahn agrees to standstill and voting commitments with customary provisions.","Rights Agreement (poison pill) expires on Dec 13, 2022, accelerated from original Nov 6, 2023 expiration.","Bylaws amended to grant shareholders right to call special meetings and update universal proxy and forum selection.","Company will include Icahn designees in its slate for election at the 2023 Annual Meeting."],"urls":{"canonical":"https://secwatch.observer/filing/0001193125-22-303785","json":"https://secwatch.observer/filing/0001193125-22-303785.json","markdown":"https://secwatch.observer/filing/0001193125-22-303785.md","text":"https://secwatch.observer/filing/0001193125-22-303785.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1219601/000119312522303785/0001193125-22-303785-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1219601/000119312522303785/d417285d8k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-21T05:11:54.984444+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":"4265125c8c","claim":"Jesse Lynn was appointed as member of the Board at CROWN HOLDINGS, INC..","evidence_excerpt":"On December 12, 2022, pursuant to the Agreement, the Board appointed each of Andrew Teno and Jesse Lynn to serve as a member of the Board effective immediately.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1219601/000119312522303785/0001193125-22-303785-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"appointed"},{"label":"Role","value":"member of the Board"}],"fact_type":"executive_change"},{"claim_id":"4c4cc6376b","claim":"Andrew Teno was appointed as member of the Board at CROWN HOLDINGS, INC..","evidence_excerpt":"On December 12, 2022, pursuant to the Agreement, the Board appointed each of Andrew Teno and Jesse Lynn to serve as a member of the Board effective immediately.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1219601/000119312522303785/0001193125-22-303785-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"appointed"},{"label":"Role","value":"member of the Board"}],"fact_type":"executive_change"},{"claim_id":"0f5059a812ffd80bb20eb60612cfb1c6f67793de","claim":"CROWN HOLDINGS, INC.: Amended and restated bylaws effective December 12, 2022, updating special meeting rights, universal proxy rules, and forum selection clause (effective 2022-12-12).","evidence_excerpt":"Effective December 12, 2022, the Board amended and restated the Company’s Amended and Restated By-Laws.","evidence_source":"SEC 8-K Item 5.03/5.05/5.06","evidence_url":"https://www.sec.gov/Archives/edgar/data/1219601/000119312522303785/0001193125-22-303785-index.htm","confidence":0.9,"family_label":"Governance Changes","details":[{"label":"Change","value":"bylaw amendment"},{"label":"Effective","value":"2022-12-12"}],"fact_type":"governance_change"},{"claim_id":"717a3d572c999659de3889e4ea6c1bc05530a0fe","claim":"CROWN HOLDINGS, INC. entered into Director Appointment and Nomination Agreement with Carl C. Icahn and the persons and entities listed therein, (collectively, the \"Icahn Group\") (effective 2022-12-12).","evidence_excerpt":"On December 12, 2022, Crown Holdings, Inc. (the “ Company ”) entered into a Director Appointment and Nomination Agreement (the “ Agreement ”) with Carl C. Icahn and the persons and entities listed therein, (collectively, the “ Icahn Group ”)","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1219601/000119312522303785/0001193125-22-303785-index.htm","confidence":0.95,"family_label":"Material Agreements","details":[{"label":"Action","value":"entry"},{"label":"Counterparty","value":"Carl C. Icahn and the persons and entities listed therein, (collectively, the \"Icahn Group\")"},{"label":"Effective","value":"2022-12-12"}],"fact_type":"material_agreement"},{"claim_id":"bbfcb3bdefa634ce1e3b47ad845d13673f6636fa","claim":"CROWN HOLDINGS, INC. amended Rights Agreement Amendment with Equiniti Trust Company, as Rights Agent (effective 2022-12-13).","evidence_excerpt":"On December 13, 2022, the Company entered into the Amendment No. 1 to the Rights Agreement (the “ Rights Agreement Amendment ”) with Equiniti Trust Company, as Rights Agent","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1219601/000119312522303785/0001193125-22-303785-index.htm","confidence":0.95,"family_label":"Material Agreements","details":[{"label":"Action","value":"amendment"},{"label":"Counterparty","value":"Equiniti Trust Company, as Rights Agent"},{"label":"Effective","value":"2022-12-13"}],"fact_type":"material_agreement"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}