WisdomTree adopts limited-duration stockholder rights plan (poison pill) with 10% trigger

WisdomTree, Inc.

Rights plan triggers if any person acquires 10% (20% for passive) or more of common stock.
Dividend of one right per common share and 1,000 rights per Series A preferred share; record date March 28, 2023.
Rights expire day after 2023 annual meeting unless stockholder-approved; if approved, expire March 16, 2024.
Plan includes qualifying offer clause allowing stockholders to call special meeting to exempt a bid.
Exercise price is $32 per unit of Series B Junior Participating Cumulative Preferred Stock.

item 1.01 item 3.03 item 5.03 item 8.01 item 9.01

Key facts

Extracted from this filing and checked against the source text.

Governance Changes SEC 8-K Item 5.03/5.05/5.06 confidence 0.9

WisdomTree, Inc.: Adoption of Certificate of Designations for Series B Junior Participating Cumulative Preferred Stock (effective 2023-03-17).

Change: charter amendment
Effective: 2023-03-17

Exact text from the filing

The Certificate of Designations was filed with the Secretary of State of Delaware on March 17, 2023.

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

WisdomTree, Inc. entered into Rights Agreement with Continental Stock Transfer & Trust Company, as Rights Agent (effective 2023-03-17).

Action: entry
Counterparty: Continental Stock Transfer & Trust Company, as Rights Agent
Effective: 2023-03-17

Exact text from the filing

On March 17, 2023, the Board of Directors of WisdomTree, Inc. (the “Company”) adopted a stockholder rights plan, as set forth in the Stockholder Rights Agreement, dated March 17, 2023, between the Company and Continental Stock Transfer & Trust Company, as Rights Agent (the “Rights Agreement”).

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WisdomTree, Inc. filing history →

Source: SEC EDGAR

accession 0001193125-23-074392

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