{"schema_version":"secwatch.filing_event.v1","accession":"0001193125-24-141792","form_type":"8-K","ticker":null,"cik":"0001949543","company_name":"Sitio Royalties Corp.","filed_at":"2024-05-17T23:59:59+00:00","discovered_at":"2026-05-14T18:03:21.290970+00:00","generated_at":"2026-06-01T17:20:05.511393+00:00","sec_items":["5.03","5.07","9.01"],"event_type":"other_material","sentiment":"positive","materiality_score":0.5,"calibrated_materiality_score":0.5,"confidence":"high","headline":"Sitio Royalties stockholders approve elimination of supermajority voting provision","bullets":["Charter amendment to eliminate supermajority voting approved by 99.66% of votes cast.","Amendment became effective May 17, 2024 upon filing with Delaware Secretary of State.","All nine director nominees elected with at least 91% support; say-on-pay approved (99.24% for).","Annual Meeting quorum of 86.59% represented; all three proposals passed overwhelmingly."],"urls":{"canonical":"https://secwatch.observer/filing/0001193125-24-141792","json":"https://secwatch.observer/filing/0001193125-24-141792.json","markdown":"https://secwatch.observer/filing/0001193125-24-141792.md","text":"https://secwatch.observer/filing/0001193125-24-141792.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1949543/000119312524141792/0001193125-24-141792-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1949543/000119312524141792/d838225d8k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-01T17:20:05.511393+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":"985c5a245190049e4893aa349ada25762de101d2","claim":"Sitio Royalties Corp.: Amendment to Restated Certificate of Incorporation to eliminate supermajority voting provision (effective 2024-05-17).","evidence_excerpt":"the Company’s stockholders approved an amendment to the Company’s Restated Certificate of Incorporation to eliminate the supermajority voting provision (the “Charter Amendment”). The Charter Amendment became effective immediately upon filing with the Secretary of State of the State of Delaware on May 17, 2024.","evidence_source":"SEC 8-K Item 5.03/5.05/5.06","evidence_url":"https://www.sec.gov/Archives/edgar/data/1949543/000119312524141792/0001193125-24-141792-index.htm","confidence":0.9},{"claim_id":"4612cc2e87f3b7ba5ff45c1b2f45488b992aff6b","claim":"Sitio Royalties Corp. shareholders approved Non-Binding Advisory Vote to Approve Company’s Compensation of Named Executive Officers at the 2024-05-14 meeting.","evidence_excerpt":"Proposal 2 - Non-Binding Advisory Vote to Approve Company’s Compensation of Named Executive Officers The results of the non-binding advisory vote to approve the Company’s compensation of its named executive officers were as follows: For % For Against Abstain Broker Non- Votes 134,885,095 99.24% 845,945 180,431 0","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/1949543/000119312524141792/0001193125-24-141792-index.htm","confidence":1.0},{"claim_id":"a4f84e02532b8bc9bf05096691c531a17945216c","claim":"Sitio Royalties Corp. shareholders approved Election of Directors at the 2024-05-14 meeting.","evidence_excerpt":"Proposal 1 - Election of Directors The results of the vote to elect the nine nominees identified in the Proxy Statement to serve as directors until the 2025 Annual Meeting of Stockholders or until their successors are duly elected and qualified were as follows: Nominee For % For Withheld Broker Non- Votes Noam Lockshin 135,348,374 99.59 % 563,097 0 Christopher L. Conoscenti 135,654,246 99.81 % 257,225 0 Morris R. Clark 135,111,648 99.41 % 799,823 0 Alice E. Gould 135,435,822 99.65 % 475,649 0 Claire R. Harvey 128,866,694 94.82 % 7,044,777 0 Gayle L. Burleson 135,531,442 99.72 % 380,029 0 Jon-Al Duplantier 135,467,948 99.67 % 443,523 0 Richard K. Stoneburner 129,515,426 95.29 % 6,396,045 0 John R. (“J.R.”) Sult 124,004,016 91.24 % 11,907,455 0","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/1949543/000119312524141792/0001193125-24-141792-index.htm","confidence":0.95},{"claim_id":"aef7c21543a6a27cad17dd5a1348d4e599522f54","claim":"Sitio Royalties Corp. shareholders approved Vote to Approve the Amendment to the Company’s Restated Certificate of Incorporation to Eliminate the Supermajority Voting Provision at the 2024-05-14 meeting.","evidence_excerpt":"Proposal 3 - Vote to Approve the Amendment to the Company’s Restated Certificate of Incorporation to Eliminate the Supermajority Voting Provision The results of the vote to approve the amendment to the Company’s Restated Certificate of Incorporation to eliminate the supermajority voting provision were as follows: For % For Against Abstain Broker Non- Votes 135,447,892 99.66% 335,237 128,342 0","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/1949543/000119312524141792/0001193125-24-141792-index.htm","confidence":1.0}],"comparable_filings":[{"accession":"0000943374-26-000219","ticker":"DCOM","company_name":"Dime Community Bancshares, Inc. /NY/","filed_at":"2026-06-01T20:02:33+00:00","headline":"Dime Commercial Bancshares name change effective; three executives amend employment agreements","event_type":"other_material","sec_items":["5.02","5.03","5.07","9.01"],"materiality_score":0.55,"calibrated_materiality_score":0.55,"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/0000943374-26-000219","json":"https://secwatch.observer/filing/0000943374-26-000219.json","markdown":"https://secwatch.observer/filing/0000943374-26-000219.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/846617/000094337426000219/0000943374-26-000219-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/846617/000094337426000219/form8k_052826.htm"},"side_by_side_evidence":{"fact_type":"governance_change","source_excerpt":"the Company’s stockholders approved an amendment to the Company’s Restated Certificate of Incorporation to eliminate the supermajority voting provision (the “Charter Amendment”). The Charter Amendment became effective immediately upon filing with the Secretary of State of the State of Delaware on May 17, 2024.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1949543/000119312524141792/0001193125-24-141792-index.htm","comparable_excerpt":"On May 28, 2026, the Company filed with the Department of State of the State of New York a Certificate of Amendment to Certificate of Incorporation to change our corporate name from Dime Community Bancshares, Inc. to Dime Commercial Bancshares, Inc., effective immediate.","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/846617/000094337426000219/0000943374-26-000219-index.htm"}},{"accession":"0001065696-26-000036","ticker":"LKQ","company_name":"LKQ CORP","filed_at":"2026-05-08T23:59:59+00:00","headline":"LKQ stockholders approve 25% special meeting right; all director nominees elected","event_type":"other_material","sec_items":["5.03","5.07","9.01"],"materiality_score":0.4,"calibrated_materiality_score":0.4,"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/0001065696-26-000036","json":"https://secwatch.observer/filing/0001065696-26-000036.json","markdown":"https://secwatch.observer/filing/0001065696-26-000036.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1065696/000106569626000036/0001065696-26-000036-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1065696/000106569626000036/lkq-20260506.htm"},"side_by_side_evidence":{"fact_type":"governance_change","source_excerpt":"the Company’s stockholders approved an amendment to the Company’s Restated Certificate of Incorporation to eliminate the supermajority voting provision (the “Charter Amendment”). The Charter Amendment became effective immediately upon filing with the Secretary of State of the State of Delaware on May 17, 2024.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1949543/000119312524141792/0001193125-24-141792-index.htm","comparable_excerpt":"the Company’s stockholders, upon the recommendation of the Company’s board of directors (the “Board”), approved an amendment (the “Charter Amendment”) to the Company’s Restated Certificate of Incorporation to provide stockholders holding a combined 25% or more of the Company’s common stock with the right to request a special meeting of stockholders.","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1065696/000106569626000036/0001065696-26-000036-index.htm"}},{"accession":"0001104659-26-057731","ticker":"AEIS","company_name":"ADVANCED ENERGY INDUSTRIES INC","filed_at":"2026-05-08T23:59:59+00:00","headline":"AEIS stockholders approve doubling of authorized shares to 140M and expansion of equity plan to 4.9M shares","event_type":"other_material","sec_items":["5.02","5.07","5.03","9.01"],"materiality_score":0.5,"calibrated_materiality_score":0.5,"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/0001104659-26-057731","json":"https://secwatch.observer/filing/0001104659-26-057731.json","markdown":"https://secwatch.observer/filing/0001104659-26-057731.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/927003/000110465926057731/0001104659-26-057731-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/927003/000110465926057731/tm2612734d2_8k.htm"},"side_by_side_evidence":{"fact_type":"governance_change","source_excerpt":"the Company’s stockholders approved an amendment to the Company’s Restated Certificate of Incorporation to eliminate the supermajority voting provision (the “Charter Amendment”). The Charter Amendment became effective immediately upon filing with the Secretary of State of the State of Delaware on May 17, 2024.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1949543/000119312524141792/0001193125-24-141792-index.htm","comparable_excerpt":"the amendment increases the number of authorized shares of common stock from 70,000,000 shares to 140,000,000 shares. The amendment became effective upon the filing of a Certificate of Amendment to the Amended and Restated Certificate of Incorporation (the “Certificate of Amendment”) with the Secretary of State of the State of Delaware on May 7, 2026.","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/927003/000110465926057731/0001104659-26-057731-index.htm"}},{"accession":"0001193125-26-212065","ticker":"FBIN","company_name":"Fortune Brands Innovations, Inc.","filed_at":"2026-05-07T23:59:59+00:00","headline":"Fortune Brands shareholders approve removal of supermajority voting, board declassification","event_type":"other_material","sec_items":["5.03","5.07","9.01"],"materiality_score":0.5,"calibrated_materiality_score":0.5,"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/0001193125-26-212065","json":"https://secwatch.observer/filing/0001193125-26-212065.json","markdown":"https://secwatch.observer/filing/0001193125-26-212065.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1519751/000119312526212065/0001193125-26-212065-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1519751/000119312526212065/fbin-20260505.htm"},"side_by_side_evidence":{"fact_type":"governance_change","source_excerpt":"the Company’s stockholders approved an amendment to the Company’s Restated Certificate of Incorporation to eliminate the supermajority voting provision (the “Charter Amendment”). The Charter Amendment became effective immediately upon filing with the Secretary of State of the State of Delaware on May 17, 2024.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1949543/000119312524141792/0001193125-24-141792-index.htm","comparable_excerpt":"On May 6, 2026, the Company filed with the Secretary of State of the State of Delaware an Amended and Restated Certificate of Incorporation, the form of which was included as Appendix B to the Company's definitive Proxy Statement.","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1519751/000119312526212065/0001193125-26-212065-index.htm"}},{"accession":"0001213900-26-053305","ticker":"CLRCF","company_name":"ClimateRock","filed_at":"2026-05-07T23:59:59+00:00","headline":"ClimateRock shareholders approve extension to November 2, 2026 and redeem 4,543 shares for ~$59.9 million","event_type":"other_material","sec_items":["5.03","5.07","9.01"],"materiality_score":0.6,"calibrated_materiality_score":0.6,"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/0001213900-26-053305","json":"https://secwatch.observer/filing/0001213900-26-053305.json","markdown":"https://secwatch.observer/filing/0001213900-26-053305.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1903392/000121390026053305/0001213900-26-053305-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1903392/000121390026053305/ea0289583-8k_climate.htm"},"side_by_side_evidence":{"fact_type":"governance_change","source_excerpt":"the Company’s stockholders approved an amendment to the Company’s Restated Certificate of Incorporation to eliminate the supermajority voting provision (the “Charter Amendment”). The Charter Amendment became effective immediately upon filing with the Secretary of State of the State of Delaware on May 17, 2024.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1949543/000119312524141792/0001193125-24-141792-index.htm","comparable_excerpt":"Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. The disclosure contained in","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1903392/000121390026053305/0001213900-26-053305-index.htm"}},{"accession":"0001193125-26-208963","ticker":"RYZ","company_name":"Ryerson Holding Corp","filed_at":"2026-05-06T23:59:59+00:00","headline":"Ryerson stockholders approve 1.5M share increase in 2014 incentive plan; director Calhoun departs","event_type":"other_material","sec_items":["5.02","5.03","5.07","9.01"],"materiality_score":0.5,"calibrated_materiality_score":0.5,"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/0001193125-26-208963","json":"https://secwatch.observer/filing/0001193125-26-208963.json","markdown":"https://secwatch.observer/filing/0001193125-26-208963.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1481582/000119312526208963/0001193125-26-208963-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1481582/000119312526208963/d149850d8k.htm"},"side_by_side_evidence":{"fact_type":"governance_change","source_excerpt":"the Company’s stockholders approved an amendment to the Company’s Restated Certificate of Incorporation to eliminate the supermajority voting provision (the “Charter Amendment”). The Charter Amendment became effective immediately upon filing with the Secretary of State of the State of Delaware on May 17, 2024.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1949543/000119312524141792/0001193125-24-141792-index.htm","comparable_excerpt":"On April 30, 2026, at the Annual Meeting, upon the recommendation of the Board, the stockholders of the Company approved a proposal to amend and restate the Company’s Amended and Restated Certificate of Incorporation (the “Amended and Restated Charter”) to provide for the exculpation of certain of the Company’s officers in specific circumstances, as permitted by Delaware law.","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1481582/000119312526208963/0001193125-26-208963-index.htm"}},{"accession":"0001829126-26-004646","ticker":"LEGT","company_name":"Legato Merger Corp. III","filed_at":"2026-05-06T23:59:59+00:00","headline":"Legato Merger Corp. III shareholders approve extension to August 8, 2026 for Einride business combination","event_type":"other_material","sec_items":["2.03","5.07","5.03","9.01"],"materiality_score":0.6,"calibrated_materiality_score":0.6,"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/0001829126-26-004646","json":"https://secwatch.observer/filing/0001829126-26-004646.json","markdown":"https://secwatch.observer/filing/0001829126-26-004646.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/2002038/000182912626004646/0001829126-26-004646-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/2002038/000182912626004646/legatomerger3_8k.htm"},"side_by_side_evidence":{"fact_type":"governance_change","source_excerpt":"the Company’s stockholders approved an amendment to the Company’s Restated Certificate of Incorporation to eliminate the supermajority voting provision (the “Charter Amendment”). The Charter Amendment became effective immediately upon filing with the Secretary of State of the State of Delaware on May 17, 2024.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1949543/000119312524141792/0001193125-24-141792-index.htm","comparable_excerpt":"As previously disclosed, on November 12, 2025, Legato Merger Corp. III, a Cayman Islands exempted company (the “Company”), Einride AB, a limited liability company formed under the laws of Sweden (“Einride”), and Einride Cayman Sub Limited, a Cayman Islands exempted company and a direct, wholly-owned subsidiary of Einride (“Merger Sub”), entered into a Business Combination Agreement (“BCA”). Pursuant to the BCA, the Company will merge with and into Merger Sub, with Merger Sub surviving the merger (“Merger”). As a result of the Merger, Merger Sub will continue as a direct, wholly-owned subsidiary of Einride, with the shareholders of the Company becoming shareholders of Einride. On May 5, 2026, the Company held an extraordinary general meeting (the “Meeting”) to approve the following resolutions: ● to resolve as a special resolution, that the Company’s amended and restated memorandum and articles of association as adopted by special resolution dated February 5, 2024 with effect from Febru","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/2002038/000182912626004646/0001829126-26-004646-index.htm"}},{"accession":"0000885725-26-000036","ticker":"BSX","company_name":"BOSTON SCIENTIFIC CORP","filed_at":"2026-05-05T23:59:59+00:00","headline":"Boston Scientific stockholders approve charter amendments and ESPP share increase at 2026 annual meeting","event_type":"other_material","sec_items":["5.03","5.07","9.01"],"materiality_score":0.5,"calibrated_materiality_score":0.5,"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/0000885725-26-000036","json":"https://secwatch.observer/filing/0000885725-26-000036.json","markdown":"https://secwatch.observer/filing/0000885725-26-000036.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/885725/000088572526000036/0000885725-26-000036-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/885725/000088572526000036/bsx-20260430.htm"},"side_by_side_evidence":{"fact_type":"governance_change","source_excerpt":"the Company’s stockholders approved an amendment to the Company’s Restated Certificate of Incorporation to eliminate the supermajority voting provision (the “Charter Amendment”). The Charter Amendment became effective immediately upon filing with the Secretary of State of the State of Delaware on May 17, 2024.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1949543/000119312524141792/0001193125-24-141792-index.htm","comparable_excerpt":"approved amendments (the “Charter Amendments”) to the Company’s Third Restated Certificate of Incorporation, as described in the Company’s definitive proxy statement for the Annual Meeting filed on March 18, 2026 (the “Proxy Statement”) to (a) eliminate supermajority voting provisions contained therein, as well as to eliminate certain inoperative provisions and implement other clarifying and correcting changes, and (b) provide for exculpation of certain of our officers in certain circumstances as permitted by Delaware law. The Charter Amendments became effective upon the filing of the Company’s Fourth Restated Certificate of Incorporation with the Secretary of State of the State of Delaware on May 5, 2026.","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/885725/000088572526000036/0000885725-26-000036-index.htm"}}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}