{"schema_version":"secwatch.filing_event.v1","accession":"0001193125-24-284174","form_type":"8-K","ticker":null,"cik":"0001634997","company_name":"Avangrid, Inc.","filed_at":"2024-12-23T23:59:59+00:00","discovered_at":"2026-05-14T18:03:09.051476+00:00","generated_at":"2026-05-28T23:38:20.253837+00:00","sec_items":["1.02","2.01","3.01","3.03","5.02","5.03","9.01"],"event_type":"m_and_a","sentiment":"neutral","materiality_score":1.0,"calibrated_materiality_score":1.0,"confidence":"high","headline":"Avangrid completes $35.75/share all-cash merger with Iberdrola; stock delisted","bullets":["Merger completed on Dec 23, 2024; shareholders receive $35.75 per share in cash, no interest.","Common stock (AGR) delisted from NYSE; deregistration under Section 12(b) requested.","All prior directors resigned; David José Mesonero Molina, Gonzalo Cerón Hernández, África Benito de Valle Villalba appointed.","Avangrid becomes wholly-owned subsidiary of Iberdrola; shareholder agreement terminated.","Quarterly dividend of $0.40 per share to be paid pro-rata on Jan 2, 2025 to holders as of Dec 2."],"urls":{"canonical":"https://secwatch.observer/filing/0001193125-24-284174","json":"https://secwatch.observer/filing/0001193125-24-284174.json","markdown":"https://secwatch.observer/filing/0001193125-24-284174.md","text":"https://secwatch.observer/filing/0001193125-24-284174.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1634997/000119312524284174/0001193125-24-284174-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1634997/000119312524284174/d784430d8k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-05-28T23:38:20.253837+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":"9205f2b944981d2972decc301f00f68388c2e5a7","claim":"Avangrid, Inc.: Amended and Restated By-Laws amended and restated in their entirety following merger.","evidence_excerpt":"the Amended and Restated By-Laws of the Company, as in effect immediately prior to the Effective Time, were amended and restated in their entirety to be in the form of the bylaws attached as Exhibit 3.2 to this Current Report","evidence_source":"SEC 8-K Item 5.03/5.05/5.06","evidence_url":"https://www.sec.gov/Archives/edgar/data/1634997/000119312524284174/0001193125-24-284174-index.htm","confidence":0.9,"family_label":"Governance Changes","details":[{"label":"Change","value":"bylaw amendment"}],"fact_type":"governance_change"},{"claim_id":"f018d84b299f88f0fc576c1bcad4f6c012481c83","claim":"Avangrid, Inc.: Certificate of Incorporation amended and restated following merger.","evidence_excerpt":"Immediately following the Effective Time, the Certificate of Incorporation of the Surviving Corporation was amended and restated to be in the form of the certificate of incorporation attached as Exhibit 3.1 to this Current Report","evidence_source":"SEC 8-K Item 5.03/5.05/5.06","evidence_url":"https://www.sec.gov/Archives/edgar/data/1634997/000119312524284174/0001193125-24-284174-index.htm","confidence":0.9,"family_label":"Governance Changes","details":[{"label":"Change","value":"charter amendment"}],"fact_type":"governance_change"},{"claim_id":"4088b1ed93869665ecf15f5d84a8b5960482ecb4","claim":"Avangrid, Inc. underwent a change of control involving Iberdrola, S.A. for $35.75 per share of Common Stock in cash (closed 2024-12-23).","evidence_excerpt":"subsidiary of Avangrid, and in each case not held on behalf of third parties) was automatically cancelled and ceased to exist and was converted into the right to receive $35.75 per share of Common Stock in cash (the “ Per Share Merger Consideration ”), without interest. Pursuant to the terms and conditions set forth in the Merger Agreement, immediately","evidence_source":"SEC 8-K Item 2.01/5.01","evidence_url":"https://www.sec.gov/Archives/edgar/data/1634997/000119312524284174/0001193125-24-284174-index.htm","confidence":0.9,"family_label":"M&A Transactions","details":[{"label":"Action","value":"change of control"},{"label":"Counterparty","value":"Iberdrola, S.A."},{"label":"Consideration","value":"$35.75 per share of Common Stock in cash"},{"label":"Closing","value":"2024-12-23"}],"fact_type":"ma_transaction"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}