secwatch / observer
8-K filed February 2, 2026, 6:59 PM ET CIK 0001338749
M&A confidence high sentiment neutral materiality 1.00

PotlatchDeltic completes merger with Rayonier; shareholders receive 1.8185 RYN shares + $0.61 cash

POTLATCHDELTIC CORP

Machine-readable event card

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0001193125-26-032108
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8-K
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null
cik
0001338749
company_name
POTLATCHDELTIC CORP
filed_at
2026-02-02T23:59:59+00:00
discovered_at
2026-05-14T18:02:34.881180+00:00
generated_at
2026-05-16T05:33:58.291724+00:00
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event_type
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neutral
materiality_score
1.0
calibrated_materiality_score
1.0
confidence
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edgar_index_url
https://www.sec.gov/Archives/edgar/data/1338749/000119312526032108/0001193125-26-032108-index.htm
edgar_primary_document_url
https://www.sec.gov/Archives/edgar/data/1338749/000119312526032108/d65514d8k.htm
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deepseek-v4-flash:cloud@v2
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Source-grounded claims

7e5cc8a50e429d22e15c07df7c785f27a040e4ca

POTLATCHDELTIC CORP: Certificate of Incorporation and Bylaws ceased to be in effect; replaced by Certificate of Formation and LLC Agreement of the surviving entity upon merger.

at the Effective Time, the Fourth Restated Certificate of Incorporation and the Amended and Restated Bylaws of the Company ceased to be in effect and the Certificate of Formation and Limited Liability Company Agreement of Redwood Merger Sub, LLC in existence prior to the Effective Time became the Certificate of Formation and the Limited Liability Company Agreement of the Company Surviving Entity

SEC 8-K Item 5.03/5.05/5.06 confidence 0.9 SEC evidence

ed31d0317b223ee5985b2397f7ddf1eaedc44e24

POTLATCHDELTIC CORP underwent a change of control involving Rayonier Inc. for 1.8185 Rayonier common shares and $0.61 in cash per share of PotlatchDeltic common stock (closed 2026-01-30).

Common Stock ”), that was outstanding immediately prior to the effective time of the Merger (the “ Effective Time ”) was canceled and converted into the right to receive 1.8185 (the “ Adjusted Exchange Ratio ”) Rayonier common shares, no par value (the “ Rayonier Common Shares ”) and $0.61 in cash (together, the “ Merger Consideration ”). No fractional

SEC 8-K Item 2.01/5.01 confidence 0.99 SEC evidence

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FARMER BROTHERS CO May 5, 2026, 7:59 PM ET m_and_a Items 1.02, 2.01, 3.01, 3.03, 5.01, 5.02, 5.03, 7.01, 9.01

same fact type: governance_change, ma_transaction same SEC item: 2.01, 3.01, 3.03, 5.01, 5.02, 5.03, 9.01 same event type: m_and_a similar materiality

This filing

at the Effective Time, the Fourth Restated Certificate of Incorporation and the Amended and Restated Bylaws of the Company ceased to be in effect and the Certificate of Formation and Limited Liability Company Agreement of Redwood Merger Sub, LLC in existence prior to the Effective Time became the Certificate of Formation and the Limited Liability Company Agreement of the Company Surviving Entity

Comparable filing

the Certificate of Incorporation of the Company that was in effect immediately before the Effective Time was amended and restated to be in the form attached hereto as Exhibit 3.1

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EKSO BIONICS HOLDINGS, INC. May 5, 2026, 7:59 PM ET m_and_a Items 1.01, 2.01, 2.02, 3.02, 3.03, 4.01, 5.01, 5.02, 5.03, 9.01

same fact type: governance_change, ma_transaction same SEC item: 2.01, 3.03, 5.01, 5.02, 5.03, 9.01 same event type: m_and_a similar materiality

This filing

at the Effective Time, the Fourth Restated Certificate of Incorporation and the Amended and Restated Bylaws of the Company ceased to be in effect and the Certificate of Formation and Limited Liability Company Agreement of Redwood Merger Sub, LLC in existence prior to the Effective Time became the Certificate of Formation and the Limited Liability Company Agreement of the Company Surviving Entity

Comparable filing

on May 1, 2026, the Company filed the Second Amended and Restated Articles of Incorporation (the “A&R Articles”) with the Secretary of State of the State of Nevada with a delayed effective date and time of 3:00 a.m. (Eastern Time) on May 5, 2026.

Filing page SEC filing

UHG

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United Homes Group, Inc. May 4, 2026, 7:59 PM ET m_and_a Items 1.02, 2.01, 3.01, 3.02, 3.03, 5.03, 5.01, 5.02, 8.01, 9.01

same fact type: governance_change, ma_transaction same SEC item: 2.01, 3.01, 3.03, 5.01, 5.02, 5.03, 9.01 same event type: m_and_a similar materiality

This filing

at the Effective Time, the Fourth Restated Certificate of Incorporation and the Amended and Restated Bylaws of the Company ceased to be in effect and the Certificate of Formation and Limited Liability Company Agreement of Redwood Merger Sub, LLC in existence prior to the Effective Time became the Certificate of Formation and the Limited Liability Company Agreement of the Company Surviving Entity

Comparable filing

Effective upon completion of the Merger, the bylaws of the Company, as in effect immediately prior to the Effective Time, were amended and restated to be in the form of the bylaws filed herewith as Exhibit 3.2.

Filing page SEC filing

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Enviri II Corp June 1, 2026, 5:18 PM ET m_and_a Items 1.01, 2.03, 3.03, 5.03, 5.01, 5.02, 5.05, 7.01, 9.01

same fact type: governance_change, ma_transaction same SEC item: 3.03, 5.01, 5.02, 5.03, 9.01 same event type: m_and_a similar materiality

This filing

at the Effective Time, the Fourth Restated Certificate of Incorporation and the Amended and Restated Bylaws of the Company ceased to be in effect and the Certificate of Formation and Limited Liability Company Agreement of Redwood Merger Sub, LLC in existence prior to the Effective Time became the Certificate of Formation and the Limited Liability Company Agreement of the Company Surviving Entity

Comparable filing

In connection with the Spin-Off, the Board adopted the Code of Conduct, a copy of which is available on New Enviri’s website at www.enviri.com.

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CANTALOUPE, INC. May 8, 2026, 7:59 PM ET m_and_a Items 1.02, 2.01, 3.01, 3.03, 5.01, 5.02, 9.01

same fact type: ma_transaction same SEC item: 2.01, 3.01, 3.03, 5.01, 5.02, 9.01 same event type: m_and_a similar materiality

This filing

Common Stock ”), that was outstanding immediately prior to the effective time of the Merger (the “ Effective Time ”) was canceled and converted into the right to receive 1.8185 (the “ Adjusted Exchange Ratio ”) Rayonier common shares, no par value (the “ Rayonier Common Shares ”) and $0.61 in cash (together, the “ Merger Consideration ”). No fractional

Comparable filing

Rollover Shares immediately prior to the Effective Time, and were canceled at the Effective Time for no consideration) were canceled and converted into the right to receive $11.20 in cash, without interest (such amount per share, the “ Merger Consideration ”). At the Effective Time, (i) each Company RSU (as defined in the Merger Agreement) that was

Filing page SEC filing

CTRA

Coterra Energy completes merger with Devon; shares converted at 0.70x ratio

Coterra Energy Inc. May 7, 2026, 7:59 PM ET m_and_a Items 1.02, 2.01, 3.01, 3.03, 5.01, 5.02, 9.01

same fact type: ma_transaction same SEC item: 2.01, 3.01, 3.03, 5.01, 5.02, 9.01 same event type: m_and_a similar materiality

This filing

Common Stock ”), that was outstanding immediately prior to the effective time of the Merger (the “ Effective Time ”) was canceled and converted into the right to receive 1.8185 (the “ Adjusted Exchange Ratio ”) Rayonier common shares, no par value (the “ Rayonier Common Shares ”) and $0.61 in cash (together, the “ Merger Consideration ”). No fractional

Comparable filing

ith Devon Energy Corporation, a Delaware corporation (“Devon”), and Cubs Merger Sub, Inc., a Delaware corporation and

Filing page SEC filing

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Peakstone Realty Trust May 6, 2026, 7:59 PM ET m_and_a Items 2.01, 3.01, 3.02, 5.03, 3.03, 5.01, 5.02, 8.01, 9.01

same fact type: governance_change same SEC item: 2.01, 3.01, 3.03, 5.01, 5.02, 5.03, 9.01 same event type: m_and_a similar materiality

This filing

at the Effective Time, the Fourth Restated Certificate of Incorporation and the Amended and Restated Bylaws of the Company ceased to be in effect and the Certificate of Formation and Limited Liability Company Agreement of Redwood Merger Sub, LLC in existence prior to the Effective Time became the Certificate of Formation and the Limited Liability Company Agreement of the Company Surviving Entity

Comparable filing

In addition, at the Company Merger Effective Time, the bylaws of the Company that were in effect immediately prior to the Company Merger Effective Time were amended and restated in their entirety in the form attached hereto as Exhibit 3.2 and became the bylaws of the Surviving Company.

Filing page SEC filing

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same fact type: governance_change same SEC item: 2.01, 3.01, 3.03, 5.01, 5.02, 5.03, 9.01 same event type: m_and_a similar materiality

This filing

at the Effective Time, the Fourth Restated Certificate of Incorporation and the Amended and Restated Bylaws of the Company ceased to be in effect and the Certificate of Formation and Limited Liability Company Agreement of Redwood Merger Sub, LLC in existence prior to the Effective Time became the Certificate of Formation and the Limited Liability Company Agreement of the Company Surviving Entity

Comparable filing

Pursuant to the terms of the Merger Agreement, on May 5, 2026, Terns’ amended and restated certificate of incorporation and amended and restated bylaws were each amended and restated in their entirety and became the certificate of incorporation and bylaws of the Surviving Corporation.

Filing page SEC filing

Source: SEC EDGAR
accession 0001193125-26-032108

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