secwatch / observer
8-K filed February 5, 2026, 6:59 PM ET ticker BDX CIK 0000010795
M&A confidence high sentiment neutral materiality 0.60

BDX files preferred stock designation for spin-off of Biosciences business; issues 27.5 Series D shares

BECTON DICKINSON & CO

item 3.02item 5.03item 9.01

Machine-readable event card

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BECTON DICKINSON & CO
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2026-02-05T23:59:59+00:00
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JSON Markdown Plain text

Source-grounded claims

fce4437ac9a707d446ed8192d224011df8b61dc3

BECTON DICKINSON & CO: Filed Certificate of Designation of Series D Junior Participating Redeemable Preferred Stock (effective 2026-01-30).

On January 30, 2026, the Company filed with the Secretary of State of the State of New Jersey a Certificate of Designation (the “Certificate of Designation”) of Series D Junior Participating Redeemable Preferred Stock ("Series D Preferred Stock").

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

Comparable filings

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ESAB Corp June 2, 2026, 6:41 AM ET m_and_a Items 2.01, 3.02, 5.03, 3.03, 7.01, 8.01, 9.01

same fact type: governance_change same SEC item: 3.02, 5.03, 9.01 same event type: m_and_a

This filing

On January 30, 2026, the Company filed with the Secretary of State of the State of New Jersey a Certificate of Designation (the “Certificate of Designation”) of Series D Junior Participating Redeemable Preferred Stock ("Series D Preferred Stock").

Comparable filing

On June 1, 2026, the Company filed the Certificate of Designations with the Delaware Secretary of State to establish the preferences, limitations and relative rights of its 6.50% Series A Mandatory Convertible Preferred Stock (the “ Series A Mandatory Convertible Preferred Stock ”), which became effective upon filing.

Filing page SEC filing

APAD

Enhanced Group completes de-SPAC merger with Enhanced Ltd; redemptions of $201.7M

Enhanced Group Inc. May 8, 2026, 7:59 PM ET m_and_a Items 1.01, 2.01, 5.06, 3.02, 9.01, 4.01, 3.01, 3.03, 5.01, 5.02, 5.03, 5.05, 7.01

same fact type: governance_change same SEC item: 3.02, 5.03, 9.01 same event type: m_and_a

This filing

On January 30, 2026, the Company filed with the Secretary of State of the State of New Jersey a Certificate of Designation (the “Certificate of Designation”) of Series D Junior Participating Redeemable Preferred Stock ("Series D Preferred Stock").

Comparable filing

As a result of the Business Combination, the Company ceased being a shell company

Filing page SEC filing

PKST

Brookfield completes $1.2B acquisition of Peakstone Realty Trust at $21.00/share

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: 3.02, 5.03, 9.01 same event type: m_and_a

This filing

On January 30, 2026, the Company filed with the Secretary of State of the State of New Jersey a Certificate of Designation (the “Certificate of Designation”) of Series D Junior Participating Redeemable Preferred Stock ("Series D Preferred Stock").

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

CHRN

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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 same SEC item: 3.02, 5.03, 9.01 same event type: m_and_a

This filing

On January 30, 2026, the Company filed with the Secretary of State of the State of New Jersey a Certificate of Designation (the “Certificate of Designation”) of Series D Junior Participating Redeemable Preferred Stock ("Series D Preferred Stock").

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 same SEC item: 3.02, 5.03, 9.01 same event type: m_and_a

This filing

On January 30, 2026, the Company filed with the Secretary of State of the State of New Jersey a Certificate of Designation (the “Certificate of Designation”) of Series D Junior Participating Redeemable Preferred Stock ("Series D Preferred Stock").

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

GYRE

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GYRE THERAPEUTICS, INC. May 4, 2026, 7:59 PM ET m_and_a Items 2.01, 5.03, 1.01, 3.02, 3.03, 5.02, 7.01, 9.01

same fact type: governance_change same SEC item: 3.02, 5.03, 9.01 same event type: m_and_a

This filing

On January 30, 2026, the Company filed with the Secretary of State of the State of New Jersey a Certificate of Designation (the “Certificate of Designation”) of Series D Junior Participating Redeemable Preferred Stock ("Series D Preferred Stock").

Comparable filing

The Company has filed with the Secretary of State of the State of Delaware a Certificate of Designation of Preferences, Rights and Limitations of the Company Preferred Stock (the “Certificate of Designation”) in connection with the Merger referenced in Item 1.01 above.

Filing page SEC filing

ACR

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ACRES Commercial Realty Corp. April 30, 2026, 7:59 PM ET m_and_a Items 1.01, 5.02, 3.02, 5.03, 7.01, 9.01

same fact type: governance_change same SEC item: 3.02, 5.03, 9.01 same event type: m_and_a

This filing

On January 30, 2026, the Company filed with the Secretary of State of the State of New Jersey a Certificate of Designation (the “Certificate of Designation”) of Series D Junior Participating Redeemable Preferred Stock ("Series D Preferred Stock").

Comparable filing

the Board of Directors of the Company approved, pursuant to Section 6.2.8 of the Company’s charter (the “Charter”), a decrease in the Stock Ownership Limit, as such term is defined therein, from 9.8% to 4.34% in value or in number of shares, whichever is more restrictive, of any class or series of shares of Capital Stock, as such term is defined therein, of the Company. On April 28, 2026, the Company filed an amendment to the Charter (the “Amendment”) reflecting the change in the Stock Ownership Limit with the State Department of Assessments and Taxation of Maryland, effective at 5:00 p.m. on April 29, 2026.

Filing page SEC filing

ATER

Aterian sells marquee brands for $18M cash; Lazar to gain ~95% control via $7M preferred stock

Aterian, Inc. April 29, 2026, 7:59 PM ET m_and_a Items 1.01, 3.02, 5.03, 3.03, 5.02, 7.01, 9.01

same fact type: governance_change same SEC item: 3.02, 5.03, 9.01 same event type: m_and_a

This filing

On January 30, 2026, the Company filed with the Secretary of State of the State of New Jersey a Certificate of Designation (the “Certificate of Designation”) of Series D Junior Participating Redeemable Preferred Stock ("Series D Preferred Stock").

Comparable filing

On April 27, 2026, the Company filed a Certificate of Designation of Preferences and Rights of Series AA Convertible Non-Redeemable Preferred Stock of the Company with the Secretary of State of Delaware designating the rights, preferences and limitations of the shares of the Series AA Preferred Stock (the “Series AA Certificate of Designation”).

Filing page SEC filing

Source: SEC EDGAR
accession 0001193125-26-039448
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