---
schema_version: "secwatch.filing_event.v1"
accession: "0001193125-26-084293"
form_type: "8-K"
ticker: "SABR"
cik: "0001597033"
company_name: "Sabre Corp"
filed_at: "2026-03-02T23:59:59+00:00"
generated_at: "2026-05-15T22:39:58.199409+00:00"
event_type: "other_material"
sentiment: "negative"
materiality_score: 0.75
calibrated_materiality_score: 0.75
confidence: "high"
source: SEC EDGAR
---

# Sabre adopts one-year shareholder rights plan after Constellation accumulates 9.7% stake, breaks off talks

## Summary
- Board adopted one-year rights plan effective March 1, 2026; triggers at 15% (20% for passive) ownership.
- Constellation Software held 9.7% economic stake (4.7% beneficial + 5% derivatives) as of Nov 2025; sought two board seats.
- Constellation broke off negotiations Feb 26 after nearing a governance agreement; then withdrew its nomination.
- If triggered, rights holders (excluding triggering person) can acquire common shares at 50% discount.
- Plan expires Feb 28, 2027; Board may redeem rights for $0.001 per right at any time before a trigger.

## SEC filing metadata
- accession: 0001193125-26-084293
- form_type: 8-K
- ticker: SABR
- cik: 0001597033
- company_name: Sabre Corp
- filed_at: 2026-03-02T23:59:59+00:00
- event_type: other_material
- sentiment: negative
- materiality_score: 0.75
- calibrated_materiality_score: 0.75
- confidence: high
- sec_items: 1.01, 3.03, 5.03, 8.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1597033/000119312526084293/0001193125-26-084293-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1597033/000119312526084293/d253045d8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001193125-26-084293
- JSON: https://secwatch.observer/filing/0001193125-26-084293.json
- Plain text: https://secwatch.observer/filing/0001193125-26-084293.txt

## Key facts
- Equity Issuances
  Sabre Corp issued one preferred share purchase right (a 'Right') ... for each share of common stock of preferred stock for at a price of $7.00 per one one-thousandth of a Preferred Share.
  - Security: preferred stock
  - Shares: one preferred share purchase right (a 'Right') ... for each share of common stock
  - Consideration: at a price of $7.00 per one one-thousandth of a Preferred Share
  source text: holder to purchase from the Company one one-thousandth of a share of Series B Preferred Stock, par value $0.01 per share, of the Company (the “Preferred Shares”) at a price of $7.00 per one one-thousandth of a Preferred Share represented by a Right, subject to adjustment. The Rights are in all respects subject to and governed by the provisions of the Rights
  evidence_url: https://www.sec.gov/Archives/edgar/data/1597033/000119312526084293/0001193125-26-084293-index.htm
- Governance Changes
  Sabre Corp: Filed Certificate of Designations of Series B Preferred Stock in connection with adoption of a Rights Agreement.
  - Change: charter amendment
  source text: In connection with the adoption of the Rights Agreement, the Company will file a Certificate of Designations of Series B Preferred Stock with the Secretary of State of the State of Delaware.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1597033/000119312526084293/0001193125-26-084293-index.htm
- Material Agreements
  Sabre Corp entered into Rights Agreement with Equiniti Trust Company, LLC (effective 2026-03-01).
  - Action: entry
  - Counterparty: Equiniti Trust Company, LLC
  - Effective: 2026-03-01
  source text: the Company entered into a Rights Agreement (the “Rights Agreement”), dated as of March 1, 2026, between the Company and Equiniti Trust Company, LLC, as rights agent.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1597033/000119312526084293/0001193125-26-084293-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.
