{"schema_version":"secwatch.filing_event.v1","accession":"0001193125-26-417083","form_type":"8-K","ticker":"VYLR","cik":"0002128626","company_name":"Vylor Inc.","filed_at":"2026-10-07T21:21:40+00:00","discovered_at":"2026-10-07T21:22:00.250422+00:00","generated_at":"2026-10-12T15:44:47.754458+00:00","sec_items":["2.01","2.03","3.02","4.01","5.02","9.01"],"event_type":"other_material","sentiment":"neutral","materiality_score":0.72,"calibrated_materiality_score":0.72,"confidence":"high","headline":"Corteva completes seed-unit spin-off; Vylor (VYLR) starts with $4.5B revolvers, $761M cash paid to EIDP","bullets":["Corteva completed separation of its seed business into Vylor Inc. at 12:03 a.m. ET Oct 1, 2026; 667,302,930 Vylor shares distributed pro rata to Corteva holders of record Sept 24, 2026.","Vylor issued 667.3M shares to EIDP for 100% of Pioneer Hi-Bred International; EIDP also got ~$761M cash and Vylor assumed EIDP notes: $500M 2.300% 2030, $500M 5.125% 2032, $600M 4.800% 2033.","New $3,000M five-year and $1,500M 364-day revolvers funded Oct 1; PHI drew $1,578M and $1,500M to repay $3,078M under its $3,500M BBVA bilateral facility, which then ceased to be effective.","Charles V. Magro named CEO of Vylor; David P. Johnson remains CFO; Colleen Hopper is VP Corporate Finance and Principal Accounting Officer. Board has seven members, chaired by Karen H. Grimes.","Board adopted 2026 Omnibus Incentive Plan, ESPP effective Jan 1, 2027, and a Change in Control Severance Plan giving the CEO 3x pay in a covered period; PwC named auditor for FY2026."],"urls":{"canonical":"https://secwatch.observer/filing/0001193125-26-417083","json":"https://secwatch.observer/filing/0001193125-26-417083.json","markdown":"https://secwatch.observer/filing/0001193125-26-417083.md","text":"https://secwatch.observer/filing/0001193125-26-417083.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/2128626/000119312526417083/0001193125-26-417083-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/2128626/000119312526417083/d332956d8k.htm"},"model":{"generated_by":"deepseek-v4.1-flash:cloud@v2","generated_at":"2026-10-12T15:44:47.754458+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":"2221f5e228","claim":"David P. Johnson resigned as Director at Vylor Inc..","evidence_excerpt":"In connection with the Separation, Mr. Johnson and Ms. Johnson resigned from their respective positions as members of the Board effective as of the Effective Time.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/2128626/000119312526417083/0001193125-26-417083-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"resigned"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"3308c3ff55","claim":"Marcos M. Lutz was appointed as Director at Vylor Inc..","evidence_excerpt":"the Board appointed each of Karen H. Grimes (Chair), Victor J. Aguilar, Rajesh Kalathur, Marcos M. Lutz, Charles V. Magro, Johannes J. Oosthuizen and Kerry J. Preete as a member of the Board, effective as of the Effective Time.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/2128626/000119312526417083/0001193125-26-417083-index.htm","confidence":0.93,"family_label":"Executive change","details":[{"label":"Action","value":"appointed"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"4de0c33712","claim":"Jennifer A. Johnson was appointed as Chief Legal Officer and Corporate Secretary at Vylor Inc..","evidence_excerpt":"Name Age Office(s) Charles V. Magro 56 Chief Executive Officer David P. Johnson 59 Chief Financial Officer Dr. Samuel R. Eathington 57 Chief Technology Officer Judd M. O’Connor 55 Chief Commercial & Operations Officer Jennifer A. Johnson 51 Chief Legal Officer and Corporate Secretary Audrey Grimm 45 Chief People Officer","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/2128626/000119312526417083/0001193125-26-417083-index.htm","confidence":0.92,"family_label":"Executive change","details":[{"label":"Action","value":"appointed"},{"label":"Role","value":"Chief Legal Officer and Corporate Secretary"}],"fact_type":"executive_change"},{"claim_id":"4f5e815c79","claim":"Charles V. Magro was appointed as Director at Vylor Inc..","evidence_excerpt":"the Board appointed each of Karen H. Grimes (Chair), Victor J. Aguilar, Rajesh Kalathur, Marcos M. Lutz, Charles V. Magro, Johannes J. Oosthuizen and Kerry J. Preete as a member of the Board, effective as of the Effective Time.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/2128626/000119312526417083/0001193125-26-417083-index.htm","confidence":0.93,"family_label":"Executive change","details":[{"label":"Action","value":"appointed"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"73780a90ec","claim":"Charles V. Magro was appointed as Chief Executive Officer at Vylor Inc..","evidence_excerpt":"In connection with the Separation, the Board appointed each person set forth in the table below as executive officers of the Company in the positions set forth beside such person’s name, in each case, effective as of the Effective Time, except that Mr. Johnson continued to serve as Chief Financial Officer of the Company. Name Age Office(s) Charles V. Magro 56 Chief Executive Officer","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/2128626/000119312526417083/0001193125-26-417083-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"appointed"},{"label":"Role","value":"Chief Executive Officer"}],"fact_type":"executive_change"},{"claim_id":"7b8a06d4bf","claim":"Audrey Grimm was appointed as Chief People Officer at Vylor Inc..","evidence_excerpt":"Name Age Office(s) Charles V. Magro 56 Chief Executive Officer David P. Johnson 59 Chief Financial Officer Dr. Samuel R. Eathington 57 Chief Technology Officer Judd M. O’Connor 55 Chief Commercial & Operations Officer Jennifer A. Johnson 51 Chief Legal Officer and Corporate Secretary Audrey Grimm 45 Chief People Officer","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/2128626/000119312526417083/0001193125-26-417083-index.htm","confidence":0.92,"family_label":"Executive change","details":[{"label":"Action","value":"appointed"},{"label":"Role","value":"Chief People Officer"}],"fact_type":"executive_change"},{"claim_id":"7e0a498429","claim":"Johannes J. Oosthuizen was appointed as Director at Vylor Inc..","evidence_excerpt":"the Board appointed each of Karen H. Grimes (Chair), Victor J. Aguilar, Rajesh Kalathur, Marcos M. Lutz, Charles V. Magro, Johannes J. Oosthuizen and Kerry J. 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Preete as a member of the Board, effective as of the Effective Time.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/2128626/000119312526417083/0001193125-26-417083-index.htm","confidence":0.93,"family_label":"Executive change","details":[{"label":"Action","value":"appointed"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"88612fb744","claim":"Colleen Hopper was named as Vice President, Corporate Finance and Principal Accounting Officer at Vylor Inc..","evidence_excerpt":"Effective as of the Effective Time, Colleen Hopper, age 47, was named Vice President, Corporate Finance and Principal Accounting Officer of the Company.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/2128626/000119312526417083/0001193125-26-417083-index.htm","confidence":0.93,"family_label":"Executive change","details":[{"label":"Action","value":"named"},{"label":"Role","value":"Vice President, Corporate Finance and Principal Accounting Officer"}],"fact_type":"executive_change"},{"claim_id":"bef427aeea","claim":"Kerry J. Preete was appointed as Director at Vylor Inc..","evidence_excerpt":"the Board appointed each of Karen H. Grimes (Chair), Victor J. Aguilar, Rajesh Kalathur, Marcos M. Lutz, Charles V. Magro, Johannes J. Oosthuizen and Kerry J. Preete as a member of the Board, effective as of the Effective Time.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/2128626/000119312526417083/0001193125-26-417083-index.htm","confidence":0.93,"family_label":"Executive change","details":[{"label":"Action","value":"appointed"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"cb85773b15","claim":"Karen H. Grimes was appointed as Chair of the Board at Vylor Inc..","evidence_excerpt":"In connection with the Separation, to fill the vacancies created by the foregoing director resignations and the expansion of the size of the Board, the Board appointed each of Karen H. Grimes (Chair), Victor J. Aguilar, Rajesh Kalathur, Marcos M. Lutz, Charles V. Magro, Johannes J. Oosthuizen and Kerry J. Preete as a member of the Board, effective as of the Effective Time.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/2128626/000119312526417083/0001193125-26-417083-index.htm","confidence":0.93,"family_label":"Executive change","details":[{"label":"Action","value":"appointed"},{"label":"Role","value":"Chair of the Board"}],"fact_type":"executive_change"},{"claim_id":"d2faf68384","claim":"Jennifer A. Johnson resigned as Director at Vylor Inc..","evidence_excerpt":"In connection with the Separation, Mr. Johnson and Ms. Johnson resigned from their respective positions as members of the Board effective as of the Effective Time. Effective as of the Effective Time, the Board increased its size from two members to seven members.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/2128626/000119312526417083/0001193125-26-417083-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"resigned"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"e37fc6a24d","claim":"Judd M. O’Connor was appointed as Chief Commercial & Operations Officer at Vylor Inc..","evidence_excerpt":"In connection with the Separation, Mr. O’Connor ceased serving as President of the Company, effective as of the Effective Time.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/2128626/000119312526417083/0001193125-26-417083-index.htm","confidence":0.8,"family_label":"Executive change","details":[{"label":"Action","value":"ceased serving as President; appointed Chief Commercial & Operations Officer"},{"label":"Role","value":"Chief Commercial & Operations Officer"}],"fact_type":"executive_change"},{"claim_id":"ec39b62e1c","claim":"Victor J. Aguilar was appointed as Director at Vylor Inc..","evidence_excerpt":"the Board appointed each of Karen H. Grimes (Chair), Victor J. Aguilar, Rajesh Kalathur, Marcos M. Lutz, Charles V. Magro, Johannes J. Oosthuizen and Kerry J. 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