{"schema_version":"secwatch.filing_event.v1","accession":"0001213900-23-048238","form_type":"8-K","ticker":null,"cik":"0000743758","company_name":"AiAdvertising, Inc.","filed_at":"2023-06-12T23:59:59+00:00","discovered_at":"2026-05-14T18:03:42.138559+00:00","generated_at":"2026-06-14T03:21:30.139328+00:00","sec_items":["1.01","3.03","5.03","9.01"],"event_type":"other_material","sentiment":"neutral","materiality_score":0.5,"calibrated_materiality_score":0.5,"confidence":"high","headline":"AiAdvertising adopts shareholder rights plan (poison pill) with 10% trigger","bullets":["Board declared dividend of one Right per common share; record date June 7, 2023.","Each Right entitles holder to purchase 1/10,000th of a Series J Preferred Share.","Rights become exercisable if a person acquires 10% or more of outstanding common stock.","Rights also issued to holders of warrants and Series I Preferred Stock as of record date.","Board formed a Special Committee of four directors to administer the Rights Agreement."],"urls":{"canonical":"https://secwatch.observer/filing/0001213900-23-048238","json":"https://secwatch.observer/filing/0001213900-23-048238.json","markdown":"https://secwatch.observer/filing/0001213900-23-048238.md","text":"https://secwatch.observer/filing/0001213900-23-048238.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/743758/000121390023048238/0001213900-23-048238-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/743758/000121390023048238/ea180229-8k_aiadvert.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-14T03:21:30.139328+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":"8c7ee63d8b7a528c3a3bef7f45d7c8c5986641f9","claim":"AiAdvertising, Inc.: Amended articles of incorporation by adopting Series J Certificate of Designation for preferred stock (effective 2023-06-08).","evidence_excerpt":"Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. In connection with the adoption of the Rights Agreement, the Board has approved a Certificate of Designation, Preferences and Rights of Series J Junior Participating Preferred Stock, par value $0.001 per share, of the Company (the “Series J Certificate of Designation”).","evidence_source":"SEC 8-K Item 5.03/5.05/5.06","evidence_url":"https://www.sec.gov/Archives/edgar/data/743758/000121390023048238/0001213900-23-048238-index.htm","confidence":0.9,"family_label":"Governance Changes","details":[{"label":"Change","value":"charter amendment"},{"label":"Effective","value":"2023-06-08"}],"fact_type":"governance_change"},{"claim_id":"147b9b5532f496428c30ec9934cfdb77a0b7cde8","claim":"AiAdvertising, Inc. entered into Rights Agreement with Worldwide Stock Transfer, LLC valued at Dividend distribution of one right to purchase one ten-thousandth of one share of Series J Junior Pa (effective 2023-06-06).","evidence_excerpt":"On June 6, 2023, AiAdvertising, Inc. (the “Company”) entered into the Rights Agreement (the “Rights Agreement”), by and between the Company and Worldwide Stock Transfer, LLC, as Rights Agent, substantially in the form previously attached as an exhibit to the Securities Purchase Agreement filed as Exhibit No. 10.1 to the Company’s Current Report on Form 8-K filed on April 11, 2023.","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/743758/000121390023048238/0001213900-23-048238-index.htm","confidence":0.95,"family_label":"Material Agreements","details":[{"label":"Action","value":"entry"},{"label":"Agreement","value":"equity purchase"},{"label":"Counterparty","value":"Worldwide Stock Transfer, LLC"},{"label":"Value","value":"Dividend distribution of one right to purchase one ten-thousandth of one share of Series J Junior Pa"},{"label":"Effective","value":"2023-06-06"}],"fact_type":"material_agreement"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}