secwatch / observer
8-K filed May 15, 2024, 7:59 PM ET ticker PAL CIK 0001998768
M&A confidence high sentiment neutral materiality 0.80

Proficient Auto Logistics completes acquisitions of five founding companies for ~$180M cash + stock

Proficient Auto Logistics, Inc

item 2.01item 5.02item 5.03item 5.05item 9.01

Machine-readable event card

schema_version
secwatch.filing_event.v1
accession
0001213900-24-043779
form_type
8-K
ticker
PAL
cik
0001998768
company_name
Proficient Auto Logistics, Inc
filed_at
2024-05-15T23:59:59+00:00
discovered_at
2026-05-14T18:03:21.387849+00:00
generated_at
2026-06-01T23:44:35.208875+00:00
sec_items
["2.01", "5.02", "5.03", "5.05", "9.01"]
event_type
m_and_a
sentiment
neutral
materiality_score
0.8
calibrated_materiality_score
0.8
confidence
high
secwatch_canonical_url
https://secwatch.observer/filing/0001213900-24-043779
json_url
https://secwatch.observer/filing/0001213900-24-043779.json
markdown_url
https://secwatch.observer/filing/0001213900-24-043779.md
text_url
https://secwatch.observer/filing/0001213900-24-043779.txt
edgar_index_url
https://www.sec.gov/Archives/edgar/data/1998768/000121390024043779/0001213900-24-043779-index.htm
edgar_primary_document_url
https://www.sec.gov/Archives/edgar/data/1998768/000121390024043779/ea0206091-8k_proficient.htm
generated_by_model
deepseek-v4-flash:cloud@v2
review_status
machine_generated
human_reviewed
false
corrected
false
correction_note
null
correction_timestamp
null
superseded_by
null
JSON Markdown Plain text

Executive movements

Machine-extracted from this filing. Every card cites the SEC source. See all recent executive movements.

Departed

Mark McKinney

Director
PAL · Proficient Auto Logistics, Inc
Effective
2024-05-13
Successor
Richard O'Dell and Randy Beggs
Filed
May 15, 2024, 7:59 PM ET
Each of Ross Berner and Mark McKinney, who had previously been appointed to the Board, resigned from the Board, effective upon the consummation of the IPO.
Appointed

Richard O'Dell

Director
PAL · Proficient Auto Logistics, Inc
Effective
2024-05-13
Filed
May 15, 2024, 7:59 PM ET
the Board of Directors (the “Board”) of the Company expanded its size from six to ten directors, and appointed Richard O’Dell, age 62, Randy Beggs, age 64, Steven F. Lux, age 66 and John Skiadas, age 53, as directors.
Departed

Ross Berner

Other Named Officer
PAL · Proficient Auto Logistics, Inc
Effective
2024-05-13
Successor
Richard O'Dell and Randy Beggs
Filed
May 15, 2024, 7:59 PM ET
Effective May 13, 2024, Messrs. Berner and McKinney stepped down as executive officers of the Company
Appointed

Richard O'Dell

Chief Executive Officer
PAL · Proficient Auto Logistics, Inc
Effective
2024-05-13
Filed
May 15, 2024, 7:59 PM ET
Effective May 13, 2024, Messrs. Berner and McKinney stepped down as executive officers of the Company, and the following individuals became the executive officers of the Company, with the respective position(s) set forth in the table below: Name Position Richard O’Dell Chief Executive Officer
Appointed

Randy Beggs

Director
PAL · Proficient Auto Logistics, Inc
Effective
2024-05-13
Filed
May 15, 2024, 7:59 PM ET
the Board of Directors (the “Board”) of the Company expanded its size from six to ten directors, and appointed Richard O’Dell, age 62, Randy Beggs, age 64, Steven F. Lux, age 66 and John Skiadas, age 53, as directors.
Appointed

Randy Beggs

President and Chief Operating Officer
PAL · Proficient Auto Logistics, Inc
Effective
2024-05-13
Filed
May 15, 2024, 7:59 PM ET
Randy Beggs President and Chief Operating Officer
Appointed

John Skiadas

Director
PAL · Proficient Auto Logistics, Inc
Effective
2024-05-13
Filed
May 15, 2024, 7:59 PM ET
the Board of Directors (the “Board”) of the Company expanded its size from six to ten directors, and appointed Richard O’Dell, age 62, Randy Beggs, age 64, Steven F. Lux, age 66 and John Skiadas, age 53, as directors.
Departed

Mark McKinney

Other Named Officer
PAL · Proficient Auto Logistics, Inc
Effective
2024-05-13
Successor
Richard O'Dell and Randy Beggs
Filed
May 15, 2024, 7:59 PM ET
Effective May 13, 2024, Messrs. Berner and McKinney stepped down as executive officers of the Company
Appointed

Richard O'Dell

Chairperson of the Board
PAL · Proficient Auto Logistics, Inc
Effective
2024-05-13
Filed
May 15, 2024, 7:59 PM ET
Mr. O’Dell was appointed Chairperson of the Board.
Departed

Ross Berner

Director
PAL · Proficient Auto Logistics, Inc
Effective
2024-05-13
Successor
Richard O'Dell and Randy Beggs
Filed
May 15, 2024, 7:59 PM ET
Each of Ross Berner and Mark McKinney, who had previously been appointed to the Board, resigned from the Board, effective upon the consummation of the IPO.
Appointed

Steven F. Lux

Director
PAL · Proficient Auto Logistics, Inc
Effective
2024-05-13
Filed
May 15, 2024, 7:59 PM ET
the Board of Directors (the “Board”) of the Company expanded its size from six to ten directors, and appointed Richard O’Dell, age 62, Randy Beggs, age 64, Steven F. Lux, age 66 and John Skiadas, age 53, as directors.

Source-grounded claims

1e172a962b

Mark McKinney resigned as director at Proficient Auto Logistics, Inc.

Each of Ross Berner and Mark McKinney, who had previously been appointed to the Board, resigned from the Board, effective upon the consummation of the IPO.

SEC 8-K Item 5.02 confidence 0.95 SEC evidence

36573501f8

Richard O'Dell was appointed as Director at Proficient Auto Logistics, Inc.

the Board of Directors (the “Board”) of the Company expanded its size from six to ten directors, and appointed Richard O’Dell, age 62, Randy Beggs, age 64, Steven F. Lux, age 66 and John Skiadas, age 53, as directors.

SEC 8-K Item 5.02 confidence 0.95 SEC evidence

39826cc89d

Ross Berner departed as other_named_officer at Proficient Auto Logistics, Inc.

Effective May 13, 2024, Messrs. Berner and McKinney stepped down as executive officers of the Company

SEC 8-K Item 5.02 confidence 0.95 SEC evidence

568448abeb

Richard O'Dell was appointed as Chief Executive Officer at Proficient Auto Logistics, Inc.

Effective May 13, 2024, Messrs. Berner and McKinney stepped down as executive officers of the Company, and the following individuals became the executive officers of the Company, with the respective position(s) set forth in the table below: Name Position Richard O’Dell Chief Executive Officer

SEC 8-K Item 5.02 confidence 0.95 SEC evidence

8012c2b3be

Randy Beggs was appointed as Director at Proficient Auto Logistics, Inc.

the Board of Directors (the “Board”) of the Company expanded its size from six to ten directors, and appointed Richard O’Dell, age 62, Randy Beggs, age 64, Steven F. Lux, age 66 and John Skiadas, age 53, as directors.

SEC 8-K Item 5.02 confidence 0.95 SEC evidence

921bbfc5b4

Randy Beggs was appointed as President and Chief Operating Officer at Proficient Auto Logistics, Inc.

Randy Beggs President and Chief Operating Officer

SEC 8-K Item 5.02 confidence 0.95 SEC evidence

a5fff9db74

John Skiadas was appointed as Director at Proficient Auto Logistics, Inc.

the Board of Directors (the “Board”) of the Company expanded its size from six to ten directors, and appointed Richard O’Dell, age 62, Randy Beggs, age 64, Steven F. Lux, age 66 and John Skiadas, age 53, as directors.

SEC 8-K Item 5.02 confidence 0.95 SEC evidence

d490940c79

Mark McKinney departed as other_named_officer at Proficient Auto Logistics, Inc.

Effective May 13, 2024, Messrs. Berner and McKinney stepped down as executive officers of the Company

SEC 8-K Item 5.02 confidence 0.95 SEC evidence

ec3e131cc4

Richard O'Dell was appointed as Chairperson of the Board at Proficient Auto Logistics, Inc.

Mr. O’Dell was appointed Chairperson of the Board.

SEC 8-K Item 5.02 confidence 0.95 SEC evidence

f4033154a4

Ross Berner resigned as director at Proficient Auto Logistics, Inc.

Each of Ross Berner and Mark McKinney, who had previously been appointed to the Board, resigned from the Board, effective upon the consummation of the IPO.

SEC 8-K Item 5.02 confidence 0.95 SEC evidence

ff52e8bf46

Steven F. Lux was appointed as Director at Proficient Auto Logistics, Inc.

the Board of Directors (the “Board”) of the Company expanded its size from six to ten directors, and appointed Richard O’Dell, age 62, Randy Beggs, age 64, Steven F. Lux, age 66 and John Skiadas, age 53, as directors.

SEC 8-K Item 5.02 confidence 0.95 SEC evidence

6abf35926e7357b1d78a78d5670a384580676a54

Proficient Auto Logistics, Inc: Code of Business Conduct adopted (effective 2024-05-13).

In connection with the consummation of the IPO, the Board adopted a Code of Business Conduct, effective as of May 13, 2024.

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

eb19b22a479b5fc380fe84365396c6ae9b98ff9b

Proficient Auto Logistics, Inc: Amended and Restated Bylaws became effective (effective 2024-05-13).

On May 13, 2024, the Company's Amended and Restated Bylaws (the "A&R Bylaws") became effective.

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

ec20abd2dbe29e845c869388fab904436a8cd401

Proficient Auto Logistics, Inc: Third Amended and Restated Certificate of Incorporation filed (effective 2024-05-10).

On May 10, 2024, the Company filed a Third Amended and Restated Certificate of Incorporation (the "A&R Certificate of Incorporation") with Secretary of State of the State of Delaware.

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

be5f1fe1b48f8ffe3838639c11ad298bacc7edee

Proficient Auto Logistics, Inc completed an acquisition involving Founding Companies for $180.4 million in cash and 6,978,191 shares of common stock (closed 2024-05-13).

of the Founding Companies for a combination of cash and shares of the Company’s common stock. The aggregate cash consideration that paid in the Combinations was approximately $180.4 million, subject to post-closing adjustments. The aggregate stock consideration the Company paid in the Combinations consisted of approximately 6,978,191 shares of the Company’s common

SEC 8-K Item 2.01/5.01 confidence 0.9 SEC evidence

Comparable filings

CECO

CECO Environmental completes acquisition of Thermon Group Holdings, issues ~22.5M shares and pays $329.4M cash

CECO ENVIRONMENTAL CORP June 1, 2026, 9:16 AM ET m_and_a Items 2.01, 2.03, 5.02, 5.03, 7.01, 9.01

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

This filing

Each of Ross Berner and Mark McKinney, who had previously been appointed to the Board, resigned from the Board, effective upon the consummation of the IPO.

Comparable filing

the Board appointed Todd Gleason, CECO’s Chief Executive Officer and an existing member of the Board, to serve as Chairman of the Board, effective as of the effective time of the First Merger.

Filing page SEC filing

GIG

Hadron Energy closes SPAC merger with GigCapital7; 84% of public shares redeemed

GigCapital7 Corp. May 29, 2026, 7:45 PM ET m_and_a Items 2.01, 3.02, 5.02, 9.01, 3.03, 4.01, 5.01, 5.03, 5.06, 8.01

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

This filing

Each of Ross Berner and Mark McKinney, who had previously been appointed to the Board, resigned from the Board, effective upon the consummation of the IPO.

Comparable filing

and each of the directors having been elected by the GigCapital7 stockholders to the board also upon the Closing on May 22, 2026

Filing page SEC filing

OCFC

OceanFirst closes acquisition of Flushing Financial; issues shares to Warburg Pincus

OCEANFIRST FINANCIAL CORP June 1, 2026, 5:19 PM ET m_and_a Items 1.01, 3.02, 2.01, 2.03, 3.03, 5.02, 5.03, 7.01, 9.01

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

This filing

Each of Ross Berner and Mark McKinney, who had previously been appointed to the Board, resigned from the Board, effective upon the consummation of the IPO.

Comparable filing

Todd Schell, designated by Warburg, was appointed to serve as a director of OceanFirst

Filing page SEC filing

Enviri II Corp

New Enviri completes spin-off; starts trading June 2 under NVRI; ~$1.2B revenue, ~$140M EBITDA

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: 5.02, 5.03, 5.05, 9.01 same event type: m_and_a similar materiality

This filing

In connection with the consummation of the IPO, the Board adopted a Code of Business Conduct, effective as of May 13, 2024.

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.

Filing page SEC filing

AMWD

American Woodmark completes merger with MasterBrand; shareholders receive 5.150 MBC shares per share

AMERICAN WOODMARK CORP May 28, 2026, 9:17 AM 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, 5.02, 5.03, 9.01 same event type: m_and_a similar materiality

This filing

In connection with the consummation of the IPO, the Board adopted a Code of Business Conduct, effective as of May 13, 2024.

Comparable filing

the Articles of Incorporation and Bylaws of American Woodmark were each amended and restated in their entirety to be the same as the Articles of Incorporation and Bylaws of Merger Sub as in effect immediately prior to the Effective Time, except that references to Merger Sub’s name were replaced with references to American Woodmark’s name.

Filing page SEC filing

Veris Residential, L.P.

Veris Residential taken private in $3.5B all-cash acquisition by Affinius Capital consortium

Veris Residential, L.P. May 27, 2026, 4:44 PM ET m_and_a Items 1.02, 2.01, 3.01, 3.03, 5.01, 5.02, 5.03, 8.01, 9.01

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

This filing

In connection with the consummation of the IPO, the Board adopted a Code of Business Conduct, effective as of May 13, 2024.

Comparable filing

Pursuant to the Merger Agreement, following the consummation of the Merger, the Company ceased to exist and Merger Sub I continued as the Surviving Entity. As of the Effective Time, (i) the certificate of formation of Merger Sub I in effect immediately prior to the consummation of the Merger became the certificate of formation of the Surviving Entity, and (ii) the limited liability company agreement of Merger Sub I in effect immediately prior to the consummation of the Merger became the limited liability company agreement of the Surviving Entity.

Filing page SEC filing

XRN

Chiron Real Estate closes $249M acquisition of two senior housing communities; issues $100M Series C preferred

Chiron Real Estate Inc. June 2, 2026, 4:30 PM ET m_and_a Items 1.01, 2.01, 2.03, 3.02, 3.03, 5.03, 9.01

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

This filing

In connection with the consummation of the IPO, the Board adopted a Code of Business Conduct, effective as of May 13, 2024.

Comparable filing

On May 28, 2026, the Company filed Articles Supplementary with the Maryland State Department of Assessments and Taxation to designate 1,000,000 shares of the Company’s authorized preferred stock as shares of Series C Convertible Preferred Stock

Filing page SEC filing

ESAB

ESAB completes $1.45B acquisition of Eddyfi Technologies

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, ma_transaction same SEC item: 2.01, 5.03, 9.01 same event type: m_and_a similar materiality

This filing

In connection with the consummation of the IPO, the Board adopted a Code of Business Conduct, effective as of May 13, 2024.

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

Source: SEC EDGAR
accession 0001213900-24-043779
view filing index on sec.gov
view primary document

This headline and bullets were generated automatically by deepseek-v4-flash:cloud@v2 from the public filing. Read the source on SEC.gov before relying on any specific claim. Not investment advice. See methodology for how this pipeline works.