{"schema_version":"secwatch.filing_event.v1","accession":"0001213900-25-126027","form_type":"8-K","ticker":"FOXX","cik":"0002013807","company_name":"Foxx Development Holdings Inc.","filed_at":"2025-12-29T23:59:59+00:00","discovered_at":"2026-05-14T18:02:41.316620+00:00","generated_at":"2026-05-16T12:10:22.297684+00:00","sec_items":["5.02","5.03","5.07","9.01"],"event_type":"leadership","sentiment":"neutral","materiality_score":0.3,"calibrated_materiality_score":0.3,"confidence":"high","headline":"Foxx Development elects Michelle Jie Shen as director; shareholders approve charter amendment","bullets":["Yiqing Miao stepped down; Michelle Jie Shen elected director effective Dec 22, 2025.","Shen will chair audit committee; qualifies as audit committee financial expert.","Shareholders approved amendment to charter renouncing corporate opportunities doctrine; filed Dec 29, 2025.","All five director nominees elected with over 5 million votes; CBIZ CPAs P.C. ratified as auditor."],"urls":{"canonical":"https://secwatch.observer/filing/0001213900-25-126027","json":"https://secwatch.observer/filing/0001213900-25-126027.json","markdown":"https://secwatch.observer/filing/0001213900-25-126027.md","text":"https://secwatch.observer/filing/0001213900-25-126027.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/2013807/000121390025126027/0001213900-25-126027-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/2013807/000121390025126027/ea0270674-8k_foxxdevelop.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-05-16T12:10:22.297684+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":"6741b30e8eb5264e3bf563af583bf5d4e2e72135","claim":"Foxx Development Holdings Inc.: Amendment to amended and restated certificate of incorporation to revise Article X regarding renunciation of corporate opportunities doctrine under Delaware law (effective 2025-12-29).","evidence_excerpt":"At the Annual Meeting, the stockholders of the Company approved the proposal to amend Company’s amended and restated certificate of incorporation (the “Charter”) to amend Article X of the Charter concerning the renunciation of corporate opportunities doctrine under the laws of the State of Delaware. Upon the stockholders’ approval, on December 29, 2025, the Company filed a certificate of amendment to the Charter which became effective upon filing.","evidence_source":"SEC 8-K Item 5.03/5.05/5.06","evidence_url":"https://www.sec.gov/Archives/edgar/data/2013807/000121390025126027/0001213900-25-126027-index.htm","confidence":0.9}],"comparable_filings":[{"accession":"0000860413-26-000048","ticker":"FIBK","company_name":"FIRST INTERSTATE BANCSYSTEM INC","filed_at":"2026-05-29T20:26:09+00:00","headline":"First Interstate BancSystem: three directors retire per age policy; charter amended to plurality voting","event_type":"leadership","sec_items":["5.02","5.03","5.07","9.01"],"materiality_score":0.4,"calibrated_materiality_score":0.4,"match_reasons":["same fact type: governance_change","same SEC item: 5.02, 5.03, 5.07, 9.01","same event type: leadership","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0000860413-26-000048","json":"https://secwatch.observer/filing/0000860413-26-000048.json","markdown":"https://secwatch.observer/filing/0000860413-26-000048.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/860413/000086041326000048/0000860413-26-000048-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/860413/000086041326000048/fibk-20260527.htm"},"side_by_side_evidence":{"fact_type":"governance_change","source_excerpt":"At the Annual Meeting, the stockholders of the Company approved the proposal to amend Company’s amended and restated certificate of incorporation (the “Charter”) to amend Article X of the Charter concerning the renunciation of corporate opportunities doctrine under the laws of the State of Delaware. Upon the stockholders’ approval, on December 29, 2025, the Company filed a certificate of amendment to the Charter which became effective upon filing.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/2013807/000121390025126027/0001213900-25-126027-index.htm","comparable_excerpt":"e of the Board from 14 to 11 directors and correspondingly reduced the number of directors in each class of the Board to eliminate any vacancy that otherwise would have resulted from the retirements.","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/860413/000086041326000048/0000860413-26-000048-index.htm"}},{"accession":"0000816956-26-000057","ticker":"CNMD","company_name":"CONMED Corp","filed_at":"2026-05-20T12:30:27+00:00","headline":"CONMED appoints two new directors from J&J and Boston Scientific; Board expands to nine","event_type":"leadership","sec_items":["5.02","5.03","5.07","9.01"],"materiality_score":0.5,"calibrated_materiality_score":0.5,"match_reasons":["same fact type: governance_change","same SEC item: 5.02, 5.03, 5.07, 9.01","same event type: leadership"],"urls":{"canonical":"https://secwatch.observer/filing/0000816956-26-000057","json":"https://secwatch.observer/filing/0000816956-26-000057.json","markdown":"https://secwatch.observer/filing/0000816956-26-000057.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/816956/000081695626000057/0000816956-26-000057-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/816956/000081695626000057/cnmd-20260518.htm"},"side_by_side_evidence":{"fact_type":"governance_change","source_excerpt":"At the Annual Meeting, the stockholders of the Company approved the proposal to amend Company’s amended and restated certificate of incorporation (the “Charter”) to amend Article X of the Charter concerning the renunciation of corporate opportunities doctrine under the laws of the State of Delaware. Upon the stockholders’ approval, on December 29, 2025, the Company filed a certificate of amendment to the Charter which became effective upon filing.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/2013807/000121390025126027/0001213900-25-126027-index.htm","comparable_excerpt":"On May 19, 2026, the Board adopted and approved the amended and restated by-laws of the Company (the \"By-laws\") to, among other things, make updates to reflect developments in Delaware law and current market practice, update the Company's advance notice provisions regarding stockholder nominations of directors and submissions of proposals regarding other business, including to modify the permissible timeframe for receipt of stockholder notices to 90 to 120 days prior to the first anniversary of the date of the annual meeting of stockholders for the preceding year, require that, to be eligible to serve as a director, candidates must make themselves available to be interviewed by the Board (or any committee or other subset thereof) and make ministerial and conforming changes.","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/816956/000081695626000057/0000816956-26-000057-index.htm"}},{"accession":"0001193125-26-240338","ticker":"LUMN","company_name":"Lumen Technologies, Inc.","filed_at":"2026-05-27T10:02:11+00:00","headline":"Lumen shareholders approve 45.6M share increase to equity plan, eliminate supermajority votes","event_type":"other_material","sec_items":["5.02","5.07","5.03","9.01"],"materiality_score":0.4,"calibrated_materiality_score":0.4,"match_reasons":["same fact type: governance_change","same SEC item: 5.02, 5.03, 5.07, 9.01","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001193125-26-240338","json":"https://secwatch.observer/filing/0001193125-26-240338.json","markdown":"https://secwatch.observer/filing/0001193125-26-240338.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/18926/000119312526240338/0001193125-26-240338-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/18926/000119312526240338/d115129d8k.htm"},"side_by_side_evidence":{"fact_type":"governance_change","source_excerpt":"At the Annual Meeting, the stockholders of the Company approved the proposal to amend Company’s amended and restated certificate of incorporation (the “Charter”) to amend Article X of the Charter concerning the renunciation of corporate opportunities doctrine under the laws of the State of Delaware. Upon the stockholders’ approval, on December 29, 2025, the Company filed a certificate of amendment to the Charter which became effective upon filing.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/2013807/000121390025126027/0001213900-25-126027-index.htm","comparable_excerpt":"On May 20, 2026, at the Annual Meeting, the shareholders of the Company approved amendments to the Company’s Articles of Incorporation, as amended, to: • eliminate certain of the supermajority voting requirements for matters subject to shareholder approval and to replace such requirements with a majority of votes cast standard; and • exclude certain categories of persons from the definition of “Related Person”. On May 26, 2026, the Company filed Amended and Restated Articles of Incorporation reflecting the foregoing amendments","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/18926/000119312526240338/0001193125-26-240338-index.htm"}},{"accession":"0001628280-26-038220","ticker":"DTIL","company_name":"PRECISION BIOSCIENCES INC","filed_at":"2026-05-26T21:20:29+00:00","headline":"Precision BioSciences shareholders approve 3.8M share increase for equity plan; elect directors","event_type":"other_material","sec_items":["5.02","5.03","5.07","9.01"],"materiality_score":0.4,"calibrated_materiality_score":0.4,"match_reasons":["same fact type: governance_change","same SEC item: 5.02, 5.03, 5.07, 9.01","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001628280-26-038220","json":"https://secwatch.observer/filing/0001628280-26-038220.json","markdown":"https://secwatch.observer/filing/0001628280-26-038220.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1357874/000162828026038220/0001628280-26-038220-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1357874/000162828026038220/dtil-20260521.htm"},"side_by_side_evidence":{"fact_type":"governance_change","source_excerpt":"At the Annual Meeting, the stockholders of the Company approved the proposal to amend Company’s amended and restated certificate of incorporation (the “Charter”) to amend Article X of the Charter concerning the renunciation of corporate opportunities doctrine under the laws of the State of Delaware. Upon the stockholders’ approval, on December 29, 2025, the Company filed a certificate of amendment to the Charter which became effective upon filing.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/2013807/000121390025126027/0001213900-25-126027-index.htm","comparable_excerpt":"On May 22, 2026, the Company filed the 2026 Amendment with the Secretary of State of the State of Delaware, and the 2026 Amendment became effective upon filing.","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1357874/000162828026038220/0001628280-26-038220-index.htm"}},{"accession":"0001193125-26-232817","ticker":"T","company_name":"AT&T INC.","filed_at":"2026-05-20T21:05:35+00:00","headline":"AT&T annual meeting elects directors, approves incentive and exculpation amendment","event_type":"other","sec_items":["5.02","5.07","5.03","9.01"],"materiality_score":0.35,"calibrated_materiality_score":0.35,"match_reasons":["same fact type: governance_change","same SEC item: 5.02, 5.03, 5.07, 9.01","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001193125-26-232817","json":"https://secwatch.observer/filing/0001193125-26-232817.json","markdown":"https://secwatch.observer/filing/0001193125-26-232817.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/732717/000119312526232817/0001193125-26-232817-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/732717/000119312526232817/d227921d8k.htm"},"side_by_side_evidence":{"fact_type":"governance_change","source_excerpt":"At the Annual Meeting, the stockholders of the Company approved the proposal to amend Company’s amended and restated certificate of incorporation (the “Charter”) to amend Article X of the Charter concerning the renunciation of corporate opportunities doctrine under the laws of the State of Delaware. Upon the stockholders’ approval, on December 29, 2025, the Company filed a certificate of amendment to the Charter which became effective upon filing.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/2013807/000121390025126027/0001213900-25-126027-index.htm","comparable_excerpt":"On May 15, 2026, the Company filed a Certificate of Amendment with the Secretary of State of Delaware to effect the Exculpation Amendment.","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/732717/000119312526232817/0001193125-26-232817-index.htm"}},{"accession":"0000856982-26-000030","ticker":"MMSI","company_name":"MERIT MEDICAL SYSTEMS INC","filed_at":"2026-05-19T20:54:43+00:00","headline":"Merit Medical shareholders approve 2.7M-share 2026 Equity Plan and re-elect all directors","event_type":"other_material","sec_items":["5.02","5.03","5.07","7.01","9.01"],"materiality_score":0.3,"calibrated_materiality_score":0.3,"match_reasons":["same fact type: governance_change","same SEC item: 5.02, 5.03, 5.07, 9.01","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0000856982-26-000030","json":"https://secwatch.observer/filing/0000856982-26-000030.json","markdown":"https://secwatch.observer/filing/0000856982-26-000030.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/856982/000085698226000030/0000856982-26-000030-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/856982/000085698226000030/mmsi-20260513x8k.htm"},"side_by_side_evidence":{"fact_type":"governance_change","source_excerpt":"At the Annual Meeting, the stockholders of the Company approved the proposal to amend Company’s amended and restated certificate of incorporation (the “Charter”) to amend Article X of the Charter concerning the renunciation of corporate opportunities doctrine under the laws of the State of Delaware. Upon the stockholders’ approval, on December 29, 2025, the Company filed a certificate of amendment to the Charter which became effective upon filing.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/2013807/000121390025126027/0001213900-25-126027-index.htm","comparable_excerpt":"On May 14, 2026, the Board approved and adopted the Fifth Amended and Restated Bylaws of the Company (the “Fifth A&R Bylaws”).","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/856982/000085698226000030/0000856982-26-000030-index.htm"}},{"accession":"0001039399-26-000025","ticker":"FORM","company_name":"FORMFACTOR INC","filed_at":"2026-05-19T20:15:05+00:00","headline":"FormFactor shareholders approve 5M share increase to equity plan, officer exculpation amendment","event_type":"other_material","sec_items":["5.02","5.07","5.03","9.01"],"materiality_score":0.3,"calibrated_materiality_score":0.3,"match_reasons":["same fact type: governance_change","same SEC item: 5.02, 5.03, 5.07, 9.01","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001039399-26-000025","json":"https://secwatch.observer/filing/0001039399-26-000025.json","markdown":"https://secwatch.observer/filing/0001039399-26-000025.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1039399/000103939926000025/0001039399-26-000025-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1039399/000103939926000025/form-20260515.htm"},"side_by_side_evidence":{"fact_type":"governance_change","source_excerpt":"At the Annual Meeting, the stockholders of the Company approved the proposal to amend Company’s amended and restated certificate of incorporation (the “Charter”) to amend Article X of the Charter concerning the renunciation of corporate opportunities doctrine under the laws of the State of Delaware. Upon the stockholders’ approval, on December 29, 2025, the Company filed a certificate of amendment to the Charter which became effective upon filing.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/2013807/000121390025126027/0001213900-25-126027-index.htm","comparable_excerpt":"At the Annual Meeting, the Company’s stockholders approved an amendment to the Company’s Amended and Restated Certificate of Incorporation (the “2026 Amended and Restated Certificate”) to provide for the exculpation of certain officers of the Company as permitted by Delaware law.","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1039399/000103939926000025/0001039399-26-000025-index.htm"}},{"accession":"0001213900-26-062184","ticker":"RLMD","company_name":"RELMADA THERAPEUTICS, INC.","filed_at":"2026-05-28T20:59:47+00:00","headline":"Relmada increases authorized common shares to 200M; stockholders approve 2021 Plan amendment","event_type":"other","sec_items":["5.03","5.07","9.01"],"materiality_score":0.35,"calibrated_materiality_score":0.35,"match_reasons":["same fact type: governance_change","same SEC item: 5.03, 5.07, 9.01","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001213900-26-062184","json":"https://secwatch.observer/filing/0001213900-26-062184.json","markdown":"https://secwatch.observer/filing/0001213900-26-062184.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1553643/000121390026062184/0001213900-26-062184-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1553643/000121390026062184/ea0292521-8k_relmada.htm"},"side_by_side_evidence":{"fact_type":"governance_change","source_excerpt":"At the Annual Meeting, the stockholders of the Company approved the proposal to amend Company’s amended and restated certificate of incorporation (the “Charter”) to amend Article X of the Charter concerning the renunciation of corporate opportunities doctrine under the laws of the State of Delaware. Upon the stockholders’ approval, on December 29, 2025, the Company filed a certificate of amendment to the Charter which became effective upon filing.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/2013807/000121390025126027/0001213900-25-126027-index.htm","comparable_excerpt":"On May 28, 2026, Relmada Therapeutics, Inc. (the “Company”) filed a Certificate of Amendment to its Articles of Incorporation, as amended, with the Secretary of State of Nevada to increase the number of authorized shares of the Company’s common stock from 150,000,000 to 200,000,000 shares (the “ Charter Amendment ”).","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1553643/000121390026062184/0001213900-26-062184-index.htm"}}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}