secwatch / observer
8-K filed January 28, 2026, 6:59 PM ET ticker V CIK 0001403161
leadership confidence high sentiment neutral materiality 0.50

Visa shareholders approve officer liability limit and elect directors at 2026 annual meeting

VISA INC.

item 5.03item 5.07item 9.01

Machine-readable event card

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VISA INC.
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2026-01-28T23:59:59+00:00
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JSON Markdown Plain text

Source-grounded claims

150647c51b04104379296ee576fa75fb873cb59d

VISA INC.: Shareholders approved and company filed amendment to Eighth Restated Certificate of Incorporation to limit officer liability as permitted by Delaware law; effective upon filing January 28, 2026 (effective 2026-01-28).

At the Annual Meeting, upon the recommendation of the Company’s Board of Directors (the “Board”), the Company’s shareholders approved amendments to the Company’s Eighth Amended and Restated Certificate of Incorporation, as amended (the “Certificate”), to limit officer liability as permitted by Delaware law as described within the Company's definitive proxy statement dated December 8, 2025. As a result, the Company filed a Certificate of Amendment to the Certificate (the “Certificate of Amendment”) incorporating such amendments with the Secretary of State of the State of Delaware on January 28, 2026. The Certificate of Amendment became effective upon filing.

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

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BRK-B

Berkshire Hathaway discloses CFO succession, annual meeting results

BERKSHIRE HATHAWAY INC May 7, 2026, 7:59 PM ET leadership Items 2.02, 5.02, 5.03, 5.07, 9.01

same fact type: governance_change same SEC item: 5.03, 5.07, 9.01 same event type: leadership

This filing

At the Annual Meeting, upon the recommendation of the Company’s Board of Directors (the “Board”), the Company’s shareholders approved amendments to the Company’s Eighth Amended and Restated Certificate of Incorporation, as amended (the “Certificate”), to limit officer liability as permitted by Delaware law as described within the Company's definitive proxy statement dated December 8, 2025. As a result, the Company filed a Certificate of Amendment to the Certificate (the “Certificate of Amendment”) incorporating such amendments with the Secretary of State of the State of Delaware on January 28, 2026. The Certificate of Amendment became effective upon filing.

Comparable filing

On May 3, 2026, the Board of Directors of Berkshire (the “Board”) voted to amend and restate Berkshire’s By-Laws effective immediately.

Filing page SEC filing

FHN

First Horizon Amends Bylaws to Reduce Board Size; Reports Annual Meeting Results

FIRST HORIZON CORP April 29, 2026, 7:59 PM ET leadership Items 5.03, 5.07, 9.01

same fact type: governance_change same SEC item: 5.03, 5.07, 9.01 same event type: leadership

This filing

At the Annual Meeting, upon the recommendation of the Company’s Board of Directors (the “Board”), the Company’s shareholders approved amendments to the Company’s Eighth Amended and Restated Certificate of Incorporation, as amended (the “Certificate”), to limit officer liability as permitted by Delaware law as described within the Company's definitive proxy statement dated December 8, 2025. As a result, the Company filed a Certificate of Amendment to the Certificate (the “Certificate of Amendment”) incorporating such amendments with the Secretary of State of the State of Delaware on January 28, 2026. The Certificate of Amendment became effective upon filing.

Comparable filing

On April 27, 2026, the Board of Directors unanimously approved an amendment to Section 3.2 of the Bylaws of First Horizon Corporation (as amended, the “Bylaws”), effective immediately. As amended, Section 3.2 provides that the Board of Directors shall consist of fourteen members until directors are elected at the 2026 annual meeting of shareholders (the “Annual Meeting”) and thereafter shall consist of twelve members.

Filing page SEC filing

DCOM

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Dime Community Bancshares, Inc. /NY/ June 1, 2026, 4:02 PM ET other_material Items 5.02, 5.03, 5.07, 9.01

same fact type: governance_change same SEC item: 5.03, 5.07, 9.01 similar materiality

This filing

At the Annual Meeting, upon the recommendation of the Company’s Board of Directors (the “Board”), the Company’s shareholders approved amendments to the Company’s Eighth Amended and Restated Certificate of Incorporation, as amended (the “Certificate”), to limit officer liability as permitted by Delaware law as described within the Company's definitive proxy statement dated December 8, 2025. As a result, the Company filed a Certificate of Amendment to the Certificate (the “Certificate of Amendment”) incorporating such amendments with the Secretary of State of the State of Delaware on January 28, 2026. The Certificate of Amendment became effective upon filing.

Comparable filing

On May 28, 2026, the Company filed with the Department of State of the State of New York a Certificate of Amendment to Certificate of Incorporation to change our corporate name from Dime Community Bancshares, Inc. to Dime Commercial Bancshares, Inc., effective immediate.

Filing page SEC filing

LKQ

LKQ stockholders approve 25% special meeting right; all director nominees elected

LKQ CORP May 8, 2026, 7:59 PM ET other_material Items 5.03, 5.07, 9.01

same fact type: governance_change same SEC item: 5.03, 5.07, 9.01 similar materiality

This filing

At the Annual Meeting, upon the recommendation of the Company’s Board of Directors (the “Board”), the Company’s shareholders approved amendments to the Company’s Eighth Amended and Restated Certificate of Incorporation, as amended (the “Certificate”), to limit officer liability as permitted by Delaware law as described within the Company's definitive proxy statement dated December 8, 2025. As a result, the Company filed a Certificate of Amendment to the Certificate (the “Certificate of Amendment”) incorporating such amendments with the Secretary of State of the State of Delaware on January 28, 2026. The Certificate of Amendment became effective upon filing.

Comparable filing

the Company’s stockholders, upon the recommendation of the Company’s board of directors (the “Board”), approved an amendment (the “Charter Amendment”) to the Company’s Restated Certificate of Incorporation to provide stockholders holding a combined 25% or more of the Company’s common stock with the right to request a special meeting of stockholders.

Filing page SEC filing

AEIS

AEIS stockholders approve doubling of authorized shares to 140M and expansion of equity plan to 4.9M shares

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same fact type: governance_change same SEC item: 5.03, 5.07, 9.01 similar materiality

This filing

At the Annual Meeting, upon the recommendation of the Company’s Board of Directors (the “Board”), the Company’s shareholders approved amendments to the Company’s Eighth Amended and Restated Certificate of Incorporation, as amended (the “Certificate”), to limit officer liability as permitted by Delaware law as described within the Company's definitive proxy statement dated December 8, 2025. As a result, the Company filed a Certificate of Amendment to the Certificate (the “Certificate of Amendment”) incorporating such amendments with the Secretary of State of the State of Delaware on January 28, 2026. The Certificate of Amendment became effective upon filing.

Comparable filing

the amendment increases the number of authorized shares of common stock from 70,000,000 shares to 140,000,000 shares. The amendment became effective upon the filing of a Certificate of Amendment to the Amended and Restated Certificate of Incorporation (the “Certificate of Amendment”) with the Secretary of State of the State of Delaware on May 7, 2026.

Filing page SEC filing

BAX

Baxter shareholders approve charter amendment and incentive plan; board adopts new executive severance plan

BAXTER INTERNATIONAL INC May 8, 2026, 7:59 PM ET other Items 5.02, 5.07, 5.03, 9.01

same fact type: governance_change same SEC item: 5.03, 5.07, 9.01 similar materiality

This filing

At the Annual Meeting, upon the recommendation of the Company’s Board of Directors (the “Board”), the Company’s shareholders approved amendments to the Company’s Eighth Amended and Restated Certificate of Incorporation, as amended (the “Certificate”), to limit officer liability as permitted by Delaware law as described within the Company's definitive proxy statement dated December 8, 2025. As a result, the Company filed a Certificate of Amendment to the Certificate (the “Certificate of Amendment”) incorporating such amendments with the Secretary of State of the State of Delaware on January 28, 2026. The Certificate of Amendment became effective upon filing.

Comparable filing

the Board approved a corresponding amendment and restatement of the Company’s Amended and Restated Bylaws (the “Amended Bylaws”) reflecting that the number of directors on the Board shall not be less than seven nor more than twelve

Filing page SEC filing

FBIN

Fortune Brands shareholders approve removal of supermajority voting, board declassification

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same fact type: governance_change same SEC item: 5.03, 5.07, 9.01 similar materiality

This filing

At the Annual Meeting, upon the recommendation of the Company’s Board of Directors (the “Board”), the Company’s shareholders approved amendments to the Company’s Eighth Amended and Restated Certificate of Incorporation, as amended (the “Certificate”), to limit officer liability as permitted by Delaware law as described within the Company's definitive proxy statement dated December 8, 2025. As a result, the Company filed a Certificate of Amendment to the Certificate (the “Certificate of Amendment”) incorporating such amendments with the Secretary of State of the State of Delaware on January 28, 2026. The Certificate of Amendment became effective upon filing.

Comparable filing

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Filing page SEC filing

KGS

Kodiak shareholders approve board declassification and supermajority removal

Kodiak Gas Services, Inc. May 7, 2026, 7:59 PM ET other Items 5.03, 5.07, 9.01

same fact type: governance_change same SEC item: 5.03, 5.07, 9.01 similar materiality

This filing

At the Annual Meeting, upon the recommendation of the Company’s Board of Directors (the “Board”), the Company’s shareholders approved amendments to the Company’s Eighth Amended and Restated Certificate of Incorporation, as amended (the “Certificate”), to limit officer liability as permitted by Delaware law as described within the Company's definitive proxy statement dated December 8, 2025. As a result, the Company filed a Certificate of Amendment to the Certificate (the “Certificate of Amendment”) incorporating such amendments with the Secretary of State of the State of Delaware on January 28, 2026. The Certificate of Amendment became effective upon filing.

Comparable filing

At the 2026 Annual Meeting of Shareholders (the “Annual Meeting”) of Kodiak Gas Services, Inc. (the “Company”) held on May 7, 2026, the Company’s shareholders approved certain amendments (the “Charter Amendments”) to the Company’s Amended and Restated Certificate of Incorporation (the “Charter”) to (i) phase in declassification of the Board of Directors (the “Board”) and (ii) eliminate certain supermajority voting requirements and other obsolete provisions.

Filing page SEC filing

Source: SEC EDGAR
accession 0001403161-26-000029
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