8-K
filed September 27, 2024, 7:59 PM ET
CIK 0001722438
M&A
confidence high
sentiment neutral
materiality 0.80
Doma Holdings, Inc.: M&A transaction — Doma closes go-private acquisition by TRG at $6.29 per share; stock to be delisted
Doma Holdings, Inc.
- Merger closed Sept 27, 2024; shareholders receive $6.29 cash per share of common stock.
- NYSE trading halted; Company will file Form 25 to delist and Form 15 to suspend SEC reporting.
- Parent enters $125M Apollo term loan facility at Term SOFR + 5.50%, maturing in 7 years.
- Doma Technology LLC reorganized; TRG owns Doma Title Insurance; Doma TechCo operates separately with new board chaired by Alan Colberg.
- All current directors resigned; Matthew S. Kabaker and Kevin Mahony become officers of surviving corporation.
Key facts
Extracted from this filing and checked against the source text.
Executive change
SEC 8-K Item 5.02
confidence 1.0
Max Simkoff resigned as Director at Doma Holdings, Inc..
- Action
- resigned
- Role
- Director
Exact text from the filing
Stuart Miller, Charles Moldow, Lawrence Summers, Maxine Williams, Serena Wolfe, Matthew E. Zames and Max Simkoff, being all of the directors of the Company immediately prior to the Effective Time, resigned and ceased to be directors of the Company as of the Effective Time
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 1.0
Matthew S. Kabaker was appointed as Director at Doma Holdings, Inc..
- Action
- became
- Role
- Director
Exact text from the filing
Matthew S. Kabaker as the sole director of Merger Sub immediately prior to the Effective Time became the sole director of the surviving corporation
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 1.0
Maxine Williams resigned as Director at Doma Holdings, Inc..
- Action
- resigned
- Role
- Director
Exact text from the filing
Stuart Miller, Charles Moldow, Lawrence Summers, Maxine Williams, Serena Wolfe, Matthew E. Zames and Max Simkoff, being all of the directors of the Company immediately prior to the Effective Time, resigned and ceased to be directors of the Company as of the Effective Time
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 1.0
Charles Moldow resigned as Director at Doma Holdings, Inc..
- Action
- resigned
- Role
- Director
Exact text from the filing
Stuart Miller, Charles Moldow, Lawrence Summers, Maxine Williams, Serena Wolfe, Matthew E. Zames and Max Simkoff, being all of the directors of the Company immediately prior to the Effective Time, resigned and ceased to be directors of the Company as of the Effective Time
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 1.0
Mike Smith departed as other_named_officer at Doma Holdings, Inc..
- Action
- ceased
Exact text from the filing
Mike Smith and Max Simkoff ceased to be officers of the Company
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 1.0
Max Simkoff departed as other_named_officer at Doma Holdings, Inc..
- Action
- ceased
Exact text from the filing
Mike Smith and Max Simkoff ceased to be officers of the Company
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 1.0
Serena Wolfe resigned as Director at Doma Holdings, Inc..
- Action
- resigned
- Role
- Director
Exact text from the filing
Stuart Miller, Charles Moldow, Lawrence Summers, Maxine Williams, Serena Wolfe, Matthew E. Zames and Max Simkoff, being all of the directors of the Company immediately prior to the Effective Time, resigned and ceased to be directors of the Company as of the Effective Time
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 1.0
Matthew S. Kabaker was appointed as other_named_officer at Doma Holdings, Inc..
- Action
- became
Exact text from the filing
the officers of Merger Sub, Matthew S. Kabaker and Kevin Mahony, immediately prior to the Effective Time became the officers of the Surviving Corporation
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 1.0
Kevin Mahony was appointed as other_named_officer at Doma Holdings, Inc..
- Action
- became
Exact text from the filing
the officers of Merger Sub, Matthew S. Kabaker and Kevin Mahony, immediately prior to the Effective Time became the officers of the Surviving Corporation
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 1.0
Stuart Miller resigned as Director at Doma Holdings, Inc..
- Action
- resigned
- Role
- Director
Exact text from the filing
Stuart Miller, Charles Moldow, Lawrence Summers, Maxine Williams, Serena Wolfe, Matthew E. Zames and Max Simkoff, being all of the directors of the Company immediately prior to the Effective Time, resigned and ceased to be directors of the Company as of the Effective Time
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 1.0
Matthew E. Zames resigned as Director at Doma Holdings, Inc..
- Action
- resigned
- Role
- Director
Exact text from the filing
Stuart Miller, Charles Moldow, Lawrence Summers, Maxine Williams, Serena Wolfe, Matthew E. Zames and Max Simkoff, being all of the directors of the Company immediately prior to the Effective Time, resigned and ceased to be directors of the Company as of the Effective Time
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 1.0
Lawrence Summers resigned as Director at Doma Holdings, Inc..
- Action
- resigned
- Role
- Director
Exact text from the filing
Stuart Miller, Charles Moldow, Lawrence Summers, Maxine Williams, Serena Wolfe, Matthew E. Zames and Max Simkoff, being all of the directors of the Company immediately prior to the Effective Time, resigned and ceased to be directors of the Company as of the Effective Time
View on SEC.gov
M&A Transactions
SEC 8-K Item 2.01/5.01
confidence 0.9
Doma Holdings, Inc. underwent a change of control involving RE Closing Buyer Corp. (closed 2024-09-27).
- Action
- change of control
- Counterparty
- RE Closing Buyer Corp.
- Closing
- 2024-09-27
Exact text from the filing
On September 27, 2024 (the “Closing Date”), upon the terms and subject to the conditions set forth in the Merger Agreement and in accordance with the applicable provisions of the Delaware General Corporation Law (the “DGCL”), Merger Sub merged with and into the Company (the “Merger”), with the Company surviving the Merger and becoming a wholly owned subsidiary of Parent.
View on SEC.gov
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