{"schema_version":"secwatch.filing_event.v1","accession":"0001437749-25-023500","form_type":"8-K","ticker":null,"cik":"0001303942","company_name":"BankFinancial CORP","filed_at":"2025-07-25T23:59:59+00:00","discovered_at":"2026-05-14T18:02:43.618685+00:00","generated_at":"2026-05-18T00:52:11.612966+00:00","sec_items":["5.03","9.01"],"event_type":"other_material","sentiment":"neutral","materiality_score":0.3,"calibrated_materiality_score":0.3,"confidence":"high","headline":"BankFinancial shareholders approve charter amendment; board declassified, majority vote standard adopted","bullets":["Stockholders approved charter amendment at July 21, 2025 annual meeting to grant concurrent power to amend bylaws.","Board declassified; all directors will stand for election annually.","Uncontested director elections will use majority voting standard.","Second Amended and Restated Bylaws became effective July 24, 2025."],"urls":{"canonical":"https://secwatch.observer/filing/0001437749-25-023500","json":"https://secwatch.observer/filing/0001437749-25-023500.json","markdown":"https://secwatch.observer/filing/0001437749-25-023500.md","text":"https://secwatch.observer/filing/0001437749-25-023500.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1303942/000143774925023500/0001437749-25-023500-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1303942/000143774925023500/bfin20250725_8k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-05-18T00:52:11.612966+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":"c66eb0f37098fbdb76a2591dbda9a35dd569cda9","claim":"BankFinancial CORP: Board approved and adopted an amendment and restatement of the bylaws to provide stockholders concurrent power to amend bylaws, declassify the board, and adopt majority voting in uncontested elections, effective upon stockholder approval of charter amendment (effective 2025-07-21).","evidence_excerpt":"On December 3, 2024, the Board approved and adopted an amendment and restatement of the Bylaws to, among other matters, (a) provide stockholders with the concurrent power to amend, alter or repeal the Bylaws or adopt new provisions of the Bylaws by the affirmative vote of stockholders entitled to cast a majority of the votes entitled to be cast on the matter, (b) declassify the Board and (c) provide for the election of a nominee for director in an uncontested election by the affirmative vote of a majority of the total votes cast for and against such nominee (the “Second Amended and Restated Bylaws”).","evidence_source":"SEC 8-K Item 5.03/5.05/5.06","evidence_url":"https://www.sec.gov/Archives/edgar/data/1303942/000143774925023500/0001437749-25-023500-index.htm","confidence":0.9,"family_label":"Governance Changes","details":[{"label":"Change","value":"bylaw amendment"},{"label":"Effective","value":"2025-07-21"}],"fact_type":"governance_change"},{"claim_id":"e10a55aee33ba6968e2827ead2ba13aa6e730d6b","claim":"BankFinancial CORP: Stockholders approved an amendment to the charter providing that the board's power to amend bylaws is non-exclusive and permitting stockholders concurrent power to amend bylaws (effective 2025-07-24).","evidence_excerpt":"the stockholders of the Company approved an amendment to the charter of the Company providing that the power of the board of directors of the Company (the “Board”) to amend the bylaws of the Company (the “Bylaws”) is non-exclusive and permitting an amendment of the Bylaws to provide the stockholders of the Company with the concurrent power to amend the Bylaws (the “Charter Amendment”).","evidence_source":"SEC 8-K Item 5.03/5.05/5.06","evidence_url":"https://www.sec.gov/Archives/edgar/data/1303942/000143774925023500/0001437749-25-023500-index.htm","confidence":0.9,"family_label":"Governance Changes","details":[{"label":"Change","value":"charter amendment"},{"label":"Effective","value":"2025-07-24"}],"fact_type":"governance_change"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}