{"schema_version":"secwatch.filing_event.v1","accession":"0001437749-26-003620","form_type":"8-K","ticker":"FMNB","cik":"0000709337","company_name":"FARMERS NATIONAL BANC CORP /OH/","filed_at":"2026-02-10T23:59:59+00:00","discovered_at":"2026-05-14T18:02:37.510859+00:00","generated_at":"2026-05-16T03:43:55.145268+00:00","sec_items":["5.03","5.07","7.01","9.01"],"event_type":"m_and_a","sentiment":"neutral","materiality_score":0.75,"calibrated_materiality_score":0.75,"confidence":"high","headline":"Farmers National and Middlefield shareholders approve merger; close expected Q1 2026","bullets":["Farmers shareholders approved Merger Agreement: 27.6M For, 2.4M Against, 2.96M broker non-votes.","Authorized common shares increased from 50M to 75M via approved amendment.","Share issuance proposal approved: 27.5M For, 2.6M Against, 2.96M broker non-votes.","Merger of Middlefield into Farmers expected to close in Q1 2026."],"urls":{"canonical":"https://secwatch.observer/filing/0001437749-26-003620","json":"https://secwatch.observer/filing/0001437749-26-003620.json","markdown":"https://secwatch.observer/filing/0001437749-26-003620.md","text":"https://secwatch.observer/filing/0001437749-26-003620.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/709337/000143774926003620/0001437749-26-003620-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/709337/000143774926003620/fmnb20260209_8k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-05-16T03:43:55.145268+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":"121789420140d1702c1b0fffc32cc50a5c435014","claim":"FARMERS NATIONAL BANC CORP /OH/: Increased authorized common shares from 50,000,000 to 75,000,000 shares.","evidence_excerpt":"At the 2026 Special Meeting, the Company’s shareholders approved an amendment to Article IV of the Company’s Articles of Incorporation, as amended (the “Articles”), to increase the Company’s authorized common shares from 50,000,000 shares to 75,000,000 shares (the “Common Shares Amendment”).","evidence_source":"SEC 8-K Item 5.03/5.05/5.06","evidence_url":"https://www.sec.gov/Archives/edgar/data/709337/000143774926003620/0001437749-26-003620-index.htm","confidence":0.9}],"comparable_filings":[{"accession":"0001213900-26-063775","ticker":"ESAB","company_name":"ESAB Corp","filed_at":"2026-06-02T10:41:21+00:00","headline":"ESAB completes $1.45B acquisition of Eddyfi Technologies","event_type":"m_and_a","sec_items":["2.01","3.02","5.03","3.03","7.01","8.01","9.01"],"materiality_score":0.8,"calibrated_materiality_score":0.8,"match_reasons":["same fact type: governance_change","same SEC item: 5.03, 7.01, 9.01","same event type: m_and_a","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001213900-26-063775","json":"https://secwatch.observer/filing/0001213900-26-063775.json","markdown":"https://secwatch.observer/filing/0001213900-26-063775.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1877322/000121390026063775/0001213900-26-063775-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1877322/000121390026063775/ea0292710-8k_esab.htm"},"side_by_side_evidence":{"fact_type":"governance_change","source_excerpt":"At the 2026 Special Meeting, the Company’s shareholders approved an amendment to Article IV of the Company’s Articles of Incorporation, as amended (the “Articles”), to increase the Company’s authorized common shares from 50,000,000 shares to 75,000,000 shares (the “Common Shares Amendment”).","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/709337/000143774926003620/0001437749-26-003620-index.htm","comparable_excerpt":"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.","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1877322/000121390026063775/0001213900-26-063775-index.htm"}},{"accession":"0001628280-26-032558","ticker":"APAD","company_name":"Enhanced Group Inc.","filed_at":"2026-05-08T23:59:59+00:00","headline":"Enhanced Group completes de-SPAC merger with Enhanced Ltd; redemptions of $201.7M","event_type":"m_and_a","sec_items":["1.01","2.01","5.06","3.02","9.01","4.01","3.01","3.03","5.01","5.02","5.03","5.05","7.01"],"materiality_score":0.8,"calibrated_materiality_score":0.8,"match_reasons":["same fact type: governance_change","same SEC item: 5.03, 7.01, 9.01","same event type: m_and_a","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001628280-26-032558","json":"https://secwatch.observer/filing/0001628280-26-032558.json","markdown":"https://secwatch.observer/filing/0001628280-26-032558.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1956439/000162828026032558/0001628280-26-032558-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1956439/000162828026032558/apadu-20260506.htm"},"side_by_side_evidence":{"fact_type":"governance_change","source_excerpt":"At the 2026 Special Meeting, the Company’s shareholders approved an amendment to Article IV of the Company’s Articles of Incorporation, as amended (the “Articles”), to increase the Company’s authorized common shares from 50,000,000 shares to 75,000,000 shares (the “Common Shares Amendment”).","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/709337/000143774926003620/0001437749-26-003620-index.htm","comparable_excerpt":"As a result of the Business Combination, the Company ceased being a shell company","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1956439/000162828026032558/0001628280-26-032558-index.htm"}},{"accession":"0001140361-26-018716","ticker":"GYRE","company_name":"GYRE THERAPEUTICS, INC.","filed_at":"2026-05-04T23:59:59+00:00","headline":"Gyre Therapeutics completes $300M all-stock acquisition of Cullgen; appoints Ying Luo as CEO","event_type":"m_and_a","sec_items":["2.01","5.03","1.01","3.02","3.03","5.02","7.01","9.01"],"materiality_score":0.85,"calibrated_materiality_score":0.85,"match_reasons":["same fact type: governance_change","same SEC item: 5.03, 7.01, 9.01","same event type: m_and_a","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001140361-26-018716","json":"https://secwatch.observer/filing/0001140361-26-018716.json","markdown":"https://secwatch.observer/filing/0001140361-26-018716.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1124105/000114036126018716/0001140361-26-018716-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1124105/000114036126018716/ef20072211_8k.htm"},"side_by_side_evidence":{"fact_type":"governance_change","source_excerpt":"At the 2026 Special Meeting, the Company’s shareholders approved an amendment to Article IV of the Company’s Articles of Incorporation, as amended (the “Articles”), to increase the Company’s authorized common shares from 50,000,000 shares to 75,000,000 shares (the “Common Shares Amendment”).","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/709337/000143774926003620/0001437749-26-003620-index.htm","comparable_excerpt":"The Company has filed with the Secretary of State of the State of Delaware a Certificate of Designation of Preferences, Rights and Limitations of the Company Preferred Stock (the “Certificate of Designation”) in connection with the Merger referenced in Item 1.01 above.","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1124105/000114036126018716/0001140361-26-018716-index.htm"}},{"accession":"0001193125-26-251752","ticker":null,"company_name":"Enviri II Corp","filed_at":"2026-06-01T21:18:36+00:00","headline":"New Enviri completes spin-off; starts trading June 2 under NVRI; ~$1.2B revenue, ~$140M EBITDA","event_type":"m_and_a","sec_items":["1.01","2.03","3.03","5.03","5.01","5.02","5.05","7.01","9.01"],"materiality_score":0.9,"calibrated_materiality_score":0.9,"match_reasons":["same fact type: governance_change","same SEC item: 5.03, 7.01, 9.01","same event type: m_and_a"],"urls":{"canonical":"https://secwatch.observer/filing/0001193125-26-251752","json":"https://secwatch.observer/filing/0001193125-26-251752.json","markdown":"https://secwatch.observer/filing/0001193125-26-251752.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/2104052/000119312526251752/0001193125-26-251752-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/2104052/000119312526251752/d258410d8k.htm"},"side_by_side_evidence":{"fact_type":"governance_change","source_excerpt":"At the 2026 Special Meeting, the Company’s shareholders approved an amendment to Article IV of the Company’s Articles of Incorporation, as amended (the “Articles”), to increase the Company’s authorized common shares from 50,000,000 shares to 75,000,000 shares (the “Common Shares Amendment”).","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/709337/000143774926003620/0001437749-26-003620-index.htm","comparable_excerpt":"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.","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/2104052/000119312526251752/0001193125-26-251752-index.htm"}},{"accession":"0001193125-26-210518","ticker":"CPRX","company_name":"CATALYST PHARMACEUTICALS, INC.","filed_at":"2026-05-07T23:59:59+00:00","headline":"Angelini Pharma to acquire Catalyst Pharma for $4.1B ($31.50/share), premium 28% to VWAP","event_type":"m_and_a","sec_items":["1.01","5.03","7.01","8.01","9.01"],"materiality_score":1.0,"calibrated_materiality_score":1.0,"match_reasons":["same fact type: governance_change","same SEC item: 5.03, 7.01, 9.01","same event type: m_and_a"],"urls":{"canonical":"https://secwatch.observer/filing/0001193125-26-210518","json":"https://secwatch.observer/filing/0001193125-26-210518.json","markdown":"https://secwatch.observer/filing/0001193125-26-210518.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1369568/000119312526210518/0001193125-26-210518-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1369568/000119312526210518/d90722d8k.htm"},"side_by_side_evidence":{"fact_type":"governance_change","source_excerpt":"At the 2026 Special Meeting, the Company’s shareholders approved an amendment to Article IV of the Company’s Articles of Incorporation, as amended (the “Articles”), to increase the Company’s authorized common shares from 50,000,000 shares to 75,000,000 shares (the “Common Shares Amendment”).","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/709337/000143774926003620/0001437749-26-003620-index.htm","comparable_excerpt":"On May 6, 2026, the Board of Directors approved and adopted an amendment (the “ Forum Selection Amendment ”) to the Company’s existing By-Laws that amends Article VIII, Section 8.1 of the By-Laws of the Company.","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1369568/000119312526210518/0001193125-26-210518-index.htm"}},{"accession":"0001193125-26-211971","ticker":"DVN","company_name":"DEVON ENERGY CORP/DE","filed_at":"2026-05-07T23:59:59+00:00","headline":"Devon completes all-stock merger with Coterra; combined company retains DVN ticker","event_type":"m_and_a","sec_items":["2.01","5.02","5.03","7.01","9.01"],"materiality_score":0.95,"calibrated_materiality_score":0.95,"match_reasons":["same fact type: governance_change","same SEC item: 5.03, 7.01, 9.01","same event type: m_and_a"],"urls":{"canonical":"https://secwatch.observer/filing/0001193125-26-211971","json":"https://secwatch.observer/filing/0001193125-26-211971.json","markdown":"https://secwatch.observer/filing/0001193125-26-211971.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1090012/000119312526211971/0001193125-26-211971-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1090012/000119312526211971/d799973d8k.htm"},"side_by_side_evidence":{"fact_type":"governance_change","source_excerpt":"At the 2026 Special Meeting, the Company’s shareholders approved an amendment to Article IV of the Company’s Articles of Incorporation, as amended (the “Articles”), to increase the Company’s authorized common shares from 50,000,000 shares to 75,000,000 shares (the “Common Shares Amendment”).","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/709337/000143774926003620/0001437749-26-003620-index.htm","comparable_excerpt":"On May 7, 2026, the Company filed an amendment to the Company’s restated certificate of incorporation (the “ Authorized Share Charter Amendment ”), effective as of such date, increasing the number of authorized shares of Company Common Stock from 1,000,000,000 to 2,000,000,000.","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1090012/000119312526211971/0001193125-26-211971-index.htm"}},{"accession":"0001104659-26-055386","ticker":"FARM","company_name":"FARMER BROTHERS CO","filed_at":"2026-05-05T23:59:59+00:00","headline":"Farmer Brothers taken private by Royal Cup for $1.29/share; merger closes May 5, 2026","event_type":"m_and_a","sec_items":["1.02","2.01","3.01","3.03","5.01","5.02","5.03","7.01","9.01"],"materiality_score":1.0,"calibrated_materiality_score":1.0,"match_reasons":["same fact type: governance_change","same SEC item: 5.03, 7.01, 9.01","same event type: m_and_a"],"urls":{"canonical":"https://secwatch.observer/filing/0001104659-26-055386","json":"https://secwatch.observer/filing/0001104659-26-055386.json","markdown":"https://secwatch.observer/filing/0001104659-26-055386.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/34563/000110465926055386/0001104659-26-055386-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/34563/000110465926055386/tm2612899d9_8k.htm"},"side_by_side_evidence":{"fact_type":"governance_change","source_excerpt":"At the 2026 Special Meeting, the Company’s shareholders approved an amendment to Article IV of the Company’s Articles of Incorporation, as amended (the “Articles”), to increase the Company’s authorized common shares from 50,000,000 shares to 75,000,000 shares (the “Common Shares Amendment”).","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/709337/000143774926003620/0001437749-26-003620-index.htm","comparable_excerpt":"the Certificate of Incorporation of the Company that was in effect immediately before the Effective Time was amended and restated to be in the form attached hereto as Exhibit 3.1","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/34563/000110465926055386/0001104659-26-055386-index.htm"}},{"accession":"0001193125-26-193833","ticker":"ACR","company_name":"ACRES Commercial Realty Corp.","filed_at":"2026-04-30T23:59:59+00:00","headline":"ACR to acquire external manager ACRES Capital Corp., become internally managed REIT","event_type":"m_and_a","sec_items":["1.01","5.02","3.02","5.03","7.01","9.01"],"materiality_score":0.9,"calibrated_materiality_score":0.9,"match_reasons":["same fact type: governance_change","same SEC item: 5.03, 7.01, 9.01","same event type: m_and_a"],"urls":{"canonical":"https://secwatch.observer/filing/0001193125-26-193833","json":"https://secwatch.observer/filing/0001193125-26-193833.json","markdown":"https://secwatch.observer/filing/0001193125-26-193833.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1332551/000119312526193833/0001193125-26-193833-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1332551/000119312526193833/acr-20260427.htm"},"side_by_side_evidence":{"fact_type":"governance_change","source_excerpt":"At the 2026 Special Meeting, the Company’s shareholders approved an amendment to Article IV of the Company’s Articles of Incorporation, as amended (the “Articles”), to increase the Company’s authorized common shares from 50,000,000 shares to 75,000,000 shares (the “Common Shares Amendment”).","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/709337/000143774926003620/0001437749-26-003620-index.htm","comparable_excerpt":"the Board of Directors of the Company approved, pursuant to Section 6.2.8 of the Company’s charter (the “Charter”), a decrease in the Stock Ownership Limit, as such term is defined therein, from 9.8% to 4.34% in value or in number of shares, whichever is more restrictive, of any class or series of shares of Capital Stock, as such term is defined therein, of the Company. On April 28, 2026, the Company filed an amendment to the Charter (the “Amendment”) reflecting the change in the Stock Ownership Limit with the State Department of Assessments and Taxation of Maryland, effective at 5:00 p.m. on April 29, 2026.","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1332551/000119312526193833/0001193125-26-193833-index.htm"}}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}