{"schema_version":"secwatch.filing_event.v1","accession":"0001481792-25-000030","form_type":"8-K","ticker":"QUAD","cik":"0001481792","company_name":"Quad/Graphics, Inc.","filed_at":"2025-05-23T23:59:59+00:00","discovered_at":"2026-05-14T18:02:48.421729+00:00","generated_at":"2026-05-20T13:56:15.718905+00:00","sec_items":["5.03","5.07","9.01"],"event_type":"other","sentiment":"neutral","materiality_score":0.3,"calibrated_materiality_score":0.3,"confidence":"high","headline":"Quad/Graphics reduces board to 9; shareholders elect all directors, approve incentive plan amendment","bullets":["Board size decreased from 10 to 9 effective immediately before the May 21, 2025 annual meeting.","Shareholders elected all nine director nominees with supporting votes ranging from 91.70% to 94.37%.","Amendment to the 2020 Omnibus Incentive Plan approved with 92.97% of votes in favor.","Approximately 90.13% of all eligible votes were represented at the annual meeting."],"urls":{"canonical":"https://secwatch.observer/filing/0001481792-25-000030","json":"https://secwatch.observer/filing/0001481792-25-000030.json","markdown":"https://secwatch.observer/filing/0001481792-25-000030.md","text":"https://secwatch.observer/filing/0001481792-25-000030.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1481792/000148179225000030/0001481792-25-000030-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1481792/000148179225000030/quad-20250521.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-05-20T13:56:15.718905+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":"c77ec1715ddecd67dc7af0d9279c54b60c7fa368","claim":"Quad/Graphics, Inc.: Decreased Board size from ten to nine directors effective immediately before the 2025 Annual Meeting (effective 2025-05-21).","evidence_excerpt":"Effective immediately preceding the Annual Meeting (as defined below) on May 21, 2025, the Board of Directors of Quad/Graphics, Inc. (the \"Company\") approved an amendment to Section 3.01 of Article III of the Company's Amended Bylaws to decrease the size of the Board of Directors from ten directors to nine directors.","evidence_source":"SEC 8-K Item 5.03/5.05/5.06","evidence_url":"https://www.sec.gov/Archives/edgar/data/1481792/000148179225000030/0001481792-25-000030-index.htm","confidence":0.9,"family_label":"Governance Changes","details":[{"label":"Change","value":"bylaw amendment"},{"label":"Effective","value":"2025-05-21"}],"fact_type":"governance_change"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}