Machine-readable event card
- schema_version
- secwatch.filing_event.v1
- accession
- 0001493152-24-017523
- form_type
- 8-K
- ticker
- null
- cik
- 0001310527
- company_name
- QSAM Biosciences, Inc.
- filed_at
- 2024-05-02T23:59:59+00:00
- discovered_at
- 2026-05-14T18:03:17.791623+00:00
- generated_at
- 2026-06-03T00:06:19.288608+00:00
- sec_items
- ["2.01", "3.03", "5.01", "5.02", "5.03", "9.01"]
- event_type
- m_and_a
- sentiment
- neutral
- materiality_score
- 1.0
- calibrated_materiality_score
- 1.0
- confidence
- high
- secwatch_canonical_url
- https://secwatch.observer/filing/0001493152-24-017523
- json_url
- https://secwatch.observer/filing/0001493152-24-017523.json
- markdown_url
- https://secwatch.observer/filing/0001493152-24-017523.md
- text_url
- https://secwatch.observer/filing/0001493152-24-017523.txt
- edgar_index_url
- https://www.sec.gov/Archives/edgar/data/1310527/000149315224017523/0001493152-24-017523-index.htm
- edgar_primary_document_url
- https://www.sec.gov/Archives/edgar/data/1310527/000149315224017523/form8-k.htm
- generated_by_model
- deepseek-v4-flash:cloud@v2
- review_status
- machine_generated
- human_reviewed
- false
- corrected
- false
- correction_note
- null
- correction_timestamp
- null
- superseded_by
- null
Key facts
Extracted from this filing and checked against the source text.
Executive change
SEC 8-K Item 5.02
confidence 0.95
Darren Smith was appointed as Director at QSAM Biosciences, Inc..
- Action
- became director
- Role
- Director
Exact text from the filing
Kevin Richardson and Darren Smith became the directors of the surviving corporation.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
C. Richard Piazza departed as Executive Chairman at QSAM Biosciences, Inc..
- Action
- ceased to be an executive officer
- Role
- Executive Chairman
Exact text from the filing
each of Douglas Baum, QSAM's Chief Executive Officer, C. Richard Piazza, QSAM's Executive chairman, Adam King, QSAM's Chief Financial Officer, and Christopher Nelson, QSAM's General Counsel, ceased to be an executive officer
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Douglas R. Baum resigned as Director at QSAM Biosciences, Inc..
- Action
- resigned
- Role
- Director
Exact text from the filing
C. Richard Piazza, Douglas R. Baum, Charles J. Link, Jr., Adriann Sax, each resigned and ceased serving as directors.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Kevin Richardson was appointed as Director at QSAM Biosciences, Inc..
- Action
- became director
- Role
- Director
Exact text from the filing
Kevin Richardson and Darren Smith became the directors of the surviving corporation.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Douglas R. Baum departed as Chief Executive Officer at QSAM Biosciences, Inc..
- Action
- ceased to be an executive officer
- Role
- Chief Executive Officer
Exact text from the filing
each of Douglas Baum, QSAM's Chief Executive Officer, C. Richard Piazza, QSAM's Executive chairman, Adam King, QSAM's Chief Financial Officer, and Christopher Nelson, QSAM's General Counsel, ceased to be an executive officer
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Christopher Nelson departed as General Counsel at QSAM Biosciences, Inc..
- Action
- ceased to be an executive officer
- Role
- General Counsel
Exact text from the filing
each of Douglas Baum, QSAM's Chief Executive Officer, C. Richard Piazza, QSAM's Executive chairman, Adam King, QSAM's Chief Financial Officer, and Christopher Nelson, QSAM's General Counsel, ceased to be an executive officer
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Adam King departed as Chief Financial Officer at QSAM Biosciences, Inc..
- Action
- ceased to be an executive officer
- Role
- Chief Financial Officer
Exact text from the filing
each of Douglas Baum, QSAM's Chief Executive Officer, C. Richard Piazza, QSAM's Executive chairman, Adam King, QSAM's Chief Financial Officer, and Christopher Nelson, QSAM's General Counsel, ceased to be an executive officer
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Charles J. Link, Jr. resigned as Director at QSAM Biosciences, Inc..
- Action
- resigned
- Role
- Director
Exact text from the filing
C. Richard Piazza, Douglas R. Baum, Charles J. Link, Jr., Adriann Sax, each resigned and ceased serving as directors.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Adriann Sax resigned as Director at QSAM Biosciences, Inc..
- Action
- resigned
- Role
- Director
Exact text from the filing
C. Richard Piazza, Douglas R. Baum, Charles J. Link, Jr., Adriann Sax, each resigned and ceased serving as directors.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
C. Richard Piazza resigned as Director at QSAM Biosciences, Inc..
- Action
- resigned
- Role
- Director
Exact text from the filing
C. Richard Piazza, Douglas R. Baum, Charles J. Link, Jr., Adriann Sax, each resigned and ceased serving as directors.
View on SEC.gov
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.9
QSAM Biosciences, Inc.: Amended and restated bylaws in the form of Merger Sub I's bylaws with name change.
- Change
- bylaw amendment
Exact text from the filing
At the First Effective Time, QSAM’s Amended and Restated Bylaws were amended and restated in the form of the bylaws of Merger Sub I as in effect immediately prior to the First Effective Time (with appropriate name change) (" Second Amended and Restated Bylaws ").
View on SEC.gov
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.9
QSAM Biosciences, Inc.: Amended and restated certificate of incorporation, renaming the company to Telix QSAM, Inc.
- Change
- charter amendment
Exact text from the filing
At First Effective Time, QSAM’s Amended and Restated Certificate of Incorporation was amended and restated, pursuant to which QSAM was renamed to Telix QSAM, Inc. (" Second Amended and Restated Certificate of Incorporation ").
View on SEC.gov
M&A Transactions
SEC 8-K Item 2.01/5.01
confidence 0.9
QSAM Biosciences, Inc. underwent a change of control involving Telix Pharmaceuticals Limited for USD $33.1 million, reduced by certain expenses, indebtedness, change-of-control bonuses, and other payables, plus contingent value rights representing up to USD (closed 2024-05-02).
- Action
- change of control
- Counterparty
- Telix Pharmaceuticals Limited
- Consideration
- USD $33.1 million, reduced by certain expenses, indebtedness, change-of-control bonuses, and other payables, plus contingent value rights representing up to USD
- Closing
- 2024-05-02
Exact text from the filing
Pursuant to the terms of the Merger Agreement and the Reverse Split, the aggregate consideration paid by Telix pursuant to the Merger and the Reverse Split was equal to: (i) USD $33.1 million, reduced by (a) the amount of certain of QSAM’s unpaid expenses, indebtedness, change-of-control bonuses, and other payables as of the closing of the Merger, (b) a fee equal to
View on SEC.gov
Comparable filings
AMWD
American Woodmark completes merger with MasterBrand; shareholders receive 5.150 MBC shares per share
AMERICAN WOODMARK CORP
May 28, 2026, 9:17 AM ET
m_and_a
Items 1.02, 2.01, 3.01, 3.03, 5.01, 5.02, 5.03, 7.01, 9.01
same fact type: governance_change, ma_transaction
same SEC item: 2.01, 3.03, 5.01, 5.02, 5.03, 9.01
same event type: m_and_a
similar materiality
This filing
At the First Effective Time, QSAM’s Amended and Restated Bylaws were amended and restated in the form of the bylaws of Merger Sub I as in effect immediately prior to the First Effective Time (with appropriate name change) (" Second Amended and Restated Bylaws ").
Comparable filing
the Articles of Incorporation and Bylaws of American Woodmark were each amended and restated in their entirety to be the same as the Articles of Incorporation and Bylaws of Merger Sub as in effect immediately prior to the Effective Time, except that references to Merger Sub’s name were replaced with references to American Woodmark’s name.
Filing page
SEC filing
Veris Residential, L.P.
Veris Residential taken private in $3.5B all-cash acquisition by Affinius Capital consortium
Veris Residential, L.P.
May 27, 2026, 4:44 PM ET
m_and_a
Items 1.02, 2.01, 3.01, 3.03, 5.01, 5.02, 5.03, 8.01, 9.01
same fact type: governance_change, ma_transaction
same SEC item: 2.01, 3.03, 5.01, 5.02, 5.03, 9.01
same event type: m_and_a
similar materiality
This filing
At the First Effective Time, QSAM’s Amended and Restated Bylaws were amended and restated in the form of the bylaws of Merger Sub I as in effect immediately prior to the First Effective Time (with appropriate name change) (" Second Amended and Restated Bylaws ").
Comparable filing
Pursuant to the Merger Agreement, following the consummation of the Merger, the Company ceased to exist and Merger Sub I continued as the Surviving Entity. As of the Effective Time, (i) the certificate of formation of Merger Sub I in effect immediately prior to the consummation of the Merger became the certificate of formation of the Surviving Entity, and (ii) the limited liability company agreement of Merger Sub I in effect immediately prior to the consummation of the Merger became the limited liability company agreement of the Surviving Entity.
Filing page
SEC filing
OCFC
OceanFirst closes acquisition of Flushing Financial; issues shares to Warburg Pincus
OCEANFIRST FINANCIAL CORP
June 1, 2026, 5:19 PM ET
m_and_a
Items 1.01, 3.02, 2.01, 2.03, 3.03, 5.02, 5.03, 7.01, 9.01
same fact type: executive_change, ma_transaction
same SEC item: 2.01, 3.03, 5.02, 5.03, 9.01
same event type: m_and_a
similar materiality
This filing
Kevin Richardson and Darren Smith became the directors of the surviving corporation.
Comparable filing
Todd Schell, designated by Warburg, was appointed to serve as a director of OceanFirst
Filing page
SEC filing
Enviri II Corp
New Enviri completes spin-off; starts trading June 2 under NVRI; ~$1.2B revenue, ~$140M EBITDA
Enviri II Corp
June 1, 2026, 5:18 PM ET
m_and_a
Items 1.01, 2.03, 3.03, 5.03, 5.01, 5.02, 5.05, 7.01, 9.01
same fact type: governance_change, ma_transaction
same SEC item: 3.03, 5.01, 5.02, 5.03, 9.01
same event type: m_and_a
similar materiality
This filing
At the First Effective Time, QSAM’s Amended and Restated Bylaws were amended and restated in the form of the bylaws of Merger Sub I as in effect immediately prior to the First Effective Time (with appropriate name change) (" Second Amended and Restated Bylaws ").
Comparable filing
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.
Filing page
SEC filing
CVGW
Calavo completes acquisition by Mission Produce; shareholders receive 0.9790 Mission shares + $14.85 cash per share
CALAVO GROWERS INC
May 29, 2026, 6:01 AM ET
m_and_a
Items 1.02, 2.01, 3.01, 3.03, 5.01, 5.02, 9.01
same fact type: executive_change, ma_transaction
same SEC item: 2.01, 3.03, 5.01, 5.02, 9.01
same event type: m_and_a
similar materiality
This filing
Kevin Richardson and Darren Smith became the directors of the surviving corporation.
Comparable filing
B. John Lindeman, Farha Aslam, Marc L. Brown, Michael DiGregorio, Steven Hollister, Kathleen M. Holmgren, J. Link Leavens, and Adriana Mendizabal tendered their resignations as members of the board of directors of Calavo and from all committees of the board on which they formerly served, effective as of the First Effective Time.
Filing page
SEC filing
NVRI
Enviri completes sale of Clean Earth to Veolia for $3.04B; spins off remaining businesses as New Enviri
ENVIRI Corp
June 1, 2026, 5:15 PM ET
m_and_a
Items 1.02, 2.01, 3.01, 3.03, 5.01, 9.01
same fact type: ma_transaction
same SEC item: 2.01, 3.03, 5.01, 9.01
same event type: m_and_a
similar materiality
This filing
Pursuant
to the terms of the Merger Agreement and the Reverse Split, the aggregate consideration paid by Telix pursuant to the Merger and the
Reverse Split was equal to: (i)
USD $33.1 million, reduced by (a) the amount of certain of QSAM’s unpaid expenses, indebtedness, change-of-control bonuses, and
other payables as of the closing of the Merger, (b) a fee equal to
Comparable filing
On June 1, 2026, pursuant to the terms of the Separation Agreement and the Merger Agreement, the following series of transactions occurred
Filing page
SEC filing
MBC
MasterBrand completes all-stock merger with American Woodmark; expects $90M annual cost synergies by year 3
MasterBrand, Inc.
May 28, 2026, 9:11 AM ET
m_and_a
Items 2.01, 2.03, 5.02, 7.01, 9.01
same fact type: executive_change, ma_transaction
same SEC item: 2.01, 5.02, 9.01
same event type: m_and_a
similar materiality
This filing
Kevin Richardson and Darren Smith became the directors of the surviving corporation.
Comparable filing
The following three (3) former directors of American Woodmark were appointed to serve as independent directors on the Board of Directors of MasterBrand (the “Board”), effective as of the Effective Time: Andrew Cogan, Philip Fracassa and Daniel Hendrix (the “Former American Woodmark Directors”).
Filing page
SEC filing
TIPT
Tiptree completes $1.65B sale of Fortegra to DB Insurance, receives ~$1.08B proceeds
TIPTREE INC.
May 29, 2026, 4:03 PM ET
m_and_a
Items 1.01, 2.01, 1.02, 8.01, 9.01
same fact type: ma_transaction
same SEC item: 2.01, 9.01
same event type: m_and_a
similar materiality
This filing
Pursuant
to the terms of the Merger Agreement and the Reverse Split, the aggregate consideration paid by Telix pursuant to the Merger and the
Reverse Split was equal to: (i)
USD $33.1 million, reduced by (a) the amount of certain of QSAM’s unpaid expenses, indebtedness, change-of-control bonuses, and
other payables as of the closing of the Merger, (b) a fee equal to
Comparable filing
on April 8, 2026, executed a joinder to the Merger Agreement to become a party thereto. Pursuant to the Merger Agreement, Purchaser acquired Fortegra for a purchase price of $1.65 billion in cash (subject to certain adjustments set forth in the Merger Agreement) by means of a merger of Merger Sub with and into Fortegra, with Fortegra surviving the Merger (the “
Filing page
SEC filing
This headline and bullets were generated automatically by deepseek-v4-flash:cloud@v2 from the public filing. Read the source on SEC.gov before relying on any specific claim. Not investment advice.
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