{"schema_version":"secwatch.filing_event.v1","accession":"0001493152-25-015704","form_type":"8-K","ticker":"FOXO","cik":"0001812360","company_name":"FOXO TECHNOLOGIES INC.","filed_at":"2025-09-26T23:59:59+00:00","discovered_at":"2026-05-14T18:02:45.081269+00:00","generated_at":"2026-05-17T05:35:38.503921+00:00","sec_items":["5.02","5.03","9.01"],"event_type":"leadership","sentiment":"neutral","materiality_score":0.7,"calibrated_materiality_score":0.7,"confidence":"high","headline":"FOXO appoints Sylwia Nowak Hauman as CFO, amends Series A Preferred terms","bullets":["Sylwia Nowak Hauman appointed CFO (Principal Financial & Accounting Officer) effective September 23, 2025.","Hauman brings 25+ years finance experience, most recently VP Finance at Payall Payment Systems.","Annual salary of $200,000 with possible $25,000 bonus approved by board.","Amended certificate increases Series A Preferred authorized shares to 50,000, revises voting and conversion price.","Conversion price set at higher of $0.0001 or 90% of 5-day VWAP prior to conversion notice."],"urls":{"canonical":"https://secwatch.observer/filing/0001493152-25-015704","json":"https://secwatch.observer/filing/0001493152-25-015704.json","markdown":"https://secwatch.observer/filing/0001493152-25-015704.md","text":"https://secwatch.observer/filing/0001493152-25-015704.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1812360/000149315225015704/0001493152-25-015704-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1812360/000149315225015704/form8-k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-05-17T05:35:38.503921+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":"3d56b39ed39ef81da96cd85cb06abcca887dac2b","claim":"FOXO TECHNOLOGIES INC.: Amended and Restated Certificate of Designation for Series A Preferred Stock increasing authorized shares to 50,000, revising voting rights and conversion price, and allowing cash dividends (effective 2025-09-22).","evidence_excerpt":"On September 22, 2025, the Company filed an amendment to the Company’s Certificate of Incorporation (the “ Certificate of Incorporation ”), in the form of an Amended and Restated Certificate of Designation (the “ Amended Designation ”) of the Company’s previously designated \"Series A Cumulative Convertible Redeemable Preferred Stock\" (the “ Series A Preferred Stock ”). The Amended Designation: increases the authorized shares of Series A Preferred stock to 50,000, revises the voting rights to entitle the holder of Series A Preferred Stock to cast the number of votes determined by dividing the Stated Value of such share of Series A Preferred Stock by $0.0001 (such dollar amount not being subject to adjustment for reverse and forward stock splits, stock dividends, stock combinations and other similar transactions of the Class A Common Stock), revises the conversion price to equal the higher of $0.0001 (such dollar amount not being subject to adjustment for reverse and forward stock splits","evidence_source":"SEC 8-K Item 5.03/5.05/5.06","evidence_url":"https://www.sec.gov/Archives/edgar/data/1812360/000149315225015704/0001493152-25-015704-index.htm","confidence":0.9,"family_label":"Governance Changes","details":[{"label":"Change","value":"charter amendment"},{"label":"Effective","value":"2025-09-22"}],"fact_type":"governance_change"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}