secwatch / observer

Onterris, Inc. — fact timeline

Source-grounded facts extracted from Onterris, Inc.'s SEC 8-K filings across all families, newest first. Each cites a verbatim SEC excerpt.

ONT Onterris, Inc. JSON
Shareholder Votes

Onterris, Inc. shareholders approved The approval, on a non-binding and advisory basis, of the compensation of our named executive officers ("Say-on-Pay") at the 2026-05-06 meeting.

“The non-binding advisory Say-on-Pay vote received the following votes: For Against Abstain Broker Non-Votes 24,870,933 4,792,525.34 2,391 2,404,892”
Shareholder Votes

Onterris, Inc. shareholders approved The ratification of the appointment of Deloitte & Touche LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2026 at the 2026-05-06 meeting.

“The proposal to ratify the appointment of Deloitte & Touche LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2026 received the following votes: For Against Abstain Broker Non-Votes 31,677,269.34 324,510 68,962 0”
Shareholder Votes

Onterris, Inc. shareholders approved Election of three directors to hold office until the 2027 Annual Meeting of Stockholders at the 2026-05-06 meeting.

“The following nominees for election as director of the Company received the number of votes set opposite their respective names: Director Nominee For Withhold Broker Non-Votes Vincent P. Colman 28,937,774 728,075.34 2,404,892 Peter M. Graham 27,703,952 1,961,897.34 2,404,892 Richard E. Perlman 24,706,543 4,959,306.34 2,404,892”
Earnings Releases

Onterris, Inc. reported the fiscal quarter ended March 31, 2026 results: revenue $168.5 million, net income $12.7 million, EPS $0.35. Guidance reaffirmed.

“First Quarter 2026 Highlights (comparisons to first quarter 2025) • Revenue of $168.5 million, a $9.3 million decrease primarily due to lower emergency response revenue • Net loss and net loss per diluted share attributable to common stockholders (LPS) improved to $12.7 million and $0.35, respectively”
Governance Changes

Onterris, Inc.: Amended bylaws to conform to and further implement the name change (effective 2026-04-17).

“In connection with approving the Amendment, the Company’s Board of Directors (the “Board”) approved an amendment to the Company’s Amended and Restated Bylaws to conform to and further implement the Name Change, subject to and effective upon the Amendment. Accordingly, the amendment to the Bylaws became effective upon the filing of the Certificate of Amendment reflecting the Amendment with the Secretary of State of the State of Delaware on April 17, 2026.”
Governance Changes

Onterris, Inc.: Amended certificate of incorporation to change company name from Montrose Environmental Group, Inc. to Onterris, Inc (effective 2026-04-17).

“On April 17, 2026, Montrose Environmental Group, Inc. (the “Company”) filed with the Secretary of State of the State of Delaware an amendment to its Amended and Restated Certificate of Incorporation, as amended (the “Amendment”), to change the name of the Company from “Montrose Environmental Group, Inc.” to “Onterris, Inc.” (the “Name Change”). The Name Change and the Amendment became effective immediately upon filing.”
Governance Changes

Onterris, Inc.: Amendment to declassify the Board and phase-in annual director elections (effective 2025-05-08).

“On May 6, 2025, Montrose Environmental Group, Inc. (the “Company”) held its 2025 Annual Meeting of Stockholders (the “Annual Meeting”). At the Annual Meeting, the Company’s stockholders approved an amendment (the “Amendment”) to Section 5.2 of Article V of the Company’s amended and restated Certificate of Incorporation, as amended (the “Certificate of Incorporation”), to declassify the Company’s Board of Directors (the “Board”) and phase-in annual director elections such that, beginning with the Company’s 2028 Annual Meeting of Stockholders, each director will be elected annually.”

Vincent Colman was appointed as director at Onterris, Inc..

“the board of directors (the “Board”) of Montrose Environmental Group, Inc. (the “Company”) increased the size of the Board to ten members and appointed Mr. Vincent Colman as a director to fill the newly created vacancy.”

Joshua LeMaire changed role as Chief Operating Officer at Onterris, Inc..

“On October 31, 2024, Joshua LeMaire, Chief Operating Officer, notified the Company of his decision to step down as Chief Operating Officer effective December 31, 2024.”
Governance Changes

Onterris, Inc.: Board approved conforming amendments to the Bylaws to remove supermajority voting requirements, contingent upon stockholder approval of charter amendments, effective upon filing of Certificate of Amendment on May 10, 2024 (effective 2024-05-10).

“the Board of Directors approved conforming amendments to the Company’s Amended and Restated Bylaws (the “Bylaws”) to remove the supermajority voting requirements contained int eh Bylaws, with such Bylaw amendments contingent upon stockholder approval and implementation of the corresponding amendments to the Certificate of Incorporation. Accordingly, these amendments to the Bylaws became effective upon the filing of the Certificate of Amendment with the Secretary of State of the State of Delaware on May 10, 2024.”
Governance Changes

Onterris, Inc.: Approved amendments to Certificate of Incorporation to remove supermajority voting requirements for adopting charter amendments, bylaw amendments, and director removals for cause, effective upon filing with Delaware Secretary of State on May 10, 2024 (effective 2024-05-10).

“stockholders of the Company approved amendments to Section 5.2 of Article V and Sections 10.1 and 10.2 of Article X of the Company’s amended and restated Certificate of Incorporation (the “Certificate of Incorporation”) to remove the supermajority voting requirements contained in those sections which required the holders of at least 66 2/3% of the voting power of the stock outstanding and entitled to vote thereon, voting together as a single class, for stockholders to (i) adopt, amend or repeal, or to adopt any provision of the Certificate of Incorporation; (ii) adopt, amend or repeal, or adopt any provision inconsistent with, any provision of the Bylaws of the Corporation (the “Bylaws”); and (iii) remove directors from office for cause. These amendments to the Certificate of Incorporation became effective upon the filing of a Certificate of Amendment of Amended and Restated Certificate of Incorporation (the “Certificate of Amendment”) with the Secretary of State of the State of Delawa”
Shareholder Votes

Onterris, Inc. shareholders approved Approval of amendments to the Company's certificate of incorporation to remove the 66 2/3% supermajority voting requirements at the 2024-05-07 meeting.

“The proposal to approve amendments to the Company’s Certificate of Incorporation to remove the 66 2/3% supermajority voting requirements received the following votes: For Against Abstain Broker Non-Votes 25,620,777 99,900 2,898 1,470,791”
Shareholder Votes

Onterris, Inc. shareholders approved Non-binding advisory approval of the compensation of named executive officers (Say-on-Pay) at the 2024-05-07 meeting.

“3. The approval, on a non-binding and advisory basis, of the compensation of our named executive officers ("Say-on-Pay") The non-binding advisory Say-on-Pay vote received the following votes: For Against Abstain Broker Non-Votes 13,279,941 12,291,786 151,848 1,470,791”
Shareholder Votes

Onterris, Inc. shareholders approved Ratification of the appointment of Deloitte & Touche LLP as the independent registered public accounting firm for fiscal year ending December 31, 2024 at the 2024-05-07 meeting.

“The proposal to ratify the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2024 received the following votes: For Against Abstain Broker Non-Votes 27,011,262 180,662 2,442 0”
Shareholder Votes

Onterris, Inc. shareholders approved Election of three Class I directors at the 2024-05-07 meeting.

“1. Election of Directors The following nominees for election as director of the Company received the number of votes set opposite their respective names: Director Nominee For Abstain Broker Non-Votes J. Miguel Fernandez de Castro 16,283,006 9,240,150 1,671,210 Vijay Manthripragada 17,446,559 8,268,897 1,478,910 Robin L. Newmark 13,672,374 11,850,782 1,671,210 Based on the votes set forth above, the director nominees were duly elected.”
Earnings Releases

Onterris, Inc. reported the first quarter ended March 31, 2024 results: revenue $155.3 million, net income $13.4 million, EPS $0.53. Guidance reaffirmed.

“reference in such filing. --- EX-99.1 (EX-99.1) --- EX-99.1 Exhibit 99.1 MONTROSE ENVIRONMENTAL GROUP ANNOUNCES FIRST QUARTER 2024 RESULTS - Record First Quarter Revenue of $155.3 Million, up 18% Year-Over-Year - - Net Loss of $13.4 million; Basic and Diluted Net Loss Per Share of $0.53 - - Record First Quarter Consolidated Adjusted EBITDA 1 of $16.9 Million - -”
Earnings Releases

Onterris, Inc. reported full year ended December 31, 2023 results: revenue $624.2 million, net income $(30.9) million, EPS $(1.57).

“Adjusted EBITDA 1 as a percentage of revenues was driven primarily by the acquisition of Matrix. Full Year 2023 Results Total revenue in the full year 2023 increased 14.7% to $624.2 million compared to $544.4 million in the prior year. The increase in revenues was primarily due to 24.3% organic growth in the Assessment, Permitting and Response segment, 1”
Earnings Releases

Onterris, Inc. reported fourth quarter ended December 31, 2023 results: revenue $165.7 million, net income $(1.4) million, EPS $(0.18).

“Total revenue in the fourth quarter of 2023 was $165.7 million compared to $139.5 million in the prior year quarter, an increase of 18.8%.”
Debt Financings

Onterris, Inc. incurred term loan of $50.0 million with Bank of America, N.A., as Administrative Agent.

“such terms in the Credit Agreement or Fourth Amendment, as applicable. Among other things, in the Fourth Amendment, the Parent Borrower: • increased the revolving commitments by $50.0 million and, as a result of such increase, the size of the revolving credit facility is now in the aggregate principal amount of $175.0 million; • incurred the fourth amendment term loan”
Debt Financings

Onterris, Inc. amended revolving credit of $175.0 million with Bank of America, N.A., as Administrative Agent.

“• increased the revolving commitments by $50.0 million and, as a result of such increase, the size of the revolving credit facility is now in the aggregate principal amount of $175.0 million; • incurred the fourth amendment term loan in the aggregate principal amount of $50.0 million, the proceeds of which will be used to finance working capital and for other general”
Material Agreements

Onterris, Inc. amended Fourth Amendment to Credit Agreement and Lender Joinder Agreement with Bank of America, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer valued at $50.0 million (effective 2024-02-14).

“On February 14, 2024, Montrose Environmental Group, Inc. (the “Parent Borrower”), Montrose Environmental Group Ltd. (the “Canadian Borrower” and together with the Parent Borrower, each, a “Borrower” and collectively, the “Borrowers”), and certain subsidiaries of the Parent Borrower acting as guarantors (the “Guarantors”) entered into the Fourth Amendment to Credit Agreement and Lender Joinder Agreement (the “Fourth Amendment”)”
Earnings Releases

Onterris, Inc. reported the first nine months of 2023 results: revenue $458.5 million, net income $(29.4) million, EPS $(1.39) per share.

“Total revenue in the first nine months of 2023 increased 13.2% to $458.5 million compared to $404.9 million in the prior year period.”
Earnings Releases

Onterris, Inc. reported for the fiscal quarter ended September 30, 2023 results: revenue $167.9 million, net income $(7.5) million, EPS $(0.39) per share. Guidance reaffirmed.

“investors, and a reconciliation for historical periods to the most directly comparable GAAP measures. Third Quarter 2023 Results Total revenue in the third quarter of 2023 was $167.9 million compared to $130.3 million in the prior year quarter, an increase of 28.9%. The increase in revenues was primarily due to the acquisition of Matrix, organic growth in the”
Earnings Releases

Onterris, Inc. reported the first six months of 2023 results: revenue Total revenue in the first six months of 2023 increased 5.8% to $290.5 million, net income Net loss was $(21.9) million, or $(1.00) per share, EPS a loss of $(1.00) per share. Guidance raised.

“Total revenue in the first six months of 2023 increased 5.8% to $290.5 million”
Earnings Releases

Onterris, Inc. reported the second quarter ended June 30, 2023 results: revenue Total revenue in the second quarter of 2023 was $159.1 million, net income Net loss was $(7.2) million, or a loss of $(0.38) per share, EPS a loss of $(0.38) per share. Guidance raised.

“Total revenue in the second quarter of 2023 was $159.1 million”
Shareholder Votes

Onterris, Inc. shareholders approved Approval, on a non-binding and advisory basis, of the compensation of our named executive officers at the 2023-05-09 meeting.

“The non-binding advisory Say-on-Pay vote received the following votes: For Against Abstain Broker Non-Votes 12,587,708.44 12,384,000.00 3,028.34 1,028,282”
Shareholder Votes

Onterris, Inc. shareholders approved Ratification of the appointment of Deloitte & Touche LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2023 at the 2023-05-09 meeting.

“The proposal to ratify the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023 received the following votes: For Against Abstain Broker Non-Votes 25,985,854.79 15,693 1,471 0”
Shareholder Votes

Onterris, Inc. shareholders approved Election of two Class III directors to hold office until the 2026 Annual Meeting of Stockholders at the 2023-05-09 meeting.

“The following nominees for election as director of the Company received the number of votes set opposite their respective names: Director Nominee For Abstain Broker Non-Votes Peter M. Graham 11,346,800.44 13,627,936.34 1,028,282 Richard E. Perlman 13,550,542.44 11,424,194.34 1,028,282”
Earnings Releases

Onterris, Inc. reported the first quarter ended March 31, 2023 results: revenue $131.4 million, net income $(14.7) million, EPS $(0.63) per share. Guidance raised.

“Total revenue in the first quarter of 2023 was $131.4 million compared to $134.7 million in the prior year quarter. The change in revenues was primarily due to lower demand for COVID-19 related services provided by CTEH, lower revenues in a specialty lab we are discontinuing, and the timing of projects in our Remediation and Reuse segment. Excluding revenue from COVID-19 related services of $3.8 million and $21.4 million, in the respective first quarters of 2023 and 2022, and the lab we are discontinuing of $1.4 million and $5.6 million, in the respective first quarters of 2023 and 2022, revenue in the first quarter of 2023 was $126.2 million compared to $107.7 million in the prior year quarter, an increase of 17.2% over the prior year period, mainly owing to strong organic growth in our Assessment, Permitting and Response and our Measurement and Analysis segments, an increase in CTEH environmental response revenues, and the contributions of acquisitions completed during the past twelv”
Earnings Releases

Onterris, Inc. reported the full year ended December 31, 2022 results: revenue $544.4 million, net income $(31.8) million, EPS $(1.62) per share.

“Total revenue in the full year 2022 was $544.4 million compared to $546.4 million in the prior year. Excluding discontinued service revenues of $3.6 million and $12.1 million, respectively, total revenue in the full year 2022 was $540.8 million compared to $534.3 million in the prior year. The change in revenues was primarily driven by the expected and significantly lower COVID-19-related services provided by CTEH and the planned exit from legacy O&M contracts. Excluding CTEH revenues of $113.9 million and $231.5 million in the full year 2022 and 2021, respectively, and excluding the impact of discontinued services, revenue in the full year 2022 was $426.9 million compared to $302.8 million in the prior year, an increase of 41.0% over the prior year, primarily attributable to strong organic growth in the Measurement and Analysis and Remediation and Reuse segments and the non-CTEH businesses in our Assessment, Permitting and Response segment, as well as the contribution of acquisitions.”
Earnings Releases

Onterris, Inc. reported the fourth quarter ended December 31, 2022 results: revenue $139.5 million, net income $(10.8) million, EPS $(0.50) per share.

“Total revenue in the fourth quarter of 2022 was $139.5 million compared to $143.8 million in the prior year quarter. The change in revenues was primarily due to lower demand for COVID-19 related services provided by CTEH. Excluding CTEH revenues of $25.8 million and $41.0 million in the fourth quarter 2022 and 2021, respectively, revenue in the fourth quarter of 2022 was $113.7 million compared to $102.8 million in the prior year quarter, an increase of 10.6% over the prior year period, mainly owing to strong organic growth in our Measurement and Analysis segment and strong growth in our Assessment, Permitting and Response businesses other than CTEH, as well as the contributions of acquisitions completed during the past twelve months. Net loss was $(10.8) million, or a loss of $(0.50) per share, in the fourth quarter of 2022 compared to a net loss of $(1.5) million, or a loss of $(0.19) per share, in the prior year quarter.”
Earnings Releases

Onterris, Inc. reported the first nine months of 2022 results: revenue $404.9 million, net income $(21.0) million, or $(1.12) per share, EPS $(1.12) per share.

“Total revenue in the first nine months of 2022 increased 0.6% to $404.9 million compared to $402.6 million in the prior year period.”
Earnings Releases

Onterris, Inc. reported the third quarter ended September 30, 2022 results: revenue $130.3 million, net income $(5.7) million, or a loss of $(0.33) per share, EPS $(0.33) per share. Guidance reaffirmed.

“Total revenue in the third quarter of 2022 was $130.3 million compared to $132.6 million in the prior year quarter.”

Peter Jonna resigned as Director at Onterris, Inc..

“On June 2, 2022, Peter Jonna, a member of the Board of Directors of Montrose Environmental Group, Inc. (the “Company) appointed by an affiliate of Oaktree Capital Management, L.P. (“Oaktree”) pursuant to their right to appoint a director set forth in the Certificate of Designation of Cumulative Series A-2 Preferred Stock, notified the Company of his intention to resign from the Company’s Board of Directors concurrent with his resignation from Oaktree effective June 10, 2022.”

Janet Risi Field was appointed as Director at Onterris, Inc..

“On October 19, 2021, the board of directors (the “Board”) of Montrose Environmental Group, Inc. (the “Company”) increased the size of the Board to nine members and appointed Ms. Janet Risi Field as a director to fill the newly created vacancy.”

Facts are extracted by an LLM and gated to those whose source quote is present verbatim in the filing text. Coverage is best-effort while backfill and monitoring mature; this is not yet a full-market index. See methodology.