accession_number,section_name,item_number,word_count,text_preview 0001193125-18-307664,legal_proceedings,P2_1,22,"Proceedings See note 7 to the accompanying condensed consolidated financial statements in Item 1 for information regarding legal proceedings involving the Company." 0000950123-10-073820,controls_and_procedures,P1_4,125,"AND PROCEDURES An evaluation was performed under the supervision and with the participation of the Company’s management, including the Company’s Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of the Company’s disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) as of June 30, 2010. Based upon that evaluation, the Chief Executive Officer and Chief Financial Officer concluded that the Company’s disclosure controls and procedures were effective. There were not any significant changes in the Company’s internal control over financial reporting that occurred during the last fiscal quarter that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting. 62 Table of Contents PART II: OTHER INFORMATION" 0001171843-15-000584,risk_factors,P2_1A,52,"FACTORS The most significant risk factors applicable to the Company are described in Part I, Item 1A “Risk Factors” of our Annual Report on Form 10-K for the year ended September 30, 2014. There have been no material changes from the risk factors previously disclosed in our Annual Report on Form 10-K." 0001014739-20-000024,full_body,N/A,502,"Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) August 4, 2020 OPTION CARE HEALTH, INC. (Exact name of registrant as specified in its charter) Delaware 001-11993 05-0489664 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification Number) 3000 Lakeside Dr. Suite 300N, Bannockburn, IL 60015 (Address of principal executive offices) (312) 940-2443 (Registrant's telephone number, including area code) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☐ If an emerging growth company, indicate by ch" 0001193125-15-067671,properties,2,136,"The following table provides information as to our principal facilities: Location Operating Segment MajorActivity+ ApproximateSquare Feet ofFloor Space Properties Owned: North Reading, Massachusetts Semiconductor Test, System Test 1-2-3-4-5 422,000 Agoura Hills, California Semiconductor Test 3-4 120,000 Kumamoto, Japan Semiconductor Test 2-3-4-5 79,000 621,000 Properties Leased: Cebu, Philippines Semiconductor Test 1-5 135,000 San Jose, California Semiconductor Test 2-3-4-5 128,000 Buffalo Grove, Illinois Semiconductor Test 2-3-4-5 95,000 Sunnyvale, California Wireless Test 2-3-4-5 75,000 Shanghai, China Semiconductor Test, System Test & Wireless Test 3-4-5 68,000 Heredia, Costa Rica Semiconductor Test 1-5 49,000 Hsinchu, Taiwan Semiconductor Test & System Test 4 43,000 Seoul, Korea Semiconductor Test 4 28,000 Singapore, Singapore Semiconductor Test 1-3-4 23,000 644,000 + Major activities have been separated into the following categories: 1. Corporate Administration, 2. Manufacturing, 3. Engineering, 4. Sales and Marketing, 5. Storage and Distribution." 0000733269-22-000013,controls_and_procedures,P1_4,196,"and Procedures (a) Evaluation of Disclosure Controls and Procedures. Our management, with the participation of our Chief Executive Officer (our principal executive officer) and our President, Chief Financial Officer and Executive Managing Director of International (our principal financial and accounting officer), evaluated the effectiveness of our disclosure controls and procedures (as defined under Rule 13a-15(e) of the Securities Exchange Act of 1934, as amended). Based on this evaluation, our principal executive officer and our principal financial and accounting officer concluded that as of December 31, 2021, our disclosure controls and procedures were effective. (b) Changes in Internal Control over Financial Reporting. There have been no changes in our internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) that occurred during the fiscal quarter ended December 31, 2021 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting. We continue to monitor the impact of the COVID-19 pandemic and, despite many of our employees working remotely, we have not experienced any changes that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting. 43 PART II. OTHER INFORMATION" 0001104659-10-057292,md_and_a,P1_2,14625,"DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS This report contains forward-looking statements made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements use words such as “anticipate,” “estimate,” “expect,” “project,” “intend,” “plan,” “believe,” and other words and terms of similar meaning in connection with a discussion of potential future events, circumstances or future operating or financial performance. These forward-looking statements are based on management’s current expectations and observations. Included among the factors that, in our view, could cause actual results to differ materially from the forward looking statements contained in this report are the following: (i) changes in demand or rates in the drybulk shipping industry; (ii) changes in the supply of or demand for drybulk products, generally or in particular regions; (iii) changes in the supply of drybulk carriers including newbuilding of vessels or lower than anticipated scrapping of older vessels; (iv) changes in rules and regulations applicable to the cargo industry, including, without limitation, legislation adopted by international organizations or by individual countries and actions taken by regulatory authorities; (v) increases in costs and expenses including but not limited to: crew wages, insurance, provisions, repairs, maintenance and general and administrative expenses; (vi) the adequacy of our in" 0000028823-24-000112,full_body,N/A,507,"dbd-20241107 0000028823 False 0000028823 2024-11-07 2024-11-07 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): 11/7/2024 Diebold Nixdorf, Incorporated (Exact name of registrant as specified in its charter) _________________________________________________ Delaware 1-4879 34-0183970 (State or other jurisdictionof incorporation) (CommissionFile Number) (I.R.S. EmployerIdentification No.) 350 Orchard Avenue NE North Canton, Ohio 44720 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: ( 330 ) 490-4000 Not Applicable Former name or former address, if changed since last report Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol Name of each exchange on which registere" 0001095073-12-000057,quantitative_disclosures,P1_3,24,"AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK Market Risk Instruments. See “Liquidity and Capital Resources - Market Sensitive Instruments” in PART I – ITEM 2." 0001018963-19-000002,full_body,N/A,393,"Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) January 11, 2019 (January 8, 2019) Allegheny Technologies Incorporated (Exact name of registrant as specified in its charter) Delaware 1-12001 25-1792394 (State of incorporation) (Commission File Number) (IRS Employer Identification Number) 1000 Six PPG Place Pittsburgh, Pennsylvania 15222-5479 (Address of principal executive offices) (412) 394-2800 (Registrant's telephone number, including area code) N/A (Former name or address, if changed since last report). Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter) Emerging grow" 0001193125-11-042247,md_and_a,7,15418,"DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS The following discussion and analysis provides information that management believes is relevant to an assessment and understanding of our consolidated financial condition as of December 26, 2010, and results of operations for the three years ended December 26, 2010. This item should be read in conjunction with our Consolidated Financial Statements and the related Notes included in this Annual Report. EXECUTIVE OVERVIEW We are a diversified media company that currently includes newspapers, digital businesses, investments in paper mills and other investments. We classify our businesses based on our operating strategies into two reportable segments, the News Media Group and the About Group. The News Media Group consists of the following divisions: — The New York Times Media Group, which includes The Times, the IHT, NYTimes.com and related businesses; — the New England Media Group, which includes the Globe, Boston.com, the T&G, Telegram.com and related businesses; and — the Regional Media Group, which includes 14 daily newspapers in Alabama, California, Florida, Louisiana, North Carolina and South Carolina, their Web sites, other print publications and related businesses. The About Group consists of About.com, ConsumerSearch.com, UCompareHealthCare.com and CalorieCount.com and related businesses. Our revenues were $2.4 billion in 2010. The percentage of revenues contributed by division is below. Ne" 0001437749-20-014922,quantitative_disclosures,P1_3,49,"and Qualitative Disclosures About Market Risk . The Company’s market risk exposure at May 31, 2020 is consistent with, and not greater than, the types of market risk and amount of exposures presented in the Annual Report on Form 10-K for the fiscal year ended March 1, 2020. 25" 0000945394-20-000014,financial_statements,P1_1,11399,"Statements SERVICE PROPERTIES TRUST CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) (dollars in thousands, except share data) March 31, December 31, 2020 2019 ASSETS Real estate properties: Land $ 2,068,645 $ 2,066,602 Buildings, improvements and equipment 9,376,243 9,318,434 Total real estate properties, gross 11,444,888 11,385,036 Accumulated depreciation (3,210,219 ) (3,120,761 ) Total real estate properties, net 8,234,669 8,264,275 Acquired real estate leases and other intangibles 364,397 378,218 Assets held for sale 56,688 87,493 Cash and cash equivalents 55,218 27,633 Restricted cash 44,537 53,626 Due from related persons 65,109 68,653 Other assets, net 176,005 154,069 Total assets $ 8,996,623 $ 9,033,967 LIABILITIES AND SHAREHOLDERS’ EQUITY Unsecured revolving credit facility $ 457,000 $ 377,000 Unsecured term loan, net 398,038 397,889 Senior unsecured notes, net 5,290,396 5,287,658 Security deposits 47,094 109,403 Accounts payable and other liabilities 402,736 335,696 Due to related persons 17,447 20,443 Dividend payable 1,646 — Total liabilities 6,614,357 6,528,089 Commitments and contingencies Shareholders’ equity: Common shares of beneficial interest, $.01 par value; 200,000,000 shares authorized; 164,566,397 and 164,563,034 shares issued and outstanding, respectively 1,646 1,646 Additional paid in capital 4,548,076 4,547,529 Cumulative net income available for common shareholders 3,457,995 3,491,645 Cumulative common distributions (5,625,451 ) (5,534,942 ) Total" 0001193125-12-208076,controls_and_procedures,P1_4,163,"and Procedures As indicated in the certifications in Exhibit 31 of this report, the Corporation’s chief executive officer, principal financial officer and principal accounting officer have evaluated the Corporation’s disclosure controls and procedures as of March 31, 2012. Based on that evaluation, these officers have concluded that the Corporation’s disclosure controls and procedures are effective in ensuring that information required to be disclosed by the Corporation in the reports that it files or submits under the Securities Exchange Act of 1934, as amended, is accumulated and communicated to them in a manner that allows for timely decisions regarding required disclosures and are effective in ensuring that such information is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms. There were no changes during the Corporation’s last fiscal quarter that materially affected, or are reasonably likely to materially affect, the Corporation’s internal control over financial reporting. -23- Table of Contents PART II. OTHER INFORMATION" 0001056903-15-000021,legal_proceedings,P2_1,75,"Proceedings Registrant is subject to ordinary routine litigation incidental to its business. Other than those disclosed in this Form 10-Q and in Registrant’s Form 10-K for the year ended December 31, 2014 , no other legal proceedings are pending, which are believed to be material. Management believes that rate recovery, proper insurance coverage and reserves are in place to insure against property, general liability and workers’ compensation claims incurred in the ordinary course of business." 0001018840-22-000011,selected_financial_data,6,5414,"Abercrombie & Fitch Co. 27 2021 Form 10-K Table of Contents Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations The following Management’s Discussion and Analysis of Financial Condition and Results of Operations (“MD&A”) generally discusses our results of operations for Fiscal 2021 and Fiscal 2020 and provides comparisons between such fiscal years. For our discussion and comparison of Fiscal 2020 and Fiscal 2019, see “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Part II, Item 7 of our Annual Report on Form 10-K for the fiscal year ended January 30, 2021. This MD&A should be read together with the Company’s audited Consolidated Financial Statements and notes thereto included in this Annual Report on Form 10-K in “ ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA , ” to which all references to Notes in MD&A are made. INTRODUCTION MD&A is provided as a supplement to the accompanying Consolidated Financial Statements and notes thereto to help provide an understanding of the Company’s results of operations, financial condition, and liquidity. MD&A is organized as follows: • Overview . A general description of the Company’s business and certain segment information, and an overview of key performance indicators reviewed by various members of management to gauge the Company’s results. • Current Trends and Outlook . A discussion of the Company’s long-term plans for growth. In addition, this secti" 0000708955-23-000031,controls_and_procedures,P1_4,305,"AND PROCEDURES Disclosure Controls and Procedures Management is responsible for establishing and maintaining effective disclosure controls and procedures, as defined under Rule 13a-15 of the Securities Exchange Act of 1934, that are designed to cause the material information required to be disclosed by First Financial in the reports it files or submits under the Securities Exchange Act of 1934 to be recorded, processed, summarized, and reported to the extent applicable within the time periods required by the Securities and Exchange Commission’s rules and forms. In designing and evaluating the disclosure controls and procedures, management recognized that a control system, no matter how well designed and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within a company have been detected. As of the end of the period covered by this report, First Financial performed an evaluation under the supervision and with the participation of management, including the Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of its disclosure controls and procedures pursuant to Rule 13a-15 of the Securities Exchange Act of 1934. Based upon that evaluation, the Chief Executive Officer and Chief Financial Officer c" 0001558370-24-002688,legal_proceedings,3,81,"Proceeding s ​ The Company and its subsidiaries have, from time to time, collection suits and other actions that arise in the ordinary course of business against its borrowers and are defendants in legal actions arising from normal business activities. Management, after consultation with legal counsel, believes that the ultimate liabilities, if any, resulting from these actions will not have a material adverse effect on the financial position of the Bank or on the consolidated financial position of the Company. ​" 0001570585-24-000237,md_and_a,P1_2,13940,"DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS The following discussion and analysis, which should be read in conjunction with our consolidated financial statements and the discussion and analysis included in our 10-K, is intended to assist in providing an understanding of changes in our results of operations and financial condition and is organized as follows: • Forward-Looking Statements. This section provides a description of certain factors that could cause actual results or events to differ materially from anticipated results or events. • Overview. This section provides a general description of our business and recent events. • Material Changes in Results of Operations. This section provides an analysis of our results of operations for the three and six months ended June 30, 2024 and 2023. • Material Changes in Financial Condition. This section provides an analysis of our corporate and subsidiary liquidity and our condensed consolidated statements of cash flows. The capitalized terms used below have been defined in the notes to our condensed consolidated financial statements. In the following text, the terms “we,” “our,” “our company” and “us” may refer, as the context requires, to Liberty Global or collectively to Liberty Global and its subsidiaries. Unless otherwise indicated, convenience translations into U.S. dollars are calculated, and operational data is presented, as of June 30, 2024. Forward-Looking Statements Certain statements in this" 0001193125-12-287910,controls_and_procedures,9A,1178,"and Procedures Conclusions Regarding Disclosure Controls and Procedures Under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, we conducted an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act). Based on this evaluation, our Chief Executive Officer and Chief Financial Officer, as of April 30, 2012, concluded that our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) are effective to ensure that information required to be disclosed by us in reports that we file or submit under the Exchange Act was recorded, processed, summarized, and reported within the time periods specified in SEC rules and forms, and that such information is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure. Changes in Internal Control Over Financial Reporting There was no change in our internal control over financial reporting that occurred during our fourth fiscal quarter of 2012 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting. Inherent Limitations on Effectiveness of Controls Our management, including our Chief Executive Officer and Chief Fin" 0001564590-17-009918,controls_and_procedures,P1_4,205,"and Procedures Evaluation of Disclosure Controls and Procedures As of March 31, 2017, our management, with the participation of our President and Chief Executive Officer and our Chief Financial Officer, evaluated the effectiveness of our disclosure controls and procedures pursuant to Rule 13a-15(b) promulgated under the Securities Exchange Act of 1934, as amended, or the Exchange Act. Based upon that evaluation, our President and Chief Executive Officer and our Chief Financial Officer concluded that, as of March 31, 2017, our disclosure controls and procedures were effective in ensuring that material information required to be disclosed in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, including ensuring that such material information is accumulated and communicated to our management, including our President and Chief Executive Officer and our Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure. Changes in Internal Control over Financial Reporting There were no changes to our internal control over financial reporting that occurred during the quarter ended March 31, 2017 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting. PART II—OTHER INFORMATION" 0000063908-17-000017,market_for_equity,5,747,"for Registrant’s Common Equity, Related Shareholder Matters and Issuer Purchases of Equity Securities MARKET INFORMATION AND DIVIDEND POLICY The Company’s common stock trades under the symbol MCD and is listed on the New York Stock Exchange in the U.S. The following table sets forth the common stock price ranges on the New York Stock Exchange and dividends declared per common share: 2016 2015 Dollars per share High Low Dividend High Low Dividend Quarter: First 126.96 112.71 0.89 101.09 88.77 0.85 Second 131.96 116.08 0.89 101.08 94.02 0.85 Third 128.60 113.96 1.83 * 101.88 87.50 0.85 Fourth 124.00 110.33 — 120.23 97.13 0.89 Year 131.96 110.33 3.61 120.23 87.50 3.44 * Includes an $0.89 per share dividend declared and paid in third quarter, and a $0.94 per share dividend declared in third quarter and paid in fourth quarter. The number of shareholders of record and beneficial owners of the Company’s common stock as of January 31, 2017 was estimated to be 1,658,000 . Given the Company’s returns on incremental invested capital and assets, management believes it is prudent to reinvest in the business in markets with acceptable returns and/or opportunity for long-term growth and use excess cash flow to return cash to shareholders through dividends and share repurchases. The Company has paid dividends on common stock for 41 consecutive years through 2016 and has increased the dividend amount at least once every year. As in the past, future dividend amounts will be considered after re" 0001578732-23-000030,legal_proceedings,P2_1,233,"Proceedings We are involved in claims and legal actions arising in the ordinary course of our business, some of which involve claims for damages that are substantial in amount. Most of these litigation matters are covered by our insurance policies, which contain deductibles, exclusions, claim limits and aggregate policy limits. Such litigation and other proceedings may include, but are not limited to, actions relating to commercial relationships, standard brokerage disputes like the alleged failure to disclose physical or environmental defects or property expenses or contracts, the alleged inadequate disclosure of matters relating to the transaction like the relationships among the parties to the transaction, potential claims or losses pertaining to the asset, vicarious liability based upon conduct of individuals or entities outside of our control, general fraud claims, conflicts of interest claims, employment law claims, including claims challenging the classification of our sales professionals as independent contractors, claims alleging violations of state consumer fraud statutes and intellectual property. While the ultimate liability for these legal proceedings cannot be determined, we review the need for an accrual for loss contingencies quarterly and record an accrual for litigation related losses where the likelihood of loss is both probable and estimable. We do not believe, based on information currently available to us, that the final outcome of these proceedings will" 0001104659-13-089688,full_body,N/A,1476,"UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): December 9, 2013 VENTAS, INC. (Exact Name of Registrant as Specified in Its Charter) Delaware 1-10989 61-1055020 (State or Other Jurisdictionof Incorporation) (CommissionFile Number) (IRS EmployerIdentification No.) 353 N. Clark Street, Suite 3300, Chicago, Illinois 60654 (Address of Principal Executive Offices) (Zip Code) Registrant’s Telephone Number, Including Area Code: (877) 483-6827 Not Applicable Former Name or Former Address, if Changed Since Last Report Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the Registrant under any of the following provisions: ¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Item 1.01. Entry into a Material Definitive Agreement. The disclosures contained in “Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant” of this Current Report on " 0001628280-25-049877,md_and_a,P1_2,9417,"DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our un audited condensed consolidated financial statements and related notes appearing elsewhere in this Quarterly Report on Form 10-Q and our audited consolidated financial statements and the related notes and the discussion under the heading ""Management's Discussion and Analysis of Financial Condition and Results of Operations"" for the year ended December 31, 2024 included in the Annual Report on Form 10-K for the year ended December 31, 2024 (our “Annual Report”). This discussion, particularly information with respect to our future results of operations or financial condition, business strategy and plans, and objectives of management for future operations, includes forward-looking statements that involve risks and uncertainties as described under the heading ""Special Note About Forward-Looking Statements"" in this Quarterly Report on Form 10-Q. You should review the disclosure under the heading ""Risk Factors"" in this Quarterly Report on Form 10-Q for a discussion of important factors that could cause our actual results to differ materially from those described or implied in these forward-looking statements. Our historical results are not necessarily indicative of the results that may be expected for any period in the future. Unless the context otherwise requires, all references " 0000034903-23-000044,controls_and_procedures,P1_4,425,"AND PROCEDURES Controls and Procedures (Federal Realty Investment Trust) Periodic Evaluation and Conclusion of Disclosure Controls and Procedures An evaluation has been performed, under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of the Trust's disclosure controls and procedures as of March 31, 2023. Based on this evaluation, our management, including our Chief Executive Officer and Chief Financial Officer, concluded that the Trust's disclosure controls and procedures were effective as of March 31, 2023 to provide reasonable assurance that information required to be disclosed in the Trust's reports filed or submitted under the Securities Exchange Act of 1934 is (i) recorded, processed, summarized and reported within the time periods specified in the rules and forms of the SEC and (ii) accumulated and communicated to the Trust’s management including its principal executive and principal financial officer as appropriate to allow timely decisions regarding required disclosure. Changes in Internal Control Over Financial Reporting There has been no change in the Trust's internal control over financial reporting during the quarterly period covered by this report that materially affected, or is reasonably likely to materially affect, the Trust's internal control over financial reporting. Controls and Procedures (Federal Realty OP LP) Periodic Evaluati" 0001628280-19-011057,full_body,N/A,455,"Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 16, 2019 KLA CORPORATION (Exact name of registrant as specified in its charter) Delaware 000-09992 04-2564110 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employer Identification No.) One Technology Drive,Milpitas, California 95035 (Address of principal executive offices) (Zip Code) Registrant’s telephone number, including area code: (408) 875-3000 (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth comp" 0001104659-25-000845,full_body,N/A,449,"false 0001466026 0001466026 2025-01-03 2025-01-03 0001466026 us-gaap:CommonStockMember 2025-01-03 2025-01-03 0001466026 msbi:DepositarySharesEachRepresenting1slash40thInterestInShareOf7.750FixedrateResetNoncumulativePerpetualPreferredStockSeriesA2.00ParValueMember 2025-01-03 2025-01-03 iso4217:USD xbrli:shares iso4217:USD xbrli:shares United States Securities And Exchange Commission Washington, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15( d ) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): January 3, 2025 Midland States Bancorp, Inc. (Exact Name of Registrant as Specified in Charter) Illinois 001-35272 37-1233196 (State or Other Jurisdiction ofIncorporation) (Commission File Number) (IRS Employer Identification No.) 1201 Network Centre Drive Effingham , Illinois 62401 (Address of Principal Executive Offices) (Zip Code) Registrant’s telephone number, including area code: ( 217 ) 342-7321 N/A (Former Name or Former Address, if Changed Since Last Report) Securities registered pursuant to Section 12(b) of the Act: Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions ( see General Instruction A.2. below): ¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR " 0001712184-22-000291,financial_statements,P1_1,16970,"PROCEEDINGS 80 Item 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS 80 Item 6. EXHIBITS 81 GLOSSARY OF DEFINED TERMS Unless the context requires otherwise, references to Liberty Latin America , “ we ,” “ our ,” “ our company ” and “ us ” in this Quarterly Report on Form 10-Q (as defined below) may refer to Liberty Latin America Ltd. or collectively to Liberty Latin America Ltd. and its subsidiaries. We have used several other terms in this Quarterly Report on Form 10-Q, most of which are defined or explained below. 2021 Form 10-K Annual Report on Form 10-K for the year ended December 31, 2021 2020 Share Repurchase Program The share repurchase program that was authorized by our Directors on March 16, 2020 that authorized us to repurchase from time to time up to $100 million of our Class A and/or Class C common shares and expired in March 2022 2022 Share Repurchase Program The share repurchase program that was authorized by our Directors on February 22, 2022 that authorizes us to repurchase from time to time up to $200 million of our Class A and/or Class C common shares through December 2024 2026 SPV Credit Facility $1.0 billion principal amount LIBOR + 5.0% term loan facility due October 15, 2026 issued by LCPR Loan Financing (repaid during 2021) 2027 C&W Senior Notes $1.2 billion aggregate principal amount 6.875% senior notes due September 15, 2027 issued by C&W Senior Finance 2027 C&W Senior Secured Notes $495 million aggregate principal amount 5.75% senior se" 0000091576-18-000011,controls_and_procedures,9A,289,"AND PROCEDURES Evaluation of Disclosure Controls and Procedures As of the end of the period covered by this report, KeyCorp carried out an evaluation, under the supervision and with the participation of KeyCorp’s management, including our Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of KeyCorp’s disclosure controls and procedures (as defined in Rule 13a-15(e) under the Securities Exchange Act of 1934 (the “Exchange Act”), to ensure that information required to be disclosed by KeyCorp in reports that it files or submits under the Exchange Act, is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to KeyCorp’s management, including its Chief Executive Officer and Chief Financial Officer, as appropriate, to allow for timely decisions regarding required disclosure. Based upon that evaluation, KeyCorp’s Chief Executive Officer and Chief Financial Officer concluded that the design and operation of these disclosure controls and procedures were effective, in all material respects, as of the end of the period covered by this report. 189 Table of Contents Changes in Internal Control over Financial Reporting No changes were made to KeyCorp’s internal control over financial reporting (as defined in Rule 13a-15(f) under the Exchange Act) during the last fiscal year that materially affected, or are reasonably likely to " 0001193125-14-082872,other_information,9B,14220,"Information. None. PART III Item 10. Directors, Executive Officers and Corporate Governance. The information under the heading “Executive Officers of the Registrant” in Part I, Item 1 of this Form 10-K is incorporated by reference in this section. The other information required by this item is hereby incorporated by reference to the Company’s definitive proxy statement, which will be filed with the Securities and Exchange Commission (“SEC”) within 120 days after the close of fiscal 2013. Code of Business Conduct and Code of Ethics Cohu has adopted a code of business conduct and ethics for directors, officers and employees. The code is available on the Investor Relations section of our website at www.cohu.com. We intend to make all required disclosures concerning any amendments to, or waivers from, our code of ethics on our website. Corporate Governance Guidelines and Certain Committee Charters Cohu has adopted Corporate Governance Guidelines as well as charters for its Audit, Compensation and Nominating and Governance Committees. These documents are available on the Investor Relations section of our website at www.cohu.com. The information on our website is not incorporated by reference in or considered to be a part of this Annual Report on Form 10-K. Item 11. Executive Compensation. Information regarding Executive Compensation is hereby incorporated by reference to the Company’s definitive proxy statement, which will be filed with the SEC within 120 days after the" 0001193125-13-115333,controls_and_procedures,9A,456,"and Procedures. Disclosure Controls and Procedures We maintain disclosure controls and procedures that are designed to provide reasonable assurance that information required to be disclosed by us in the reports we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to our management, including our principal executive officer and principal financial officer, as appropriate to allow timely decisions regarding required disclosure. In designing and evaluating the disclosure controls and procedures, management recognized that any controls and procedures, no matter how well designed and operated, can only provide reasonable assurance of achieving the desired control objectives, and in reaching a reasonable level of assurance, management necessarily was required to apply its judgment in evaluating the cost-benefit relationship of possible controls and procedures. Under the supervision and with the participation of our management, including our principal executive officer and principal financial officer, we have evaluated the effectiveness of our disclosure controls and procedures (as defined under Exchange Act Rule 13a-15(e)) as of December 31, 2012. Based on that evaluation, our principal executive officer and principal financial officer have concluded that as of December 31, 2012 these disclosure controls and procedures were" 0001262976-23-000079,financial_statements,P1_1,9568,"Statements CIMPRESS PLC CONSOLIDATED BALANCE SHEETS (unaudited in thousands, except share and per share data) September 30,2023 June 30,2023 Assets Current assets: Cash and cash equivalents $ 125,199 $ 130,313 Marketable securities 22,613 38,540 Accounts receivable, net of allowances of $7,026and$6,630, respectively 68,892 67,353 Inventory 113,985 107,835 Prepaid expenses and other current assets 113,230 96,986 Total current assets 443,919 441,027 Property, plant and equipment, net 271,507 287,574 Operating lease assets, net 74,519 76,776 Software and website development costs, net 92,620 95,315 Deferred tax assets 12,060 12,740 Goodwill 772,165 781,541 Intangible assets, net 98,836 109,196 Marketable securities, non-current — 4,497 Other assets 43,845 46,193 Total assets $ 1,809,471 $ 1,854,859 Liabilities, noncontrolling interests and shareholders’ deficit Current liabilities: Accounts payable $ 264,032 $ 285,784 Accrued expenses 272,819 257,109 Deferred revenue 49,490 44,698 Short-term debt 10,877 10,713 Operating lease liabilities, current 21,851 22,559 Other current liabilities 20,114 24,469 Total current liabilities 639,183 645,332 Deferred tax liabilities 49,407 47,351 Long-term debt 1,594,942 1,627,243 Operating lease liabilities, non-current 55,051 56,668 Other liabilities 73,668 90,058 Total liabilities 2,412,251 2,466,652 Commitments and contingencies (Note 12) Redeemable noncontrolling interests (Note 10) 10,848 10,893 Shareholders’ deficit: Ordinary shares, nomin" 0001193125-20-218015,full_body,N/A,1354,"8-K CHEVRON CORP false 0000093410 0000093410 2020-08-12 2020-08-12 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 12, 2020 Chevron Corporation (Exact name of registrant as specified in its charter) Delaware 001-00368 94-0890210 (State or other jurisdictionof incorporation) (CommissionFile Number) (I.R.S. EmployerIdentification No.) 6001 Bollinger Canyon Road,San Ramon,CA 94583 (Address of principal executive offices) (Zip Code) Registrant’s telephone number, including area code: (925) 842-1000 None (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations of the registrant under any of the following provisions: ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each class TradingSymbol Name of each exchangeon which registered Common stock, par value $.75 per " 0001193125-12-483311,unregistered_sales,P2_2,667,"Sales of Equity Securities and Use of Proceeds On April 15, 2008, the Board authorized a program to repurchase up to one million shares of the Company’s Common Stock. Under this authorization, the Company has the option to repurchase shares over time, with the amount and timing of repurchases depending on market conditions and corporate needs. The Company entered into a Rule 10b5-1 plan to facilitate repurchases of its shares under this authorization. A Rule 10b5-1 plan permits a company to repurchase shares at times when it might otherwise be prevented from doing so, provided the plan is adopted when the company is not aware of material non-public information. The Company may suspend or discontinue the repurchase of stock at any time. Under this share repurchase program, the Company had repurchased a total of 937,360 shares of Common Stock in the open market during the first and second quarters of fiscal year 2009 at a total cost of approximately $19.5 million or $20.79 per share. During the nine months ended October 31, 2012, the Company has not repurchased shares of Common Stock under this program. An aggregate of 32,120 shares have been repurchased during the nine months ended October 31, 2012 as a result of the surrender of shares in connection with the vesting of certain restricted stock awards and stock options. At the election of an employee, shares having an aggregate value on the vesting date equal to the employee’s withholding tax obligation may be surrendered to" 0001383312-15-000006,full_body,N/A,325,"Form_8-K_announcing_dividend UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ———————————— FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 3, 2015 ———————————— BROADRIDGE FINANCIAL SOLUTIONS, INC. (Exact name of registrant as specified in its charter) DELAWARE (State or other jurisdiction of incorporation) ———————————— 001-33220 33-1151291 (Commission file number) (I.R.S. Employer Identification No.) 1981 Marcus Avenue Lake Success, New York 11042 (Address of principal executive offices) Registrant’s telephone number, including area code: (516) 472-5400 N/A (Former name or former address, if changed since last report) ———————————— Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: [ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) [ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Item 8.01. Other Events. On February 3, 2015, the Company issued a press release announcing that its Board of Directors had declared a quarterly cash dividend of $" 0001193125-21-112538,full_body,N/A,537,"8-K KOHLS Corp false 0000885639 0000885639 2021-04-09 2021-04-09 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 9, 2021 KOHL’S CORPORATION (Exact name of registrant as specified in its charter) Wisconsin 001-11084 39-1630919 (State or other jurisdictionof incorporation) (CommissionFile Number) (IRS EmployerIdentification No.) N56 W17000 Ridgewood DriveMenomonee Falls,Wisconsin 53051 (Address of principal executive offices) (Zip Code) Registrant’s telephone number, including area code: (262) 703-7000 Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule14a-12under the Exchange Act (17 CFR240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each class TradingSymbol(s) Name of each exchangeon which registered Common Stock, $.01 par value KSS New York Stock Exchange Indicate by check mark whether the regis" 0000012927-15-000011,legal_proceedings,3,34,"Proceedings Currently, we are involved in a number of legal proceedings. For a discussion of contingencies related to legal proceedings, see Note 20 to our Consolidated Financial Statements, which is hereby incorporated by reference." 0001564590-17-009919,quantitative_disclosures,P1_3,339,"and Qualitative Disclosures About Market Risk Inflation The impact of inflation has affected, and will continue to affect, our operations significantly. Our costs of food, merchandise and other revenues are influenced by inflation and fluctuations in global commodity prices. In addition, costs for construction, repairs and maintenance are all subject to inflationary pressures. Interest Rate Risk We are exposed to market risks from fluctuations in interest rates, and to a lesser extent on currency exchange rates, from time to time, on imported rides and equipment. The objective of our financial risk management is to reduce the potential negative impact of interest rate and foreign currency exchange rate fluctuations to acceptable levels. We do not acquire market risk sensitive instruments for trading purposes. We manage interest rate risk through the use of a combination of fixed-rate long-term debt and interest rate swaps that fix a portion of our variable-rate long-term debt. 40 The effective portion of changes in the fair value of derivatives designated and that qualify as cash flow hedges is recorded in accumulated other comprehensive loss and is subsequently reclassified into earnings in the period that the hedged forecasted transaction affects earnings. The ineffective portion of the change in fair value of the derivatives is recognized directly in e arnings. Amounts reported in accumulated other comprehensive loss related to derivatives will be reclassified to in" 0001104659-11-007425,controls_and_procedures,P1_4,297,"and Procedures Evaluation of Disclosure Controls and Procedures We maintain disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended) that are designed to reasonably ensure that information required to be disclosed by us in the reports we file or submit under the Securities Exchange Act of 1934, as amended, is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms and that such information is accumulated and communicated to our management, including our chief executive and chief financial officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure. Our management evaluated, with the participation of our Chief Executive Officer and Chief Financial Officer, the effectiveness of the design and operation of our disclosure controls and procedures as of the end of the period covered in this quarterly report on Form 10-Q. Based on that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were effective as of the end of such period to provide reasonable assurance that information required to be disclosed in our Exchange Act reports is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and that material information relating to our company" 0001437749-13-006930,full_body,N/A,1565,"nymt20130530_8k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 31, 2013 (May 28, 2013) NEW YORK MORTGAGE TRUST, INC. (Exact name of registrant as specified in its charter) Maryland 001-32216 47-0934168 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.) 275 Madison Avenue New York, New York 10016 (Address and zip code of principal executive offices) Registrant’s telephone number, including area code: (212) 792-0107 Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: [ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) [ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Item 1.01. Entry Into a Material Definitive Agreement On May 28, 2013, New York Mortgage Trust, Inc. (the “Company”) entered into an Underwriting Agreement (the “Underwriting Agreement”) with Citigroup Global Markets Inc. and Keefe, Bruyette & Woods, Inc., a" 0000708955-21-000064,financial_statements,P1_1,20280,"Proceedings 59 Item 1A - Risk Factors 59 Item 2 - Unregistered Sales of Equity Securities and Use of Proceeds 59 Item 6 - Exhibits 60 Signatures 61 Table of Contents Glossary of Abbreviations and Acronyms First Financial has identified the following list of abbreviations and acronyms that are used in the Notes to Consolidated Financial Statements and Management's Discussion and Analysis of Financial Condition and Results of Operations. ABL Asset backed lending FRB Federal Reserve Bank ACL Allowance for credit losses GAAP U.S. Generally Accepted Accounting Principles AFS Available-for-sale HTC Historic tax credit Allowance Collectively or individually, Allowance for credit losses HTM Held-to-maturity AOCI Accumulated other comprehensive income Insignificant Less than $0.1 million ASC Accounting standards codification IRLC Interest rate lock commitment ASU Accounting standards update LGD Loss Given Default Bank First Financial Bank LIHTC Low income housing tax credit Basel III Basel Committee regulatory capital reforms, Third Basel Accord MD&A Management's Discussion and Analysis of Financial Condition and Results of Operations BGF or Bannockburn Bannockburn Global Forex, LLC MSFG MainSource Financial Group, Inc. Bp/bps Basis point(s) N/A Not applicable BOLI Bank owned life insurance NII Net interest income CARES Act Coronavirus Aid, Relief, and Economic Security Act NMTC New market tax credit CDs Certificates of deposit OBS Off-balance sheet C&I Commercial & industrial OREO Ot" 0001564590-16-027404,risk_factors,P2_1A,32,"FACTORS There have been no material changes to the Risk Factors previously disclosed in Item 1A of the Company’s Annual Report on Form 10-K for the year ended December 31, 2015. 38" 0001901440-26-000003,full_body,N/A,542,"uls-20260219 false 0001901440 0001901440 2026-02-19 2026-02-19 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ___________________________________ FORM 8-K ___________________________________ CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported ): February 19, 2026 ___________________________________ UL Solutions Inc. (Exact name of registrant as specified in its charter) ___________________________________ Delaware(State or other jurisdiction ofincorporation or organization) 001-42012(Commission File Number) 27-0913800(I.R.S. Employer Identification Number) 333 Pfingsten RoadNorthbrook,Illinois60062 (Address of principal executive offices and zip code) (847)272-8800 (Registrant's telephone number, including area code) ___________________________________ Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of e" 0000092122-16-000126,properties,2,3067,"Electric Properties The traditional op erating companies, Southern Power, and SEGCO, at December 31, 2015, owned and/or operated 33 hydroelectric generating stations, 31 fossil fuel generating stations, three nuclear generating stations, 13 combined cycle/cogeneration stations, 16 solar facilities, one wind facility, one biomass facility, and one landfill gas facility. The amounts of capacity for each company, as of December 31, 2015, are shown in the table below. Generating Station Location NameplateCapacity (1) (KWs) FOSSIL STEAM Gadsden Gadsden, AL 120,000 Gorgas Jasper, AL 1,021,250 (2 ) Barry Mobile, AL 1,300,000 (2 ) Greene County Demopolis, AL 300,000 (3 ) Gaston Unit 5 Wilsonville, AL 880,000 Miller Birmingham, AL 2,532,288 (4 ) Alabama Power Total 6,153,538 Bowen Cartersville, GA 3,160,000 Hammond Rome, GA 800,000 McIntosh Effingham County, GA 163,117 Mitchell Albany, GA 125,000 (5 ) Scherer Macon, GA 750,924 (6 ) Wansley Carrollton, GA 925,550 (7 ) Yates Newnan, GA 700,000 Georgia Power Total 6,624,591 Crist Pensacola, FL 970,000 Daniel Pascagoula, MS 500,000 (8 ) Lansing Smith Panama City, FL 305,000 (9 ) Scherer Unit 3 Macon, GA 204,500 (6 ) Gulf Power Total 1,979,500 Daniel Pascagoula, MS 500,000 (8 ) Greene County Demopolis, AL 200,000 (3 ) Sweatt Meridian, MS 80,000 (10 ) Watson Gulfport, MS 862,000 (10 ) Mississippi Power Total 1,642,000 Gaston Units 1-4 Wilsonville, AL SEGCO Total 1,000,000 (11 ) Total Fossil Steam 17,399,629 IGCC Kemper County/Ratcliffe Kemp" 0001193125-11-125644,full_body,N/A,595,"Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) May 2, 2011 TIDEWATER INC. (Exact name of registrant as specified in its charter) Delaware(State of incorporation) 1-6311(Commission File Number) 72-0487776(IRS Employer Identification No.) 601 Poydras Street, Suite 1900(Address of principal executive offices) 70130(Zip Code) (504) 568-1010 (Registrant’s telephone number, including area code) N/A (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrants under any of the following provisions: ¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Item 8.01. Other Events In accordance with the safe harbor provisions of the Private Securities Litigation Reform Act of 1995, the Company notes that certain statements set forth in this Current Report on Form 8-K provide other than historical information and are forward looking. " 0001157523-13-004295,full_body,N/A,299,"UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 August 29, 2013 1-800-FLOWERS.COM, INC. (Exact name of registrant as specified in its charter) Delaware 0-26841 11-3117311 (State of incorporation) (Commission File Number) (IRS EmployerIdentification No.) One Old Country Road, Suite 500Carle Place, New York 11514 (Address of principal executive offices)(Zip Code) (516) 237-6000 (Registrant’s telephone number, including area code) N/A (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrants under any of the following provisions: ⃞ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ⃞ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ⃞ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ⃞ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Item 2.02 Results of Operations and Financial Condition On August 29, 2013, 1-800-FLOWERS.COM, Inc. issued a press release announcing its financial results for its Fiscal 2013 Fourth Quarter and Full Year ended June 30, 2013. A copy of the press release is included as Exhibit 99 and is incorporated herein by" 0001564590-22-012996,financial_statements,8,33,"Statements and Supplementary Data. The consolidated financial statements required to be filed pursuant to this Item 8 are appended to this report. An index of those financial statements is found in Item 15." 0000917520-19-000013,selected_financial_data,6,1020,"FINANCIAL DATA The information set forth below should be read in conjunction with “Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations” and our consolidated financial statements and related notes included elsewhere in this report. All results and data in the tables below reflect continuing operations, unless otherwise noted. As a result, the data presented below will not necessarily agree to previously issued financial statements. See Note 4, Acquisitions and Pro Forma Results for additional information regarding the impact of 2018 , 2017 and 2016 acquisitions in Item 15 of this Form 10-K. Years Ended December 31, 2018 2017 2016 2015 2014 (In thousands, except per share data) Operating Results: Total revenues, net $ 1,472,441 $ 1,188,236 $ 992,075 $ 882,734 $ 796,717 Costs and expenses 1,361,443 1,143,432 876,735 803,147 728,860 Operating income (4) 110,998 44,804 115,340 79,587 67,857 Interest expense, net (1) (2) (61,883 ) (34,764 ) (25,779 ) (23,504 ) (21,799 ) Other income (expense), net (7) 8,288 1,345 845 4,588 (492 ) Income from continuing operations before income taxes 57,403 11,385 90,406 60,671 45,566 (Benefit from) provision for income taxes (4) (6) (3,398 ) (53,358 ) 15,842 53,820 9,271 Net income from continuing operations $ 60,801 $ 64,743 $ 74,564 $ 6,851 $ 36,295 Loss from discontinued operations (net of tax benefit) $ — $ — $ — $ (10,370 ) $ (2,291 ) Net income (loss) $ 60,801 $ 64,743 $ 74,564 $ (3,519 ) $ 34,004 Dil" 0001654954-19-002189,properties,2,73,"Our corporate and executive office is located in New York, New York. Our New York facility consists of leased office space at 2 Gansevoort Street, 9th Floor, New York, New York 10014. We are also currently leasing small office spaces in Cary, North Carolina and Kingsport, Tennessee to accommodate our clinical operations groups. We believe that our existing facilities are adequate to meet our current requirements. We do not own any real property." 0001397911-20-000195,unregistered_sales,P2_2,357,"Sales of Equity Securities and Use of Proceeds None. Item 3. Defaults Upon Senior Securities None. Item 4. Mine Safety Disclosures None. Item 5. Other Information None. 50 Table of Contents Item 6. Exhibits 3.1 Amended and Restated Certificate of Incorporation of LPL Investment Holdings Inc., dated November 23, 2010 (Incorporated by reference to Amendment No. 2 to the Registration Statement on Form S-1 filed on July 9, 2010). 3.2 Certificate of Ownership and Merger Merging LPL Financial Holdings Inc. with and into LPL Investment Holdings Inc., dated June 14, 2012 (Incorporated by reference to the Form 8-K filed on June 19, 2012). 3.3 Certificate of Amendment to the Amended and Restated Certificate of Incorporation of LPL Financial Holdings Inc., dated May 8, 2014 (Incorporated by reference to the Form 8-K filed on May 9, 2014). 3.4 Fifth Amended and Restated Bylaws of LPL Financial Holdings Inc. (Incorporated by reference to the Form 8-K filed on March 12, 2014). 31.1 Certification of the Chief Executive Officer pursuant to Rule 13a-14(a).* 31.2 Certification of the Chief Financial Officer pursuant to Rule 13a-14(a).* 32.1 Certification of the Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.** 32.2 Certification of the Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.** 101.SCH Inline XBRL Taxonomy Extension Schema 10" 0000884614-19-000059,selected_financial_data,6,1116,"FINANCIAL DATA Year Ended September 30, (Millions of dollars, except per share amounts) 2019 2018 (a) 2017 2016 2015 FOR THE PERIOD: Income statement data: Revenues $ 7,320.4 $ 7,651.2 $ 6,120.7 $ 5,685.7 $ 6,691.1 Net income including noncontrolling interests $ 307.9 $ 822.4 $ 523.8 $ 488.8 $ 414.0 Deduct net income attributable to noncontrolling interests, principally in AmeriGas Partners (51.7 ) (103.7 ) (87.2 ) (124.1 ) (133.0 ) Net income attributable to UGI Corporation $ 256.2 $ 718.7 $ 436.6 $ 364.7 $ 281.0 Earnings per common share attributable to UGI Corporation stockholders: Basic $ 1.44 $ 4.13 $ 2.51 $ 2.11 $ 1.62 Diluted $ 1.41 $ 4.06 $ 2.46 $ 2.08 $ 1.60 Cash dividends declared per common share $ 1.145 $ 1.020 $ 0.975 $ 0.930 $ 0.890 AT PERIOD END: Balance sheet data: Total assets $ 13,346.6 $ 11,980.9 $ 11,582.2 $ 10,847.2 $ 10,514.2 Capitalization: Debt: Short-term debt: AmeriGas Propane $ 328.0 $ 232.0 $ 140.0 $ 153.2 $ 68.1 UGI International 210.9 1.4 17.9 0.5 0.6 Midstream & Marketing 91.4 2.0 39.0 25.5 49.5 UGI Utilities 166.0 189.5 170.0 112.5 71.7 Long-term debt (including current maturities): AmeriGas Propane 2,564.6 2,569.6 2,572.3 2,333.6 2,261.9 UGI International 719.5 748.5 838.8 779.6 774.2 Midstream & Marketing 686.6 0.4 0.5 0.8 0.8 UGI Utilities 979.2 838.0 751.1 671.5 619.8 UGI Corporation & Other 854.1 8.8 9.4 10.0 10.7 Total debt 6,600.3 4,590.2 4,539.0 4,087.2 3,857.3 UGI Corporation stockholders’ equity 3,817.5 3,681.4 3,163.3 2,844.1 2,685.2" 0001140361-22-025657,full_body,N/A,3053,"false 0001080014 0001080014 2022-07-10 2022-07-10 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 10, 2022 INNOVIVA, INC. (Exact Name of Registrant as Specified in its Charter) Delaware 000-30319 94-3265960 (State or Other Jurisdiction of Incorporation) (Commission File Number) (I.R.S. Employer Identification Number) 1350 Old Bayshore Highway , Suite 400 Burlingame , California 94010 ( 650 ) 238-9600 (Addresses, including zip code, and telephone numbers, including area code, of principal executive offices) (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☒ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol(s) Name of each exchange on which" 0000950123-10-045625,quantitative_disclosures,P1_3,39,"and Qualitative Disclosures About Market Risk The information under the caption “Risk Management” in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Item 2 of Part I of this report is incorporated herein by reference." 0000007084-17-000008,controls_and_procedures,9A,485,"AND PROCEDURES As of December 31, 2016 , an evaluation was performed under the supervision and with the participation of the Company’s management, including the Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of the Company’s “disclosure controls and procedures” (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934 (the Exchange Act)). Based on that evaluation, the Company’s management, including the Chief Executive Officer and Chief Financial Officer, concluded the Company’s disclosure controls and procedures were effective to ensure that information required to be disclosed by the Company in reports that it files or submits under the Exchange Act is (i) recorded, processed, summarized and reported within the time periods specified in Securities and Exchange Commission rules and forms and (ii) accumulated and communicated to the Chief Executive Officer and Chief Financial Officer to allow timely decisions regarding required disclosure. The Company is implementing a new enterprise resource planning (ERP) system on a worldwide basis as part of its ongoing business transformation program, which is expected to improve the efficiency and effectiveness of certain financial and business transaction processes. The implementation is expected to occur in phases over the next several years. The Company has currently implemented changes to certain processes in over 200 locations and will continue to r" 0000077476-25-000059,full_body,N/A,734,"pep-20251208 0000077476 false 0000077476 2025-12-08 2025-12-08 0000077476 us-gaap:CommonStockMember 2025-12-08 2025-12-08 0000077476 pep:TwoPointSixTwoFivePercentNotesDue2026Member 2025-12-08 2025-12-08 0000077476 pep:ZeroPointSevenFivePercentNotesDue2027Member 2025-12-08 2025-12-08 0000077476 pep:ZeroPointEightSevenFivePercentNotesDue2028Member 2025-12-08 2025-12-08 0000077476 pep:ZeroPointFivePercentNotesDue2028Member 2025-12-08 2025-12-08 0000077476 pep:ThreePointTwoPercentNotesDue2029Member 2025-12-08 2025-12-08 0000077476 pep:OnePointOneTwoFivePercentNotesDue2031Member 2025-12-08 2025-12-08 0000077476 pep:ZeroPointFourPercentNotesDue2032Member 2025-12-08 2025-12-08 0000077476 pep:ZeroPointSevenFivePercentNotesDue2033Member 2025-12-08 2025-12-08 0000077476 pep:ThreePointFiveFivePercentNotesDue2034Member 2025-12-08 2025-12-08 0000077476 pep:ThreePointFourFivePercentNotesDue2037Member 2025-12-08 2025-12-08 0000077476 pep:ZeroPointEightSevenFiveNotesDue2039Member 2025-12-08 2025-12-08 0000077476 pep:OnePointZeroFivePercentNotesDue2050Member 2025-12-08 2025-12-08 0000077476 pep:FourPointZeroFivePercentNotesDue2055Member 2025-12-08 2025-12-08 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 8, 2025 PepsiCo, Inc. (Exact name of registrant as specified in its charter) North Carolina 1-1183 13-1584302 " 0001663577-16-000125,full_body,N/A,710,"SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ____________________ FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): April 26, 2016 Stratean Inc. (Exact name of registrant as specified in its charter) Nevada 000-53498 87-044945 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employer Identification No.) 70 North Main Street, Ste. 105Bountiful, Utah 84010 (Address of principal executive offices) (Zip Code) Registrant’s telephone number, including area code: 801-244-4405 ___________________________________________________(Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: [ ] Written communications pursuant to Rule 425 under the Securities Act (17CFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) [ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) SECTION 1 – Registrant’s Business and Operations Item 1.01 Entry into a Material Definitive Agreement On or about April 26, 2016, Stratean, Inc., a Nevada corporation (the “Company”) entered" 0000914208-24-000281,full_body,N/A,448,"ivz-20240509 0000914208 false 0000914208 2024-05-09 2024-05-09 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 9, 2024 Invesco Ltd. (Exact name of registrant as specified in its charter) Bermuda 001-13908 98-0557567 (State or Other Jurisdiction of Incorporation or Organization) (Commission File Number) (I.R.S. Employer Identification No.) 1331 Spring Street, Suite 2500, Atlanta, GA 30309 (Address of Principal Executive Offices) (Zip Code) ( 404 ) 892-0896 (Registrant’s telephone number, including area code) N/A (Former name, former address and former fiscal year, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions ( see General Instruction A.2. below): ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol(s) Name of each exchange" 0001193125-13-457007,full_body,N/A,1856,"Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 27, 2013 (November 21, 2013) FORESTAR GROUP INC. (Exact name of Registrant as specified in its charter) Delaware 001-33662 26-1336998 (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 6300 Bee Cave Road, Building Two, Suite 500Austin, Texas, 78746 (Address of principal executive offices) (zip code) (512) 433-5200 (Registrant’s telephone number, including area code) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Item 1.01. Entry into a Material Definitive Agreement. On November 21, 2013, Forestar Group Inc., a Delaware corporation (the “Company”), entered into an underwriting agreement (the “Underwriting Agreement”) with Goldman, Sachs & Co., as representative of the s" 0001193125-17-185632,full_body,N/A,555,"Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 25, 2017 PILGRIM’S PRIDE CORPORATION (Exact Name of registrant as specified in its charter) Delaware 1-9273 75-1285071 (State or other jurisdictionof incorporation) (CommissionFile Number) (IRS EmployerIdentification No.) 1770 Promontory CircleGreeley, CO 80634-9038 (Address of principal executive offices) (Zip Code) Registrant’s telephone number, including area code: (970) 506-8000 Not Applicable (Former name or former address, if changed since last report.) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule14a-12under the Exchange Act (17 CFR240.14a-12) ☐ Pre-commencementcommunications pursuant to Rule14d-2(b)under the Exchange Act (17 CFR240.14d-2(b)) ☐ Pre-commencementcommunications pursuant to Rule13e-4(c)under the Exchange Act (17 CFR240.13e-4(c)) Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 " 0000849869-14-000018,quantitative_disclosures,P1_3,206,"AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK Market risks relating to our operations result primarily from changes in interest rates and, with respect to our international metal container and closures operations and our Canadian plastic container operations, from foreign currency exchange rates. In the normal course of business, we also have risk related to commodity price changes for items such as natural gas. We employ established policies and procedures to manage our exposure to these risks. Interest rate, foreign currency and commodity pricing transactions are used only to the extent considered necessary to meet our objectives. We do not utilize derivative financial instruments for trading or other speculative purposes. Information regarding our interest rate risk, foreign currency exchange rate risk and commodity pricing risk has been disclosed in our Annual Report on Form 10-K for the fiscal year ended December 31, 2013. Since such filing, there has not been a material change to our interest rate risk, foreign currency exchange rate risk or commodity pricing risk or to our policies and procedures to manage our exposure to these risks. You should also read Notes 5 and 6 to our Condensed Consolidated Financial Statements for the three months ended March 31, 2014 included elsewhere in this Quarterly Report." 0000897077-24-000009,properties,2,524,"As of February 16, 2024, the Company utilized twenty-nine principal manufacturing plants with seventeen located in the United States, eight in Europe, three in Canada, and one in Brazil. The facilities are listed below: Facility SquareFootage Principal Types of ProductsManufactured And Assembled Winn, Michigan* 1,100,000 Owned Tree chippers, Grinders, Brush Cutters, and Debarkers forMorbark Selma, Alabama* 744,000 Owned Mechanical Rotary Mowers, Finishing Mowers, Backhoes, Front-End Loaders forBush Hog New Philadelphia, Ohio* 430,000 Owned Telescopic Excavators forGradalland Vacuum Trucks forVacAll Wooster, Ohio* 400,000 Leased Stump Cutters, Aerial Trimmers, Mulchers, Crawler Trucks forRaycoandDenis Cimaf Gibson City, Illinois* 275,000 Owned Mechanical Mowers, Blades, Deep Tillage Equipment, and other implements forRhino,BushHogand OEMs Seguin, Texas* 230,000 Owned Hydraulic and Mechanical Rotary and Flail Mowers, Sickle-Bar Mowers, and Boom-Mounted Equipment forAlamo Industrial Indianola, Iowa* 200,000 Owned Distribution and Manufacturing of Aftermarket Farm Equipment Replacement and Wear Parts forHerschel/Valu-Bilt Neuville, France* 195,000 Owned Hydraulic and Mechanical Boom-Mounted Hedge and Grass Cutters forRousseauandSMA Mukwonago, Wisconsin* 171,000 Owned Truck-Mounted Vacuum Trucks forSuper Products Richmond, Virginia* 160,000 Leased Leaf Collection Equipment and Street Sweeper Replacement Brooms forODB Ludlow, England* 160,000 Owned Hydraulic Boom-Mounted Hedge and " 0001157523-11-006110,quantitative_disclosures,P1_3,178,"and Qualitative Disclosures about Market Risk. Information required by this item is included under Part I, Item 2., “Management’s Discussion and Analysis of Financial Condition and Results of Operation.” Item 4. Controls and Procedures. As of the end of the period covered by this report, an evaluation was carried out by Republic Bancorp, Inc.’s management, with the participation of its Chief Executive Officer and Chief Financial Officer, of the effectiveness of the Company’s disclosure controls and procedures (as defined in Rule 13a-15(e) under the Securities Exchange Act of 1934). Based upon that evaluation, the Company’s Chief Executive Officer and Chief Financial Officer concluded that these disclosure controls and procedures were effective as of the end of the period covered by this report. In addition, no change in the Company’s internal control over financial reporting (as defined in Rule 13a-15(f) under the Securities Exchange Act of 1934) occurred during the fiscal quarter covered by this report that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting. PART II – OTHER INFORMATION" 0000078814-17-000018,full_body,N/A,821,"Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 October 5, 2017 Date of Report (Date of earliest event reported) Pitney Bowes Inc. (Exact name of registrant as specified in its charter) Delaware 1-3579 06-0495050 (State or other jurisdiction ofincorporation or organization) (Commission file number) (I.R.S. EmployerIdentification No.) 3001 Summer Street Stamford, Connecticut 06926 (Address of principal executive offices) (203) 356-5000 (Registrant’s telephone number, including area code) Not Applicable (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 19" 0001628280-25-025077,risk_factors,P2_1A,39427,"Factors Factors that could cause or contribute to differences in our future financial and operating results include those discussed in the risk factors set forth in our Annual Report on Form 10-K for the year ended December 31, 2024 filed with the SEC on March 18, 2025. The risks described in our Annual Report and this Quarterly Report on Form 10-Q are not the only risks that we face. Additional risks not presently known to us or that we do not currently consider significant may also have an adverse effect on the Company. If any of the risks actually occur, our business, results of operations, cash flows or financial condition could suffer. Risk Factors Investing in our common stock involves a high degree of risk. You should carefully consider the risks described below, as well as the other information in this Quarterly Report and in our other public filings in evaluating our business. The occurrence of any of the events or developments described below could materially harm our business, financial condition, results of operations and prospects. In such an event, the market price of our common stock could decline, and you may lose all or part of your investment. Additional risks and uncertainties not presently known to us or that we currently deem immaterial may also impair our business operations and the market price of our common stock. Risks Related to Our Financial Condition and Need for Additional Capital Our current business has a limited operating history, which may mak" 0001201792-26-000004,risk_factors,1A,26648,"FACTORS Investing in our common stock involves a high degree of risk. Before making an investment, you should carefully consider the following risks, as well as the other information contained in this Annual Report, including our “Financial Statements and Supplementary Data” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations”. Any of the risk factors described below could significantly and adversely affect our business, financial condition, results of operations, cash flows, and prospects. The risks and uncertainties described below are not the only ones we face. Additional risks and uncertainties not presently known to us or that we currently believe are not material may also adversely affect our business, financial condition, results of operations, cash flows, and prospects. As a result of the risks and uncertainties described below, as well as such additional risks and uncertainties, the trading price of our common stock could decline, and you may lose all or part of your investment. Risks Related to Attracting and Retaining Students Our success and financial performance depend on the effectiveness of our ability to attract students who persist in our institutions’ programs. Building awareness and reputation among potential students of our institutions and the programs they offer is critical to our institutions’ ability to attract new students. In order to maintain and increase our revenue, profits, and cash flows, our institutions m" 0001410384-25-000010,controls_and_procedures,9A,614,"and Procedures. Evaluation of Disclosure Controls and Procedures The term ""disclosure controls and procedures,"" as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act refers to controls and procedures that are designed to ensure that information required to be disclosed by a company in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the SEC's rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that such information is accumulated and communicated to a company's management, including its principal executive and principal financial officers, as appropriate to allow timely decisions regarding required disclosure. Our management, with the participation of our Chief Executive Officer and Chief Financial Officer, has evaluated the effectiveness of our disclosure controls and procedures as of December 31, 2024, the end of the period covered by this Annual Report on Form 10-K. Based upon such evaluation, our Chief Executive Officer and Chief Financial Officer have concluded that our disclosure controls and procedures were effective as of such date. Management's Annual Report on Internal Control over Financial Reporting Our management is responsible for establishing and maintaining adequate internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) of the Exchange Act). Under th" 0001193125-11-128552,full_body,N/A,478,"Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 2, 2011 AVI BioPharma, Inc. (Exact name of registrant as specified in its charter) Oregon 001-14895 93-0797222 (State or other jurisdictionof incorporation) (CommissionFile Number) (IRS EmployerIdentification No.) 3450 Monte Villa Parkway, Suite 101 Bothell, WA 98021 (Address of principal executive offices, including zip code) (425) 354-5038 (Registrant’s telephone number, including area code) (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): ¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Item 2.02 Results of Operations and Financial Condition. On May 5, 2011, AVI BioPharma, Inc. (the “Company”) announced via press release the Company’s results for the three month period ended M" 0001104659-18-047409,controls_and_procedures,P1_4,342,"and Procedures Evaluation of Disclosure Controls and Procedures. We conducted an evaluation as of June 30, 2018, under the supervision and with the participation of our management, of the effectiveness of the design and operation of our disclosure controls and procedures, which are defined under SEC rules as controls and other procedures of a company that are designed to ensure that information required to be disclosed by a company in the reports that it files under the Securities Exchange Act of 1934 (“Exchange Act”) is recorded, processed, summarized and reported within required time periods. Based upon that evaluation, our Interim Principal Executive Officer and Chief Financial Officer, concluded that, as of such date, our disclosure controls and procedures were effective at the reasonable assurance levels. Limitations on the Effectiveness of Controls Our management does not expect that our disclosure controls and procedures or our internal control over financial reporting will prevent all errors and all frauds. A control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. Further, the design of a control system must reflect the fact that there are resource constraints, and the benefit of controls must be considered relative to their costs. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all con" 0001193125-10-221143,full_body,N/A,423,"Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): September 30, 2010 WELLS FARGO & COMPANY (Exact name of registrant as specified in its charter) Delaware 001-2979 No. 41-0449260 (State or other jurisdictionof incorporation) (CommissionFile Number) (IRS EmployerIdentification No.) 420 Montgomery Street, San Francisco, California 94163 (Address of principal executive offices) (Zip Code) Registrant’s telephone number, including area code: 1-866-249-3302 Not applicable (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Item 9.01. Financial Statements and Exhibits Exhibits are filed herewith in connection with the Registration Statement on Form S-3 (File No. 333-159738) filed by Wells Fargo & Company with the Securities and E" 0001213900-20-015651,legal_proceedings,P2_1,81,"Proceedings. From time to time, we may become involved in various lawsuits and legal proceedings that arise in the ordinary course of business. Litigation is subject to inherent uncertainties and an adverse result in these or other matters may arise from time to time that may harm our business. We are not currently involved in any legal proceeding or investigation by a governmental agency that we believe will have a material adverse effect on our business, financial condition or operating results." 0000097134-25-000036,md_and_a,P1_2,3915,"Discussion and Analysis of Financial Condition and Results of Operations The following Management's Discussion and Analysis of Financial Condition and Results of Operations (MD&A) provides a comparison of the Company's results of operations, as well as liquidity and capital resources for the quarters ended September 30, 2025 and 2024. The MD&A should be read in conjunction with the Company's consolidated financial statements and notes included in Item 1 of this Quarterly Report. Throughout this MD&A, the Company refers to measures used by management to evaluate performance, including financial measures that are not defined under generally accepted accounting principles (GAAP) in the U.S. Net sales excluding foreign currency translation (i.e., organic sales) is not a measure of financial performance under GAAP; however, the Company believes it is useful in understanding its financial results and provides comparable measures for understanding the operating results of the Company between different periods. Overview Tennant Company is a world leader in designing, manufacturing and marketing solutions that help create a cleaner, safer, healthier world. The Company is committed to creating and commercializing breakthrough, sustainable cleaning innovations to enhance its broad suite of products, including floor maintenance and cleaning equipment, detergent-free and other sustainable cleaning technologies, aftermarket parts and consumables, equipment maintenance and repair service, a" 0001161728-15-000009,full_body,N/A,395,"Form 8-K United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 May 7, 2015 Date of report (date of earliest event reported) CommissionFile No. Name of Registrant, State of Incorporation, Addressof Principal Executive Offices, and Telephone No. IRS EmployerIdentification No. 000-49965 MGE Energy, Inc.(a Wisconsin Corporation)133 South Blair StreetMadison, Wisconsin 53788(608) 252-7000mgeenergy.com 39-2040501 000-1125 Madison Gas and Electric Company(a Wisconsin Corporation)133 South Blair StreetMadison, Wisconsin 53788(608) 252-7000mge.com 39-0444025 Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: [ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) [ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) 1 Item 2.02. Results of Operations and Financial Condition. On May 7, 2015, MGE Energy, Inc. (the Company) issued a press release announcing its first-quarter 2015 earnings. The Company is furnishing a copy of that press release as Exhibit 99." 0001463101-18-000116,unregistered_sales,P2_2,848,"Sales of Equity Securities and Use of Proceeds Except as previously disclosed on Form 8-K, there were no unregistered sales of common stock or other equity securities during the three months ended September 30, 2018 . Item 3. Defaults Upon Senior Securities None. Item 4. Mine Safety Disclosures Not applicable. Item 5. Other Information None. 60 Table of Contents Item 6. Exhibits A list of exhibits filed with this report or incorporated herein by reference is found in the Exhibit Index below. ExhibitNumber Description 3.1 Amended and Restated Certificate of Incorporation of Enphase Energy, Inc.(1) 3.2 Certificate of Amendment of the Amended and Restated Certificate of Incorporation of Enphase Energy, Inc.(2) 3.3 Certificate of Amendment of the Amended and Restated Certificate of Incorporation of Enphase Energy, Inc.(3) 3.4 Amended and Restated Bylaws of Enphase Energy, Inc.(4) 4.1 Specimen Common Stock Certificate of Enphase Energy, Inc.(5) 4.2 Indenture, dated August 17, 2018, between Enphase Energy, Inc. and U.S. Bank National Association.(6) 4.3 Form of 4.00% Convertible Senior Note due 2023 (included in Exhibit 4.1).(7) 10.1 Purchase Agreement, dated August 14, 2018, by and between Enphase Energy, Inc. and Credit Suisse Securities (USA) LLC, as representative of the several Initial Purchasers named therein.(8) 10.2 Securities Purchase Agreement, dated August 14, 2018, by and between Enphase Energy, Inc. and the Rodgers Massey Revocable Trust dtd 4/4/11.(9) 10.3 Stockholder" 0001193125-11-322402,full_body,N/A,606,"Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): November 28, 2011 GENERAL MILLS, INC. (Exact Name of Registrant as Specified in Charter) Delaware 001-01185 41-0274440 (State or Other Jurisdictionof Incorporation) (CommissionFile Number) (IRS EmployerIdentification No.) Number One General Mills Boulevard,Minneapolis, MN 55426 (Address of Principal Executive Offices) (Zip Code) Registrant’s telephone number, including area code: (763) 764-7600 Not Applicable (Former Name or Former Address, if Changed Since Last Report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Item 8.01 Other Events. On November 17, 2011, General Mills, Inc. (the “Company”) agreed to sell $1,000,000,000 aggregate principal amount of its 3.150% Notes due 2021 (the “Notes”) pursuant to the Underwriting Agreemen" 0001104659-24-006167,full_body,N/A,540,"false 0001022671 0001022671 2024-01-23 2024-01-23 iso4217:USD xbrli:shares iso4217:USD xbrli:shares UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported) January 23, 2024 STEEL DYNAMICS, INC. (Exact name of registrant as specified in its charter) Indiana 0-21719 35-1929476 (State or other jurisdictionof incorporation) (Commission File Number) (IRS EmployerIdentification No.) 7575 West Jefferson Blvd , Fort Wayne , Indiana 46804 (Address of principal executive offices) (Zip Code) Registrant’s telephone number, including area code: 260 - 969-3500 Not Applicable (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol Name of each exchange on w" 0000354707-14-000103,controls_and_procedures,P1_4,451,"and Procedures HEI: Changes in Internal Control over Financial Reporting During the third quarter of 2014 , there were no changes in internal control over financial reporting identified in connection with management’s evaluation of the effectiveness of the Company’s internal control over financial reporting as of September 30, 2014 that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting. Conclusion Regarding the Effectiveness of Disclosure Controls and Procedures Constance H. Lau, HEI Chief Executive Officer, and James A. Ajello, HEI Chief Financial Officer, have evaluated the disclosure controls and procedures of HEI as of September 30, 2014 . Based on their evaluations, as of September 30, 2014 , they have concluded that the disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934) were effective in ensuring that information required to be disclosed by HEI in reports HEI files or submits under the Securities Exchange Act of 1934: (1) is recorded, processed, summarized, and reported within the time periods specified in the Securities and Exchange Commission rules and forms, and (2) is accumulated and communicated to HEI management, including HEI’s principal executive and principal financial officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure. Hawaiian Electric: Change" 0001193125-13-430105,md_and_a,P1_2,6177,"DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS You should read the following discussion in connection with our unaudited consolidated financial statements and the related notes included elsewhere in this Quarterly Report on Form 10-Q and our audited consolidated financial statements and the related notes included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2012. Some of the statements in the following discussion are forward looking statements. See “Forward Looking Statements.” Dollar amounts within Item 2 are presented as actual dollar amounts. Forward Looking Statements This Quarterly Report on Form 10-Q, and oral statements made from time to time by our representatives, may contain forward looking statements. You should not place undue reliance on these statements because they are subject to numerous uncertainties and factors relating to our operations and business environment, all of which are difficult to predict and many of which are beyond our control. Forward looking statements include information concerning our possible or assumed future results of operations and the impact of the termination of the Services Agreement (as defined below) with Travelers (as defined below). These statements may also include those with words such as “may,” “will,” “should,” “believe,” “expect,” “anticipate,” “intend,” “plan,” “estimate” or similar expressions. These statements are based on assumptions that we have made in light of " 0000793952-16-000059,full_body,N/A,408,"8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 30, 2016 Harley-Davidson, Inc. (Exact name of registrant as specified in its charter) Wisconsin 1-9183 39-1382325 (State or other jurisdictionof incorporation) (CommissionFile Number) (IRS EmployerIdentification No.) 3700 West Juneau Avenue, Milwaukee, Wisconsin 53208 (Address of principal executive offices, including zip code) (414) 342-4680 (Registrant’s telephone number, including area code) Not Applicable (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c) Item 5.07 Submission of Matters to a Vote of Security Holders The 2016 annual meeting of the shareholders (the “Annual Meeting”) of Harley-Davidson, Inc. (the “Company”) was held on April 30, 2016. At the Annual Meeting, shareholders of th" 0001929561-23-000093,unregistered_sales,P2_2,645,"SALES OF EQUITY SECURITIES AND USE OF PROCEEDS There were no issuances of unregistered securities during the three or nine months ended September 30, 2023. Issuer Purchases of Equity Securities (Dollars in millions, shares in thousands, except per share amounts) Total Number of Shares Purchased(1) Average Price Paid Per Share Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs Approximate Dollar Value of Shares That May Yet Be Purchased Under the Plans or Programs(2) July 1, 2023 through July 31, 2023 — $ — — $ 123 August 1, 2023 through August 31, 2023 — — — 123 September 1, 2023 through September 30, 2023 — — — 123 Total — — (1) Based on trade date. (2) On May 2, 2023, the Company’s Board of Directors authorized the repurchase of up to $125 million of the Company’s common stock. We are not obligated to repurchase any specific number of shares and may suspend or discontinue the program at any time. Also, the program does not have an expiration date. For further details, refer to Note 7 — Stockholders’ Equity to the condensed consolidated financial statements. ITEM 3. DEFAULTS UPON SENIOR SECURITIES None. ITEM 4. MINE SAFETY DISCLOSURES Not applicable. ITEM 5. OTHER INFORMATION On November 2, 2023, we exercised a feature to increase the total commitments under our Revolver from $500 million to $600 million. In connection with the Revolver commitment increase, we repaid all of the outstanding obligations in respect of the $100 million principal amo" 0000866374-25-000004,full_body,N/A,515,"flex-20250129 0000866374 false SG 0000866374 2025-01-29 2025-01-29 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 29, 2025 FLEX LTD. (Exact Name of Registrant as Specified in Its Charter) Singapore 0-23354 98-1773351 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.) 2 Changi South Lane,Singapore 486123 (Address of principal executive offices) (Zip Code) Registrant’s telephone number, including area code: ( 65 ) 6876-9899 Not Applicable (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol(s) Name of each exchange on which registered Ordinary Shares, No Par Value FLEX The Nasdaq Stock Market L" 0001193125-12-463416,unregistered_sales,P2_2,307,"SALE OF EQUITY SECURITIES AND USE OF PROCEEDS During the quarter ended September 30, 2012, pursuant to the OraSure Technologies, Inc. Stock Award Plan, and in connection with the vesting of restricted shares, we retired 4,942 shares of our common stock to satisfy minimum tax withholding obligations at an average price paid per share of $10.93. Item 6. EXHIBITS Exhibits are listed on the Exhibit Index following the signature page of this Report. 33 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Report to be signed on its behalf by the undersigned thereunto duly authorized. ORASURE TECHNOLOGIES, INC. Date: November 9, 2012 /s/ Ronald H. Spair Ronald H. Spair Chief Operating Officer and Chief Financial Officer (Principal Financial Officer) /s/ Mark L. Kuna Date: November 9, 2012 Mark L. Kuna Senior Vice President, Finance and Controller (Principal Accounting Officer) 34 EXHIBIT INDEX Exhibit 31.1 Certification of Douglas A. Michels required by Rule 13a-14(a) or Rule 15d-14(a) under the Securities Exchange Act of 1934, as amended. 31.2 Certification of Ronald H. Spair required by Rule 13a-14(a) or Rule 15d-14(a) under the Securities Exchange Act of 1934, as amended. 32.1 Certification of Douglas A. Michels required by Rule 13a-14(b) or Rule 15d-14(b) under the Securities Exchange Act of 1934, as amended, and 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. 3" 0000950123-11-074425,unregistered_sales,P2_2,2249,"Sales of Equity Securities and Use of Proceeds — Refer to the “Capital Management” section within Management’s Discussion and Analysis in Part I for information regarding shares repurchased by the Company during the second quarter of 2011. Item 6. Exhibits 12 Computation of Ratio of Earnings to Fixed Charges 31 .1 Certification of Chief Executive Officer pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934 31 .2 Certification of Chief Financial Officer pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934 32 Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. section 1350 as adopted pursuant to section 906 of the Sarbanes-Oxley Act of 2002 101 Financial statements from the Quarterly Report on Form 10-Q of the Company for the quarter ended June 30, 2011, formatted in Extensible Business Reporting Language: (i) the Consolidated Balance Sheet, (ii) the Consolidated Statement of Income, (iii) the Consolidated Statement of Shareholders’ Equity, (iv) the Consolidated Statement of Cash Flows and (v) the Notes to Consolidated Financial Statements. 68 U.S. Bancorp Table of Contents SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. U.S. BANCORP By: /s/Craig E. Gifford Craig E. Gifford Controller (Principal Accounting Officer and Duly Authorized Officer) DATE: Au" 0001140361-23-012259,full_body,N/A,484,"false 0000357301 NY 0000357301 2023-03-17 2023-03-17 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (date of earliest event reported): March 17, 2023 TrustCo Bank Corp NY (Exact name of registrant as specified in its charter) New York 0-10592 14-1630287 State or Other Jurisdiction of Incorporation or Organization Commission File No. I.R.S. Employer Identification Number 5 SARNOWSKI DRIVE, GLENVILLE,NEW YORK 12302 (Address of principal executive offices) Zip Code ( 518 ) 377-3311 (Registrant’s Telephone Number, Including Area Code) NOT APPLICABLE (Former Name or Former Address, if Changed Since Last Report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol(s) Name of each exchange on which registered Common Stock, $1.00 par valu" 0001193125-11-039172,changes_in_accounting,9,30,"IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE. There have been no changes in or disagreements with our independent registered public accounting firm on accounting or financial disclosures." 0000950123-10-074225,quantitative_disclosures,P1_3,274,"AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK Interest Rate Risk We invest in a limited number of financial instruments, which at June 30, 2010 consisted entirely of investments in money market accounts, denominated in United States dollars. At June 30, 2010, we did not hold any investments in fixed rate interest earning investments which would be subject to market value adjustments resulting from fluctuations in interest rates. Additionally, we have access to a line of credit borrowing facility which bears interest at varying rates, ranging from LIBOR plus 1.5% to prime. At June 30, 2010, there was no amount outstanding under the line of credit and the available borrowing under the line of credit was $10.0 million. We have not borrowed any funds under the line of credit since its inception, however, should we need to do so in the future, such borrowings could be subject to adverse or favorable changes in the underlying interest rate. Exchange Rate Risk Our results of operations and cash flows are subject to fluctuations due to changes in foreign currency exchange rates, particularly changes in the Euro related to transactions performed by TASER Europe. To date, we have not engaged in any currency hedging activities, although we may do so in the future. Fluctuations in currency exchange rates could harm our business in the future. The majority of our sales to our international customers are transacted in United States dollars and therefore, are not subject to exchange r" 0001590750-19-000059,unregistered_sales,P2_2,627,"SALES OF EQUITY SECURITIES AND USE OF PROCEEDS Not applicable. ITEM 3. DEFAULTS UPON SENIOR SECURITIES Not applicable. ITEM 4. MINE SAFETY DISCLOSURES Not applicable. ITEM 5. OTHER INFORMATION Not applicable. 72 Table of Contents ITEM 6. EXHIBITS The exhibits listed in the Exhibit Index are required by Item 601 of Regulation S-K. The SEC file number for all items incorporated by reference herein from reports on Forms 10-K, 10-Q, and 8-K is 001-36483. Incorporated by Reference ExhibitNumber Description of Exhibit Form Filing Date Number Filed Herewith 3.1 Certificate of Incorporation of the Registrant. 10-Q 08/14/2014 3.1 3.2 Certificate of Amendment of Certificate of Incorporation of the Registrant. S-4 12/02/2016 3.3 3.3 Certificate of Amendment of Certificate of Incorporation of the Registrant. 8-K 02/13/2017 3.1 3.4 Certificate of Amendment of Certificate of Incorporation of the Registrant. 8-K 02/13/2017 3.2 3.5 Amended and Restated Bylaws of the Registrant. 10-Q 08/15/2016 3.1 3.6 Amendment to the Amended and Restated Bylaws of the Registrant. 8-K 02/13/2017 3.3 3.7 Certificate of Ownership and Merger of the Registrant. 8-K 02/13/2017 3.4 4.1 Specimen Common Stock Certificate. S-1 03/19/2014 4.1 10.1† Amendment to Research Subaward Agreement, entered into as of October 11, 2019 and effective as of August 12, 2019, by and between Registrant and Yale University, as amended. Ÿ 10.2 Assignment and Assumption Agreement, dated as of October 28, 2019, by and between the Registr" 0000882184-23-000015,controls_and_procedures,P1_4,224,"AND PROCEDURES Evaluation of Disclosure Controls and Procedures As of the end of the period covered by this report, an evaluation was performed under the supervision and with the participation of the Company’s management, including the Chief Executive Officer (CEO) and Chief Financial Officer (CFO), of the effectiveness of the Company’s disclosure controls and procedures as defined in Rule 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934. Based on that evaluation, the CEO and CFO concluded that the Company’s disclosure controls and procedures as of December 31, 2022 were effective in providing reasonable assurance that information required to be disclosed in the reports the Company files, furnishes, submits or otherwise provides the SEC under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the SEC’s rules and forms, and that information required to be disclosed in reports filed by the Company under the Exchange Act is accumulated and communicated to the Company’s management, including the CEO and CFO, in such a manner as to allow timely decisions regarding the required disclosure. There have been no changes in the Company’s internal controls over financial reporting during the quarter ended December 31, 2022 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting. 55 Table of Contents PART II. OTHER INFORMATION" 0001437749-23-011533,risk_factors,P2_1A,87,"Factors In addition to other information set forth in this report, you should carefully consider the factors discussed in Part I, Item 1A. Risk Factors in Corning’s 2022 Form 10-K, which could materially impact the Company’s business, financial condition or future results. Risks disclosed in the 2022 Form 10-K are not the only risks facing the Company. Additional risks and uncertainties not currently known to us or that we currently deem immaterial may materially adversely impact Corning’s business, financial condition or operating results. 38 Table of Contents" 0001578732-23-000013,financial_statements,8,23,"Statements and Supplementary Data See pages beginning at F-1. Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure None." 0001300514-23-000005,full_body,N/A,613,"lvs-20230125 0001300514 false 0001300514 2023-01-25 2023-01-25 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) January 25, 2023 LAS VEGAS SANDS CORP. (Exact name of registrant as specified in its charter) Nevada (State or other jurisdiction of incorporation) 001-32373 27-0099920 (Commission File Number) (IRS Employer Identification No.) 5500 Haven Street Las Vegas, Nevada 89119 (Address of principal executive offices) (Zip Code) ( 702 ) 923-9000 (Registrant's Telephone Number, Including Area Code) NOT APPLICABLE (Former Name or Former Address, if Changed Since Last Report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions ( see General Instruction A.2. below): ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol(s) Name of each exchange on which registered Common Stoc" 0001193125-11-039822,md_and_a,7,22993,"Discussion and Analysis of Financial Condition and Results of Operations The following is a discussion and analysis of our financial position and results of operations for each of the three years in the period ended December 31, 2010, prior to the separation of Motorola Mobility. This commentary should be read in conjunction with our consolidated financial statements and the notes thereto appearing under “Item 8: Financial Statements and Supplementary Data.” Executive Overview What businesses are we in? Through December 31, 2010, the Company reported financial results for three operating business segments, which were comprised of two main business units. Following the Separation of Motorola Mobility on January 4, 2011, only the Enterprise Mobility Solutions segment remains part of the Company. Motorola Solutions • TheEnterprise Mobility Solutionssegment designs, manufactures, sells, installs and services analog and digital two-way radios, wireless LAN and security products, voice and data communications products and systems primarily for private networks, wireless broadband systems and end-to-end enterprise mobility solutions to a wide range of customers, including government and public safety agencies (which, together with all sales to distributors of two-way communication products, are referred to as the “government and public safety market”), as well as retail, energy and utilities, transportation, manufacturing, healthcare and other commercial customers (which, coll" 0000769397-13-000007,controls_and_procedures,9A,503,"AND PROCEDURES Evaluation of Disclosure Controls and Procedures Our management evaluated, with the participation of our Chief Executive Officer and Chief Financial Officer, the effectiveness of our disclosure controls and procedures as of the end of the period covered by this Annual Report on Form 10-K. Based on this evaluation, our Chief Executive Officer and Chief Financial Officer have concluded that our disclosure controls and procedures are effective at the reasonable assurance level to ensure that information we are required to disclose in reports that we file or submit under the Securities Exchange Act of 1934, as amended (i) is recorded, processed, summarized and reported within the time periods specified in Securities and Exchange Commission rules and forms; and (ii) is accumulated and communicated to Autodesk’s management, including our Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure. Our disclosure controls and procedures are designed to provide reasonable assurance that such information is accumulated and communicated to our management. Changes in Internal Control Over Financial Reporting There were no changes in our internal controls over financial reporting (as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Securities Exchange Act of 1934, as amended) during the quarter ended January 31, 2013 that have materially affected, or are reasonably likely to materially affect, o" 0001398659-22-000009,market_for_equity,5,662,"for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities Stock Price Information and Stockholders The principal market on which the Company’s common shares are traded is the New York Stock Exchange under the symbol “G.” As of January 31, 2022, there were 37 holders of record of our common shares. The following graph and table compare the performance of an investment in our common shares (measured as the cumulative total shareholder return) with investments in the S&P 500 Index (market capitalization weighted) and a peer group of companies for the period from January 1, 2017 to December 31, 2021. The selected peer group for the period presented is comprised of six companies that we believe are our closest reporting issuer competitors: Accenture plc, Cognizant Technology Solutions Corp., ExlService Holdings, Inc., Infosys Technologies Limited, Wipro Technologies Limited, and WNS (Holdings) Limited. The returns of the component entities of our peer group index are weighted according to the market capitalization of each company as of the end of each period for which a return is presented. The returns assume that $100 was invested on December 31, 2016 and that all dividends were reinvested. The performance shown in the graph and table below is historical and should not be considered indicative of future price performance. 41 3/31/17 6/30/17 9/30/17 12/31/17 3/31/18 Genpact 101.98 114.88 118.93 131.54 132.90 Peer Group 104.37 108.70 116" 0001659166-21-000199,risk_factors,P2_1A,474,"FACTORS Information regarding risk factors appears in “Management’s Discussion and Analysis of Financial Condition and Results of Operations - Information Relating to Forward-Looking Statements,” in Part I - Item 2 of this Form 10-Q and in the “Risk Factors” section of our 2020 Annual Report on Form 10-K. There were no material changes during the quarter ended July 2, 2021 to the risk factors reported in the “Risk Factors” section of our 2020 Annual Report on Form 10-K. 46 Table of Contents ITEM 6. EXHIBITS ExhibitNumber Description 3.1 Restated Certificate of Incorporation of Fortive Corporation. 3.2 Amended and Restated Bylaws of Fortive Corporation (incorporated by reference to Exhibit 3.2 to Fortive Corporation’s Current Report on Form 8-K filed on June11, 2021, File No 1-37654). 31.1 Certification of Chief Executive Officerpursuant toSection 302 of the Sarbanes-Oxley Act of 2002. 31.2 Certification of Chief Financial Officerpursuant toSection 302 of the Sarbanes-Oxley Act of 2002. 32.1 Certification of Chief Executive Officerpursuant toSection 906 of the Sarbanes-Oxley Act of 2002. 32.2 Certification of Chief Financial Officerpursuant toSection 906 of the Sarbanes-Oxley Act of 2002. 101.INS XBRL Instance Document (1) - the instance document does not appear in the Interactive Data File because XBRL tags are embedded within the Inline XBRL document. 101.SCH Inline XBRL Taxonomy Extension Schema Document (1) 101.CAL Inline XBRL Taxonomy Extension Calculation Linkbase Docume" 0000950123-11-096922,md_and_a,P1_2,36,"DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS The information required by this item is filed as part of this Form 10-Q. See Index to Financial Information at page F-1 of this Form 10-Q." 0001193125-20-129324,unregistered_sales,P2_2,510,"Sales of Equity Securities and Use of Proceeds The table below presents purchases made by or on behalf of Group Inc. or any “affiliated purchaser” (as defined in Rule 10b-18(a)(3) under the Exchange Act) of our common stock during the three months ended March 2020. Total Shares Purchased Average Price Paid Per Share Total Shares Purchased as Part of a Publicly Announced Program Maximum Shares That May Yet Be Purchased Under the Program January 4,985,018 $241.74 4,981,542 52,869,372 February 3,175,610 $227.90 3,175,610 49,693,762 March – – – 49,693,762 Total 8,160,628 8,157,152 In the table above, total shares purchased during January 2020 included 3,476 shares remitted to satisfy statutory withholding taxes on the delivery of equity-based awards. Since March 2000, our Board has approved a repurchase program authorizing repurchases of up to 605 million shares of our common stock. The repurchase program is effected primarily through regular open-market purchases (which may include repurchase plans designed to comply with Rule 10b5-1 and accelerated share repurchases), the amounts and timing of which are determined primarily by our current and projected capital position, but which may also be influenced by general market conditions and the prevailing price and trading volumes of our common stock. The repurchase program has no set expiration or termination date. Prior to repurchasing common stock, we must receive confirmation that the FRB does not object to such capital actio" 0001366868-17-000090,financial_statements,P1_1,13436,"Statements. GLOBALSTAR, INC. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) (In thousands, except per share data) (Unaudited) Three Months Ended Nine Months Ended September 30,2017 September 30,2016 September 30,2017 September 30,2016 Revenue: Service revenues $ 26,069 $ 21,952 $ 71,851 $ 61,671 Subscriber equipment sales 4,389 3,592 11,382 10,795 Total revenue 30,458 25,544 83,233 72,466 Operating expenses: Cost of services (exclusive of depreciation, amortization, and accretion shown separately below) 9,315 8,373 27,325 23,901 Cost of subscriber equipment sales 2,905 2,411 7,779 7,475 Marketing, general and administrative 9,616 10,077 28,650 30,137 Depreciation, amortization and accretion 19,415 19,446 57,984 57,825 Total operating expenses 41,251 40,307 121,738 119,338 Loss from operations (10,793 ) (14,763 ) (38,505 ) (46,872 ) Other income (expense): Loss on extinguishment of debt (6,306 ) — (6,306 ) — Gain on equity issuance — 4,272 2,670 2,349 Interest income and expense, net of amounts capitalized (8,954 ) (8,866 ) (26,632 ) (27,020 ) Derivative gain 78,840 10,982 4,933 50,137 Other (314 ) (505 ) (2,440 ) (581 ) Total other income (expense) 63,266 5,883 (27,775 ) 24,885 Income (loss) before income taxes 52,473 (8,880 ) (66,280 ) (21,987 ) Income tax expense (benefit) 67 (6,303 ) 209 (6,562 ) Net income (loss) $ 52,406 $ (2,577 ) $ (66,489 ) $ (15,425 ) Other comprehensive income (loss): Foreign currency translation adjustments (902 )" 0001564590-21-005638,full_body,N/A,454,"lxu-8k_20210211.htm false 0000060714 true 0000060714 2021-02-11 2021-02-11 0000060714 us-gaap:CommonStockMember 2021-02-11 2021-02-11 0000060714 us-gaap:PreferredStockMember 2021-02-11 2021-02-11 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported ): February 11, 2021 LSB INDUSTRIES, INC. (Exact name of registrant as specified in its charter) Delaware 1-7677 73-1015226 (State or other jurisdictionof incorporation) (CommissionFile Number) (IRS EmployerIdentification No.) 3503 NW 63rd Street,Suite 500,Oklahoma City,Oklahoma 73116 (Address of principal executive offices) (Zip Code) Registrant’s telephone number, including area code ( 405 ) 235-4546 Not applicable (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act " 0001437749-26-000408,full_body,N/A,607,"fdbc20251231_8k.htm false 0001098151 0001098151 2026-01-02 2026-01-02 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 2, 2026 FIDELITY D & D BANCORP, INC. (Exact name of Registrant as specified in its charter) Pennsylvania 001-38229 23-3017653 (State or otherjurisdiction ofincorporation) (CommissionFile Number) (IRS EmployerIdentification No.) Blakely and Drinker Streets,Dunmore,PA 18512 (Address of principal executive offices) (Zip Code) Registrant’s telephone number, including area code: ( 570 ) 342-8281 Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the Registrant under any of the following provisions ( see General Instruction A.2. below): ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol(s) Name of each exchange on which registered Common Stock, no par value FDBC TheNASDAQStock Ma" 0001181431-10-013908,full_body,N/A,309,"Prepared By R.R. Donnelley Financial -- Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): 03/04/2010 The Gap, Inc. (Exact name of registrant as specified in its charter) Commission File Number: 1-7562 Delaware 94-1697231 (State or other jurisdiction of (IRS Employer incorporation) Identification No.) 2 Folsom Street San Francisco, CA 94105 (Address of principal executive offices, including zip code) (650) 952-4400 (Registrant’s telephone number, including area code) (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: [ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) [ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Item 7.01. Regulation FD Disclosure On March 4, 2010, The Gap, Inc. (the ""Company"") issued a press release announcing the Company's sales for the fiscal month ended February 27, 2010. A copy of this pr" 0001558370-22-003733,properties,2,207,"We lease approximately 21,000 square feet of office space at 500 Cummings Center, Beverly, MA 01915 for our corporate headquarters. Worldwide, we utilize the following approximate square footage of space for our operations: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ International ​ ​ ​ Type of space ​ Telecom ​ US Telecom ​ Office 336,005 ​ 214,709 ​ Retail stores 32,352 ​ 4,025 ​ Technical operations 2,034,712 ​ 294,459 ​ All of the above locations are leased except for the office and technical space within our International Telecom segment, which we own. As of December 31, 2021, we operated seven retail stores in our US Telecom segment and twenty one retail stores in our International Telecom segment. Our offices and technical operations are in the following locations: ​ ​ ​ ​ ​ ​ ​ ​ International Telecom ​ US Telecom ​ Georgetown, Guyana Little Rock, AR Bermuda Castle Rock, CO US Virgin Islands Atlanta, GA Cayman Islands ​ Anchorage, AK ​ ​ Within our communications operations, we globally own approximately 350 towers, lease an additional approximate 390 towers and have 6 switch locations within rented locations. We consider our owned and leased properties to be suitable and adequate for our business operations. ​" 0001193125-13-327422,unregistered_sales,P2_2,986,"SALES OF EQUITY SECURITIES AND USE OF PROCEEDS None. ITEM 3. DEFAULTS UPON SENIOR SECURITIES Not applicable. ITEM 4. MINE SAFETY DISCLOSURES Not applicable. ITEM 5. OTHER INFORMATION Items Not Reported Under Form 8-K On May 20, 2013, we gave notice to CuraScript, Inc. and CuraScript SD Specialty Distribution (collectively referred to as CuraScript), our previous specialty pharmacy and specialty distributor, respectively, of our intent to terminate our agreements with them effective July 20, 2013. Prior to our agreement with Centric Health Resources, Inc. (Centric), CuraScript was our sole specialty pharmacy customer. As of June 30, 2013, we recorded a return reserve estimate of $300,000 for inventory that CuraScript had purchased from us but now has the right to return as a result of this termination. This amount is reflected as an adjustment to net revenue in our Statement of Comprehensive Loss for the three- and six-month periods ended June 30, 2013. Specialty pharmacy services are now being provided by Centric. Specialty distribution services are now being provided by ASD Healthcare. In addition, on May 20, 2013, we also gave notice to United BioSource Corporation, our patient registry and reimbursement services provider, of our intent to terminate our agreement with them effective July 1, 2013. These services are now being provided by Centric. ITEM 6. EXHIBITS ExhibitNumber Description of Document 3.1 Amended and Restated Certificate of Incorporation, as amende" 0000014930-25-000119,full_body,N/A,1166,"bcorp-20251023 0000014930 False Chicago Stock Exchange, Inc. 0000014930 2025-10-23 2025-10-23 0000014930 us-gaap:CommonStockMember exch:XCHI 2025-10-23 2025-10-23 0000014930 us-gaap:CommonStockMember exch:XNYS 2025-10-23 2025-10-23 0000014930 bcorp:A6.500SeniorNotesdue2048Member 2025-10-23 2025-10-23 0000014930 bcorp:A6.375SeniorNotesdue2049Member 2025-10-23 2025-10-23 0000014930 exch:XCHI 2025-10-23 2025-10-23 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 ________________________ FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): October 23, 2025 BRUNSWICK CORPORATION (Exact Name of Registrant Specified in Charter) Delaware 001-01043 36-0848180 (State or OtherJurisdiction ofIncorporation) (Commission FileNumber) (I.R.S. EmployerIdentification No.) 26125 N. Riverwoods Blvd., Suite 500 60045-3420 Mettawa Illinois (Address of Principal Executive Offices) (Zip Code) Registrant’s telephone number, including area code: (847) 735-4700 N/A (Former Name or Former Address, if Changed Since Last Report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement c" 0001193125-22-068188,full_body,N/A,1384,"8-K M&T BANK CORP false 0000036270 0000036270 2022-03-04 2022-03-04 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 4, 2022 M&T BANK CORPORATION (Exact name of registrant as specified in its charter) New York (State or other jurisdiction of incorporation) 1-9861 16-0968385 (CommissionFile Number) (I.R.S. EmployerIdentification No.) One M&T Plaza,Buffalo,New York 14203 (Address of principal executive offices) (Zip Code) Registrant’s telephone number, including area code: (716) 635-4000 (NOT APPLICABLE) (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule14a-12under the Exchange Act (17 CFR240.14a-12) ☐ Pre-commencementcommunications pursuant to Rule14d-2(b)under the Exchange Act (17 CFR240.14d-2(b)) ☐ Pre-commencementcommunications pursuant to Rule13e-4(c)under the Exchange Act (17 CFR240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of Each Class TradingSymbols Name of Each Exchangeon Which Registered Com" 0000950170-24-050701,unregistered_sales,P2_2,299,"Sales of Equity Securities and Use of Proceeds. None. Item 5. Other Information. During the three months ended March 31, 2024, no director or officer of the Registrants adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K. Item 6. Exhibits. Exhibit No. Description OGE Energy OG&E 31.01+ Certifications Pursuant to Rule 13a-14(a)/15d-14(a) As Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. X 31.02+ Certifications Pursuant to Rule 13a-14(a)/15d-14(a) As Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. X 32.01+ Certification Pursuant to 18 U.S.C. Section 1350 As Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. X 32.02+ Certification Pursuant to 18 U.S.C. Section 1350 As Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. X 101.INS Inline XBRL Instance Document - the instance document does not appear in the interactive data file because its XBRL tags are embedded within the Inline XBRL document. X X 101.SCH Inline XBRL Taxonomy Extension Schema With Embedded Linkbase Documents. X X 104 Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document (included in Exhibit 101). X X + Represents exhibits filed herewith. All exhibits not so designated are incorporated by reference to a prior filing, as indicated. 41 SIGNATURE Pursuant to the requirements of the Secur" 0001104659-18-068775,full_body,N/A,513,"UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 12, 2018 QUANTERIX CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-38319 20-8957988 (State or other jurisdictionof incorporation) (Commission File Number) (IRS EmployerIdentification No.) 113 Hartwell AvenueLexington, MA 02421 (Address of principal executive offices) (zip code) Registrant’s telephone number, including area code: (617) 301-9400 Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2). Emerging Growth Company x If an emerging growth company, indicate by check mark if the regis" 0000822416-13-000037,controls_and_procedures,P1_4,145,"and Procedures Disclosure Controls and Procedures Management, including our Chairman, President and Chief Executive Officer and Executive Vice President and Chief Financial Officer, evaluated the effectiveness of the design and operation of our disclosure controls and procedures as of June 30, 2013 . Based upon, and as of the date of, that evaluation, our Chairman, President and Chief Executive Officer and Executive Vice President and Chief Financial Officer concluded that the disclosure controls and procedures were effective as of June 30, 2013 . Management is responsible for establishing and maintaining effective internal control over financial reporting, as such term is defined in Exchange Act Rule 13a-15(f). There was no change in our internal control over financial reporting during the quarter ended June 30, 2013 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting. PART II. OTHER INFORMATION" 0000016918-21-000060,risk_factors,1A,9414,"Factors In addition to information discussed elsewhere in this report, you should carefully consider the following factors, as well as additional factors not presently known to us or that we currently deem to be immaterial, which could materially affect our business, liquidity, financial condition, and/or results of operations in present and/or future periods. Operational Risks Supply of quality water, agricultural, and other raw materials, certain raw materials and packaging materials purchased under short-term supply contracts, limited group of suppliers of glass bottles The quality and quantity of water available for use is important to the supply of our agricultural raw materials and our ability to operate our business. Water is a limited resource in many parts of the world and if climate patterns change and droughts become more severe, there may be a scarcity of water or poor water quality which may affect our production costs or impose capacity constraints. We are dependent on sufficient amounts of quality water for operation of our breweries, wineries, and distilleries, as well as to irrigate our vineyards and conduct our other operations. The suppliers of the agricultural raw materials we purchase are also dependent upon sufficient supplies of quality water for their vineyards and fields. If water available to our operations or the operations of our suppliers becomes scarce or the quality of that water deteriorates, we may incur increased production costs or face manu" 0001193125-13-425215,risk_factors,P2_1A,23,"Factors Under SEC rules and regulations, as a smaller reporting company we are not required to provide the information required by this item." 0001158449-22-000176,legal_proceedings,P2_1,248,"PROCEEDINGS On February 6, 2018, a putative class action on behalf of purchasers of our securities who purchased or otherwise acquired their securities between November 14, 2016 and August 15, 2017, inclusive (the “Class Period”), was commenced against us and certain of our current and former officers in the U.S. District Court for the District of Delaware. The plaintiff alleged that the defendants failed to disclose material adverse facts about our financial well-being, business relationships, and prospects during the alleged Class Period in violation of Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b-5 promulgated thereunder. On February 7, 2020, the court granted in part and denied in part our motion to dismiss. On November 6, 2020, the court granted the plaintiff’s motion for class certification. On March 15, 2021, we moved for reconsideration of the order denying in part our motion to dismiss, and on October 15, 2021, we filed a motion for summary judgment, seeking full dismissal of the case. Following mediation, on November 5, 2021, the parties executed a confidential binding term sheet to settle all claims and on December 23, 2021, the parties executed a settlement agreement fully documenting their agreement. The settlement agreement received preliminary approval from the court on January 11, 2022 and remains subject to final court approval. The settlement amount of $49.3 million will be fully covered by our insurance carriers, and the settlement is s" 0000062709-23-000075,controls_and_procedures,P1_4,126,"& Procedures. a. Evaluation of Disclosure Controls and Procedures Based on their evaluation, as of the end of the period covered by this report, the Company’s Chief Executive Officer and Chief Financial Officer have concluded that the Company’s disclosure controls and procedures (as defined in Rules 13a-15(e) or 15d-15(e) under the Securities Exchange Act of 1934) are effective. b. Changes in Internal Control There were no other changes in the Company’s internal control over financial reporting identified in connection with the evaluation required by Rules 13a-15(d) or 15d-15(d) under the Securities Exchange Act of 1934 that occurred during the Company’s last fiscal quarter that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting. 57 PART II. OTHER INFORMATION" 0001193125-16-621384,full_body,N/A,841,"8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 8, 2016 UNITED CONTINENTAL HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-06033 36-2675207 (State or other jurisdictionof incorporation) (Commission File Number) (IRS EmployerIdentification Number) 233 S. Wacker Drive, Chicago, IL 60606 (Address of principal executive offices) (Zip Code) (827) 825-4000 (Registrant’s telephone number, including area code) (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Item 5.07 Submission of Matters to a Vote of Security Holders. On June 8, 2016, United Continental Holdings, Inc. (the “Company”) held its 2016 Annual Meeting of Stockholders (the “Annual Meeting”). The proposals submitted to the stockhol" 0000920522-17-000089,controls_and_procedures,P1_4,458,"and Procedures Essex Property Trust, Inc. As of September 30, 2017 , Essex carried out an evaluation, under the supervision and with the participation of management, including Essex’s Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of Essex's disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act). Based upon that evaluation, Essex’s Chief Executive Officer and Chief Financial Officer concluded that as of September 30, 2017 , Essex's disclosure controls and procedures were effective to ensure that the information required to be disclosed by Essex in the reports that Essex files or submits under the Exchange Act was recorded, processed, summarized and reported within the time periods specified in the SEC's rules and forms and that such disclosure controls and procedures were also effective to ensure that information required to be disclosed in the reports that Essex files or submits under the Exchange Act is accumulated and communicated to Essex’s management, including Essex’s Chief Executive Officer and Chief Financial Officer, to allow timely decisions regarding required disclosure. There were no changes in Essex’s internal control over financial reporting, that occurred during the quarter ended September 30, 2017 , that have materially affected, or are reasonably likely to materially affect, Essex’s internal control over financial reporting. Essex Portfolio, L.P. As of Sept" 0001227654-10-000019,controls_and_procedures,P1_4,548,"and Procedures Evaluation of Disclosure Controls and Procedures – As of the end of the period covered by this report, an evaluation of the effectiveness of the design and operation of the Company’s disclosure controls and procedures (as defined in Rule 13a-15(e) under the Exchange Act) was performed under the supervision and with the participation of the Company’s management, including the CEO and CFO. Based on that evaluation, the Company’s CEO and CFO concluded that the Company’s disclosure controls and procedures were effective as of March 31, 2010 to ensure that information required to be disclosed in the reports it files and submits under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods specified in the SEC's rules and forms. Changes in Internal Control Over Financial Reporting - There has been no change in the Company’s internal control over financial reporting during the most recently completed fiscal quarter that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting. PART II. OTHER INFORMATION It em 1. Legal Proceedings The Company from time to time is involved in various routine legal proceedings. These primarily involve commercial claims, product liability claims, personal injury claims and workers’ compensation claims. We cannot predict the outcome of these lawsuits, legal proceedings and claims with certainty. Nevertheless, we be" 0000049196-26-000066,controls_and_procedures,P1_4,285,"and Procedures Disclosure Controls and Procedures Huntington maintains disclosure controls and procedures designed to ensure that the information required to be disclosed in the reports that it files or submits under the Securities Exchange Act of 1934, as amended (the Exchange Act), is recorded, processed, summarized, and reported within the time periods specified in the SEC’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by an issuer in the reports that it files or submits under the Exchange Act is accumulated and communicated to the issuer’s management, including its principal executive and principal financial officers, or persons performing similar functions, as appropriate, to allow timely decisions regarding required disclosure. Huntington’s management, with the participation of its Chief Executive Officer and Chief Financial Officer, evaluated the effectiveness of Huntington’s disclosure controls and procedures (as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) as of June 30, 2026 . Based upon such evaluation, Huntington’s Chief Executive Officer and Chief Financial Officer have concluded that, as of June 30, 2026 , Huntington’s disclosure controls and procedures were effective. Changes in Internal Controls Over Financial Reporting There have not been any changes in our internal control over financial reporting (as such " 0001193125-17-065734,market_for_equity,5,832,"FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS, AND ISSUER PURCHASES OF EQUITY SECURITIES Our common stock trades on The NASDAQ Global Select Market under the symbol ACIW. The following table sets forth, for the periods indicated, the high and low sale prices of our common stock as reported by The NASDAQ Global Select Market: Year endedDecember 31, 2016 Year endedDecember 31, 2015 High Low High Low Fourth quarter $ 20.04 $ 17.01 $ 24.36 $ 20.96 Third quarter $ 19.85 $ 17.87 $ 24.40 $ 20.72 Second quarter $ 21.78 $ 18.54 $ 25.59 $ 21.48 First quarter $ 20.79 $ 16.23 $ 21.90 $ 17.84 As of February 24, 2016, there were 295 holders of record of our common stock. A substantially greater number of holders of our common stock are “street name” or beneficial holders, whose shares are held of record by banks, brokers, and other financial institutions. Dividends We have never declared nor paid cash dividends on our common stock. We do not presently anticipate paying cash dividends. However, any future determination relating to our dividend policy will be made at the discretion of our board of directors and will depend upon our financial condition, capital requirements, and earnings, as well as other factors the board of directors may deem relevant. The terms of our current Credit Facility may restrict the payment of dividends subject to us meeting certain financial metrics and being in compliance with the events of default provisions of the agreement. 24 Table of Co" 0001628280-20-014763,full_body,N/A,876,"Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): October 26, 2020 SLM CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-13251 52-2013874 (State or other jurisdiction of incorporation or organization) (Commission File Number) (I.R.S. Employer Identification No.) 300 Continental Drive Newark, Delaware 19713 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (302) 451-0200 (Former name or former address, if changed since last report) Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol(s) Name of each exchange on which registered Common stock, par value $.20 per share SLM The NASDAQ Global Select Market Floating Rate Non-Cumulative Preferred Stock, Series B, par value $.20 per share SLMBP The NASDAQ Global Select Market Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☒ Pre-commenc" 0001564590-19-036187,financial_statements,P1_1,7580,"STATEMENTS ENNIS, INC. AND SUBSIDIARIES UNAUDITED CONSOLIDATED BALANCE SHEETS (in thousands ) August 31, February 28, 2019 2019 Assets Current assets Cash $ 52,500 $ 88,442 Accounts receivable, net of allowance for doubtful receivables of $937 at August 31, 2019 and $1,020 at February 28, 2019 43,689 40,357 Prepaid expenses 974 1,760 Prepaid income taxes 769 195 Inventories 39,108 35,411 Total current assets 137,040 166,165 Property, plant and equipment Plant, machinery and equipment 155,977 146,001 Land and buildings 58,124 56,394 Other 24,050 23,838 Total property, plant and equipment 238,151 226,233 Less accumulated depreciation 177,632 173,099 Net property, plant and equipment 60,519 53,134 Operating lease right-of-use assets 20,818 — Goodwill 82,950 81,634 Intangible assets, net 60,713 61,272 Net pension asset 580 580 Other assets 268 300 Total assets $ 362,888 $ 363,085 See accompanying notes to consolidated financial statements. 3 ENNIS, INC. AND SUBSIDIARIES UNAUDITED CONSOLIDATED BALANCE SHEETS-Continued (in thousands, except for par value and share amounts ) August 31, February 28, 2019 2019 Liabilities and Shareholders’ Equity Current liabilities Accounts payable $ 17,908 $ 13,728 Accrued expenses 15,144 17,895 Current portion of operating lease liabilities 5,302 — Total current liabilities 38,354 31,623 Long-term debt — 30,000 Deferred income taxes 11,746 10,898 Operating lease liabilities, net of current portion 15,246 — Other liabilities 1,525 1,437 To" 0000927653-23-000062,risk_factors,P2_1A,56,"Factors. Other than factual updates discussed in this Quarterly Report on Form 10-Q, there have been no material changes for the period covered by this Quarterly Report on Form 10-Q to the risk factors disclosed in Part I of Item 1A of our Annual Report on Form 10-K for the fiscal year ended March 31, 2023." 0001069157-22-000090,full_body,N/A,430,"ewbc-20221205 0001069157 false 0001069157 2022-12-05 2022-12-05 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) December 5, 2022 EAST WEST BANCORP, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 000-24939 (Commission File Number) 95-4703316 (IRS Employer Identification No.) 135 North Los Robles Ave. , 7th Floor , Pasadena , California 91101 (Address of principal executive offices) (Zip code) ( 626 ) 768-6000 (Registrant’s telephone number, including area code) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol(s) Name of each exchange on which registered Common Stock, par value $0.001 per share EWBC The Nasdaq Global Select Market Indicate by" 0000950170-22-022184,risk_factors,P2_1A,1059,"Factors 25 Item 5 Other Information 45 Item 6. Exhibits 46 Signatures 47 i RISK FACT OR SUMMARY Our business is subject to numerous risks, as more fully described in Part II, Item 1A titled “Risk Factors.” You should read these risks before you invest in our common stock. We may be unable, for many reasons, including those that are beyond our control, to implement or execute our business strategy. In particular, risks associated with our business include, among others: • Global macroeconomic conditions have harmed and may continue to harm our business; • We are subject to the cyclical nature of the semiconductor industry; • The third parties we rely upon for our raw materials, engineered materials, wafer fabrication and supply, assembly, packaging and testing may be unable to secure raw materials, reduce their resources available to us and our immediate suppliers, not meet satisfactory yields or quality, or increase pricing, which could harm our ability to ship our solutions to our customers on time and in the quantity required which could cause an unanticipated decline in our sales and loss of customers; • A portion of our operations is located outside of the United States, which subjects us to additional risks, including increased complexity and costs of managing international operations and geopolitical instability; • We currently depend on one end customer for a large portion of our revenue; the loss of, or a significant reduction in orders from our customers, inc" 0001445305-14-004529,unregistered_sales,P2_2,696,"Sales of Equity Securities, Use of Proceeds and Issuer Purchases of Equity Securities In February 2014, our Board of Directors authorized a share repurchase program of up to $100 million of our outstanding common stock to be executed at the discretion of management over a three-year period, expiring in February 2017. The program is intended to offset shares issued in conjunction with our stock incentive plan and return capital to shareholders. The program may be suspended or discontinued at any time. For the three months ended September 30, 2014 , we repurchased in open-market transactions and retired shares of our common stock for an aggregate of $0.5 million, or an average price per share of $34.44. The following table summarizes share repurchase activity by month during the three months ended September 30, 2014 . Period Total numberof shares purchased Average price paid per share Total number ofshares purchasedas part of apublicly announced program Maximum dollarvalue of sharesthat may yetbe purchased under the program July 2014 14,151 $ 34.44 14,151 $ 90,066 August 2014 — — $ 90,066 September 2014 — — $ 90,066 Total 14,151 14,151 31 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. Owens & Minor, Inc. (Registrant) Date: October 28, 2014 /s/ James L. Bierman James L. Bierman President & Chief Executive Officer Date: October 28, " 0000104169-17-000021,financial_statements,8,80,"STATEMENTS AND SUPPLEMENTARY DATA The information required by this item is incorporated by reference to all information under the captions ""Consolidated Statements of Income,"" ""Consolidated Statements of Comprehensive Income,"" ""Consolidated Balance Sheets,"" ""Consolidated Statements of Shareholders' Equity and Redeemable Noncontrolling Interest,"" ""Consolidated Statements of Cash Flows,"" ""Notes to Consolidated Financial Statements"" and ""Report of Independent Registered Public Accounting Firm"" included in our Annual Report to Shareholders. Such information is included in Exhibit 13 to this Annual Report on Form 10-K." 0001530979-24-000028,controls_and_procedures,9A,512,"and Procedures. Evaluation of Disclosure Controls and Procedures We maintain “disclosure controls a nd procedures,” as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended, (the ""Exchange Act""), that are designed to ensure that information required to be disclosed in the reports that we file or submit under the Exchange Act is (1) recorded, processed, summarized and reported, within the time periods specified in the SEC’s rules and forms and (2) accumulated and communicated to our management, including our principal executive officer and principal financial officer, to allow timely decisions regarding required disclosure. Our management, with the participation of our principal executive officer and principal financial officer , evaluated, as of the period ended December 31, 2023, the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act). Based on that evaluation, our principal executive officer and principal financial officer concluded that, as of such date, our disclosure controls and procedures were effective at a reasonable assurance level. Management’s Annual Report on Internal Control over Financial Reporting Our management is responsible for establishing and maintaining adequate internal control over financial reporting, as defined in Rules 13a-15(f) and 15d-15(f) of the Exchange Act. Our management, under the supervision and with the participation of our Chi" 0000916789-19-000008,market_for_equity,5,866,"for Registrant's Common Equity, Related Shareholder Matters and Issuer Purchases of Equity Securities Market Information for Common Stock Our common stock is listed on the NASDAQ Global Select Market under symbol: HELE. Approximate Number of Equity Security Holders of Record Our common stock is our only class of equity security outstanding at February 28, 2019 . As of April 22, 2019, there were 144 holders of record of our common stock. A substantially greater number of holders of our common stock are “street name” or beneficial holders whose shares are held of record by banks, brokers and other financial institutions. Cash Dividends Our current policy is to retain earnings to provide funds for the operation and expansion of our business, common stock repurchases and for potential acquisitions. We have not paid any cash dividends on our common stock since inception. Any change in dividend policy will depend upon future conditions, including earnings and financial condition, general business conditions, any applicable contractual limitations, and other factors deemed relevant by our Board of Directors. Issuer Purchases of Equity Securities On May 10, 2017, our Board of Directors authorized the repurchase of up to $400 million of our outstanding common stock. The authorization is effective until May 2020 and replaced our former repurchase authorization. As of February 28, 2019, our repurchase authorization allowed for the purchase of $110.5 million of common stock. These repurc" 0000753308-26-000015,business,1,980,"Risk Management and Strategy Cybersecurity risk management is included in NEE’s, including FPL’s, overall risk management program. NEE, including FPL, operates a cybersecurity program which, among other objectives, seeks to identify potential unauthorized occurrences on or conducted through the electronic information resources owned or used by NEE or FPL (information systems) that may result in adverse effects on the confidentiality, integrity or availability of its information systems or any information residing on those systems (cybersecurity threats) as well as on its operations. The cybersecurity program includes controls to reduce the risk and potential impact of a cybersecurity incident and to align its processes, controls and implemented technologies with industry standard frameworks and regulations. In addition, outside experts assess NEE’s, including FPL’s, cybersecurity program capabilities, technology environment and security controls to regularly evaluate effectiveness. NEE, including FPL, operates a cybersecurity operations center and has cyber threat intelligence capability to identify, monitor, detect and respond to cybersecurity threats which is led by a cybersecurity incident response team. NEE, including FPL, uses these resources, and leverages third-party resources, to identify cybersecurity threats and monitor for anomalies that may result in cybersecurity incidents on its systems, and monitors for impacts to its vendors or suppliers. Assessment of inciden" 0000031791-21-000006,quantitative_disclosures,P1_3,245,"and Qualitative Disclosures About Market Risk Market Risk. We are exposed to market risk, including changes in interest rates and currency exchange rates. To manage the volatility relating to these exposures, we enter into various derivative transactions pursuant to our policies to hedge against known or forecasted market exposures. We briefly describe several of the market risks we face below. Our market risks are not materially different from the disclosure provided under the heading, Item 7A. “Quantitative and Qualitative Disclosures About Market Risk,” in our 2020 Form 10-K. Foreign Currency Exchange Risk—Value-at-Risk Disclosure . We continue to measure foreign currency risk using the Value-at-Risk model described in Item 7A. “Quantitative and Qualitative Disclosures About Market Risk,” in our 2020 Form 10-K. The measures for our Value-at-Risk analysis have not changed materially. Interest Rate Risk. As described above, our debt portfolio includes variable rate instruments. Fluctuations in interest rates can therefore have a direct impact on both our short-term cash flows, as they relate to interest, and our earnings. To manage the volatility relating to these exposures, we periodically enter into various derivative transactions pursuant to our policies to hedge against known or forecasted interest rate exposures. Interest Rate Risk—Sensitivity . Our 2020 Form 10-K presents sensitivity measures for our interest rate risk. The measures for our sensitivity analysis have no" 0001558370-24-013840,md_and_a,P1_2,6988,"Discussion and Analysis of Financial Condition and Results of Operations. The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our unaudited consolidated financial statements and related notes included elsewhere in this Quarterly Report, and our audited consolidated financial statements and related notes for the year ended December 31, 2023 included in our Annual Report on Form 10-K (our “Annual Report”). Some of the information contained in this discussion and analysis or set forth elsewhere in this Quarterly Report, including information with respect to our plans and strategy for our business, includes forward-looking statements. As a result of many factors, including those factors set forth in the risks identified in Part II-Item 1A “Risk Factors” section of this Quarterly Report and our other filings with the Securities and Exchange Commission (the “SEC”) our actual results could differ materially from the results, performance or achievements expressed in or implied by these forward-looking statements. Overview We are a commercial-stage biopharmaceutical company focused on discovering, acquiring, developing and commercializing therapeutic medicines for patients suffering from debilitating diseases with significant unmet medical need. Our portfolio of immune- modulating assets, ARCALYST, abiprubart and mavrilimumab, is based on strong biologic rationale or validated mechanisms, targets a spectrum of u" 0000730708-24-000213,controls_and_procedures,P1_4,93,"AND PROCEDURES The Company’s management, with the participation of its chief executive officer and chief financial officer, has evaluated the effectiveness of the Company’s disclosure controls and procedures (as defined in Rule 13a-15(e) and Rule 15d-15(e) under the Exchange Act) as of September 30, 2024 and concluded that those disclosure controls and procedures are effective. During the quarter ended September 30, 2024, there have been no changes in internal control over financial reporting that have materially affected, or are reasonably likely to materially affect, internal control over financial reporting. Part II OTHER INFORMATION" 0001174947-25-001122,full_body,N/A,764,"RGR 20250731 false 0000095029 0000095029 2025-07-31 2025-07-31 iso4217:USD xbrli:shares iso4217:USD xbrli:shares UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) July 31, 2025 STURM, RUGER & COMPANY, INC. (Exact Name of Registrant as Specified in its Charter) Delaware(State or Other Jurisdiction of Incorporation) 001-10435(Commission File Number) 06-0633559(IRS Employer Identification Number) One Lacey Place,Southport,Connecticut 06890 (Address of Principal Executive Offices) (Zip Code) (203) 259-7843 Registrant’s telephone number, including area code N/A (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions ( see General Instruction A.2. below): ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each clas" 0001104659-14-038146,financial_statements,P1_1,4172,"Proceedings 20 Item 1A. Risk Factors 20 Item 2. Unregistered Sales of Equity Securities and Use of Proceeds 20 Item 3. Defaults Upon Senior Securities 20 Item 4. Mine Safety Disclosures 20 Item 5. Other Information 20 Item 6. Exhibits 21 SIGNATURES 22 Table of Contents PART I — FINANCIAL INFORMATION Supernus Pharmaceuticals, Inc. Consolidated Balance Sheets (in thousands, except share amounts) March 31, December 31, 2014 2013 (unaudited) Assets Current assets: Cash and cash equivalents $ 12,252 $ 32,980 Marketable securities 46,615 49,211 Accounts receivable, net 9,725 5,054 Interest receivable 636 483 Inventories 7,957 7,152 Prepaid expenses and other current assets 2,559 2,052 Deferred financing costs, current 185 229 Total current assets 79,929 97,161 Property and equipment, net 2,648 2,554 Intangible assets, net 2,157 1,158 Long term marketable securities 11,662 8,756 Other non-current assets 360 361 Deferred financing costs, long-term 764 1,005 Total assets $ 97,520 $ 110,995 Liabilities and stockholders’ equity Current liabilities: Accounts payable and accrued expenses $ 14,658 $ 18,314 Deferred product revenue, net 12,271 7,882 Deferred licensing revenue 173 204 Total current liabilities 27,102 26,400 Deferred licensing revenue, net of current portion 1,381 1,417 Convertible notes, net of discount 28,358 34,393 Other non-current liabilities 2,101 2,677 Derivative liabilities 9,565 12,644 Total liabilities 68,507 77,531 Stockholders’ equity: Common stock, $0.001 p" 0000064803-24-000007,risk_factors,1A,23427,"Factors. You should carefully consider each of the following risks and uncertainties and all of the other information set forth in this 10-K. These risks and uncertainties and other factors may affect forward-looking statements, including those we make in this 10-K or elsewhere, such as in news releases or investor or analyst calls, meetings or presentations, on our websites or through our social media channels. The risks and uncertainties described below are not the only ones we face. There can be no assurance that we have identified all the risks that affect us. Additional risks and uncertainties not presently known to us or that we currently believe to be immaterial also may adversely affect our businesses. Any of these risks or uncertainties could cause our actual results to differ materially from our expectations and the expected results discussed in our forward-looking statements. You should not consider past results to be an indication of future performance. If any of the following risks or uncertainties develops into actual events or if the circumstances described in the risks or uncertainties occur or continue to occur, those events or circumstances could have a material adverse effect on our businesses, operating results, cash flows, financial condition and/or stock price, among other effects on us. You should read the following section in conjunction with the MD&A, included in Item 7 of this 10-K, our consolidated financial statements and the related notes, include" 0000950170-22-008732,financial_statements,P1_1,4133,"al Statements. ATEA PHARMACEUTICALS, INC. and Subsidiary Condensed Consolidated Ba lance Sheets (in thousands, except share and per share amounts) (Unaudited) March 31,2022 December 31,2021 Assets Current assets Cash and cash equivalents $ 705,545 $ 764,375 Prepaid expenses and other current assets 7,687 8,028 Total current assets 713,232 772,403 Property and equipment, net 762 23 Restricted cash 305 305 Operating lease right-of-use assets, net 2,890 161 Total assets $ 717,189 $ 772,892 Liabilities and Stockholders’ Equity Current liabilities Accounts payable $ 3,657 $ 4,534 Accrued expenses and other current liabilities 24,840 52,152 Current portion of operating lease liabilities 113 197 Total current liabilities 28,610 56,883 Operating lease liabilities 2,763 — Income taxes payable 5,932 5,932 Total liabilities 37,305 62,815 Commitments and contingencies(see Note 11) Stockholders’ equity: Preferred stock, $0.001par value per share;10,000,000sharesauthorized;noshares issued and outstanding as of March 31, 2022,and December 31, 2021 — — Common stock, $0.001par value;300,000,000shares authorizedas of March 31, 2022 and December 31, 2021;83,257,591and83,102,730shares issued and outstandingas of March 31, 2022 and December 31, 2021, respectively 83 83 Additional paid-in capital 665,848 653,964 Retained earnings 13,953 56,030 Total stockholders’ equity 679,884 710,077 Total liabilities and stockholders’ equity $ 717,189 $ 772,892 The accompanying notes are an integral part " 0001212545-24-000224,quantitative_disclosures,P1_3,1377,"and Qualitative Disclosures about Market Risk. Market risk is the risk of loss in a financial instrument arising from adverse changes in market prices and rates, foreign currency exchange rates, commodity prices, and equity prices. The Company's market risk arises primarily from interest rate risk inherent in its lending, investing, and deposit taking activities. To that end, management actively monitors and manages the Company's interest rate risk exposure. The Company generally manages its interest rate sensitivity by evaluating re-pricing opportunities on its earning assets to those on its funding liabilities. Management uses various asset/liability strategies to manage the re-pricing characteristics of the Company's assets and liabilities, all of which are designed to ensure that exposure to interest rate fluctuations is within the Company's guidelines of acceptable levels of risk-taking. Hedging strategies, including the terms and pricing of loans and deposits and management of the deployment of its securities, are used to reduce mismatches in interest rate re-pricing opportunities of portfolio assets and their funding sources. Derivatives in a hedging relationship are also used to minimize the Company's exposure to changes in benchmark interest rates and volatility of net interest income and EVE to interest rate fluctuations, with their impact reflected in the model results discussed below. Interest rate risk is addressed by ALCO, which includes members of executive man" 0001437749-17-013604,controls_and_procedures,P1_4,1168,"and Procedures Disclosure Controls and Procedures and Internal Controls Over Financial Reporting . As of the period covered by this report, we carried out an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures, as such term is defined in Rules 13a-15(e) and 15d-15(e) promulgated under the Exchange Act. We performed the evaluation under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer. Based upon that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were effective for the purpose of ensuring that the information required to be disclosed in our reports filed with the SEC under the Exchange Act is (1) recorded, processed, summarized, and reported within the time periods specified in the SEC’s rules and forms, and (2) accumulated and communicated to our management, including the Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure. There have been no significant changes in our internal controls over financial reporting, as such term is defined in Exchange Act Rules 13a-15(f) and 15d-15(f) during the period covered by this Quarterly Report or, to our knowledge, in other factors that have materially affected, or are reasonably likely to materially affect, our internal controls over financial reporting. Limitatio" 0000012208-13-000042,legal_proceedings,P2_1,23,"Proceedings See Note 13, “Legal Proceedings” in the Notes to Condensed Consolidated Financial Statements of Part 1, Item 1 of this Form 10-Q." 0001104659-13-012982,mine_safety,4,514,"SAFETY DISCLOSURES Not applicable. 43 Table of Contents EXECUTIVE OFFICERS OF PINNACLE WEST Pinnacle West’s executive officers are elected no less often than annually and may be removed by the Board of Directors at any time. The executive officers, their ages at February 22, 2013, current positions and principal occupations for the past five years are as follows: Name Age Position Period Donald E. Brandt 58 Chairman of the Board and Chief Executive Officer of Pinnacle West; Chairman of the Board of APS 2009-Present President of Pinnacle West 2008-Present Chief Executive Officer of APS 2008-Present Chief Operating Officer of Pinnacle West 2008-2009 President of APS 2006-2009 Executive Vice President of Pinnacle West; Chief Financial Officer of APS 2003-2008 Executive Vice President of APS 2003-2006 Chief Financial Officer of Pinnacle West 2002-2008 Donald G. Robinson 59 President and Chief Operating Officer of APS 2009-Present Senior Vice President, Planning and Administration of APS 2007-2009 Denise R. Danner 57 Vice President, Controller and Chief Accounting Officer of Pinnacle West; Chief Accounting Officer of APS 2010-Present Vice President and Controller of APS 2009-Present Senior Vice President, Controller and Chief Accounting Officer of Allied Waste Industries, Inc. 2007-2008 Patrick Dinkel 49 Vice President, Resource Management 2012-Present Vice President, Power Marketing, Resource Planning and Acquisition 2011-2012 Vice President, Power Marketing and Resource Pl" 0000002969-24-000056,quantitative_disclosures,7A,939,"and Qualitative Disclosures About Market Risk Our earnings, cash flows, and financial position are exposed to market risks arising from fluctuations in interest rates and foreign currency exchange rates. It is our policy to minimize our cash flow exposure to adverse changes in currency exchange rates and to manage the financial risks inherent in funding with debt capital. We address these financial exposures through a controlled program of risk management that includes the use of derivative financial instruments. We have established counterparty credit guidelines and generally enter into transactions with financial institutions of investment grade or better, thereby minimizing the risk of credit loss. All instruments are entered into for other than trading purposes. For details on the types and use of these derivative instruments and related major accounting policies, refer to Note 1, Basis of Presentation and Major Accounting Policies , and Note 15, Financial Instruments , to the consolidated financial statements. Additionally, we mitigate adverse energy price impacts through our cost pass-through contracts with customers and price increases. Our derivative and other financial instruments consist of long-term debt, including the current portion and amounts owed to related parties; interest rate swaps; cross currency interest rate swaps; and foreign exchange-forward contracts. The net market value of these financial instruments combined is referred to below as the ""net financ" 0001299933-14-000333,full_body,N/A,647,"Corning Incorporated (Form: 8-K) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): March 3, 2014 Corning Incorporated __________________________________________ (Exact name of registrant as specified in its charter) New York 1-3247 16-0393470 _____________________(State or other jurisdiction _____________(Commission ______________(I.R.S. Employer of incorporation) File Number) Identification No.) One Riverfront Plaza, Corning, New York 14831 _________________________________(Address of principal executive offices) ___________(Zip Code) Registrant’s telephone number, including area code: 607-974-9000 Not Applicable ______________________________________________ Former name or former address, if changed since last report Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: [ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) [ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Top of the Form " 0001300514-24-000055,full_body,N/A,1135,"lvs-20240403 0001300514 false 0001300514 2024-04-03 2024-04-03 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) April 3, 2024 LAS VEGAS SANDS CORP. (Exact name of registrant as specified in its charter) Nevada (State or other jurisdiction of incorporation) 001-32373 27-0099920 (Commission File Number) (IRS Employer Identification No.) 5420 S. Durango Dr. Las Vegas, Nevada 89113 (Address of principal executive offices) (Zip Code) ( 702 ) 923-9000 (Registrant's Telephone Number, Including Area Code) NOT APPLICABLE (Former Name or Former Address, if Changed Since Last Report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions ( see General Instruction A.2. below): ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol(s) Name of each exchange on which registered Common Stock" 0001193125-16-480931,controls_and_procedures,9A,492,"and Procedures Conclusion Regarding the Effectiveness of Disclosure Controls and Procedures Under the supervision and with the participation of our management, including our principal executive officer and principal financial officer, we conducted an evaluation of our disclosure controls and procedures, as such term is defined under Rule 13a-15(e) and Rule 15d-15(e) promulgated under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), as of the end of the period covered by this Annual Report. Based on this evaluation, our principal executive officer and our principal financial officer concluded that our disclosure controls and procedures were effective, as of the end of the period covered by this Annual Report. Management’s Report on Internal Control over Financial Reporting Our management is responsible for establishing and maintaining adequate internal control over financial reporting as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act. The Company’s internal control over financial reporting is designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. The Company’s internal control over financial reporting includes those policies and procedures that: • pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions " 0001396814-22-000050,quantitative_disclosures,P1_3,543,"AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK The primary objective of our cash equivalents and investment activities is to preserve principal while at the same time maximizing the income that we receive from our investments without significantly increasing risk. We invest in corporate bonds, commercial paper, asset-backed securities and U.S. Treasury and other government agency notes, which are reported at fair value. These securities are subject to interest rate risk and credit risk. This means that a change in prevailing interest rates may cause the fair value of the investment to fluctuate. For example, if we hold a security that was issued with a fixed interest rate at the then-prevailing rate and the interest rate later rises, we expect that the fair value of our investment will decline. A hypothetical 100 basis point increase in interest rates would have reduced the fair value of our available-for-sale securities at June 30, 2022 by approximately $0.6 million. The fair values of our Notes are impacted by both the fair value of our common stock and interest rate fluctuations. As of June 30, 2022, the estimated fair value of the 2025 Notes was $1,038 per $1,000 principal amount. See Note 9, Debt , to our condensed consolidated financial statements included herein for further discussion of our Notes, which bear interest at a fixed rate. At June 30, 2022, all $402.5 million of principal remains outstanding on the 2025 Notes and $8.6 million of principal remains outstanding" 0001509991-18-000014,md_and_a,7,12286,"Discussion and Analysis of Financial Condition and Results of Operations The following discussion and analysis contains forward‑looking statements that involve risks and uncertainties. Our actual results may differ materially from those discussed in the forward‑looking statements as a result of various factors, including, without limitation, those set forth in “Cautionary Statement Regarding Forward‑Looking Statements” and “Item 1A. Risk Factors.” The following discussion of our financial condition and results of operations should be read in conjunction with our consolidated financial statements and the notes thereto included elsewhere in this annual report on Form 10‑K. Overview Kosmos is a leading independent oil and gas exploration and production company focused on frontier and emerging areas along the Atlantic Margins. Our assets include existing production and development projects offshore Ghana and Equatorial Guinea, large discoveries and significant further exploration potential offshore Mauritania and Senegal, as well as exploration licenses offshore Cote d'Ivoire, Equatorial Guinea, Morocco, Sao Tome and Principe, and Suriname. Recent Developments Corporate In February 2018, the Company amended and restated the Facility with a total commitment of $1.5 billion from a number of financial institutions with additional commitments up to $0.5 billion being available if the existing financial institutions increase their commitments or if commitments from new financial insti" 0001140361-20-013248,full_body,N/A,1480,"UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 5, 2020 Rocket Pharmaceuticals, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36829 04-3475813 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.) The Empire State Building 350 Fifth Ave, Suite 7530 New York, NY 10118 (Address of principal executive offices, including zip code) (646) 440-9100 (Registrant’s telephone number, including area code) Not applicable (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2): ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol(s) Name of each exchange on which registered Common stock, $0.01 pa" 0001144204-18-013377,full_body,N/A,461,"UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 7, 2018 SELECT ENERGY SERVICES, INC. (Exact name of registrant as specified in its charter) Delaware 001-38066 81-4561945 (State or Other Jurisdictionof Incorporation) (CommissionFile Number) (IRS EmployerIdentification No.) 515 Post Oak Blvd, Suite 200 Houston, TX 77027 (Address of Principal Executive Offices) (713) 235-9500 (Registrant’s Telephone Number, Including Area Code) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company x If an emerging growth company, indicate by check " 0001193125-10-036471,full_body,N/A,592,"Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant To Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) February 22, 2010 Central Garden & Pet Company (Exact name of registrant as specified in its charter) Delaware 001-33268 68-0275553 (State or other jurisdictionof incorporation) (Commission File Number) (IRS EmployerIdentification No.) 1340 Treat Boulevard, Suite 600, Walnut Creek, California 94597 (Address of principal executive offices) (Zip Code) Registrant’s telephone number, including area code (925) 948-4000 (Former name or former address if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): ¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Item 7.01 Regulation FD Disclosure. On February 22, 2010, Central Garden & Pet Company (the “Company”) issued a press release announcing that the Company commenced a tender offer a" 0001104659-14-076813,risk_factors,P2_1A,29,"Factors There have been no material changes to the Company’s risk factors as disclosed in Part I, Item 1A of the Company’s 2013 Annual Report. 21 Table of Contents" 0001564590-19-018100,full_body,N/A,660,"akr-8k_20190509.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): May 9, 2019 ACADIA REALTY TRUST (Exact name of registrant as specified in its charter) Maryland 1-12002 23-2715194 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employer Identification No.) 411 Theodore Fremd Avenue Suite 300 Rye, New York 10580 (Address of principal executive offices) (Zip Code) (914) 288-8100 (Registrant’s telephone number, including area code) (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1" 0001628280-22-014496,full_body,N/A,602,"ttwo-20220516 0000946581 false 0000946581 2022-05-16 2022-05-16 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 16, 2022 TAKE-TWO INTERACTIVE SOFTWARE, INC. (Exact name of registrant as specified in its charter) Delaware 001-34003 51-0350842 (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 110 West 44th Street, New York, New York 10036 (Address of principal executive offices) (Zip Code) Registrant’s telephone number, including area code (646) 536-2842 (Former name or former address, if changed since last report.) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol Name of each exchange on which registered Comm" 0001579241-19-000064,unregistered_sales,P2_2,552,"Sales of Equity Securities and Use of Proceeds Issuer Purchases of Equity Securities Period Total number of shares purchased (000s) Average price paid per share Total number of shares purchased as part of program (000s) Approximate dollar value of shares still available to be purchased under the program (000s) July 1 - July 31 128 $ 108.81 128 $ 225,185 August 1 - August 31 184 97.11 184 207,321 September 1 - September 30 144 99.49 144 192,970 Total 456 $ 101.14 456 $ 192,970 In February 2017, our Board of Directors approved a stock repurchase authorization of up to $500 million of the Company's ordinary shares (the ""2017 Share Repurchase Authorization""). Based on market conditions, share repurchases are made from time to time in the open market at the discretion of management. The 2017 Share Repurchase Authorization does not have a prescribed expiration date. 49 Table of Contents Item 6 – Exhibits (a) Exhibits Exhibit No. Description Method of Filing 3.1 Amended and restated Memorandum and Articles of Association of Allegion plc. Incorporated by reference to Exhibit 3.1 to the Company's Form 8-K filed with the SEC on June 13, 2016 (File No. 001-35971). 4.1 Indenture, dated as of October 2, 2017, among Allegion US Holding Company Inc., Allegion plc and Wells Fargo Bank, National Association. Incorporated by reference to Exhibit 4.1 of the Company’s Form 8-K filed on October 2, 2017 (File No. 001-35971). 4.2 Third Supplemental Indenture, dated as of September 27, 2019, among A" 0001193125-21-247705,controls_and_procedures,P1_4,602,"and Procedures. Disclosure controls and procedures are controls and other procedures that are designed to ensure that information required to be disclosed in our reports filed or submitted under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed in company reports filed or submitted under the Exchange Act is accumulated and communicated to management, including our Chief Executive Officer (who serves as our Principal Executive Officer) and Chief Financial Officer (who serves as our Principal Financial and Accounting Officer), as appropriate, to allow timely decisions regarding required disclosure. Evaluation of Disclosure Controls and Procedures As required by Rules 13a-15 and 15d-15 under the Exchange Act, our Chief Executive Officer and Chief Financial Officer carried out an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures as of June 30, 2021. Based upon their evaluation, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) were not effective as of June 30, 2021, due solely to the material weakness in our internal contro" 0000004904-22-000081,full_body,N/A,989,"aep-20220920 0000004904 false 0000004904 2022-09-20 2022-09-20 0000004904 exch:XNAS us-gaap:CommonStockMember 2022-09-20 2022-09-20 0000004904 exch:XNAS aep:PreferredStock2Member 2022-09-20 2022-09-20 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported) September 20, 2022 AMERICAN ELECTRIC POWER COMPANY, INC. (Exact Name of Registrant as Specified in Its Charter) New York 1-3525 13-4922640 (State or Other Jurisdiction of (Commission File Number) (IRS Employer Identification Incorporation) No.) 1 Riverside Plaza, Columbus, OH 43215 (Address of Principal Executive Offices) (Zip Code) (Registrant's Telephone Number, Including Area Code) (614) 716-1000 (Former Name or Former Address, if Changed Since Last Report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered" 0001558370-16-003570,legal_proceedings,3,79,"Proceeding s From time to time, we are named as a defendant in legal actions. Generally, these actions arise out of our normal course of business. We are not currently a party to any pending legal proceedings other than routine litigation incidental to the business which we expect will be resolved without having a material adverse effect on our results of operations or financial condition. We maintain liability insurance against risks arising out of our normal course of business." 0001193125-12-041653,unregistered_sales,P2_2,557,"Sales of Equity Securities and Use of Proceeds In February 2011, we announced that our Board of Directors authorized a program to repurchase up to $600 million of our common stock over the next 18 months. Under the program, we may purchase stock in the open market or through privately negotiated transactions in accordance with applicable securities laws, including pursuant to pre-arranged stock trading plans. The timing and actual amount of the stock repurchases will depend on several factors including price, capital availability, regulatory requirements, alternative investment opportunities and other market conditions. We are not obligated to repurchase any specific number of shares under the program and the repurchase program may be modified, suspended or discontinued at any time. The following table summarizes the number of shares repurchased during the three months ended December 31, 2011: Period Total Numberof SharesPurchased Average PricePaid per Share Total Number ofShares Purchasedas Part of PubliclyAnnouncedProgram Maximum DollarValue of Sharesthat May Yet BePurchased Underthe Program(in millions) October 1-31, 2011 864,600 $ 22.38 864,600 $ 334 November 1-30, 2011 718,800 23.47 718,800 $ 317 December 1-31, 2011 237,362 20.90 237,362 $ 312 1,820,762 22.62 1,820,762 Item 3. Defaults Upon Senior Securities None. Item 6. Exhibits The exhibits listed in the accompanying index to exhibits on Page 76 are filed or incorporated by reference as part of this report. 74" 0000950123-11-047905,unregistered_sales,P2_2,364,"of Equity Securities and Use of Proceeds During the quarter ended March 31, 2011, no shares were issued by the Company without registration under the Securities Act of 1933, as amended. Under a share buyback program approved by the Board of Directors, the Company may purchase up to one billion shares, from time to time in the open market. The Company may also purchase shares through negotiated trades with persons who are not affiliated with the Company. These negotiated trade purchases are effected by way of share redemption and do not require shareholder approval. The authorization in respect of open market purchases provides that the cost of the acquisition of the Company’s shares (whether by redemption or open market purchases) may not exceed $925 million. During the quarter ended March 31, 2011, there were no shares repurchased. Item 3—Defaults Upon Senior Securities None. Item 4—(Removed and Reserved) Item 5—Other Information None. Item 6—Exhibits 31 .1 Certification Pursuant to Rule 13a-14(a) 31 .2 Certification Pursuant to Rule 13a-14(a) 32 .1 Certification Pursuant to 18 U.S.C. Section 1350 32 .2 Certification Pursuant to 18 U.S.C. Section 1350 101 .INS* XBRL Instance Document 101 .SCH* XBRL Taxonomy Extension Schema Document 101 .CAL* XBRL Taxonomy Extension Calculation Linkbase Document 101 .DEF* XBRL Taxonomy Extension Definition Linkbase Document 101 .LAB* XBRL Taxonomy Extension Label Linkbase Document 101 .PRE* XBRL Taxonomy Extension Presentation Link" 0000720005-21-000013,unregistered_sales,P2_2,688,"SALES OF EQUITY SECURITIES AND USE OF PROCEEDS We did not have any sales of unregistered securities for the three months ended December 31, 2020. We purchase our own stock from time to time in conjunction with a number of activities, each of which is described in the following paragraphs. The following table presents information on our purchases of our own stock, on a monthly basis, for the three months ended December 31, 2020. Total number of sharespurchased Average priceper share Number of shares purchased as part of publicly announced plans or programs Approximate dollar value (in millions) at each month-end, of securities thatmay yet be purchased under the plans or programs October 1, 2020 – October 31, 2020 1,204 $ 80.04 — $487 November 1, 2020 – November 30, 2020 93,225 $ 90.50 — $487 December 1, 2020 – December 31, 2020 116,759 $ 93.02 107,750 $740 First quarter 211,188 $ 91.84 107,750 In December 2020, the Board of Directors authorized repurchase of our common stock in an aggregate amount of up to $750 million, which replaced the previous authorization. In the preceding table, the total number of shares purchased includes shares purchased pursuant to the Restricted Stock Trust Fund, which was established to acquire our common stock in the open market and used to settle RSUs granted as a retention vehicle for certain employees of our wholly-owned Canadian subsidiaries. For more information on this trust fund, see Note 2 of the Notes to Consolidated Financial Statement" 0000945841-12-000126,full_body,N/A,475,"Pool 12.20.2012 Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ______________ FORM 8-K ______________ CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) December 20, 2012 ______________ POOL CORPORATION (Exact name of registrant as specified in its charter) ______________ Delaware 0-26640 36-3943363 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employer Identification No.) 109 Northpark Boulevard, Covington, Louisiana 70433-5001 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code 985-892-5521 Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations of the registrant under any of the following provisions: o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Item 5.03 Amendments to Articles of Incorporation or By-Laws: Change in Fiscal Year. (a) On December 20, 2012, the Board of Directors of Pool Corporation amended its By-Laws in order to implement a majority voting standard" 0001193125-24-262579,full_body,N/A,543,"8-K Bank of New York Mellon Corp 6.244% Fixed-to-Floating Rate Normal Preferred Capital Securities of Mellon Capital IV (fully and unconditionally guaranteed by The Bank of New York false 0001390777 0001390777 2024-11-20 2024-11-20 0001390777 us-gaap:CommonStockMember 2024-11-20 2024-11-20 0001390777 us-gaap:PreferredStockMember 2024-11-20 2024-11-20 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 20, 2024 THE BANK OF NEW YORK MELLON CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-35651 13-2614959 (State or other Jurisdictionof Incorporation) (CommissionFile Number) (IRS EmployerIdentification No.) 240 Greenwich Street New York,New York 10286 (Address of Principal Executive Offices) (Zip Code) Registrant’s telephone number, including area code: (212) 495-1784 Not Applicable (Former name or former address if changed since last report.) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule14a-12under the Exchange Act (17 CFR240.14a-12) ☐ Pre-commencementcommunications pursuant to Rule14d-2(b)under" 0001193125-22-130690,full_body,N/A,950,"8-K false 0001628369 0001628369 2022-04-28 2022-04-28 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): April 28, 2022 Cushman & Wakefield plc (Exact name of registrant specified in its charter) England and Wales 001-38611 98-1193584 (State or Other JurisdictionOf Incorporation) (CommissionFile Number) (I.R.S. EmployerIdentification No.) 125 Old Broad Street London , United Kingdom EC2N 1AR (Address of principal executive offices, including zip code) +44 20 3296 3000 (Registrant’s telephone number, including area code) Not applicable (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule14a-12under the Exchange Act (17 CFR240.14a-12) ☐ Pre-commencementcommunications pursuant to Rule14d-2(b)under the Exchange Act (17 CFR240.14d-2(b)) ☐ Pre-commencementcommunications pursuant to Rule13e-4(c)under the Exchange Act (17 CFR240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each class Tradingsymbol(s) Name of each exch" 0001024478-17-000028,financial_statements,P1_1,6971,"Consolidated Financial Statements ROCKWELL AUTOMATION, INC. CONDENSED CONSOLIDATED BALANCE SHEET (Unaudited) (in millions, except per share amounts) June 30,2017 September 30,2016 ASSETS Current assets: Cash and cash equivalents $ 1,549.4 $ 1,526.4 Short-term investments 1,065.2 902.8 Receivables 1,111.9 1,079.0 Inventories 585.5 526.6 Other current assets 144.5 150.2 Total current assets 4,456.5 4,185.0 Property, net of accumulated depreciation of $1,479.7 and $1,404.5, respectively 568.8 578.3 Goodwill 1,069.7 1,073.9 Other intangible assets, net 231.9 255.3 Deferred income taxes 640.5 633.9 Other assets 248.1 374.8 Total $ 7,215.5 $ 7,101.2 LIABILITIES AND SHAREOWNERS’ EQUITY Current liabilities: Short-term debt $ 348.4 $ 448.6 Current portion of long-term debt 250.0 — Accounts payable 610.1 543.1 Compensation and benefits 252.3 145.6 Advance payments from customers and deferred revenue 245.4 214.5 Customer returns, rebates and incentives 175.5 176.5 Other current liabilities 314.5 447.6 Total current liabilities 2,196.2 1,975.9 Long-term debt 1,243.8 1,516.3 Retirement benefits 1,401.4 1,430.2 Other liabilities 196.1 188.7 Commitments and contingent liabilities (Note 11) Shareowners’ equity: Common stock ($1.00 par value, shares issued: 181.4) 181.4 181.4 Additional paid-in capital 1,625.7 1,588.2 Retained earnings 5,898.7 5,668.4 Accumulated other comprehensive loss (1,463.7 ) (1,538.8 ) Common stock in treasury, at cost (shares held: June 30, 2017, 53.0; September 30, 2" 0001558370-19-004756,financial_statements,P1_1,16403,"STATEMENTS Natera, Inc. Condensed Consolidated Balance Sheets (in thousands) March 31, December 31, 2019 2018 (Unaudited) Assets Current assets: Cash and cash equivalents $ 34,281 $ 46,407 Restricted cash, current portion 399 4,597 Short-term investments 93,805 107,461 Accounts receivable, net of allowance of $1,794 in 2019 and $1,788 in 2018 60,293 62,223 Inventory 13,748 13,633 Prepaid expenses and other current assets 5,555 6,197 Total current assets 208,081 240,518 Property and equipment, net 23,302 24,336 Operating lease right-of-use assets 27,260 — Other assets 2,802 3,317 Total assets $ 261,445 $ 268,171 Liabilities and Stockholders’ Equity Current liabilities: Accounts payable $ 8,917 $ 14,587 Accrued compensation 10,818 12,668 Other accrued liabilities 37,839 32,442 Deferred revenue, current portion 4,928 4,131 Short-term debt financing 50,154 50,153 Total current liabilities 112,656 113,981 Long-term debt financing 73,431 73,357 Deferred rent, net of current portion — 8,613 Deferred revenue, long-term portion 39,698 40,058 Operating lease liabilities, long-term portion 30,674 — Total liabilities 256,459 236,009 Commitments and contingencies (Note 8) Stockholders’ equity: Common stock, $0.0001 par value: 750,000 shares authorized at both March 31, 2019 and December 31, 2018, respectively; 63,340 and 62,083 shares issued and outstanding at March 31, 2019 and December 31, 2018, respectively 7 7 Additional paid in capital 613,680 607,236 Accumulated deficit (608,435" 0001617406-26-000035,controls_and_procedures,P1_4,1489,"Safety Disclosures. Not applicable. Item 5. Other Information . Bonnet Creek Mortgage Loan The information included in this “Part II-Item 5. Other Information” of this Form 10-Q is provided in lieu of filing such information on a Current Report on Form 8-K under “Item 1.01 Entry into a Material Definitive Agreement” and “Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.” On April 30, 2026, G/B/H Four Star, LLC, G/B/H Condo Owner, LLC and G/B/H Golf Course, LLC, each a Delaware limited liability company (collectively, the “Borrowers”), and Bonnet Creek Hilton Lessee LLC, a Delaware limited liability company (the “Operating Lessee”), entered into a Loan Agreement (the “Loan Agreement”) with Wells Fargo Bank, National Association, as administrative agent (in such capacity, the “Administrative Agent”), and the lenders party thereto (collectively, the “Lenders”). The Loan Agreement provides for a secured delayed draw loan facility (the “Loan Facility”) with the Bonnet Creek Mortgage Loan to be made by the Lenders to the Borrowers pursuant thereto in an amount to be designated by the Borrowers, which is not less than $650 million and not greater than $700 million, and disbursed to the Borrowers in a single disbursement to be made by the Lenders no later than September 30, 2026 (as such date may be extended by the Administrative Agent). The Bonnet Creek Mortgage Loan has a scheduled maturity date of April 30," 0001564590-20-023338,controls_and_procedures,P1_4,212,"and Procedures DISCLOSURE CONTROLS AND PROCEDURES Ovintiv’s Chief Executive Officer and Chief Financial Officer performed an evaluation of the Company’s disclosure controls and procedures as defined in Rules 13a-15(e) and 15d-15(e) of the Securities Exchange Act of 1934, as amended (“Exchange Act”). The Company’s disclosure controls and procedures are designed to ensure that information required to be disclosed by the Company in reports it files or submits under the Exchange Act is recorded, processed, summarized, and reported within the time periods specified in the rules and forms of the SEC, and to ensure that the information required to be disclosed by the Company in reports that it files or submits under the Exchange Act, is accumulated and communicated to the Company’s management, including the principal executive officer and principal financial officer, as appropriate, to allow timely decisions regarding required disclosure. Based on this evaluation, the Chief Executive Officer and Chief Financial Officer have concluded that the Company’s disclosure controls and procedures were effective as of March 31, 2020. CHANGES IN INTERNAL CONTROL OVER FINANCIAL REPORTING There were no changes in Ovintiv’s internal control over financial reporting during the first quarter of 2020 that materially affected or are reasonably likely to materially affect the Company’s internal control over financial reporting. 61 PART II" 0000046195-17-000023,full_body,N/A,413,"Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) April 24, 2017 BANK OF HAWAII CORPORATION (Exact name of registrant as specified in its charter) Delaware 1-6887 99-0148992 (State of Incorporation) (Commission (IRS Employer File Number) Identification No.) 130 Merchant Street, Honolulu, Hawaii 96813 (Address of principal executive offices) (Zip Code) (Registrant's telephone number, including area code) (888) 643-3888 Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4 (c)) Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). o Emerging growth company o If an emerging growth comp" 0000885978-18-000020,full_body,N/A,427,"UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 1, 2018 U.S. PHYSICAL THERAPY, INC. (Exact name of registrant as specified in its charter) Nevada 1-11151 76-0364866 (State or other jurisdictionof incorporation or organization) (CommissionFile Number) (I.R.S. EmployerIdentification No.) 1300 West Sam Houston Parkway South,Suite 300, Houston, Texas 77042 (Address of Principal Executive Offices) (Zip Code) Registrant’s telephone number, including area code: (713) 297-7000 Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions ( see General Instruction A.2. below):  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)  Soliciting material pursuant to Rule 14a-12(b) under the Exchange Act (17 CFR 240.14a-12(b))  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapt" 0001108426-20-000017,full_body,N/A,915,"pnm-20200318 0001108426 false 0001108426 2020-03-18 2020-03-18 0001108426 pnm:TexasNewMexicoPowerCompanyMember 2020-03-18 2020-03-18 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) March 18, 2020 (March 18, 2020) Name of Registrant,State of Incorporation,Address Of Principal Executive Offices,Telephone Number,Commission File No.,IRS Employer Identification No. PNM Resources, Inc. (A New Mexico Corporation) 414 Silver Ave. SW Albuquerque , New Mexico 87102-3289 Telephone Number - ( 505 ) 241-2700 Commission File No. - 001-32462 IRS Employer Identification No. - 85-0468296 Texas-New Mexico Power Company (A Texas Corporation) 577 N. Garden Ridge Blvd. Lewisville , Texas 75067 Telephone Number - ( 972 ) 420-4189 Commission File No. - 002-97230 IRS Employer Identification No. - 75-0204070 Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 40.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4 (c) under the " 0000350698-13-000007,full_body,N/A,840,"AN 8K Earnings Release 12/31/12 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date Of Report (Date Of Earliest Event Reported) January 31, 2013 AutoNation, Inc. (Exact name of registrant as specified in its charter) Delaware 1-13107 73-1105145 (State or other jurisdictionof incorporation) (CommissionFile Number) (IRS EmployerIdentification No.) 200 SW 1st Ave Fort Lauderdale, Florida 33301 (Address of principal executive offices, including zip code) Registrant's telephone number, including area code (954) 769-6000 (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions ( see General Instruction A.2. below): ¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Item 2.02 Results of Operations and Financial Condition On January 31, 2013 , AutoNation, Inc. (the “Company”) issued a press release announcing its results of operations for the fiscal quarter" 0000702165-17-000087,full_body,N/A,471,"Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ________________________________ FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 25, 2017 (October 25, 2017) ________________________________ NORFOLK SOUTHERN CORPORATION (Exact name of registrant as specified in its charter) ______________________________________ Virginia 1-8339 52-1188014 (State or Other Jurisdictionof Incorporation) (Commission File Number) (IRS EmployerIdentification Number) Three Commercial Place 757-629-2680 Norfolk, Virginia23510-9241 (Registrant's telephone number, including area code) (Address of principal executive offices) No Change (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: [ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) [ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities" 0000875357-12-000010,controls_and_procedures,9A,253,"AND PROCEDURES As of the end of the period covered by this report and pursuant to Rule 13a-15 of the Securities Exchange Act of 1934 (the “Exchange Act”), the Company’s management, including the Chief Executive Officer and Chief Financial Officer, conducted an evaluation of the effectiveness and design of the Company’s disclosure controls and procedures (as that term is defined in Rules 13a-15(e) and 15d-15(e) of the Exchange Act). Based upon that evaluation, the Company’s Chief Executive Officer and Chief Financial Officer concluded, as of the end of the period covered by this report, that the Company’s disclosure controls and procedures were effective in recording, processing, summarizing and reporting information required to be disclosed by the Company, within the time periods specified in the Securities and Exchange Commission’s rules and forms. In addition and as of the end of the period covered by this report, there have been no changes in internal control over financial reporting (as defined in Rule 13a-15(f) and 15d-15(f), as amended, of the Exchange Act) during the Company’s fourth fiscal quarter that have materially affected, or are reasonably likely to materially affect, the internal control over financial reporting. The Report of Management on Financial Statements and Management’s Report on Internal Control over Financial Reporting appear within Item 8, “Financial Statements and Supplementary Data.” The independent registered public accounting firm, Ernst & Yo" 0001571049-16-014717,unregistered_sales,P2_2,547,"SALES OF EQUITY SECURITIES AND USE OF PROCEEDS Purchases of Equity Securities by the Issuer and Affiliated Purchasers Shares repurchased by the Company and affiliated purchases in the first quarter of 2016 are outlined below. Period TotalNumber ofShares(or Units)Purchased Average PricePaid PerShare(or Unit) Total Number ofShares (or Units)Purchased asPart of PubliclyAnnounced Plansor Programs Maximum Number(or ApproximateDollar Value) ofShares (or Units)that May Yet BePurchased Underthe Plans orPrograms(1) January 1, 2016 to January 31, 2016 294,166 (2) $ 10.85 - 2,050,154 February 1, 2016 to February 29, 2016 - - - 2,050,154 March 1, 2016 to March 31, 2016 - - - 2,050,154 Totals 294,166 $ 10.85 - 2,050,154 (1) The Company has a stock buyback program initially adopted in 1998 and subsequently amended in 2013 that authorizes the repurchase of up to 31,578,125 shares. There were no shares repurchased as part of this program during the first quarter of 2016. As of March 31, 2016, there are 2,050,154 shares available to be repurchased under the current authorization. Currently the program does not have a predetermined expiration date. (2) Represents shares repurchased by the Company in connection with taxes related to vesting of restricted shares. ITEM 3. DEFAULTS UPON SENIOR SECURITIES None. ITEM 4. MINE SAFETY DISCLOSURES The information required by Section 1503(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act and Item 104 of Regulation S-K is included" 0001193125-17-226139,full_body,N/A,455,"Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) July 11, 2017 Civista Bancshares, Inc. (Exact name of Registrant as specified in its charter) Ohio 001-36192 34-1558688 (State or other jurisdiction ofincorporation or organization) (CommissionFile Number) ( IRS EmployerIdentification No.) 100 East Water Street, P.O. Box 5016, Sandusky, Ohio 44870 (Address of principle executive offices) Registrant’s telephone number, including area code: (419) 625-4121 N/A (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule14a-12under the Exchange Act (17 CFR240.14a-12) ☐ Pre-commencementcommunications pursuant to Rule14d-2(b)under the Exchange Act (17 CFR240.14d-2(b)) ☐ Pre-commencementcommunications pursuant to Rule13e-4(c)under the Exchange Act (17 CFR240.13e-4(c)) Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Act of 1934 (§240.12b-2 of this chapter) Em" 0001547903-24-000101,full_body,N/A,522,"nmih-20240430 0001547903 false 0001547903 2024-04-30 2024-04-30 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): April 30, 2024 NMI Holdings, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-36174 45-4914248 (State or Other Jurisdictionof Incorporation) (CommissionFile Number) (IRS EmployerIdentification No.) 2100 Powell Street , 12th Floor , Emeryville , CA (Address of Principal Executive Offices) 94608 (Zip Code) ( 855 ) 530-6642 (Registrant’s Telephone Number, Including Area Code) (Former Name or Former Address, if Changed Since Last Report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions ( see General Instruction A.2. below): ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol(s) Name of each exchange on which registered Class A Common Stoc" 0000908255-22-000015,full_body,N/A,570,"bwa-20220504 0000908255 FALSE 0000908255 2022-05-04 2022-05-04 0000908255 us-gaap:CommonStockMember 2022-05-04 2022-05-04 0000908255 us-gaap:SeniorNotesMember bwa:SeniorNotesDueMay2031Member 2022-05-04 2022-05-04 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 4, 2022 BORGWARNER INC. ________________________________________________ (Exact name of registrant as specified in its charter) Delaware 1-12162 13-3404508 State or other jurisdiction of Commission File No. (I.R.S. Employer Incorporation or organization Identification No.) 3850 Hamlin Road, Auburn Hills, Michigan 48326 (Address of principal executive offices) (Zip Code) Registrant’s telephone number, including area code: ( 248 ) 754-9200 (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Tit" 0000915389-11-000033,full_body,N/A,363,"form8k_q12011.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15 (d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): April 28, 2011 EASTMAN CHEMICAL COMPANY (Exact Name of Registrant as Specified in Its Charter) Delaware 1-12626 62-1539359 (State or Other Jurisdictionof Incorporation) (Commission File Number) (IRS EmployerIdentification No.) 200 South Wilcox Drive, Kingsport, TN 37662 (Address of Principal Executive Offices) (Zip Code) (423) 229-2000 (Registrant’s Telephone Number, Including Area Code) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) EASTMAN CHEMICAL COMPANY - EMN Item 2.02 Results of Operations and Financial Condition On April 28, 2011, the registrant publicly released its financial results for first quarter 2011. The full text of the release is furnished as Exhibit 99.01 to this Form 8-K, and is incorporated herein by refer" 0001045450-24-000086,legal_proceedings,P2_1,63,"Proceedings We are subject to certain claims and lawsuits in the ordinary course of business, the outcome of which cannot be determined at this time. In the opinion of management, any liability we might incur upon the resolution of these claims and lawsuits will not, in the aggregate, have a material adverse effect on our consolidated financial position or results of operations. 47" 0000935703-21-000058,unregistered_sales,P2_2,372,"Sales of Equity Securities and Use of Proceeds. During the 13 weeks ended October 30, 2021, the Board increased our share repurchase authorization by $1.05 billion to an aggregate amount of $2.5 billion, including $1.45 billion available for repurchases under the Board’s previous repurchase authorization approved on March 2, 2021. The repurchase authorization does not have an expiration date. We did not repurchase any shares of common stock on the open market in the 13 weeks ended October 30, 2021. Item 3. Defaults Upon Senior Securities. None. Item 4. Mine Safety Disclosures. None. Item 5. Other Information. None. Item 6. Exhibits. Incorporated by Reference Exhibit Exhibit Description Form Exhibit Filing Date Filed Herewith 3.1 Amended Articles of Incorporation of Dollar Tree, Inc., effective June 20, 2013 8-K 3.1 6/21/2013 3.2 Amended By-Laws of Dollar Tree, Inc., effective June 10, 2021 8-K 3.1 6/11/2021 31.1 Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 X 31.2 Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 X 31 Table of Contents Incorporated by Reference Exhibit Exhibit Description Form Exhibit Filing Date Filed Herewith 32.1 Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 X 32.2 Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 X 101 The following financial statements f" 0001104659-24-055755,full_body,N/A,844,"false 0001679049 true 0001679049 2024-04-29 2024-04-29 0001679049 us-gaap:CommonStockMember 2024-04-29 2024-04-29 0001679049 insw:RightscommonstockMember 2024-04-29 2024-04-29 iso4217:USD xbrli:shares iso4217:USD xbrli:shares UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15( D ) OF THE SECURITIES EXCHANGE ACT OF 1934 May 1, 2024 ( April 29, 2024 ) Date of Report (Date of earliest event reported) International Seaways, Inc. (Exact Name of Registrant as Specified in Charter) 1-37836-1 Commission File Number Marshall Islands 98-0467117 (State or other jurisdiction ofincorporation or organization) (I.R.S. Employer Identification Number) 600 Third Avenue , 39th Floor New York , New York 10016 (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code ( 212 ) 578-1600 Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Ind" 0001193125-24-131996,full_body,N/A,1346,"Form 8-K false 0001710366 --12-31 0001710366 2024-04-30 2024-04-30 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): April 30, 2024 CONSOL Energy Inc. (Exact name of registrant as specified in its charter) Delaware 001-38147 82-1954058 (State or other jurisdictionof incorporation) (CommissionFile Number) (IRS EmployerIdentification No.) 275 Technology Drive Suite 101 Canonsburg , Pennsylvania 15317 (Address of principal executive offices) (Zip code) Registrant’s telephone number, including area code: (724) 416-8300 Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule14a-12under the Exchange Act (17 CFR240.14a-12) ☐ Pre-commencementcommunications pursuant to Rule14d-2(b)under the Exchange Act (17 CFR240.14d-2(b)) ☐ Pre-commencementcommunications pursuant to Rule13e-4(c)under the Exchange Act (17 CFR240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each class TradingSymbol(s) Name of each exchangeon which registered Common Stock, $0.01 par value CEIX New York Stock Exchange Indicate by check mark whether th" 0001628280-26-050610,quantitative_disclosures,P1_3,587,"and Qualitative Disclosures about Market Risk We are exposed to potential fluctuations in earnings, cash flows, and the fair values of certain of our assets and liabilities due to changes in interest rates and foreign exchange rates. To manage the risk from these exposures, we enter into a variety of derivative instruments. We do not enter into derivatives or financial instruments for trading or speculative purposes. The following discussion describes our specific exposures and the strategies we use to manage these risks. Refer to Note 2 “Accounting Principles and Practices” in the Notes to Consolidated Financial Statements in Part II, Item 8 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2025 and Note 13 “Derivatives and Hedging” to our Financial Statements contained in Part I, Item 1 of this report, for discussion of our accounting policies for financial instruments and derivatives. Foreign Exchange Risk We are subject to foreign exchange rate risk. Our primary exposures include exchange rates between the U.S. dollar and the euro, the British pound, the Canadian dollar, the Australian dollar, the Indian rupee, and the Japanese yen. We use over-the-counter options, forwards, and cross currency interest rate swap contracts to reduce the impact of foreign currency risk to our financial statements. Additionally, some of our non-U.S. subsidiaries receive revenue in currencies that differ from their functional currencies. Most significantly, our U.K. " 0001090425-26-000017,risk_factors,P2_1A,94,"FACTORS Our operations and financial results are subject to various risks and uncertainties, including those described in Part I, Item 1A, “Risk Factors” in our combined Annual Report on Form 10-K for the year ended December 31, 2025, which could adversely affect our business, financial condition, results of operations, cash flows, and the trading price of our Class A common stock. Except for the updated risk factor included below, there have been no material changes to our risk factors since our combined Annual Report on Form 10-K for the year ended December 31, 2025." 0000899715-11-000102,quantitative_disclosures,P1_3,315,"and Qualitative Disclosures about Market Risk Market Risk We are exposed to various market risks, including changes in interest rates. Market risk is the potential loss arising from adverse changes in market rates and prices, such as interest rates. We may periodically enter into certain interest rate protection and interest rate swap agreements to effectively convert floating rate debt to a fixed rate basis. We do not enter into derivatives or other financial instruments for trading or speculative purposes. As of September 30, 2011, we were not a party to any interest rate protection agreements. As of September 30, 2011, approximately 33% of our outstanding debt had a variable interest rate and was therefore subject to market fluctuations. An increase in the LIBOR rate of 100 basis points would result in an increase of approximately $2.9 million in interest expense on an annual basis. The information presented herein is merely an estimate and has limited predictive value. As a result, the ultimate effect upon our operating results of interest rate fluctuations will depend on the interest rate exposures that arise during the period, our hedging strategies at that time and future changes in the level of interest rates. 55 The estimated fair value of our debt, consisting of senior unsecured notes, a senior, unsecured bridge loan, senior exchangeable notes and unsecured lines of credit, at September 30, 2011 and December 31 , 20 10 was $1.1 billion and $770.1 million, respectiv" 0001047469-14-000906,controls_and_procedures,9A,651,"and Procedures Management's Evaluation of Disclosure Controls and Procedures We maintain disclosure controls and procedures that are designed to ensure that information required to be disclosed in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC's rules and forms, and that such information is accumulated and communicated to our management, including our Chief Executive Officer (""CEO"") and our Chief Financial Officer (""CFO""), as appropriate, to allow timely decisions regarding required financial disclosure. As of the end of the period covered by this report, we evaluated, under the supervision and with the participation of our CEO and CFO, the effectiveness of the design and operation of our disclosure controls and procedures pursuant to Exchange Act Rule 13a-15(e). Based upon this evaluation, the CEO and CFO concluded that our disclosure controls and procedures were effective at a reasonable assurance level as of December 31, 2013. Management's Report on Internal Control over Financial Reporting Our management is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Exchange Act Rule 13a-15(f). Our internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purpo" 0000851205-15-000003,business,1,3602,"Corporate Profile Cognex Corporation was incorporated in Massachusetts in 1981. Our corporate headquarters are located at One Vision Drive, Natick, Massachusetts 01760 and our telephone number is (508) 650-3000. Cognex is a leading worldwide provider of machine vision products that capture and analyze visual information in order to automate tasks, primarily in manufacturing processes, where vision is required. Machine vision is important for applications in which human vision is inadequate to meet requirements for size, accuracy, or speed, or in instances where substantial cost savings are obtained through the reduction of labor or improved product quality. Today, many types of manufacturing equipment require machine vision because of the increasing demands for speed and accuracy in manufacturing processes, as well as the decreasing size of items being manufactured. Cognex has two operating divisions: the Modular Vision Systems Division (MVSD), based in Natick, Massachusetts, and the Surface Inspection Systems Division (SISD), based in Hayward, California. MVSD develops, manufactures, and markets modular vision systems and ID products that are used to automate the manufacture and tracking of discrete items, such as cellular phones, aspirin bottles, and automobile wheels, by locating, identifying, inspecting, and measuring them during the manufacturing or distribution process. SISD develops, manufactures, and markets surface inspection vision systems that are used to inspect t" 0001104485-23-000188,md_and_a,P1_2,8668,"Discussion and Analysis of Financial Condition and Results of Operations. Cautionary Statement Concerning Forward-Looking Statements We are including the following discussion to inform our existing and potential security holders generally of some of the risks and uncertainties that can affect our company and to take advantage of the “safe harbor” protection for forward-looking statements that applicable federal securities law affords. From time to time, our management or persons acting on our behalf may make forward-looking statements to inform existing and potential security holders about our company. All statements other than statements of historical facts included in this report regarding our financial position, business strategy, plans and objectives of management for future operations, industry conditions, indebtedness covenant compliance, capital expenditures, production, cash flow, borrowing base under our Revolving Credit Facility, our intention or ability to pay or increase dividends on our capital stock, and impairment are forward-looking statements. When used in this report, forward-looking statements are generally accompanied by terms or phrases such as “estimate,” “project,” “predict,” “believe,” “expect,” “continue,” “anticipate,” “target,” “could,” “plan,” “intend,” “seek,” “goal,” “will,” “should,” “may” or other words and similar expressions that convey the uncertainty of future events or outcomes. Items contemplating or making assumptions about actual or pot" 0000891103-14-000017,md_and_a,P1_2,31,"Discussion and Analysis of Financial Condition and Results of Operations GENERAL FINANCIAL POSITION, LIQUIDITY AND CAPITAL RESOURCES CONTRACTUAL OBLIGATIONS AND COMMERCIAL COMMITMENTS IAC'S PRINCIPLES OF FINANCIAL REPORTING RECONCILIATION OF ADJUSTED EBITDA" 0000726958-15-000148,risk_factors,P2_1A,586,"Factors There have been no material changes in our “risk factors” from those disclosed in our 2015 Annual Report on Form 10-K. 19 Table of Contents Item 6. Exhibits . The following exhibits are filed with this Report or, if so indicated, incorporated by reference. ExhibitNo. Description 3.1 Restatement of the Restated and Amended Articles of Incorporation(incorporated by reference from the Quarterly Report on Form 10-Q for the fiscal quarter ended October 31, 1996)and Articles of Amendment thereto(incorporated by reference from the Current Report on Form 8-K filed April 16, 2010, as amended by the Current Report on Form 8-K/A filed April 19, 2010, and the Current Report on Form 8-K filed May 20, 2011). 3.2(a) Second Amended and Restated By-laws(incorporated by reference from the Current Report on Form 8-K filed June 16, 2009)and Amendments thereto (incorporated by reference from the Current Reports on Form 8-K filed May 20, 2011, and August 2, 2011, and the Current Report on Form 8-K filed on June 22, 2012). 4.8 Note Purchase Agreement dated as of September 29, 2006 among the Company and the purchasers of the 5.72% Senior Notes, Series A and Series B(incorporated by reference from the Current Report on Form 8-K filed September 29, 2006). 4.9 Note Purchase Agreement dated as of August 9, 2010 among the Company and the purchasers of the 5.22% Senior Notes(incorporated by reference from the Current Report on Form 8-K filed August 10, 2010). 4.10 Note Purchase Agreement dated as" 0001144204-13-055627,full_body,N/A,357,"UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): October 17,2013 F.N.B. CORPORATION (Exact name of registrant as specified in its charter) FLORIDA (State or Other Jurisdiction of Incorporation) 001-31940 25-1255406 (Commission File Number) (IRS Employer Identification No.) One F.N.B. Boulevard, Hermitage, PA 16148 (Address of Principal Executive Offices) (Zip Code) (724) 981-6000 (Registrant's telephone number, including area code) (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instructions A.2. below): ¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) INFORMATION TO BE INCLUDED IN THE REPORT ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION On October 17, 2013, F.N.B. Corporation (the Corporation) announced financial results for the quarter ended September" 0001437749-18-009352,md_and_a,P1_2,354,"in our annual report filed on Form 10-K for the year ended December 31, 2017. Our assessment of reserves occurs at least annually, and periodically utilizes external audits. 55 Table of Contents Reserves are a key component in the valuation of our properties, plants and equipment. Reserve estimates are used in determining appropriate rates of units-of-production depreciation, with net book value of many assets depreciated over remaining estimated reserves. Reserves are also a key component in forecasts, with which we compare future cash flows to current asset values in an effort to ensure that carrying values are reported appropriately. Our forecasts are also used in determining the level of valuation allowances on our deferred tax assets. Reserves also play a key role in the valuation of certain assets in the determination of the purchase price allocations for acquisitions. Annual reserve estimates are also used to determine conversions of mineral assets beyond the known reserve resulting from business combinations to depreciable reserves, in periods subsequent to the business combinations (see Business Combinations below). Reserves are a culmination of many estimates and are not guarantees that we will recover the indicated quantities of metals or that we will do so at a profitable level. Business Combinations We are required to allocate the purchase price of acquired companies to the tangible and intangible assets acquired and liabilities assumed based on their estima" 0001193125-11-029011,md_and_a,P1_2,7263,"DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS The following discussion and analysis should be read in conjunction with our interim condensed consolidated financial statements and the related notes that appear elsewhere in this Form 10-Q. These discussions contain forward-looking statements reflecting our current expectations that involve risks and uncertainties. In some cases, you can identify forward-looking statements by terminology such as “may,” “will,” “should,” “expects,” “plans,” “anticipates,” “believes,” “estimates,” “predicts,” “potential,” “continue” or the negative of these terms or other comparable terminology. Forward-looking statements include, but are not limited to: statements regarding the extent and timing of future licensing, products and services revenue levels and mix, expenses, margins, net income per diluted share, income taxes, tax benefits, acquisition costs and related amortization, and other measures of results of operations; our expectations regarding demand and acceptance for our technologies; growth opportunities and trends in the market in which we operate; our plans, strategies and expected opportunities; the deployment of and demand for our products and products incorporating our technologies; and future competition. Actual results may differ materially from those discussed in these forward-looking statements due to a number of factors, including the risks set forth in the section entitled “Risk Factors” in Part I" 0001193125-13-186747,full_body,N/A,868,"Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): April 24, 2013 NCR CORPORATION (Exact Name of Registrant Specified in Charter) Commission File Number 001-00395 Maryland 31-0387920 (State or Other Jurisdictionof Incorporation) (I.R.S. EmployerIdentification No.) 3097 Satellite Boulevard Duluth, GA 30096 (Address of principal executive offices and zip code) Registrant’s telephone number, including area code: (937) 445-5000 N/A (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240, 14d-2(b)) ¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240, 13e-4(c)) Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. (e) NCR Corporation (“NCR” or the “Company”) held its Annual Meeting of Stockholders on A" 0000950123-11-005823,controls_and_procedures,P1_4,190,"AND PROCEDURES Evaluation of disclosure controls and procedures As of the end of the period covered by this report, we carried out an evaluation, under the supervision and with the participation of our management, of the effectiveness of the design and operation of our disclosure controls and procedures pursuant to Rule 13a-15 of the Exchange Act. Based upon that evaluation, the Chief Executive Officer and the Chief Financial Officer concluded that, as of December 25, 2010, our disclosure controls and procedures were effective at providing reasonable assurance that information required to be disclosed by us in reports filed or submitted under the Exchange Act is recorded, processed, summarized, and reported within the time periods specified in the SEC’s rules and forms and that our controls and procedures are effective in timely alerting them to material information required to be included in this report. Changes in control over financial reporting There has been no change in our internal control over financial reporting that occurred during our most recent fiscal quarter that has materially affected or is reasonably likely to materially affect our internal control over financial reporting. PART II. OTHER INFORMATION" 0000313143-17-000044,md_and_a,P1_2,9555,"DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS This Management’s Discussion and Analysis of Financial Condition and Results of Operations (“MD&A”) should be read in conjunction with both our interim consolidated financial statements and notes thereto which appear elsewhere in this Quarterly Report on Form 10-Q and our annual consolidated financial statements, notes thereto and the MD&A contained in our Annual Report on Form 10-K for the year ended April 1, 2017 . The following discussion may contain forward-looking statements and should be read in conjunction with the “Cautionary Statement Regarding Forward-Looking Information” in this discussion. Our Business Haemonetics is a global healthcare company dedicated to providing a suite of innovative hematology products and solutions to customers to help them improve patient care and reduce the cost of healthcare. Our technology addresses important medical markets, including blood and plasma component collection, the surgical suite, and hospital transfusion services. Blood and its components (plasma, platelets, and red cells) have many vital and frequently life-saving clinical applications. Plasma is used for patients with major blood loss and is manufactured into biopharmaceuticals to treat a variety of illnesses, including immune diseases and coagulation disorders. Red cells treat trauma patients or patients undergoing surgery with high blood loss, such as open heart surgery or organ transplant. Platel" 0001535929-23-000066,financial_statements,P1_1,32763,"Statements Voya Financial, Inc. Condensed Consolidated Balance Sheets June 30, 2023 and December 31, 2022 (Unaudited) (In millions, except share and per share data) June 30,2023 December 31,2022 Assets: Investments: Fixed maturities, available-for-sale, at fair value (amortized cost of $28,812as of 2023 and $30,202as of 2022; net of allowance for credit losses of $16as of 2023 and $12as of 2022) $ 25,955 $ 27,044 Fixed maturities, at fair value using the fair value option 2,090 2,151 Equity securities, at fair value 309 336 Short-term investments 49 356 Mortgage loans on real estate (net of allowance for credit losses of $27as of 2023 and $18as of 2022) 5,339 5,427 Policy loans 358 363 Limited partnerships/corporations 1,800 1,781 Derivatives 444 422 Other investments 69 68 Securities pledged (amortized cost of $1,266as of 2023 and $1,303as of 2022) 1,148 1,162 Total investments 37,561 39,110 Cash and cash equivalents 1,195 919 Short-term investments under securities loan agreements, including collateral delivered 1,089 1,179 Accrued investment income 417 425 Premium receivable and reinsurance recoverable (net of allowance for credit losses of $26as of 2023 and $32as of 2022) 12,131 12,426 Deferred policy acquisition costs and Value of business acquired 2,304 2,363 Deferred income taxes 2,161 2,223 Goodwill 646 327 Other intangibles, net 908 631 Other assets (net of allowance for credit losses of $1as of 2023 and 2022) 2,626 2,625 Assets related to consolidated investment ent" 0001193125-21-179284,full_body,N/A,556,"Form 8-K NY false 0001802768 0001802768 2021-06-02 2021-06-02 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 2, 2021 Royalty Pharma plc (Exact Name of Registrant as Specified in its Charter) England and Wales 001-39329 98-1535773 (State or other jurisdictionof incorporation) (CommissionFile Number) (I.R.S. EmployerIdentification No.) 110 East 59thStreetNew York,New York 10022 (Address of Principal Executive Offices) (Zip Code) Registrant’s telephone number, including area code: (212) 883-0200 Not Applicable (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Securities Exchange Act of 1934: Title of each class Tradingsymbol(s) N" 0001576280-23-000020,risk_factors,1A,39423,"Factors Risk Factors Our operations and financial results are subject to various risks and uncertainties including those described below. You should consider carefully the risks and uncertainties described below, in addition to other information contained in this Annual Report on Form 10-K, including our consolidated financial statements and related notes. The risks and uncertainties described below are not the only ones we face. Additional risks and uncertainties that we are unaware of, or that we currently believe are not material, may also become important factors that adversely affect our business. If any of the following risks or others not specified below materialize, our business, financial condition and results of operations could be materially and adversely affected. In that case, the trading price of our common stock could decline. Risks related to our business and strategy We have incurred significant losses since inception, we may continue to incur losses in the future and we may not be able to generate sufficient revenue to achieve and maintain profitability. We have incurred significant losses since our inception. For the years ended December 31, 2022, 2021 and 2020, we incurred net losses of $654.6 million, $384.8 million and $246.3 million, respectively. As of December 31, 2022, we had an accumulated deficit of $1.7 billion. To date, we have financed our operations principally from the sale of stock or convertible securities, and revenue from precision oncolog" 0001047469-10-008953,financial_statements,P1_1,9974,"Statements TriMas Corporation Consolidated Balance Sheet (Unaudited—dollars in thousands) September 30,2010 December 31,2009 Assets Current assets: Cash and cash equivalents $ 46,510 $ 9,480 Receivables, net of reserves of approximately $6.0 million and $5.7 million as of September 30, 2010 and December 31, 2009, respectively 128,480 93,380 Inventories 149,130 141,840 Deferred income taxes 32,920 24,320 Prepaid expenses and other current assets 7,610 6,500 Assets of discontinued operations held for sale — 4,250 Total current assets 364,650 279,770 Property and equipment, net 161,620 162,220 Goodwill 194,850 196,330 Other intangibles, net 155,640 164,080 Other assets 22,740 23,380 Total assets $ 899,500 $ 825,780 Liabilities and Shareholders' Equity Current liabilities: Current maturities, long-term debt $ 6,940 $ 16,190 Accounts payable 108,370 92,840 Accrued liabilities 74,570 65,750 Liabilities of discontinued operations — 1,070 Total current liabilities 189,880 175,850 Long-term debt 492,480 498,360 Deferred income taxes 67,180 42,590 Other long-term liabilities 45,120 47,000 Total liabilities 794,660 763,800 Preferred stock $0.01 par: Authorized 100,000,000 shares; Issued and outstanding: None — — Common stock, $0.01 par: Authorized 400,000,000 shares; Issued and outstanding: 34,067,856 shares at September 30, 2010 and 33,895,503 shares at December 31, 2009 340 330 Paid-in capital 529,710 528,370 Accumulated deficit (470,800 ) (510,380 ) Accumulated other comprehensiv" 0000091440-23-000005,changes_in_accounting,9,29079,"Regarding Foreign Jurisdictions that Prevent Inspections Not applicable. PART III Item 10: Directors, Executive Officers and Corporate Governance Incorporated by reference to the sections entitled “Item 1: Election of Directors,” “Corporate Governance Practices and Board Information” and “Other Information” in Snap-on’s 2023 Annual Meeting Proxy Statement, which is expected to be mailed to shareholders on or about March 10, 2023 (the “2023 Proxy Statement”). The Section 16(a) filing compliance disclosure pursuant to Item 405 of Regulation S-K is contained in Snap-on’s 2023 Proxy Statement in the section entitled “Other Information – Delinquent Section 16(a) Reports,” and is incorporated herein by reference. Information about our Executive Officers Information regarding Snap-on’s executive officers, including their ages, business experience (for at least the last five years) and titles as of December 31, 2022, is presented below: Nicholas T. Pinchuk (76) – Chairman of the Board of Directors since 2009, President and Chief Executive Officer since December 2007, and President and Chief Operating Officer during 2007. Senior Vice President and President – Worldwide Commercial & Industrial Group from 2002 to 2007. Prior to joining Snap-on, Mr. Pinchuk held various positions, including President of Global Refrigeration Operations and President of Asia Pacific Operations, at Carrier Corporation, a producer of air conditioning, heating and refrigeration systems, and a subsidiary of Un" 0001104659-24-061157,full_body,N/A,624,"false 0001056943 0001056943 2024-05-11 2024-05-11 iso4217:USD xbrli:shares iso4217:USD xbrli:shares UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: May 11, 2024 (Date of earliest event reported) PEOPLES FINANCIAL SERVICES CORP. (Exact name of registrant as specified in its charter) 001-36388 (Commission File Number) PA 23-2391852 (State or other jurisdiction of incorporation) (IRS Employer of Identification No.) 150 North Washington Avenue,Scranton,Pennsylvania 18503-1848 (Address of principal executive offices) (Zip Code) ( 570 ) 346-7741 (Registrant’s telephone number, including area code) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): ¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol(s) Name of each exchange on which registered" 0001078271-13-000020,quantitative_disclosures,P1_3,674,"and Qualitative Disclosures About Market Risk Interest Rate Sensitivity The primary objective of our investment activities is to preserve principal while at the same time maximize the income we receive from our investments without significantly increasing risk. Some of the securities that we have invested in may be subject to market risk. This means that a change in prevailing interest rates may cause the principal amount of the investment to fluctuate. For example, if we hold a security that was issued with a fixed interest rate at the then-prevailing rate and the prevailing interest rate later rises, the principal amount of our investment will probably decline. To minimize this risk, we maintain our portfolio of cash equivalents and short-term investments in a variety of securities, including commercial paper, other non-government debt securities and money market funds. The valuation of our investment portfolio is subject to uncertainties that are difficult to predict. Factors that may impact its valuation include changes to credit ratings of the securities, discount rates and ongoing strength and quality of market credit and liquidity. If the current market conditions deteriorate further, or the anticipated recovery in market values does not occur, we may be required to record impairment charges in future quarters. The following table presents the amounts of our cash equivalents, short-term investments and marketable securities that are subject to market risk by range of e" 0001104659-17-050691,full_body,N/A,570,"UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 August 8, 2017 Date of Report (Date of earliest event reported) SANMINA CORPORATION (Exact name of registrant as specified in its charter) Delaware 000-21272 77-0228183 (State or other jurisdiction ofincorporation) (Commission File Number) (I.R.S. Employer IdentificationNo.) 2700 North First Street San Jose, California 95134 (Address of principal executive offices) (408) 964-3500 (Registrant’s telephone number, including area code) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2) of this chapter). Emerging growth company o If an emerging growth company, indicate by check ma" 0001104659-25-072438,full_body,N/A,537,"false 0001166003 0001166003 2025-07-31 2025-07-31 iso4217:USD xbrli:shares iso4217:USD xbrli:shares UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 31, 2025 XPO, INC. (Exact name of registrant as specified in its charter) Delaware 001-32172 03-0450326 (State or other jurisdiction ofincorporation) (Commission File Number) (I.R.S. EmployerIdentification No.) Five American Lane , Greenwich , Connecticut 06831 (Address of principal executive offices) ( 855 ) 976-6951 ( Registrant’s telephone number, including area code) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading symbol(s) Name of each exchange on which registered Common stock, par value $0.001 per share XPO New York Stock Exchange Indicat" 0001071739-25-000183,unregistered_sales,P2_2,680,"Sales of Equity Securities and Use of Proceeds In November 2005, the Company's Board of Directors announced a stock repurchase program, which was most recently increased in December 2023. The Company is authorized to repurchase up to $10.0 billion, inclusive of past authorizations, of which $1.8 billion is available as of September 30, 2025. The stock repurchase program is effected primarily through regular open-market purchases (which may include repurchase plans designed to comply with Rule 10b5-1 and accelerated share repurchases), the amounts and timing of which are subject to the Company's discretion as part of its capital allocation strategy, and may be based upon general market conditions and the prevailing price and trading volumes of its common stock. No duration has been placed on the repurchase program. The Company reserves the right to discontinue the repurchase program at any time. Issuer Purchases of Equity SecuritiesThird Quarter 2025(Shares in thousands) Period Total Number ofShares Purchased(1) Average PricePaid per Share Total Number of SharesPurchased as Part of PubliclyAnnounced Plans or Programs Approximate Dollar Value ofShares that May Yet Be PurchasedUnder the Plans or Programs($ in millions)(2) July 1, 2025 - July 31, 2025 1 $ 30.64 — $ 1,830 August 1, 2025 - August 31, 2025 23 25.72 — 1,830 September 1, 2025 - September 30, 2025 6 29.90 — 1,830 Total 30 $ 26.77 — $ 1,830 (1) Includes 11 thousand shares relinquished to the Company by certain employees" 0001140361-12-024388,financial_statements,P1_1,19748,"Statements MGIC INVESTMENT CORPORATION AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS March 31, 2012 and December 31, 2011 (Unaudited) March 31, December 31, 2012 2011 ASSETS (In thousands) Investment portfolio (notes 7 and 8): Securities, available-for-sale, at fair value: Fixed maturities (amortized cost, 2012 - $5,460,402; 2011 - $5,700,894) $ 5,533,466 $ 5,820,900 Equity securities 2,783 2,747 Total investment portfolio 5,536,249 5,823,647 Cash and cash equivalents 902,606 995,799 Accrued investment income 52,014 55,666 Reinsurance recoverable on loss reserves (note 4) 142,289 154,607 Reinsurance recoverable on paid losses 17,490 19,891 Premium receivable 67,734 71,073 Home office and equipment, net 27,590 28,145 Deferred insurance policy acquisition costs (note 2) 8,701 7,505 Other assets 57,441 59,897 Total assets $ 6,812,114 $ 7,216,230 LIABILITIES AND SHAREHOLDERS' EQUITY Liabilities: Loss reserves (note 12) $ 4,209,170 $ 4,557,512 Premium deficiency reserve (note 13) 120,634 134,817 Unearned premiums 147,375 154,866 Senior notes (note 3) 170,548 170,515 Convertible senior notes (note 3) 345,000 345,000 Convertible junior debentures (note 3) 352,591 344,422 Other liabilities 335,244 312,283 Total liabilities 5,680,562 6,019,415 Contingencies (note 5) Shareholders' equity (note 14): Common stock (one dollar par value, shares authorized 460,000; shares issued 2012 and 2011 - 205,047; shares outstanding 2012 - 202,030; 2011 - 201,172) 205,047 205,047 Paid-in capital 1" 0001193125-19-112776,full_body,N/A,513,"8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) April 22, 2019 Iridium Communications Inc. (Exact name of registrant as specified in its charter) Delaware 001-33963 26-1344998 (State or other jurisdiction of (Commission File Number) (I.R.S. Employer incorporation) Identification No.) 1750 Tysons Boulevard Suite 1400 McLean, VA 22102 (Address of principal executive offices) 703-287-7400 (Registrant’s telephone number, including area code) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2 below): ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant toRule 14a-12under the Exchange Act (17 CFR240.14a-12) ☐ Pre-commencementcommunications pursuant toRule 14d-2(b) underthe Exchange Act (17 CFR240.14d-2(b)) ☐ Pre-commencementcommunications pursuant toRule 13e-4(c) underExchange Act (17 CFR240.13e-4(c)) Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☐ If an emerging g" 0000792987-19-000019,properties,2,575,"The location, approximate square footage, acreage occupied and principal function and use by the Company’s reporting segments of the properties owned or leased by the Company are set forth below: Location ApproximateSquare Footage ApproximateAcreage Principal Function (Use by Segment) Chattanooga, Tennessee 543,200 65 Offices, manufacturing and training center – Astec (Infrastructure Group) Chattanooga, Tennessee -- 4 Storage yard – Astec (Infrastructure Group) Rossville, Georgia 40,500 3 Manufacturing – Astec (Infrastructure Group) Prairie du Chien, Wisconsin 91,500 39 Manufacturing – Astec Prairie du Chien/Dillman division of Astec (Infrastructure Group) Chattanooga, Tennessee 237,000 15 Offices, manufacturing and training center – Roadtec (Infrastructure Group) Chattanooga, Tennessee 53,700 7 Manufacturing/Rebuild – Roadtec (Infrastructure Group) Chattanooga, Tennessee 155,000 -- Leased warehouse – Roadtec (Infrastructure Group) Orlando, Florida 9,000 -- Leased machine repair and service facility – Roadtec (Infrastructure Group) Tacoma, Washington 55,850 8 Offices and manufacturing – Carlson (Infrastructure Group) Tacoma, Washington 4,400 1 R&D/Services Offices-Carlson (Infrastructure Group) Acacia Ridge, Queensland Australia 36,000 5 Offices, warehousing, service, light fabrication and storage yard – Astec Australia Pty Ltd (Infrastructure Group) Canning Vale, WA Australia 9,000 -- Leased office, warehouse and workshop - Astec Australia Pty Ltd (Infrastructure Group) Lav" 0000102212-17-000029,legal_proceedings,P2_1,95,"Proceedings The Corporation is periodically subject to various pending and threatened legal actions, which involve claims for monetary relief. Based upon information presently available to the Corporation, it is the Corporation's opinion that any legal and financial responsibility arising from such claims will not have a material adverse effect on the Corporation's results of operations, financial position or cash flows. As discussed in Notes 3 and 14 to the financial statements included in Part I, Item I of this Form 10-Q, a complaint has been filed in federal court in Texas against Univest Capital, Inc." 0000950123-10-070290,full_body,N/A,332,"e8vk UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) July 27, 2010 BECTON, DICKINSON AND COMPANY (Exact Name of Registrant as Specified in Its Charter) New Jersey (State or Other Jurisdiction of Incorporation) 001-4802 22-0760120 (Commission File Number) (IRS Employer Identification No.) 1 Becton Drive, Franklin Lakes, New Jersey 07417-1880 (Address of Principal Executive Offices) (Zip Code) (201) 847-6800 (Registrant’s Telephone Number, Including Area Code) N/A (Former Name or Former Address, if Changed Since Last Report) Check the appropriate box below if the Form 8-K Filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230425) o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On July 27, 2010, Becton, " 0001047469-17-000461,properties,2,119,"Our corporate headquarters, housing engineering, sales and marketing, administration and test operations, is located in Austin, Texas. Our headquarters facilities consist of two buildings, which we own, that are located on land which we have leased through 2099. The buildings contain approximately 441,000 square feet of floor space, of which approximately 130,000 square feet were leased to other tenants. In addition to these properties, we lease smaller facilities in various locations in the United States, Brazil, Canada, China, Finland, France, Germany, Hungary, India, Italy, Japan, Norway, Singapore, South Korea, Taiwan and the United Kingdom for engineering, sales and marketing, administrative and manufacturing support activities. We believe that these facilities are suitable and adequate to meet our current operating needs." 0001193125-20-311797,full_body,N/A,2455,"8-K ON SEMICONDUCTOR CORP false 0001097864 0001097864 2020-12-03 2020-12-03 0001097864 us-gaap:CommonStockMember 2020-12-03 2020-12-03 0001097864 us-gaap:SeriesBPreferredStockMember 2020-12-03 2020-12-03 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 December 3, 2020 Date of Report (Date of earliest event reported) ON Semiconductor Corporation (Exact name of registrant as specified in its charter) Delaware 001-39317 36-3840979 (State or other jurisdictionof incorporation) (CommissionFile Number) (IRS EmployerIdentification No.) ON Semiconductor Corporation5005 E. McDowell RoadPhoenix,Arizona 85008 (Address of principal executive offices) (Zip Code) (602) 244-6600 (Registrant’s telephone number, including area code) Not applicable (Former name or former address, if changed since last report.) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule14a-12under the Exchange Act (17 CFR240.14a-12) ☐ Pre-commencementcommunications pursuant to Rule14d-2(b)under the Exchange Act (17 CFR240.14d-2(b)) ☐ Pre-commencementcommunications pursuant to Rule13e-4(c)under the Exchange Act (17 CFR240.13" 0000926326-16-000044,unresolved_staff_comments,1B,20,"STAFF COMMENTS 36 Table of Contents There are currently no unresolved issues with respect to any Commission staff’s written comments." 0001193125-14-392043,md_and_a,P1_2,20310,"Discussion and Analysis of Financial Condition and Results of Operations Special Note Regarding Forward-Looking Statements This report contains statements that may constitute forward-looking statements within the meaning of the safe-harbor provisions for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995, such as statements other than historical facts contained or incorporated by reference into this report. These forward-looking statements include statements with respect to the Corporation’s financial condition, results of operations, plans, objectives, future performance and business, including statements preceded by, followed by or that include the words “believes,” “expects,” or “anticipates,” references to estimates or similar expressions. Future filings by the Corporation with the Securities and Exchange Commission, and future statements other than historical facts contained in written material, press releases and oral statements issued by, or on behalf of the Corporation may also constitute forward-looking statements. All forward-looking statements contained in this report or which may be contained in future statements made for or on behalf of the Corporation are based upon information available at the time the statement is made and the Corporation assumes no obligation to update any forward-looking statements, except as required by federal securities law. Forward-looking statements are subject to significant risks and uncert" 0001193125-12-476483,unregistered_sales,P2_2,384,"SALES OF EQUITY SECURITIES AND USE OF PROCEEDS Repurchases of Equity Securities On October 26, 2011, Signet announced a program to repurchase up to $300 million of Signet’s Common Shares, which amount was increased on July 17, 2012 to $350 million (the “Repurchase Program”). The Repurchase Program became effective on January 16, 2012, and will last 24 months from that date. There were no repurchases of equity securities during the third quarter of Fiscal 2013. At October 27, 2012, $50,135,969 remained available for repurchases under the Repurchase Program. 27 Table of Contents ITEM 6. EXHIBITS The following exhibits are filed as part of, or incorporated by reference into, this Quarterly Report on Form 10-Q. Number Description of Exhibits 10.1 †* Third Amended and Restated Employment Agreement, dated August 24, 2012, between Sterling Jewelers Inc. and Ed Hrabak. 31.1* Certification of the Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. 31.2* Certification of the Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. 32.1* Certification of the Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted by Section 906 of the Sarbanes-Oxley Act of 2002. 32.2* Certification of the Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted by Section 906 of the Sarbanes-Oxley Act of 2002. 101.INS** XBRL Instance Document. 101.SCH** XBRL Taxonomy Extension Schema Document. 101.CAL** XBRL Tax" 0001628280-24-049080,full_body,N/A,786,"laz-20241122 0001311370 FALSE 0001311370 2024-11-22 2024-11-22 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ________________________________________________ FORM 8-K ________________________________________________ CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 22, 2024 ________________________________________________ Lazard, Inc. (Exact name of registrant as specified in its charter) ________________________________________________ Delaware 001-32492 98-0437848 (State or Other Jurisdictionof Incorporation) (Commission File Number) (IRS EmployerIdentification No.) 30 Rockefeller PlazaNew York,New York 10112 (Address of Principal Executive Offices) (Zip Code) Registrant’s Telephone Number, Including Area Code: 212 - 632-6000 Not Applicable (Former Name or Former Address, if Changed Since Last Report) ________________________________________________ Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions ( see General Instruction A.2. below): ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement comm" 0001564590-20-035113,unregistered_sales,P2_2,231,"Sales of Equity Securities and Use of Proceeds None. Item 3. Defaults Upon Senior Securities None. Item 4. Mine Safety Disclosures Not applicable. Item 5. Other Information None. 25 Table of Contents Item 6. Exhibits 31.1 Rule 13a-14(a)/15d-14(a) Certification of Chief Executive Officer. 31.2 Rule 13a-14(a)/15d-14(a) Certification of Chief Financial Officer. 31.3 Rule 13a-14(a)/15d-14(a) Certification of Corporate Controller and Treasurer. 32 Certification of Chief Executive Officer, Chief Financial Officer and Corporate Controller and Treasurer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of Sarbanes-Oxley Act of 2002. 101.INS Inline XBRL Instance Document – the instance document does not appear in the Interactive Data File because XBRL tags are embedded within the Inline XBRL document. 101.SCH Inline XBRL Taxonomy Extension Schema Document 101.CAL Inline XBRL Taxonomy Extension Calculation Linkbase Document 101.DEF Inline XBRL Taxonomy Extension Definition Linkbase Document 101.LAB Inline XBRL Taxonomy Extension Label Linkbase Document 101.PRE Inline XBRL Taxonomy Extension Presentation Linkbase Document 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) 26 Table of Contents SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Quarterly Report to be signed on its behalf by the undersigned thereunto duly authorized. AGILYSYS, INC. Date: July 3" 0001193125-15-372102,full_body,N/A,418,"8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 9, 2015 UNITED CONTINENTAL HOLDINGS, INC. UNITED AIRLINES, INC. (Exact name of registrant as specified in its charter) Delaware 001-06033 36-2675207 Delaware 001-10323 74-2099724 (State or other jurisdictionof incorporation) (CommissionFile Number) (IRS EmployerIdentification Number) 233 S. Wacker Drive, Chicago, IL 60606 233 S. Wacker Drive, Chicago, IL 60606 (Address of principal executive offices) (Zip Code) (827) 825-4000 (827) 825-4000 Registrant’s telephone number, including area code (Former name or former address, if changed since last report.) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Item 7.01 Regulation FD Disclosure. On November 9, 2015, United Airlines, Inc., a wholly owned subsidiary of United Continental " 0002011286-24-000072,legal_proceedings,3,39,"Proceedings 43 Information required with respect to this item is set forth in Note 22 — Legal Proceedings and Commitments and Contingencies to the Amentum Holdings, Inc. consolidated financial statements included elsewhere in this Annual Report on Form 10-K." 0001193125-11-284816,controls_and_procedures,P1_4,236,"AND PROCEDURES As of September 25, 2011, an evaluation was performed under the supervision and with the participation of the Company’s management, including the Principal Executive Officer and Principal Financial Officer, of the effectiveness of the design and operation of the Company’s “disclosure controls and procedures” (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934 (the “Exchange Act”)). Based on that evaluation, the Company’s management, including the Principal Executive Officer and Principal Financial Officer, concluded the Company’s disclosure controls and procedures were effective to ensure that information required to be disclosed by the Company in reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in Securities and Exchange Commission rules and forms, and that information we are required to disclose in our reports filed with the Securities and Exchange Commission is accumulated and communicated to our management, including our Principal Executive Officer and Principal Financial Officer, as appropriate to allow timely decisions regarding required disclosure. In connection with the evaluation described above, the Company’s management, including the Principal Executive Officer and Principal Financial Officer, identified no change in the Company’s internal control over financial reporting that occurred during the thirty-nine weeks ended Septem" 0001437749-25-005526,other_information,9B,44,"INFORMATION During the quarter ended December 31, 2024, no director or officer of the Company adopted or terminated a ""Rule 10b5 - 1 trading arrangement"" or ""non-Rule 10b5 - 1 trading arrangement,"" as each term is defined in Item 408 (a) of Regulation S-k." 0001392380-25-000031,full_body,N/A,565,"Gevo, Inc._November 10, 2025 0001392380 false 0001392380 2025-11-10 2025-11-10 ​ UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ​ FORM 8-K ​ CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 10, 2025 ​ Gevo, Inc. (Exact name of registrant as specified in its charter) ​ ​ ​ ​ ​ Delaware 001-35073 87-0747704 (State or other jurisdiction (Commission File Number) (IRS Employer of incorporation) ​ Identification No.) ​ ​ 345 Inverness Drive South,Building C,Suite 310Englewood,CO80112 (Address of principal executive offices) (Zip Code) ​ Registrant’s telephone number, including area code: ( 303 ) 858-8358 N/A (Former name or former address, if changed since last report) ​ Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ​ ​ ​ ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) ​ Securities registered pursuant to Section 12(b) of the Act: ​ ​ ​ ​ ​ Title of each class Trading symbol Name of exchange on which registe" 0001370637-24-000013,controls_and_procedures,9A,457,"and Procedures. Evaluation of Disclosure Controls and Procedures Our management, with the participation of our Chief Executive Officer and our Chief Financial Officer, evaluated the effectiveness of our disclosure controls and procedures as of December 31, 2023. “Disclosure controls and procedures,” as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act, are designed to ensure that information required to be disclosed by a company in the reports that it files or submits under the Exchange Act is (i) recorded, processed, summarized, and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms and (ii) accumulated and communicated to the company’s management, including its principal executive officer and principal financial officer, as appropriate to allow timely decisions regarding required disclosure. Based on the evaluation of our disclosure controls and procedures, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were effective as of December 31, 2023 at the reasonable assurance level. Our disclosure controls and procedures and internal controls over financial reporting are designed to provide reasonable assurance of achieving the desired control objectives. Our management recognizes that any control system, no matter how well designed and operated, is based upon certain judgments and assumptions and cannot provide absolute assurance that its objectives wil" 0001193125-21-264778,full_body,N/A,1205,"8-K false 0001568651 0001568651 2021-08-31 2021-08-31 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): August 31, 2021 Oscar Health, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-40154 46-1315570 (State or Other Jurisdictionof Incorporation) (CommissionFile Number) (IRS EmployerIdentification No.) 75 Varick Street,5th Floor New York,New York10013 (Address of Principal Executive Offices) (Zip Code) (646) 403-3677 (Registrant’s telephone number, including area code) Not applicable (Former Name or Former Address, if Changed Since Last Report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425). ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12). ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)). ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)). Securities registered pursuant to Section 12(b) of the Act: Title of each class TradingSymbols Name of each exchangeon which registered Class A Common Stock, $0.00001 " 0001193125-14-077734,risk_factors,1A,5994,"Factors. In evaluating our company, the factors described below should be considered carefully. The occurrence of one or more of these events could significantly and adversely affect our business, prospects, financial condition, results of operations and cash flows. Risks Related to Our Business If we do not appropriately establish our premium rates, our results of operations will be adversely affected. In general, the premium rates for our insurance policies are established when coverage is initiated and, therefore, before all of the underlying costs are known. Like other workers’ compensation insurance companies, we rely on estimates and assumptions in setting our premium rates. Establishing adequate rates is necessary to generate sufficient revenue to offset losses, loss adjustment expenses and other underwriting expenses, and to earn an underwriting profit. If we fail to accurately assess the risks that we assume, we may fail to charge adequate premium rates to cover our losses and expenses, which could reduce our net income and cause us to become unprofitable. For example, when initiating coverage on a policyholder, we estimate future claims expense based, in part, on prior claims information provided by the policyholder’s previous insurance carriers. If this prior claims information is not accurate, we may underprice our policy by using claims estimates that are too low. As a result, our actual costs for providing insurance coverage to our policyholders may be signi" 0001469367-19-000126,risk_factors,P2_1A,20502,"Factors. Investing in our common stock involves a high degree of risk. You should carefully consider the risks and uncertainties described below, together with all of the other information in this Quarterly Report on Form 10-Q, including the section titled “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and our consolidated financial statements and related notes, before making a decision to invest in our common stock. The risks and uncertainties described below may not be the only ones we face. If any of the risks actually occur, our business, financial condition, results of operations, cash flows and prospects could be materially and adversely affected. In that event, the market price of our common stock could decline, and you could lose part or all of your investment. Risks Related to Our Business and Our Industry We need to raise capital to finance the continued growth of our operations and solar service business. If capital is not available to us on acceptable terms, as and when needed, our business and prospects would be materially and adversely impacted. In addition, our business is affected by general economic conditions and related uncertainties affecting markets in which we operate. Volatility in current economic conditions could adversely impact our business, including our ability to raise financing. Our future success depends on our ability to raise capital from third parties to grow our business. To date, we have funded our " 0001104659-26-058465,quantitative_disclosures,P1_3,52,"and Qualitative Disclosures About Market Risk Certain quantitative and qualitative market risk disclosures are described in our Annual Report on Form 10-K for the year ended December 31, 2025. Through March 31, 2026, there have been no material changes in the quantitative and qualitative market risk disclosures described in such Annual Report." 0001437749-14-019889,risk_factors,P2_1A,710,"ISK FACTORS There have been no material changes to the risk factors previously disclosed in our Annual Report on Form 10-K for the year ended December 31, 2013 except for the following: A significant portion of our common stock is held by Tontine Capital Partners, L.P. and affiliates (collectively, “Tontine Capital”), which has the ability to influence our affairs significantly, including all matters requiring shareholder approval, and whose interests may not be aligned with the interests of our other shareholders. In addition, the ownership of a major portion of our common stock is concentrated in the hands of a few holders. Based on information contained in filings by Tontine Capital with the SEC on March 19, 2014, April 3, 2014, and on various dates during the period of July 16, 2014 through October 9, 2014, the aggregate number of shares of the Company’s common stock beneficially owned by Tontine Capital was 2,340,529 as of October 9, 2014, or 22.1% of our shares then outstanding, a decrease from 2,559,430 shares as of March 16, 2014 or 24.0% of our common stock then outstanding. The decrease reflects the dispositions on March 17 through March 19, 2014, and from July 14 through October 6, 2014, of 193,901 shares in the aggregate held by Tontine Capital (including 135,901 shares sold pursuant to the 10b5-1 Plan described below), as well as the distribution on April 1, 2014 of 25,000 shares to investors in connection with the redemption of ownership interests in an affil" 0001041803-26-000006,md_and_a,P1_2,13219,"DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Forward-Looking Statements This Quarterly Report on Form 10-Q contains forward-looking statements concerning PriceSmart, Inc.'s (""PriceSmart"", the ""Company"", ""we"" or ""our"") anticipated future revenues and earnings, adequacy of future cash flows, digital and technological initiatives, proposed warehouse club openings, the Company's performance relative to competitors and related matters. These forward-looking statements include, but are not limited to, statements containing the words “expect,” “believe,” “will,” “may,” “should,” “project,” “estimate,” “anticipated,” “scheduled,” “intend,” and like expressions, and the negative thereof. These statements are subject to risks and uncertainties that could cause actual results to differ materially including but not limited to the risks detailed in the Annual Report on Form 10-K for the fiscal year ended August 31, 2025 filed with the United States Securities and Exchange Commission (“SEC”) on October 30, 2025 under the heading “Part I. Item 1A. Risk Factors"" and ""Part I Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations.” Forward-looking statements speak only as of the date they are made, and we do not undertake to update these statements, except as required by law. In addition, these risks are not the only risks that the Company faces. The Company could also be affected by additional factors that apply to all compani" 0001546417-24-000125,quantitative_disclosures,P1_3,76,"and Qualitative Disclosures about Market Risk We are exposed to market risk from changes in commodity prices, labor inflation and foreign currency exchange rates and interest rates. We believe that there have been no material changes in our market risk since December 31, 2023. See Part II, Item 7A., “Quantitative and Qualitative Disclosures about Market Risk,” in our Annual Report on Form 10-K for the year ended December 31, 2023 for further information regarding market risk." 0001474098-24-000101,controls_and_procedures,P1_4,166,"and Procedures. Disclosure Controls and Procedures Under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, we have evaluated the effectiveness of our disclosure controls and procedures pursuant to Exchange Act Rule 13a-15(b) as of the end of the period covered by this report. Based on that evaluation, our Chief Executive Officer and Chief Financial Officer have concluded that these disclosure controls and procedures are effective. Changes in Internal Control Over Financial Reporting We completed implementation of a new cloud-based accounting system during the second quarter of 2024. In connection with this implementation, we updated our processes related to internal control over financial reporting, as necessary, to accommodate related changes in our business processes. There were no additional changes to our internal control over financial reporting during our most recent fiscal quarter that have materially affected, or are reasonably likely to materially affect, our internal controls over financial reporting. 32 Table of Content PART II. OTHER INFORMATION" 0001872789-24-000037,other_information,9B,412,"Information. (a) As previously disclosed in the Company’s Current Report on Form 8-K filed with the SEC on December 2, 2024 (the “December 2, 2024 8-K”), the Company appointed Anthony Roth as Vice President, Chief Accounting Officer (“CAO” and “principal accounting officer,” as such term is used under the Exchange Act) and Corporate Controller of the Company on November 26, 2024, effective December 2, 2024. The Company had anticipated filing this Annual Report on Form 10-K prior to the effectiveness of Mr. Roth’s appointment, but was unable to do so due to the identification of the material weakness in the Company’s internal control over financial reporting related to the design and operation of certain process and management review controls, as further described in Part II, Item 9A of this Annual Report on Form 10-K. As a result, the Company’s Board of Directors on December 10, 2024 retroactively postponed the effectiveness of Mr. Roth’s appointment from December 2, 2024 to until after the filing of this Annual Report on Form 10-K. Jake Elguicze, who is the 83 Chief Financial Officer of the Company and served as the principal accounting officer of the Company prior to Mr. Roth’s appointment, served as the Company’s principal accounting officer until the filing of this Annual Report on Form 10-K . Following the filing of this Annual Report on Form 10-K, Mr. Roth’s appointment as CAO and principal accounting officer will become effective, and Mr. Elguicze will step down as the" 0001373715-18-000058,selected_financial_data,6,646,"CONSOLIDATED FINANCIAL DATA The following selected consolidated financial data should be read together with our consolidated financial statements and accompanying notes and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” appearing elsewhere in this filing. The selected consolidated financial data in this section are not intended to replace our consolidated financial statements and the related notes. Our historical results are not necessarily indicative of our future results. The selected consolidated statements of operations data for each of the years ended December 31, 2017 , 2016 and 2015 , and the selected consolidated balance sheet data as of December 31, 2017 and 2016 are derived from our audited consolidated financial statements and are included in this Form 10-K. The consolidated statements of operations data for the year ended December 31, 2014 , and 2013 , and the selected consolidated balance sheet data as of December 31, 2015 , 2014 , and 2013 are derived from our audited consolidated financial statements which are not included in this Annual Report on Form 10-K. The consolidated financial information below reflects the impact of the Company’s acquisitions. Year Ended December 31, 2017 2016 2015 2014 2013 (in thousands, except share and per share data) Consolidated Statements of Operations Data: Revenues: Subscription $ 1,739,795 $ 1,221,639 $ 848,278 $ 567,217 $ 349,804 Professional services and other 193,231 168,874 157,20" 0000950170-24-061086,controls_and_procedures,P1_4,257,"AND PROCEDURES Management’s Evaluation of Disclosure Controls and Procedures We have established and maintain a system of disclosure controls and procedures that are designed to ensure that material information relating to the company, which is required to be timely disclosed by us in reports that we file or submit under the Securities Exchange Act of 1934, as amended (the ""Exchange Act""), is accumulated and communicated to management in a timely fashion and is recorded, processed, summarized and reported within the time periods specified by the SEC’s rules and forms. Under the supervision and with the participation of our management, including our Chief Executive Officer (“CEO”) and our Chief Financial Officer and Chief Accounting Officer (""CFO and CAO”), we conducted an evaluation of the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) as of the end of the period covered by this report. Based upon that evaluation and as of the end of the period covered by this report, the CEO and the CFO and CAO concluded that the company’s disclosure controls and procedures were effective to allow timely decisions regarding disclosure in its reports that the company files or submits to the SEC under the Exchange Act. 45 Changes in Internal Control Over Financial Reporting There were no changes in our internal control over financial reporting that occurred during the fiscal quarter ended April 20, 2024 that ha" 0001045450-23-000065,md_and_a,P1_2,8655,"Discussion and Analysis of Financial Condition and Results of Operations The following discussion should be read in conjunction with the consolidated financial statements and notes thereto included in this Quarterly Report on Form 10-Q of EPR Properties (the “Company”, “EPR”, “we” or “us”). The forward-looking statements included in this discussion and elsewhere in this Quarterly Report on Form 10-Q involve risks and uncertainties, including anticipated financial performance, anticipated liquidity and capital resources, business prospects, industry trends, shareholder returns, performance of leases by tenants, performance on loans to customers and other matters, which reflect management's best judgment based on factors currently known. See “Cautionary Statement Concerning Forward-Looking Statements” which is incorporated herein by reference. Actual results and experience could differ materially from the anticipated results and other expectations expressed in our forward-looking statements as a result of a number of factors, including but not limited to those discussed in Item 1A - ""Risk Factors"" in our 2022 Annual Report, as supplemented by Item 1A - ""Risk Factors"" in this Quarterly Report on Form 10-Q. Overview Business Our principal business objective is to enhance shareholder value by achieving predictable and increasing Funds From Operations As Adjusted (""FFOAA"") and dividends per share. Our strategy is to focus on long-term investments in the Experiential sector which be" 0001193125-19-173071,full_body,N/A,8809,"8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event Reported): June 14, 2019 (June 13, 2019) HISTOGENICS CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 001-36751 04-3522315 (State or Other Jurisdictionof Incorporation) (CommissionFile Number) (I.R.S. EmployerIdentification Number) c/o Gunderson Dettmer Stough Villeneuve Franklin & Hachigian, LLP One Marina Park Drive, Suite 900 Boston, Massachusetts 02210 (781) 547-7900 (Addresses, including zip code, and telephone numbers, including area code, of principal executive offices) N/A (Former Name or Former Address, if Changed Since Last Report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions ( see General Instruction A.2. below): ☒ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule14a-12under the Exchange Act (17 CFR240.14a-12) ☐ Pre-commencementcommunications pursuant to Rule14d-2(b)under the Exchange Act (17 CFR240.14d-2(b)) ☐ Pre-commencementcommunications pursuant to Rule13e-4(c)under the Exchange Act (17 CFR240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each class TradingSymbol Name of each" 0001053507-22-000102,full_body,N/A,864,"amt-20220808 AMERICAN TOWER CORP /MA/ 0001053507 false 0001053507 2022-08-08 2022-08-08 0001053507 us-gaap:CommonStockMember exch:XNYS 2022-08-08 2022-08-08 0001053507 amt:A1375SeniorNotesDue2025Member exch:XNYS 2022-08-08 2022-08-08 0001053507 amt:A1950SeniorNotesDue2026Member exch:XNYS 2022-08-08 2022-08-08 0001053507 amt:A0450SeniorNotesDue2027Member exch:XNYS 2022-08-08 2022-08-08 0001053507 amt:A0400SeniorNotesDue2027Member exch:XNYS 2022-08-08 2022-08-08 0001053507 amt:A0500SeniorNotesDue2028Member exch:XNYS 2022-08-08 2022-08-08 0001053507 amt:A0875SeniorNotesDue2029Member exch:XNYS 2022-08-08 2022-08-08 0001053507 amt:A0950SeniorNotesDue2030Member exch:XNYS 2022-08-08 2022-08-08 0001053507 amt:A1000SeniorNotesDue2032Member exch:XNYS 2022-08-08 2022-08-08 0001053507 exch:XNYS amt:A1250SeniorNotesDue2033Member 2022-08-08 2022-08-08 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of Earliest Event Reported): August 8, 2022 AMERICAN TOWER CORPORATION (Exact Name of Registrant as Specified in Charter) Delaware 001-14195 65-0723837 (State or Other Jurisdiction of Incorporation) (Commission File Number) (I.R.S. Employer Identification No.) 116 Huntington Avenue Boston , Massachusetts 02116 (Address of Principal Executive Offices) (Zip Code) ( 617 ) 375-7500 (Registrant's telephone number, including area code) Not Applicable (Former " 0001193125-18-356349,full_body,N/A,1242,"Form 8-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): December 17, 2018 MOODY’S CORPORATION (Exact Name of Registrant as Specified in Charter) Delaware 1-14037 13-3998945 (State or Other Jurisdictionof Incorporation) (CommissionFile Number) (IRS EmployerIdentification No.) 7 World Trade Center at 250 Greenwich Street New York, New York 10007 (Address of Principal Executive Offices) (Zip Code) Registrant’s telephone number, including area code: (212) 553-0300 Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule14a-12under the Exchange Act (17 CFR240.14a-12) ☐ Pre-commencementcommunications pursuant to Rule14d-2(b)under the Exchange Act (17 CFR240.14d-2(b)) ☐ Pre-commencementcommunications pursuant to Rule13e-4(c)under the Exchange Act (17 CFR240.13e-4(c)) Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☐ If an emergi" 0001193125-18-220240,full_body,N/A,414,"8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) July 18, 2018 ALPHABET INC. (Exact name of registrant as specified in its charter) Delaware 001-37580 61-1767919 (State or other jurisdictionof incorporation) (CommissionFile Number) (IRS EmployerIdentification No.) 1600 Amphitheatre Parkway Mountain View, CA 94043 (Address of principal executive offices, including zip code) (650) 253-0000 (Registrant’s telephone number, including area code) Not Applicable (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule14a-12under the Exchange Act (17 CFR240.14a-12) ☐ Pre-commencementcommunications pursuant to Rule14d-2(b)under the Exchange Act (17 CFR240.14d-2(b)) ☐ Pre-commencementcommunications pursuant to Rule13e-4(c)under the Exchange Act (17 CFR240.13e-4(c)) Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange A" 0001200375-24-000009,quantitative_disclosures,7A,362,"AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK Interest Rate Sensitivity Our unrestricted cash and cash equivalents total $65.1 million at December 31, 2023. We primarily invest these amounts in money market funds which are held for working capital purposes. We do not enter into investments for trading or speculative purposes. As of December 31, 2023, the effect of a hypothetical 10% decrease in market interest rates would have an $0.3 million impact on a potential loss in future interest income and cash flows. Foreign Currency Risk Our results of operations and cash flows are subject to fluctuations due to changes in foreign currency exchange rates. In periods when the United States dollar ( “ USD”) declines in value as compared to the foreign currencies in which we incur expenses, our foreign-currency based expenses increase when translated into USD. Although substantially all of our sales are denominated in USD, future fluctuations in the value of the USD may affect the price competitiveness of our products outside the United States. Our most significant foreign currency exposure is due to non-functional currency denominated monetary assets, primarily currencies denominated in other than their functional currency. These non-functional currency denominated monetary assets are subject to re-measurement which may create fluctuations in other expense, net, a component in our consolidated statement of operations and in the fair value of the assets in the consolidated balance she" 0000886163-13-000048,full_body,N/A,1325,"LigandForm8-K-ProxyStatementSupplement UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 ______________ FORM 8‑K ______________ CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 3, 2013 LIGAND PHARMACEUTICALS INCORPORATED (Exact Name of Registrant as Specified in Its Charter) ______________ Delaware 77-0160744 (State or other jurisdiction ofincorporation or organization) (I.R.S. EmployerIdentification No.) 11119 North Torrey Pines Road, Suite 200La Jolla, CA 92037(Zip Code) (Address of principal executive offices) (858) 550-7500 (Registrant’s Telephone Number, Including Area Code) N/A (Former Name or Former Address, if Changed Since Last Report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. As described in t" 0001104659-13-035266,controls_and_procedures,P1_4,290,"and Procedures Evaluation of Disclosure Controls and Procedures We maintain disclosure controls and procedures that are designed to ensure that information required to be disclosed in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure. 25 Table of Contents As of the end of the period covered by this 10-Q Report, we evaluated, under the supervision and with the participation of our Chief Executive Officer and Chief Financial Officer, the effectiveness of the design and operation of our disclosure controls and procedures pursuant to Exchange Act Rule 13a-15(e). Based upon this evaluation, the Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were effective as of March 31, 2013. Changes in Internal Control over Financial Reporting There were no changes in our internal control over financial reporting that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting during the quarter ended March 31, 2013. It should be noted that any system of controls, however well designed and operated, can provide only reasonable, and not absolute, a" 0001101302-26-000012,changes_in_accounting,9,20661,"Regarding Foreign Jurisdictions that Prevent Inspections. Not Applicable. PART III Item 10. Directors, Executive Officers and Corporate Governance. Except as set forth below, the information required by this Item 10 has been omitted from this report, and is incorporated by reference to our Definitive Proxy Statement for the Entegris, Inc. Annual Meeting of Stockholders, which is currently scheduled to be held on May 6, 2026, and to be filed with the Securities and Exchange Commission pursuant to Regulation 14A within 120 days after the end of our 2025 fiscal year. CODE OF BUSINESS ETHICS In 2005, our board of directors adopted a code of business ethics, The Entegris, Inc. Code of Business Ethics, applicable to all of our executives, directors and employees, as well as a set of corporate governance guidelines, which have been updated from time to time. The Entegris, Inc. Code of Business Ethics, the Corporate Governance Guidelines and the charters for our Audit & Finance Committee, Environmental, Health, Safety & Sustainability Committee, Governance & Nominating Committee and our Management Development & Compensation Committee all appear on our website at http://www.Entegris.com under “Investor Relations - Corporate Governance”. The Entegris, Inc. Code of Business Ethics, Corporate Governance Guidelines and committee charters are also available, free of charge, in print to any shareholder that requests a copy. Copies may be obtained by contacting our Secretary through our corp" 0001564590-19-006772,risk_factors,1A,24125,"sk Factors This Annual Report on Form 10-K contains forward-looking information based on our current expectations. Because our business is subject to many risks and our actual results may differ materially from any forward-looking statements made by or on behalf of us, this section includes a discussion of important factors that could affect our business, operating results, financial condition and the trading price of our common stock. You should carefully consider these risk factors, together with all of the other information included in this Annual Report on Form 10-K as well as our other publicly available filings with the Securities and Exchange Commission. Risks Related to Our Business and Industry If the Phase 3 clinical trial of entinostat in combination with exemestane in advanced HR+, HER2- breast cancer patients fails to demonstrate safety and efficacy to the satisfaction of regulatory authorities or does not otherwise produce positive results, we may incur additional costs or experience delays in completing, or ultimately be unable to complete, the development and commercialization of entinostat. Before obtaining marketing approval from regulatory authorities for the sale of entinostat, we or our collaborators must conduct extensive trials to demonstrate the safety and efficacy of entinostat in humans. We have entered into an arrangement with ECOG-ACRIN to conduct the Phase 3 clinical trial of entinostat in combination with exemestane in advanced HR+, HER2- bre" 0001193125-17-056358,md_and_a,7,32864,"Discussion and Analysis of Financial Condition and Results of Operations The following discussion and analysis should be read in conjunction with our consolidated financial statements and related notes included elsewhere in this Annual Report on Form 10-K. This discussion and analysis also contains forward-looking statements and should also be read in conjunction with the disclosures and information contained in “Forward-Looking and Cautionary Statements” and Item 1A. “Risk Factors” in this Annual Report on Form 10-K. Through this discussion and analysis, we intend to provide the reader with some narrative context for how our management views our consolidated financial statements, additional context within which to assess our operating results, and information on the quality and variability of our earnings, liquidity and cash flows. Selected Historical Financial Information and Ratios On April 30, 2014, the spin-off of Navient from SLM Corporation (the “Spin-Off”) was completed and Navient became an independent, publicly traded company focused on asset management and business processing services. Although SLM BankCo is the entity that distributed the shares of Navient common stock to SLM BankCo common stockholders, for financial reporting purposes, Navient is treated as the “accounting spinnor” and therefore Navient, and not SLM BankCo, is the “accounting successor” to SLM Corporation. Hence, the following GAAP financial information to the extent related to periods on or " 0001042167-10-000260,controls_and_procedures,9A,461,"AND PROCEDURES (a) Evaluation of Disclosure Controls and Procedures The Company maintains disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934) designed to ensure that information required to be disclosed by the Company in the reports that it files or submits under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods specified in the Security and Exchange Commission’s rules and forms, and that the information required to be disclosed by the Company in reports that it files or submits under the Securities Exchange Act of 1934 is accumulated and communicated to its management, including its Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure. The Company carried out an evaluation as of October 1, 2010, under the supervision and with the participation of the Company’s management, including its Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of the Company’s disclosure controls and procedures. Based on such evaluation, the Company’s Chief Executive Officer and Chief Financial Officer concluded that the Company’s disclosure controls and procedures were effective as of October 1, 2010 at reaching a level of reasonable assurance. In designing and evaluating the disclosure controls and procedures, management recognized that any controls" 0001297184-26-000009,changes_in_accounting,9,3400,"Regarding Foreign Jurisdictions that Prevent Inspections. None. ​ 147 Table of Contents PART III Item 10. Directors, Executive Officers and Corporate Governance. Information required by this item will be included in our Proxy Statement for our 2026 Annual Meeting of Stockholders to be filed within 120 days after our fiscal year end of December 31, 2025, or 2026 Proxy Statement, and is incorporated by reference into this Annual Report on Form 10-K. Item 11. Executive Compensation. Information required by this item will be included in our 2026 Proxy Statement and is incorporated by reference into this Annual Report on Form 10-K. Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters. Information required by this item will be included in our 2026 Proxy Statement and is incorporated by reference into this Annual Report on Form 10-K. Item 13. Certain Relationships and Related Transactions, and Director Independence. Information required by this item will be included in our 2026 Proxy Statement and is incorporated by reference into this Annual Report on Form 10-K. Item 14. Principal Accountant Fees and Services. Information required by this item will be included in our 2026 Proxy Statement and is incorporated by reference into this Annual Report on Form 10-K. ​ 148 Table of Contents PART IV Item 15. Exhibits and Financial Statement Schedules. (a) (1) Financial Statements filed as part of this report are listed in Part II, Item 8 o" 0001193125-14-403335,financial_statements,P1_1,12766,"Statements FIRST CITIZENS BANC CORP Consolidated Balance Sheets (Unaudited) (In thousands, except share data) September 30,2014 December 31,2013 ASSETS Cash and due from financial institutions $ 24,128 $ 34,186 Securities available for sale 200,891 199,613 Loans held for sale 1,399 438 Loans, net of allowance of $15,445 and $16,528 871,573 844,713 Other securities 12,554 15,424 Premises and equipment, net 14,471 16,313 Accrued interest receivable 4,523 3,881 Goodwill 21,720 21,720 Other intangibles 2,180 2,763 Bank owned life insurance 19,518 19,145 Other assets 9,042 9,350 Total assets $ 1,181,999 $ 1,167,546 LIABILITIES Deposits Noninterest-bearing $ 253,154 $ 234,976 Interest-bearing 727,480 707,499 Total deposits 980,634 942,475 Federal Home Loan Bank advances 26,200 37,726 Securities sold under agreements to repurchase 20,128 20,053 Subordinated debentures 29,427 29,427 Accrued expenses and other liabilities 9,727 9,489 Total liabilities 1,066,116 1,039,170 SHAREHOLDERS’ EQUITY Preferred shares, no par value, 200,000 shares authorized, Series A Preferred shares, $1,000 liquidation preference, no shares issued September 30, 2014 and 23,184 shares issued December 31, 2013 — 23,184 Series B Preferred shares, $1,000 liquidation preference, 25,000 shares issued, net of issuance costs 23,132 23,132 Common shares, no par value, 20,000,000 shares authorized, 8,455,881 shares issued 114,365 114,365 Accumulated deficit (5,785 ) (10,823 ) Treasury shares, 747,964 shares at cost" 0001410636-19-000159,quantitative_disclosures,P1_3,114,"AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK The Company is exposed to market risk in the normal course of business, including changes in commodity prices, equity prices and interest rates. For further discussion of its exposure to market risk, see Part II, Item 7A—Quantitative and Qualitative Disclosures about Market Risk in the Company’s Form 10-K. Except as described below, there have been no significant changes to the Company’s exposure to market risk since December 31, 2018 . On May 6, 2019 , five forward starting swap agreements with an aggregate notional amount of $510 million were terminated, and, as a result, the Company has no significant derivative instruments outstanding as of September 30, 2019 ." 0001383312-16-000089,risk_factors,P2_1A,123,"FACTORS In addition to the information set forth in this Quarterly Report on Form 10-Q, you should carefully consider the “Risk Factors” disclosed under Item 1A. to Part I in our Annual Report on Form 10-K for the fiscal year ended June 30, 2015, filed on August 7, 2015. You should be aware that these risk factors and other information may not describe every risk facing our Company. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial also may materially adversely affect our business, financial condition and/or operating results. There have been no material changes to the risk factors we have disclosed in the “Risk Factors” section of our 2015 Annual Report on Form 10-K." 0001104659-22-035871,full_body,N/A,1132,"0001804176 false 0001804176 2022-03-21 2022-03-21 0001804176 us-gaap:CommonClassAMember 2022-03-21 2022-03-21 0001804176 us-gaap:WarrantMember 2022-03-21 2022-03-21 iso4217:USD xbrli:shares iso4217:USD xbrli:shares UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 21, 2022 BUTTERFLY NETWORK, INC. (Exact name of registrant as specified in its charter) Delaware 001-39292 84-4618156 (State or other jurisdiction ofincorporation) (Commission File Number) (IRS EmployerIdentification No.) 530 Old Whitfield StreetGuilford,Connecticut 06437 (Address of principal executive offices) (Zip Code) Registrant’s telephone number, including area code: ( 203 ) 689-5650 N/A (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) S" 0000102752-15-000017,risk_factors,1A,2227,"Factors Our future results may differ materially from past results and from those projected in the forward-looking statements contained in this Form 10-K due to various uncertainties and risks, including but not limited to those risks set forth below, non-recurring events and other important factors disclosed previously and from time to time in our other reports filed with the SEC. Uncertain government budgets and shifting government priorities could delay contract awards and funding and adversely affect our ability to continue work under our government contracts. Additionally, federal procurement directives could result in our loss of work on current programs to set-asides and large multiple award contracts. Our government business is subject to funding delays, terminations, reductions, extensions, and moratoriums caused by the government's budgeting and contracting process. The federal procurement environment is unpredictable and could adversely affect our ability to perform work under new and existing contracts. Contract award and funding delays extend across the federal technical services industry. We experienced delays in contract awards and funding on our contracts in recent years that have adversely affected our ability to continue existing work and to replace expiring work. Additionally, our government business is subject to the risk that one or more of our potential contracts or contract extensions may be awarded by the contracting agency to a small or disadvantag" 0001104659-13-056468,full_body,N/A,298,"UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): July 25, 2013 3M COMPANY (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) File No. 1-3285 41-0417775 (Commission File Number) (IRS Employer Identification No.) 3M Center, St. Paul, Minnesota 55144-1000 (Address of Principal Executive Offices) (Zip Code) (651) 733-1110 (Registrant’s Telephone Number, Including Area Code) (Former Name or Former Address, if Changed Since Last Report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions ( see General Instruction A.2. below): o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Item 2.02. Results of Operations and Financial Condition On July 25, 2013, 3M Company issued a press release reporting second-quarter 2013 results (attached hereunder as Exhibit 99 and incorporated herein by reference). " 0000921582-25-000008,controls_and_procedures,9A,451,"and Procedures EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES The Company maintains disclosure controls and procedures designed to ensure that information required to be disclosed in reports filed under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), is recorded, processed, summarized and reported within the specified time periods and that such information is accumulated and communicated to management, including the CEO and Chief Financial Officer (“CFO”), to allow timely discussions regarding required disclosure. There are inherent limitations to the effectiveness of any system of disclosure controls and procedures, including the possibility of human error and the circumvention or overriding of the controls and procedures. Accordingly, even effective disclosure controls and procedures can only provide reasonable assurance of achieving their control objectives. The Company’s management, with the participation of its CEO and its CFO, has evaluated the effectiveness of the Company’s “disclosure controls and procedures” (as defined in the Exchange Act Rules 13a-15(e) or 15d-15(e)) as of December 31, 2024 and has concluded that, as of the end of the period covered by this report, the Company’s disclosure controls and procedures were effective. The Company will continue to periodically evaluate its disclosure controls and procedures and will make modifications from time to time as deemed necessary to ensure that information is recorded, processed, summarize" 0001445866-15-000539,full_body,N/A,336,"energytek8k05052015.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 __________________ FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) of the SECURITIES EXCHANGE ACT OF 1934 __________________ May 5, 2015 Date of Report (Date of Earliest event reported) ENERGYTEK CORP. (Exact Name of Registrant as Specified in Charter) Nevada 814-00175 86-0490034 (State or other JurisdictionOf incorporation) (Commission File Number) (IRS Employer Identification No.) 201 S. Laurel, Luling, TX 78648 (Address of principal executive offices) (Zip code) Registrant's telephone number, including area code: (713) 333-3630 N/A ( Former Name or Former Address, If Changed Since Last Report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) o Pre-commencement communications pursuant to Rule 13c-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change of Fiscal year. On May 5, 2015, the Board of Directors of EnergyTEK Corp. (the “Company”) adopted an Amendment to the Company’s By Laws by ad" 0000950170-21-001188,financial_statements,P1_1,7752,"Statements. Janux Therapeutics, Inc. Condensed Bal ance Sheets (in thousands, except share and par value data) June 30,2021 December 31,2020 Assets (unaudited) Current assets: Cash and cash equivalents $ 251,625 $ 7,813 Short-term investments 142,570 — Accounts receivable 375 8,000 Prepaid expenses and other current assets (includes related party amountsof $36and $0, respectively) 2,038 249 Total current assets 396,608 16,062 Property and equipment, net 215 155 Total assets $ 396,823 $ 16,217 Liabilities, Convertible Preferred Stock and Stockholders’ Equity (Deficit) Current liabilities: Accounts payable $ 354 $ 428 Accrued liabilities (includes related party amounts of $0and $544, respectively) 2,286 751 Current portion of deferred revenue 5,065 1,950 Unvested stock liability 1,500 52 Total current liabilities 9,205 3,181 Deferred revenue, net of current portion 2,823 6,050 Total liabilities 12,028 9,231 Commitments and contingencies (Note 3) Convertible preferred stock, $0.001par value; authorized shares –0and6,838,829atJune 30, 2021 and December 31, 2020, respectively; issued and outstandingshares –0and6,838,829at June 30, 2021 and December 31, 2020, respectively;liquidation preference – $0and $21,709at June 30, 2021and December 31, 2020, respectively — 21,624 Stockholders’ equity (deficit): Preferred stock, $0.001par value; authorized shares –10,000,000and0atJune 30, 2021 and December 31, 2020, respectively;noshares issuedand outstanding at June 30, 2021 and December " 0001075415-25-000012,quantitative_disclosures,7A,685,"and Qualitative Disclosures About Market Risk. We are exposed to risks associated with market changes in interest rates. We manage our exposure to this market risk by monitoring available financing alternatives. Other than as described below, we do not currently foresee any significant changes in our exposure to fluctuations in interest rates or in how we manage this exposure in the near future. We may in the future enter into hedge arrangements or derivative contracts from time to time to mitigate our exposure to changes in interest rates. 78 Table of Contents Fixed Rate Debt At December 31, 2024, our outstanding fixed rate debt included the following (dollars in thousands): Annual Annual Principal Interest Interest Interest Debt Balance(1) Rate(1) Expense Maturity Payments Due Senior unsecured notes 380,000 9.750 % 37,050 2025 Semi-Annually Senior secured notes(2) 940,534 0.000 % — 2026 At Maturity Senior unsecured notes 500,000 4.750 % 23,750 2028 Semi-Annually Senior unsecured notes 500,000 4.375 % 21,875 2031 Semi-Annually Senior unsecured notes 350,000 5.625 % 19,688 2042 Quarterly Senior unsecured notes 250,000 6.250 % 15,625 2046 Quarterly Mortgage note 120,000 6.864 % 8,237 2034 Monthly Mortgage note 7,464 6.444 % 481 2043 Monthly $ 3,047,998 $ 126,706 (1) The principal balances and interest rates are the amounts stated in the applicable contracts. In accordance with GAAP, our carrying values and recorded interest expense may differ from these amounts because of mark" 0001193125-17-203564,full_body,N/A,668,"FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 June 14, 2017 (June 12, 2017) Date of Report (Date of earliest event reported) FIRST INDUSTRIAL REALTY TRUST, INC. FIRST INDUSTRIAL, L.P. (Exact name of registrant as specified in its charter) First Industrial Realty Trust, Inc.: Maryland 1-13102 36-3935116 (State or other jurisdiction ofincorporation or organization) (CommissionFile Number) (I.R.S. EmployerIdentification No.) First Industrial, L.P.: Delaware 333-21873 36-3924586 (State or other jurisdiction ofincorporation or organization) (CommissionFile Number) (I.R.S. EmployerIdentification No.) 311 S. Wacker Drive, Suite 3900 Chicago, Illinois 60606 (Address of principal executive offices, zip code) (312) 344-4300 (Registrant’s telephone number, including area code) Not Applicable (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) " 0001466258-25-000149,full_body,N/A,533,"tt-20250730 0001466258 false 00000 0001466258 2025-07-30 2025-07-30 0001466258 2025-04-30 2025-04-30 0001466258 us-gaap:CommonStockMember 2025-07-30 2025-07-30 0001466258 tt:FivePointTwoFivePercentSeniorNotesDueTwoThousandThirtyThreeMember 2025-07-30 2025-07-30 0001466258 us-gaap:SeniorNotesMember 2025-07-30 2025-07-30 0001466258 tt:FivePointOneZeroPercentSeniorNotesDueTwoThousandThirtyFourMember 2025-07-30 2025-07-30 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ____________________________________________ FORM 8-K ____________________________________________ CURRENT REPORT Pursuant to Section 13 or 15 (d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) — July 30, 2025 ____________________________________________ TRANE TECHNOLOGIES PLC (Exact name of registrant as specified in its charter) ____________________________________________ Ireland 001-34400 98-0626632 (State or other jurisdictionof incorporation) (CommissionFile Number) (I.R.S. EmployerIdentification No.) 170/175 Lakeview Drive Airside Business Park Swords Co. Dublin Ireland (Address of principal executive offices, including zip code) + (353) (0) 18707400 (Registrant’s phone number, including area code) N/A (Former name or former address, if changed since last report) ____________________________________________ Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant" 0001193125-11-310778,financial_statements,P1_1,13949,"Statements CDW CORPORATION AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (in millions, except per share amounts) September 30,2011 December 31,2010 (unaudited) Assets Current assets: Cash and cash equivalents $ 25.9 $ 36.6 Accounts receivable, net of allowance for doubtful accounts of $5.9 and $5.0, respectively 1,257.0 1,091.5 Merchandise inventory 315.1 292.8 Miscellaneous receivables 186.1 192.8 Deferred income taxes 29.3 52.8 Prepaid expenses and other 48.7 35.8 Total current assets 1,862.1 1,702.3 Property and equipment, net 147.9 158.1 Goodwill 2,207.5 2,209.1 Other intangible assets, net 1,672.8 1,791.2 Deferred financing costs, net 71.6 79.7 Fair value of interest rate cap agreements 0.9 1.2 Other assets 2.2 2.2 Total assets $ 5,965.0 $ 5,943.8 Liabilities and Shareholders’ Deficit Current liabilities: Accounts payable—trade $ 563.1 $ 537.1 Accounts payable—inventory financing 223.8 28.2 Current maturities of long-term debt and capital leases — 132.6 Fair value of interest rate swap agreements — 2.8 Deferred revenue 39.0 28.6 Accrued expenses: Compensation 87.8 91.3 Interest 112.7 64.3 Sales taxes 19.3 23.2 Advertising 33.0 27.0 Income taxes 6.7 4.2 Other 87.4 87.6 Total current liabilities 1,172.8 1,026.9 Long-term liabilities: Debt and capital leases 4,071.0 4,157.4 Deferred income taxes 698.3 730.3 Accrued interest 13.7 32.3 Other liabilities 44.7 40.4 Total long-term liabilities 4,827.7 4,960.4 Commitments and contingencies — — Shareholders’ deficit: Class A co" 0001193125-13-238418,full_body,N/A,396,"Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 29, 2013 MICHAEL KORS HOLDINGS LIMITED (Exact name of Registrant as Specified in its Charter) British Virgin Islands 001-35368 N/A (State or other jurisdictionof incorporation) (CommissionFile Number) (I.R.S. EmployerIdentification No.) c/o Michael Kors Limited Unit 1902, 19/F, Tower 6, The Gateway, Harbour City, Tsim Sha Tsui, Kowloon, Hong Kong (Address of Principal Executive Offices) (852) 3928-5563 (Registrant’s telephone number, including area code) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) ITEM 2.02 RESULTS OF OEPRATIONS AND FINANCIAL CONDITIONS On May 29, 2013, Michael Kors Holdings Limited (the “Company”), issued a press release containing its unaudited financial results for its fourth fiscal quarter and fiscal" 0001193125-15-027777,full_body,N/A,517,"Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 January 26, 2015 Date of Report (Date of earliest event reported) SYNCHRONY FINANCIAL (Exact name of registrant as specified in its charter) Delaware 001-36560 51-0483352 (State or other jurisdictionof incorporation) (CommissionFile Number) (I.R.S. EmployerIdentification No.) 777 Long Ridge RoadStamford, Connecticut 06902 (Address of principal executive offices) (Zip Code) (203) 585-2400 (Registrant’s telephone number, including area code) N/A (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Item 8.01. Other Events. On January 26, 2015, Synchrony Financial (the “Company”) entered into an underwriting agreement (the “Underwriting Agreement”) with J.P. Morgan Securities LLC, Barclays Capital Inc., Credit Suisse Securiti" 0001193125-10-051322,risk_factors,1A,5263,"Factors We are subject to numerous known and unknown risks, many of which are described below and elsewhere in this Annual Report. Any of the events described below could have a material adverse effect on our business, financial condition and results of operations. Additional risks and uncertainties that we are not aware of, or that we currently deem to be immaterial, could also impact our business and results of operations. General economic and employment conditions in the United States could materially affect the business and future results of operations of the operators of our facilities which could, in turn, materially reduce our revenues and net income. Our future results of operations could be unfavorably impacted by continued deterioration in general economic conditions which could result in increases in the number of people unemployed and/or uninsured. Should that occur, it may result in decreased occupancy rates at our medical office buildings as well as a reduction in the revenues earned by the operators of our hospital facilities which would unfavorably impact our future bonus rentals (on the UHS hospital facilities) and may potentially have a negative impact on the future lease renewal terms and the underlying value of the hospital properties. Additionally, the general real estate market has been unfavorably impacted by the deterioration in economic and credit market conditions which may adversely impact the underlying value of our properties. The revenues and" 0001157523-19-002327,full_body,N/A,689,"false 0000029534 0000029534 2019-12-03 2019-12-03 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 3, 2019 DOLLAR GENERAL CORPORATION (Exact name of registrant as specified in its charter) Tennessee 001-11421 61-0502302 (State or other jurisdictionof incorporation) (Commission File Number) (I.R.S. EmployerIdentification No.) 100 MISSION RIDGEGOODLETTSVILLE,TN 37072 (Address of principal executive offices) (Zip Code) Registrant’s telephone number, including area code: ( 615 ) 855-4000 (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol(s) Name of each exchange on which registered Common Stock, par value $0.875 per share DG New York S" 0001193125-16-587174,full_body,N/A,462,"Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 May 11, 2016 Date of Report (Date of earliest event reported) WSFS Financial Corporation (Exact name of registrant as specified in its charter) Delaware 001-35638 22-2866913 (State or other jurisdictionof incorporation) (SEC CommissionFile Number) (IRS EmployerIdentification Number) 500 Delaware Avenue, Wilmington, Delaware 19801 (Address of principal executive offices) (Zip Code) Registrant’s telephone number, including area code: (302) 792-6000 Not Applicable (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ¨ Written communications pursuant to Rule 425 under the Securities Act ¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act ¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act ¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act WSFS FINANCIAL CORPORATION INFORMATION TO BE INCLUDED IN THE REPORT Section 5 – Corporate Governance and Management Item 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers On May 11, 2016, WSFS Financial Corporation (“WSFS”) announced " 0001844452-25-000043,risk_factors,P2_1A,52,"Factors Factors that could cause our actual results to differ materially from those in this report include the risk factors described in our 2024 Annual Report on Form 10-K. As of the date of this Quarterly Report, there have been no material changes to the risk factors disclosed except as disclosed below." 0000005513-15-000020,legal_proceedings,P2_1,21,"PROCEEDINGS Refer to Part I, Item 1, Note 10 of the ""Notes to Consolidated Financial Statements"" for information on legal proceedings." 0000845877-22-000022,properties,2,130,"Farmer Mac maintains its principal office at 1999 K Street, N.W., 4th Floor, Washington, D.C. 20006, under a sublease that began on October 1, 2011 and ends on August 30, 2024. Farmer Mac also maintains two other office locations: (1) 9169 Northpark Drive, Johnston, Iowa 50322, under a lease that began on October 1, 2017 and ends on June 30, 2023; and (2) 9249 Northpark Drive, Johnston, IA 50322, under a lease that began on August 1, 2021 and ends on June 30, 2023. Farmer Mac believes that its offices are suitable and adequate for its current and anticipated needs for the near future. Farmer Mac's activities at each property encompass its Agricultural Finance line of business. Farmer Mac's activities at its Washington, D.C. office encompass all of its segments." 0001193125-23-060215,full_body,N/A,889,"8-K GLADSTONE COMMERCIAL CORP false 0001234006 0001234006 2023-03-03 2023-03-03 0001234006 us-gaap:CommonStockMember 2023-03-03 2023-03-03 0001234006 good:A6.625SeriesECumulativeRedeemablePreferredStockMember 2023-03-03 2023-03-03 0001234006 good:A7.00SeriesDCumulativeRedeemablePreferredStockMember 2023-03-03 2023-03-03 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event Reported): March 3, 2023 Gladstone Commercial Corporation (Exact Name of Registrant as Specified in Charter) Maryland 001-33097 02-0681276 (State or Other Jurisdictionof Incorporation) (CommissionFile Number) (I.R.S. EmployerIdentification Number) 1521 Westbranch Drive , Suite 100 , McLean , Virginia 22102 (Address of Principal Executive Offices) (Zip Code) (703) 287-5800 (Registrant’s telephone number, including area code) Not Applicable (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule14a-12under the Exchange Act (17 CFR240.14a-12) ☐ Pre-commencementcommunications pursuant to Rule14d-2(b)under the Exchange Act " 0001193125-13-096282,quantitative_disclosures,P1_3,65,"AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK During previous fiscal years, we used foreign exchange forward contracts to mitigate foreign currency exchange rate risk as we funded our Canadian operations. We do not currently expect to enter into any similar contracts. There have been no material changes in our market risks from those reported at April 30, 2012 in our Annual Report on Form 10-K. -44-" 0001171843-13-003304,unregistered_sales,P2_2,592,"Sales of Equity Securities and Use of Proceeds None. Item 3. Defaults upon Senior Securities None. Item 4. Mine Safety Disclosures The information concerning mine safety violations and other regulatory matters required by section 1503(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act and Item 104 of Regulation S-K is included in Exhibit 95.1 of this Quarterly Report on Form 10-Q, which is incorporated by reference. Item 5. Other Information None. 28 Item 6. Exhibits Exhibit No. Description 10.1* Summary of standard compensation arrangements fornon-employee directors of Sterling Construction Company, Inc. 31.1* Certification of Peter E. MacKenna, Chief Executive Officer of Sterling Construction Company, Inc. 31.2* Certification of Kevan Blair, Acting Chief Financial Officer of Sterling Construction Company, Inc. 32* Certification pursuant to Section 1350 of Chapter 63 of Title 18 of the United States Code (18 U.S.C. 1350) of Peter E. MacKenna, Chief Executive Officer, and Kevan Blair, Acting Chief Financial Officer 95.1* Mine Safety Disclosure 101.INS** XBRL Instance Document 101.SCH** XBRL Taxonomy Extension Schema Document 101.CAL** XBRL Taxonomy Extension Calculation Linkbase Document 101.DEF** XBRL Taxonomy Extension Definition Linkbase Document 101.LAB** XBRL Taxonomy Extension Label Linkbase Document 101.PRE** XBRL Taxonomy Extension Presentation Linkbase Document * Filed herewith. ** Submitted electronically herewith. In accorda" 0001628280-24-051058,md_and_a,P1_2,6168,"Discussion and Analysis of Financial Condition and Results of Operations For purposes of the following discussion, all references to ""third quarter of 2024"" and ""third quarter of 2023"" are to the Company's 13-week fiscal periods ended November 2, 2024 and October 28, 2023, respectively. References to ""2024"" and ""2023"" are to the Company's 39-week fiscal periods ended November 2, 2024 and October 28, 2023, respectively. The following discussion should be read in conjunction with the Consolidated Financial Statements and the related notes included elsewhere in this report, as well as the financial and other information included in the 2023 10-K. The following discussion contains forward-looking statements that reflect the Company's plans, estimates and beliefs. The Company's actual results could materially differ from those discussed in these forward-looking statements. Factors that could cause or contribute to those differences include, but are not limited to, those discussed below and elsewhere in this report (particularly in ""Risk Factors"" and in ""Forward-Looking Statements"") and in the 2023 10-K (particularly in ""Risk Factors"" and in ""Forward-Looking Statements""). This discussion includes Non-GAAP financial measures. For information about these measures, see the disclosure under the caption ""Important Information Regarding Non-GAAP Financial Measures"". Quarterly Overview The Company continues to view fiscal 2024 as a transition and investment year as it implements its new s" 0001174850-19-000057,full_body,N/A,1533,"Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): September 17, 2019 NICOLET BANKSHARES, INC. (Exact name of registrant as specified in its charter) Wisconsin 001-37700 47-0871001 (State or other jurisdiction ofincorporation or organization) (CommissionFile Number) (IRS EmployerIdentification No.) 111 North Washington Street Green Bay, Wisconsin 54301 (Address of principal executive offices) (920) 430-1400 (Registrant’s telephone number, including area code) Not Applicable (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ý Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol(s) Name of each exchange on which registered Common stock, par value $0.01 per share NCBS The NASDAQ Stock Market LLC In" 0001140361-15-014758,full_body,N/A,5497,"UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 8, 2015 (April 7, 2015) GENCO SHIPPING & TRADING LIMITED (Exact Name of Registrant as Specified in Charter) Republic of the Marshall Islands 001-33393 98-043-9758 (State or Other Jurisdictionof Incorporation) (CommissionFile Number) (I.R.S. EmployerIdentification No.) 299 Park Avenue12thFloorNew York, NY 10171 (Address of Principal Executive Offices) (Zip Code) Registrant’s telephone number, including area code: (646) 443-8550 Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ☒ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☒ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) ITEM 1.01 Entry Into A Material Definitive Agreement Merger Agreement On April 7, 2015, Genco Shipping & Trading Limited, a Marshall Islands corporation (“ Genco ” or the “ Company ”), Baltic Trading Limited, a Marshall Islands corporation (“ Baltic Trading ”), and P" 0000885550-22-000064,legal_proceedings,P2_1,302,"PROCEEDINGS In the normal course of business and as a result of the consumer-oriented nature of the industry in which we operate, we and other industry participants are frequently subject to various consumer claims, litigation and regulatory investigations seeking damages, fines and statutory penalties. The claims allege, among other theories of liability, violations of state, federal and foreign truth-in-lending, credit availability, credit reporting, consumer protection, warranty, debt collection, insurance and other consumer-oriented laws and regulations, including claims seeking damages for alleged physical and mental harm relating to the repossession and sale of consumers’ vehicles and other debt collection activities. As the assignee of Consumer Loans originated by Dealers, we may also be named as a co-defendant in lawsuits filed by consumers principally against Dealers. We may also have disputes and litigation with Dealers. The claims may allege, among other theories of liability, that we breached our Dealer servicing agreement. We may also have disputes and litigation with vendors and other third parties. The claims may allege, among other theories of liability, that we breached a license agreement or contract. The damages, fines and penalties that may be claimed by consumers, regulatory agencies, Dealers, vendors or other third parties in these types of matters can be substantial. The relief requested by plaintiffs varies but may include requests for compensatory, st" 0001109357-26-000018,legal_proceedings,3,57,"PROCEEDINGS All Registrants The Registrants are parties to various lawsuits and regulatory proceedings in the ordinary course of their respective businesses. For information regarding material lawsuits and proceedings, see Note 2 — Regulatory Matters and Note 16 — Commitments and Contingencies of the Combined Notes to Consolidated Financial Statements. Such descriptions are incorporated herein by these references." 0001157523-17-002184,full_body,N/A,687,"UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 31, 2017 (July 27, 2017) MBIA INC. (Exact name of registrant as specified in its charter) Connecticut 1-9583 06-1185706 (State or other jurisdiction ofincorporation) (Commission File Number) (IRS Employer Identification No.) 1 Manhattanville Road, Suite 301Purchase, New York 10577 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: 914-273-4545 Not Applicable (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ⃞ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ⃞ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ⃞ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ⃞ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 o" 0001571049-14-003700,financial_statements,P1_1,12991,"Proceedings 44 Item 1A –Risk Factors 44 Item 2 –Unregistered Sales of Equity Securities and Use of Proceeds 44 Item 3 –Defaults Upon Senior Securities 44 Item 4 –Mine Safety Disclosures 44 Item 5 –Other Information 44 Item 6 -Exhibits 45 Signatures 46 Certifications ITEM I - FINANCIAL INFORMATION PART I - FINANCIAL STATEMENTS SOUTHERN NATIONAL BANCORP OF VIRGINIA, INC. CONSOLIDATED BALANCE SHEETS (dollars in thousands, except per share amounts) (Unaudited) June 30, December 31, 2014 2013 ASSETS Cash and cash equivalents: Cash and due from financial institutions $ 4,097 $ 2,679 Interest-bearing deposits in other financial institutions 20,134 18,177 Total cash and cash equivalents 24,231 20,856 Securities available for sale, at fair value 2,207 1,993 Securities held to maturity, at amortized cost(fair value of $83,491 and $76,193, respectively) 84,830 82,443 Covered loans 49,320 51,701 Non-covered loans 541,030 494,357 Total loans 590,350 546,058 Less allowance for loan losses (7,336 ) (7,090 ) Net loans 583,014 538,968 Stock in Federal Reserve Bank and Federal Home Loan Bank 6,908 5,915 Equity investment in mortgage affiliate 3,570 - Preferred investment in mortgage affiliate 1,805 - Bank premises and equipment, net 6,225 6,324 Goodwill 9,160 9,160 FDIC indemnification asset 4,378 5,804 Bank-owned life insurance 20,671 18,374 Other real estate owned 13,309 11,792 Deferred tax assets, net 8,107 8,281 Other assets 6,281 6,275 Total assets $ 774,696 $ 716,185 LIABILITIES AND ST" 0001193125-25-268514,financial_statements,P1_1,9993,"AL STATEMENTS Packaging Corporation of America Consolidated Statements of In come and Comprehensive Income (unaudited, dollars in millions, except per-share data) Three Months Ended Nine Months Ended September 30, September 30, 2025 2024 2025 2024 Statements of Income: Net sales $ 2,313.4 $ 2,182.4 $ 6,625.7 $ 6,237.2 Cost of sales (1,809.1 ) (1,677.2 ) (5,183.6 ) (4,923.8 ) Gross profit 504.3 505.2 1,442.1 1,313.4 Selling, general and administrative expenses (154.3 ) (162.0 ) (468.9 ) (463.3 ) Other expense, net (25.5 ) (16.1 ) (34.7 ) (51.0 ) Income from operations 324.5 327.1 938.5 799.1 Non-operating pension income — 1.2 — 3.4 Interest expense, net (19.3 ) (9.7 ) (45.2 ) (29.7 ) Income before taxes 305.2 318.6 893.3 772.8 Provision for income taxes (78.3 ) (80.5 ) (221.0 ) (188.8 ) Net income $ 226.9 $ 238.1 $ 672.3 $ 584.0 Net income per common share: Basic $ 2.52 $ 2.65 $ 7.48 $ 6.51 Diluted $ 2.51 $ 2.64 $ 7.45 $ 6.48 Dividends declared per common share $ 1.25 $ 1.25 $ 3.75 $ 3.75 Statements of Comprehensive Income: Net income $ 226.9 $ 238.1 $ 672.3 $ 584.0 Other comprehensive income, net of tax: Changes in unrealized gains on marketabledebt securities, net of tax of $0.0million, ($0.3)million, ($0.1) million, and ($0.3) million, respectively — 1.0 0.2 0.8 Amortization of pension and postretirement plans actuarial lossand prior service cost, net of tax of ($0.3) million,($0.4) million, ($0.9) million, and ($1.0) million, respectively 1.0 1.0 2.8 3.1 Other comprehensi" 0001437749-12-010817,risk_factors,P2_1A,2112,"Factors There have been no material changes from the risk factors disclosed in the “Risk Factors” section of our Annual Report on Form 10-K filed on March 6, 2012 with the SEC, except as set forth below. There are conflicts of interest in our relationship with ARRM and its affiliates, which could result in decisions that are not in the best interests of our stockholders or warrant holders. We are subject to conflicts of interest arising out of our relationship with JAVELIN, ARRM and their affiliates. Each of our executive officers and certain of our non-independent directors is also an employee or affiliated with JAVELIN and ARRM and they will not be exclusively dedicated to our business. Each of Mr. Ulm and Mr. Zimmer is a Co-Managing Member of ARRM and owner of equity interests in JAVELIN. 37 In addition, Daniel C. Staton and Marc H. Bell, two of our directors, are principal owners of Staton Bell Blank Check LLC, our Sub-Manager, which, in consideration for services to be provided to ARRM under a sub-management agreement is entitled to receive a percentage of the net management fee earned by ARRM from us and JAVELIN. As a result, the Management Agreement with ARRM may create a conflict of interest and its terms, including fees payable to ARRM, may not be as favorable to us as if they had been negotiated with an unaffiliated third party. In addition, we may choose not to enforce, or to enforce less vigorously, our rights under the Management Agreement because of our des" 0000102752-16-000074,mine_safety,4,611,"Officers of Registrant Our executive officers are listed below, as well as information concerning their age and positions held with VSE. There is no family relationships among any of our executive officers. For executive officers who have been with us fewer than five years, their principal occupations and business experience during the last five years are provided. The executive officers are appointed annually to serve until the first meeting of VSE's Board of Directors (the ""Board"") following the next annual meeting of stockholders and until their successors are elected and have qualified, or until death, resignation or removal, whichever is sooner. Name Age Position with Registrant Joseph R. Brown 59 President, Federal Services Group Maurice A. Gauthier 68 Director, Chief Executive Officer, President and Chief Operating Officer Paul W. Goffredi 58 President, VSE's subsidiary VSE Aviation, Inc. John T. Harris 64 President, VSE's subsidiary Akimeka, LLC Thomas M. Kiernan 48 Vice President, General Counsel and Secretary Thomas R. Loftus 60 Executive Vice President and Chief Financial Officer Nancy Margolis 60 President, VSE's subsidiary Energetics Incorporated Chad Wheeler 41 President, VSE's subsidiary Wheeler Bros., Inc. Mr. Brown was appointed the President of the Federal Services Group in May 2015. Our Federal Services Group includes VSE's Global Maritime Services and Global Land Services divisions. Mr. Brown brings over 19 years of experience as a program and business " 0000200406-17-000042,unregistered_sales,P2_2,469,"SALES OF EQUITY SECURITIES AND USE OF PROCEEDS (c) Purchases of Equity Securities by the Issuer and Affiliated Purchasers. On October 13, 2015, the Company announced that its Board of Directors approved a share repurchase program, authorizing the Company to purchase up to $10.0 billion of the Company's shares of common stock. The repurchase program was completed on June 16, 2017. The following table provides information with respect to Common Stock purchases by the Company during the fiscal second quarter of 2017. The repurchases below also include the stock-for-stock option exercises that settled in the fiscal second quarter. Period Total Numberof Shares Purchased(1) Avg. PricePer Share Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs(2) Maximum Number of Shares that May Yet Be Purchased Under the Plans or Programs(3) April 3, 2017 through April 30, 2017 1,814,412 123.35 1,805,461 — May 1, 2017 through May 28, 2017 2,200,986 125.37 2,196,268 — May 29, 2017 through July 2, 2017 10,497,064 132.70 6,547,611 — Total 14,512,462 10,549,340 (1) During the fiscal second quarter of 2017, the Company repurchased an aggregate of 14,512,462 shares of Johnson & Johnson Common Stock in open-market transactions, of which 10,549,340 shares were purchased pursuant to the repurchase program that was publicly announced on October 13, 2015, and of which 3,963,122 shares were purchased in open-market transactions as part of a systematic plan to meet the needs of t" 0001628280-19-013716,risk_factors,P2_1A,8704,"FACTORS Investing in our common stock involves significant risks. Before investing, carefully consider the risks described below and the other information in this quarterly report, including our financial statements and related notes. The risks and uncertainties described below are the ones we believe may materially affect us. There may be others of which we are unaware that could materially harm our business or financial condition and cause the price of our stock to decline, in which case you could lose all or part of your investment. Risks Related to our Commercial Activities Failure to generate sufficient revenue from the sale of Korlym would harm our financial results and would likely cause our stock price to decline. Our ability to generate revenue and to fund our commercial operations and development programs is dependent on the sale of Korlym to treat patients with Cushing’s syndrome. Physicians will prescribe Korlym only if they determine that it is preferable to other treatments, even if those treatments are not approved for Cushing’s syndrome. Because Cushing’s syndrome is rare, most physicians are inexperienced diagnosing or caring for patients with the illness and it can be hard to persuade them to identify appropriate patients and treat them with Korlym. Many factors could limit our Korlym revenue, including: • the preference of some physicians for off-label treatments for Cushing’s syndrome, such as ketoconazole; • competition from non-medical treatments, such a" 0001140859-17-000020,controls_and_procedures,P1_4,210,"and Procedures Evaluation of Disclosure Controls and Procedures The Company maintains disclosure controls and procedures that are intended to ensure that information required to be disclosed in the Company’s reports submitted under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the SEC. These controls and procedures also are intended to ensure that information required to be disclosed in such reports is accumulated and communicated to management to allow timely decisions regarding required disclosures. The Company’s Chief Executive Officer and Chief Financial Officer, with the participation of other members of the Company’s management, have evaluated the effectiveness of the Company’s disclosure controls and procedures (as such term is defined in Rules 13a — 15(e) and 15d — 15(e) under the Exchange Act) and have concluded that the Company’s disclosure controls and procedures were effective for their intended purposes as of the end of the period covered by this report. Changes in Internal Control over Financial Reporting During the second quarter of fiscal 2017 , there was no change in AmerisourceBergen Corporation’s internal control over financial reporting that materially affected, or is reasonably likely to materially affect, internal control over financial reporting. 32 Table of Contents PART II. OTHER INFORMATION" 0001070081-19-000050,risk_factors,P2_1A,83,"Factors We have set forth in Item 1A to our Annual Report on Form 10-K for the year ended December 31, 2018, risk factors relating to our business, our industry, our structure and our common stock. Readers of this Quarterly Report on Form 10-Q are referred to such Item 1A for a more complete understanding of risks concerning us. There have been no material changes in our risk factors since those published in such Form 10-K for the year ended December 31, 2018." 0001302215-21-000006,unregistered_sales,P2_2,721,"Sales of Equity Securities and Use of Proceeds On December 4, 2020, the Company issued 17,865 unrestricted shares of the Company’s Class B Common Stock to certain former employees of a business acquired in 2015. The Company relied upon the exemption from registration provided by Section 4(a)(2) under the Securities Act of 1933, as amended, for transactions not involving a public offering and received no proceeds in connection with this issuance. During the quarter ended December 31, 2020, the Company issued 790,025 shares of Class A common stock upon the conversion of a like number of shares of Class B common stock. Each share of Class B common stock may be converted into one share of Class A common stock at the option of its holder. See Note 15 for additional information. The Company relied upon the exemption from registration provided by Section 3(a)(9) under the Securities Act of 1933, as amended. 37 Table of Contents Purchases of Equity Securities The following table summarizes all of the repurchases of Houlihan Lokey, Inc. equity securities during the quarter ended December 31, 2020: Period Total Number of Shares Purchased Average Price Paid PerShare Total Number of Shares Purchased As Part of Publicly Announced Plans or Programs Approximate Dollar Value of Shares That May Yet Be Purchased Under the Plans or Programs(1) October 1, 2020 - October 31, 2020(2) 31,069 $ 58.27 30,913 $ 100,500,039 November 1, 2020 - November 30, 2020 70,410 63.02 70,410 96,062,909 December 1," 0000874716-25-000165,md_and_a,P1_2,10229,"Discussion and Analysis of Financial Condition and Results of Operations This Quarterly Report on Form 10-Q contains statements which, to the extent they are not statements of historical fact, constitute “forward-looking statements.” Such forward-looking statements about our business and expectations within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), include statements relating to, among other things, our expectations regarding revenue recognition timing and amounts; business trends, earnings, and other measures of financial performance; projected impact of foreign currency exchange rates and hedging activities; realizability of assets; future cash flow and uses of cash; future repurchases of common stock; future levels of indebtedness and capital spending; the working capital and liquidity outlook; critical accounting estimates; deductibility of goodwill; inflation; and projected impacts of tariff and trade policy changes and uncertainty. Forward-looking statements can be identified by the use of words such as “expects,” “may,” “anticipates,” “intends,” “would,” “will,” “plans,” “believes,” “estimates,” “should,” “project,” and similar words and expressions. These forward-looking statements are intended to provide our current expectations or forecasts of future events; are based on current estimates, project" 0001906324-24-000032,md_and_a,P1_2,5103,"Discussion and Analysis of Financial Condition and Results of Operations In this Quarterly Report, all references to “we,” “our” and “us” refer to QuidelOrtho Corporation and its subsidiaries. Future Uncertainties and Forward-Looking Statements This Quarterly Report contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act, and Section 21E of the Exchange Act. These statements are any statement contained herein that is not strictly historical, including, but not limited to, certain statements under Part I, Item 2, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and located elsewhere herein regarding our commercial, integration and other strategic goals, industry prospects, our expected results of operations or financial position, and future plans, objectives, strategies, expectations and intentions. Without limiting the foregoing, the words “may,” “will,” “would,” “should,” “might,” “expect,” “anticipate,” “believe,” “estimate,” “plan,” “intend,” “goal,” “project,” “strategy,” “future,” “continue” or similar words, expressions or the negative of such terms or other comparable terminology are intended to identify forward-looking statements. Such statements are based on the beliefs and expectations of our management as of the date of this Quarterly Report and are subject to significant known and unknown risks and uncertainties. Actual results or outc" 0001104659-13-039572,controls_and_procedures,P1_4,243,"and Procedures We maintain disclosure controls and procedures defined in Rule 13a-15(e) under the Exchange Act, as controls and other procedures that are designed to ensure that information required to be disclosed by the issuer in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the SEC’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed in the reports that we file or submit under the Securities Exchange Act is accumulated and communicated to our management, including our President and Chief Executive Officer, Thomas Brisbin, and our Chief Financial Officer, Kimberly Gant, as appropriate to allow timely decisions regarding required disclosure. In connection with the preparation of this Quarterly Report, an evaluation was performed under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, of the effectiveness of our disclosure controls and procedures as of March 29, 2013. Based on that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were effective, at a reasonable assurance level, as of March 29, 2013. No change in our internal control over financial reporting occurred during the period covered by this report that ha" 0001944558-24-000021,market_for_equity,5,1087,"for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities Market Information Our common stock trades on the New York Stock Exchange under the symbol “VTS.” The closing price for our common stock on February 15, 2024 was $22.16 per share. Comparison Performance Chart The following information in this Item 5 of this Annual Report on Form 10-K is not deemed to be “soliciting material” or to be “filed” with the SEC or subject to Regulation 14A or 14C under the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or to the liabilities of Section 18 of the Exchange Act, and will not be deemed to be incorporated by reference into any filing under the Securities Act or the Exchange Act, except to the extent we specifically incorporate it by reference into such a filing. The following graph compares the cumulative total stockholder return on our common stock since January 17, 2023 (VTS’s first trading day following the Spin-Off), and the cumulative total returns of Standard & Poor’s 500 Index (“S&P 500”) and the S&P Oil & Gas Exploration & Production Select Industry Index (“S&P O&G E&P”) for the same period. This graph tracks the performance of a $100 investment in our common stock and in each index (including reinvestment of all dividends) from January 17, 2023 to December 31, 2023. The stock price performance included in this graph is not necessarily indicative of future stock price performance. Authorized Capital Stock The Com" 0001104659-25-107719,md_and_a,P1_2,6311,"DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS The following discussion should be read together with our condensed consolidated financial statements and related notes included elsewhere in this Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2025 (the “Quarterly Report”) and consolidated financial statements and related notes appearing in our Annual Report on Form 10-K for the year ended December 31, 2024 (the “2024 Annual Report”). Management’s Discussion and Analysis of Financial Conditions and Results of Operations (“MD&A”) contain forward-looking statements. Our actual results could differ materially from those anticipated in these forward-looking statements. See “Cautionary Note Regarding Forward Looking Statements” in this Quarterly Report, Part I, Item 1A Risk Factors of the 2024 Annual Report, and Part II, Item 1A Risk Factors in this Quarterly Report for a discussion of certain risks, uncertainties and assumptions associated with these statements. This MD&A is divided into the following sections: ● Overview ● Market Conditions and Industry Trends ● Key Business Metrics ● Results of Operations ● Business Segment Disclosures ● Non-U.S. GAAP Financial Measures ● Liquidity and Capital Resources ● Critical Accounting Policies and Estimates All dollar amounts are in USD thousands except share amounts and per share data and as otherwise noted. 17 Table of Contents OVERVIEW eXp World Holdings, Inc. (the “Company,” “eXp” o" 0001193125-25-302557,full_body,N/A,1012,"8-K STEPAN CO false 0000094049 0000094049 2025-11-26 2025-11-26 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 26, 2025 STEPAN COMPANY (Exact name of Registrant as Specified in Its Charter) Delaware 1-4462 36-1823834 (State or Other Jurisdictionof Incorporation) (CommissionFile Number) (IRS EmployerIdentification No.) 1101 Skokie BoulevardSuite 500 Northbrook,Illinois 60062 (Address of Principal Executive Offices) (Zip Code) Registrant’s Telephone Number, Including Area Code: 847 446-7500 (Former Name or Former Address, if Changed Since Last Report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each class TradingSymbol(s) Name of each exchangeon which registered Common Stock, $1 par value SCL The New Y" 0000012927-17-000073,financial_statements,P1_1,11551,"Statements The Boeing Company and Subsidiaries Condensed Consolidated Statements of Operations (Unaudited) (Dollars in millions, except per share data) Nine months ended September 30 Three months ended September 30 2017 2016 2017 2016 Sales of products $60,484 $63,563 $21,825 $21,494 Sales of services 7,540 7,722 2,484 2,404 Total revenues 68,024 71,285 24,309 23,898 Cost of products (49,856 ) (55,117 ) (18,050 ) (17,907 ) Cost of services (5,730 ) (6,163 ) (1,910 ) (1,983 ) Boeing Capital interest expense (53 ) (46 ) (27 ) (14 ) Total costs and expenses (55,639 ) (61,326 ) (19,987 ) (19,904 ) 12,385 9,959 4,322 3,994 Income from operating investments, net 169 220 49 69 General and administrative expense (2,888 ) (2,617 ) (915 ) (923 ) Research and development expense, net (2,418 ) (3,901 ) (767 ) (857 ) Loss on dispositions, net (10 ) (1 ) Earnings from operations 7,248 3,651 2,689 2,282 Other income, net 94 41 45 2 Interest and debt expense (267 ) (227 ) (87 ) (81 ) Earnings before income taxes 7,075 3,465 2,647 2,203 Income tax (expense)/benefit (2,010 ) (201 ) (794 ) 76 Net earnings $5,065 $3,264 $1,853 $2,279 Basic earnings per share $8.37 $5.09 $3.10 $3.64 Diluted earnings per share $8.27 $5.04 $3.06 $3.60 Cash dividends paid per share $4.26 $3.27 $1.42 $1.09 Weighted average diluted shares (millions) 612.8 647.9 606.3 632.7 See Notes to the Condensed Consolidated Financial Statements. 1 Table of Contents The Boeing Company and Subsidiaries Condensed Consolidated Statem" 0001670541-25-000152,financial_statements,8,23095,"Statements and Supplementary Data Index to Consolidated Financial Statements Page Report of Independent Registered Public Accounting Firm(PCAOB ID238) 55 Consolidated Statements of Income (Loss) for the years ended September 30, 2025, 2024 and 2023 58 Consolidated Statements of Comprehensive Income (Loss) for the years ended September 30, 2025, 2024 and 2023 59 Consolidated Statements of Financial Position as of September 30, 2025 and 2024 60 Consolidated Statements of Cash Flows for the years ended September 30, 2025, 2024 and 2023 61 Consolidated Statements of Shareholders' Equity for the years ended September 30, 2025, 2024 and 2023 63 Notes to Consolidated Financial Statements 64 Schedule II - Valuation and Qualifying Accounts for the years ended September 30, 2025, 2024 and 2023 108 Adient plc | Form 10-K | 54 Report of Independent Registered Public Accounting Firm To the Board of Directors and Shareholders of Adient plc Opinions on the Financial Statements and Internal Control over Financial Reporting We have audited the accompanying consolidated statements of financial position of Adient plc and its subsidiaries (the “Company”) as of September 30, 2025 and 2024, and the related consolidated statements of income (loss), of comprehensive income (loss), of shareholders' equity and of cash flows for each of the three years in the period ended September 30, 2025, including the related notes and financial statement schedule listed in the accompanying index (collectively refe" 0001589526-18-000045,legal_proceedings,P2_1,65,"Proceedings. Blue Bird is engaged in legal proceedings in the ordinary course of its business. Although no assurances can be given about the final outcome of pending legal proceedings, at the present time management does not believe that the resolution or outcome of any of Blue Bird’s pending legal proceedings will have a material adverse effect on its financial condition, liquidity or results of operations." 0001193125-26-241922,full_body,N/A,671,"8-K false 0001811063 0001811063 2026-05-21 2026-05-21 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 21, 2026 Nuvation Bio Inc. (Exact name of registrant as specified in its charter) Delaware 001-39351 85-0862255 (State or other jurisdictionof incorporation) (CommissionFile Number) (I.R.S. EmployerIdentification No.) 1500 Broadway , Suite 1401 New York , NY 10036 (Address of principal executive offices) (332) 208-6102 (Registrant’s telephone number, including area code) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule14a-12under the Exchange Act (17 CFR240.14a-12) ☐ Pre-commencementcommunications pursuant to Rule14d-2(b)under the Exchange Act (17 CFR240.14d-2(b)) ☐ Pre-commencementcommunications pursuant to Rule13e-4(c)under Exchange Act (17 CFR240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each class TradingSymbol(s) Name of each exchangeon which registered Class A Common Stock, $0.0001 par value per share NUVB The New York Stock Exchange Indicate by check mark whether the registrant is an eme" 0001062231-15-000023,financial_statements,8,18428,"Statements and Supplementary Data Consolidated Statements of Income Year Ended December 31, 2014 2013 2012 (in millions, except per share data) Net sales $ 3,696.0 $ 3,207.3 $ 2,930.9 Cost of goods sold 3,173.2 2,728.6 2,531.2 Gross profit 522.8 478.7 399.7 Selling, general and administrative expenses 255.2 238.4 243.3 Operating income 267.6 240.3 156.4 Interest expense (99.9 ) (115.9 ) (101.6 ) Investment income 2.1 0.6 0.6 Other income (expense) Debt refinancing and redemption costs — (36.8 ) (19.8 ) Other, net 6.9 (1.9 ) (4.1 ) Income before income taxes 176.7 86.3 31.5 Income tax expense (benefit) 33.7 (8.2 ) (335.2 ) Net income $ 143.0 $ 94.5 $ 366.7 Net loss attributable to noncontrolling interests — — 1.0 Net income attributable to AAM $ 143.0 $ 94.5 $ 367.7 Basic earnings per share $ 1.85 $ 1.23 $ 4.88 Diluted earnings per share $ 1.85 $ 1.23 $ 4.87 See accompanying notes to consolidated financial statements 37 AMERICAN AXLE & MANUFACTURING HOLDINGS, INC. Consolidated Statements of Comprehensive Income Year Ended December 31, 2014 2013 2012 (in millions) Net income $ 143.0 $ 94.5 $ 366.7 Other comprehensive income (loss), net of tax Defined benefit plans, net of $23.2 million, $(41.3) million and $32.3 million of tax in 2014, 2013 and 2012, respectively (42.7 ) 76.6 (58.9 ) Foreign currency translation adjustments (30.3 ) (26.2 ) (9.4 ) Change in derivatives (7.7 ) (2.0 ) 7.8 Other comprehensive income (loss) (80.7 ) 48.4 (60.5 ) Comprehensive income 62.3 142.9 306.2 " 0001069157-16-000092,other_information,9B,857,"INFORMATION None. PART III ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE EXECUTIVE OFFICERS OF THE REGISTRANT The following table presents the executive officers of the Company, their ages, positions and office, and business experience during the last five years. There is no family relationship between any of the Company’s executive officers or directors. Each officer is appointed by the Board of the Company or the Bank and serves at their pleasure. Name Age(1) Position with Company or Bank and Prior Positions Dominic Ng 57 Chairman and Chief Executive Officer of the Company and the Bank since 1992. Julia S. Gouw 56 President and Chief Operating Officer of the Company and the Bank since 2009. Wendy Cai-Lee 41 Executive Vice President and Head of U.S. Eastern and Texas Regions, Head of Consumer and Business Banking since 2015; 2014 - 2015: Executive Vice President and Head of U.S. Eastern and Texas Regions;2011 - 2014: Senior Managing Director and Head of U.S. Eastern and Texas Regions;2009 - 2011: Managing Director at Deloitte & Touche LLP. Douglas P. Krause 59 Executive Vice President, Chief Risk Officer, General Counsel, and Secretary of the Company and the Bank since 1996. Irene H. Oh 38 Executive Vice President and Chief Financial Officer of the Company and the Bank since 2010. Albert Sun 61 Executive Vice President and Chief Credit Officer of the Bank since 2015; 2014: Managing Director of Capital Markets of the Bank; 2012 - 2014: Senior Vice Presiden" 0001047469-13-001836,legal_proceedings,3,111,"Proceedings. From time to time, we are named as a defendant in legal actions. Generally, these actions arise out of our normal course of business. We are not a party to any pending legal proceedings other than routine litigation incidental to the business. Also, a lawsuit has been filed against us in connection with our pending acquisition of Metals USA. It is common for lawsuits to be filed with respect to transactions of this size. We expect that these matters will be resolved without having a material adverse effect on our results of operations or financial condition. We maintain liability insurance against risks arising out of our normal course of business." 0000903423-15-000480,full_body,N/A,1828,"UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 6, 2015 (Exact name of registrant as specified in its charter) Delaware(State or other jurisdictionof incorporation) 001-02217(CommissionFile Number) 58-0628465(IRS EmployerIdentification No.) One Coca-Cola PlazaAtlanta, Georgia 30313 (Address of principal executive offices) (Zip Code) Registrant’s telephone number, including area code: (404) 676-2121 Not Applicable (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: þ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Item 7.01 Regulation FD Disclosure. On August 6, 2015, The Coca-Cola Company (the “ Company ” or “ KO ”), together with Coca-Cola Enterprises, Inc. (“ CCE ”) and Coca-Cola Iberian Partners, S.A.’s (“ CCIP ”) hosted a conference call for investors to announce the " 0001437749-15-009308,controls_and_procedures,P1_4,332,"and Procedures Evaluation of Disclosure Controls and Procedures Our management, with the participation of our principal executive officers and principal financial and accounting officer, evaluated the effectiveness of our disclosure controls and procedures pursuant to Rule 13a-15 under the Securities Exchange Act of 1934 as of the end of the period covered by this report on Form 10-Q. In designing and evaluating the disclosure controls and procedures, management recognized that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives. In addition, the design of disclosure controls and procedures must reflect the fact that there are resource constraints and that management is required to apply its judgment in evaluating the benefits of possible controls and procedures relative to their costs. Based on that evaluation, our principal executive officers and principal financial and accounting officer concluded that our disclosure controls and procedures were effective as of March 31, 2015. Changes in Internal Control over Financial Reporting There were no changes in our internal control over financial reporting during the most recent fiscal quarter that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting. PART I I. Other Information Item 1. Legal Proceedings We periodically are involved in various legal proceedin" 0000002488-16-000124,quantitative_disclosures,P1_3,49,"AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK Reference is made to “Part II, Item 7A, Quantitative and Qualitative Disclosures About Market Risk,” in our Annual Report on Form 10-K for the year ended December 26, 2015. There have not been any material changes in market risk since December 26, 2015." 0001564590-19-003281,properties,2,714,"operties As of December 31, 2018, our Portfolio consisted of 35 properties representing 12,555 units in seven states. The following table provides a summary of the properties in our Portfolio as of December 31, 2018: As of December 31, 2018 Properties by State Location Numberof Units DateAcquired Purchase Price(in thousands) Average EffectiveMonthly RentPer Unit (1) % Occupied (2) Number ofUnits Rehabbed (3) RehabExpendituresper Unit (4) 2017-2018 Same Store Properties Texas Arbors on Forest Ridge Bedford, Texas 210 1/31/2014 $ 12,805 $ 870 95.2 % 190 $ 3,027 Cutter's Point Richardson, Texas 196 1/31/2014 15,845 1,109 95.4 % 165 4,185 Eagle Crest Irving, Texas 447 1/31/2014 27,325 922 94.9 % 118 2,623 Silverbrook Grand Prairie, Texas 642 1/31/2014 30,400 835 94.9 % 449 3,022 Belmont at Duck Creek Garland, Texas 240 9/30/2014 18,525 1,030 92.1 % 193 3,670 Heatherstone Dallas, Texas 152 2/26/2015 9,450 874 94.7 % 157 4,227 The Ashlar Dallas, Texas 264 2/26/2015 16,235 859 94.3 % 296 3,732 Versailles Dallas, Texas 388 2/26/2015 26,165 884 96.4 % 446 3,761 Venue at 8651 Fort Worth, Texas 333 10/30/2015 19,250 875 92.8 % 277 4,238 Old Farm Houston, Texas 734 12/29/2016 84,721 1,176 92.9 % — — Stone Creek at Old Farm Houston, Texas 190 12/29/2016 23,332 1,173 96.8 % — — Florida The Summit at Sabal Park Tampa, Florida 252 8/20/2014 19,050 955 94.4 % 184 4,485 Courtney Cove Tampa, Florida 324 8/20/2014 18,950 895 95.7 % 129 4,738 Sabal Palm at Lake Buena Vista Orlando, Florida 400 " 0001262039-19-000006,other_information,9B,1983,"Information None. Part III ITEM 10. Directors, Executive Officers and Corporate Governance Information responsive to this item is incorporated herein by reference to our definitive proxy statement with respect to our 2019 Annual Meeting of Stockholders to be filed with the SEC within 120 days after the end of the fiscal year covered by this Annual Report on Form 10-K. As part of our system of corporate governance, our board of directors has adopted a code of business conduct and ethics. The code applies to all of our employees, officers (including our principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions), agents and representatives, including our independent directors and consultants, who are not our employees, with regard to their Fortinet-related activities. Our code of business conduct and ethics is available on our website at www.fortinet.com under “Corporate—Investor Relations—Corporate Governance.” We will post on this section of our website any amendment to our code of business conduct and ethics, as well as any waivers of our code of business conduct and ethics, that are required to be disclosed by the rules of the SEC or the Nasdaq Stock Market. ITEM 11. Executive Compensation Information responsive to this item is incorporated herein by reference to our definitive proxy statement with respect to our 2019 Annual Meeting of Stockholders to be filed with the SEC within 120 days aft" 0001193125-15-271360,financial_statements,P1_1,26204,"Proceedings 46 Item 1A Risk Factors 49 Item 6 Exhibits 50 Signature 51 Table of Contents Part I. Item 1. Consolidated Financial Statements EXPEDIA, INC. CONSOLIDATED STATEMENTS OF OPERATIONS (In thousands, except for per share data) (Unaudited) Three months endedJune 30, Six months endedJune 30, 2015 2014 2015 2014 Revenue $ 1,662,600 $ 1,494,632 $ 3,035,997 $ 2,695,003 Costs and expenses: Cost of revenue(1) 321,082 300,501 643,000 595,120 Selling and marketing(1) 885,480 743,616 1,648,861 1,368,315 Technology and content(1) 186,516 169,075 376,971 332,050 General and administrative(1) 141,394 102,540 257,791 201,585 Amortization of intangible assets 26,880 18,264 51,922 36,756 Legal reserves, occupancy tax and other 5,510 31,416 8,039 34,955 Restructuring and related reorganization charges 5,646 — 10,322 — Operating income 90,092 129,220 39,091 126,222 Other income (expense): Interest income 4,693 6,883 10,238 12,681 Interest expense (28,515 ) (22,321 ) (56,509 ) (44,125 ) Gain on sale of business 508,810 — 508,810 — Other, net (17,023 ) (7,177 ) 88,078 (7,658 ) Total other income (expense), net 467,965 (22,615 ) 550,617 (39,102 ) Income before income taxes 558,057 106,605 589,708 87,120 Provision for income taxes (131,221 ) (20,751 ) (130,311 ) (21,070 ) Net income 426,836 85,854 459,397 66,050 Net loss attributable to noncontrolling interests 22,808 3,519 34,390 9,019 Net income attributable to Expedia, Inc. $ 449,644 $ 89,373 $ 493,787 $ 75,069 Earnings per share a" 0001000228-26-000013,controls_and_procedures,9A,574,"Report on Internal Control over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audit of internal control over financial reporting in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audit also included performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion. As indicated in the accompanying Item 9A, Controls and Procedures, management’s assessment of and conclusion on the effectiveness of internal control over financial reporting did not include the " 0000805676-21-000101,full_body,N/A,878,"prk-20210726 false 0000805676 0000805676 2021-07-26 2021-07-26 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) July 26, 2021 PARK NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Ohio 1-13006 31-1179518 (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 50 North Third Street, P.O. Box 3500, Newark, Ohio 43058-3500 (Address of principal executive offices) (Zip Code) (740) 349-8451 (Registrant’s telephone number, including area code) Not Applicable (Former name or former address, if changed since last report.) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol(s) Name of each exchange on which registered Common shares, without par value " 0001018840-20-000055,full_body,N/A,3577,"Document false 0001018840 0001018840 2020-06-17 2020-06-17 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 17, 2020 ABERCROMBIE & FITCH CO. (Exact name of registrant as specified in its charter) Delaware 1-12107 31-1469076 (State or other jurisdiction of incorporation or organization) (Commission File Number) (I.R.S. Employer Identification No.) 6301 Fitch Path New Albany Ohio 43054 (Address of principal executive offices) (Zip Code) Registrant’s telephone number, including area code: (614) 283-6500 Not Applicable (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading symbol(s) Name of each exchange on which registered Class A Common Stock, $0.01 Par Va" 0001580808-24-000105,md_and_a,P1_2,6196,"DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS The following discussion and analysis of our financial condition and results of operations (“MD&A”) should be read in conjunction with our condensed consolidated financial statements and related notes included elsewhere in this document. In addition to historical information, the MD&A contains forward-looking statements that reflect our plans, estimates, and beliefs that involve significant risks and uncertainties. Our actual results could differ materially from those discussed in the forward-looking statements. Factors that could cause or contribute to those differences include those discussed below and elsewhere in this Quarterly Report on Form 10-Q, particularly in “Note Regarding Forward-Looking Statements” and other risk factors contained in Part I, Item 1A “Risk Factors” in our 2023 Annual Report. Overview We are a leading provider of secure application solutions and services that enable a new generation of intelligently connected companies with the ability to continuously improve cyber protection and digital responsiveness across dynamic Information Technology (“IT”) and network infrastructures. Our product portfolio seeks to address many of the cyber protection challenges and solution requirements. The portfolio consists of six secure application solutions; Thunder Application Delivery Controller (“ADC”), Lightning Application Delivery Controller (“Lightning ADC”), Thunder Carrier Grade Networkin" 0001193125-18-303041,risk_factors,1A,10203,"Factors Our operating results may fluctuate due to a number of factors, many of which are beyond our control. Our annual and quarterly operating results are affected by a number of factors, including: • adverse changes in current macro-economic conditions, both in the U.S. and internationally; • how well we execute on our strategy and operating plans, and the impact of changes in our business model; • the volume and timing of orders placed by our customers; • the level of capacity utilization of our manufacturing facilities and associated fixed costs; • the composition of the costs of revenue among materials, labor and manufacturing overhead; • price competition; • changes in demand for our products or services, as well as the volatility of these changes; • changes in demand in our customers’ end markets, as well as the volatility of these changes; • our exposure to financially-troubled customers; • any potential future termination, or substantial winding down, of significant customer relationships; • our level of experience in manufacturing particular products; • the degree of automation used in our assembly process; • the efficiencies achieved in managing inventories and property, plant and equipment; • significant costs incurred in acquisitions and other transactions; • fluctuations in the cost and availability of materials; • adverse changes in political conditions, both in the U.S. and internationally, including among other things, adverse changes in ta" 0001445305-14-002046,financial_statements,P1_1,12053,"STATEMENTS DREW INDUSTRIES INCORPORATED CONDENSED CONSOLIDATED STATEMENTS OF INCOME (Unaudited) Three Months EndedMarch 31, 2014 2013 (In thousands, except per share amounts) Net sales $ 285,377 $ 252,586 Cost of sales 222,177 204,995 Gross profit 63,200 47,591 Selling, general and administrative expenses 37,154 32,860 Executive succession — 1,143 Operating profit 26,046 13,588 Interest expense, net 120 118 Income before income taxes 25,926 13,470 Provision for income taxes 9,762 5,098 Net income $ 16,164 $ 8,372 Net income per common share: Basic $ 0.68 $ 0.36 Diluted $ 0.67 $ 0.36 Weighted average common shares outstanding: Basic 23,774 23,017 Diluted 24,188 23,455 The accompanying notes are an integral part of these Condensed Consolidated Financial Statements. 3 DREW INDUSTRIES INCORPORATED CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) March 31, December 31, 2014 2013 2013 (In thousands, except per share amount) ASSETS Current assets Cash and cash equivalents $ 6,132 $ 4,035 $ 66,280 Accounts receivable, net 75,763 54,249 31,015 Inventories, net 99,017 110,207 101,211 Deferred taxes 12,557 10,073 12,557 Prepaid expenses and other current assets 9,411 9,882 14,467 Total current assets 202,880 188,446 225,530 Fixed assets, net 129,060 112,783 125,982 Goodwill 48,445 21,177 21,545 Other intangible assets, net 75,456 66,759 59,392 Deferred taxes 12,236 14,993 12,236 Other assets 9,249 7,412 8,499 Total assets $ 477,326 $ 411,570 $ 453,184 LIABILITIES AND STOCKHOLDERS’ EQU" 0000737758-22-000029,md_and_a,P1_2,8189,"DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS This Management’s Discussion and Analysis of Financial Condition and Results of Operations (""MD&A"") is intended to provide a reader of our Condensed Consolidated Financial Statements with a narrative from the perspective of management on our financial condition, results of operations, liquidity, and certain other factors that may affect our future results. Unless the context indicates otherwise, the terms ""company,"" ""TTC,"" ""we,"" ""our,"" or ""us"" refer to The Toro Company and its consolidated subsidiaries. This MD&A should be read in conjunction with the MD&A included in Part II, Item 7 of our Annual Report on Form 10-K for the fiscal year ended October 31, 2021. Unless expressly stated otherwise, the comparisons presented in this MD&A refer to the same period in the prior fiscal year. Our MD&A is presented as follows: • Company Overview • Results of Operations • Business Segments • Financial Position • Non-GAAP Financial Measures • Critical Accounting Policies and Estimates This discussion contains various ""forward-looking statements"" within the meaning of the Private Securities Litigation Reform Act of 1995 and we refer readers to the section titled ""Cautionary Note Regarding Forward-Looking Statements"" located at the beginning of this Quarterly Report on Form 10-Q for more information. Non-GAAP Financial Measures Throughout this MD&A, we have provided financial measures that are not calculated or present" 0001019687-10-002384,business,1,7421,"Overview We are a provider of an innovative cold chain frozen shipping system dedicated to providing superior, affordable cryogenic shipping solutions that ensure the safety, status and temperature, of high value, temperature sensitive materials. We have developed cost effective reusable cryogenic transport containers (referred to as ""shippers"") capable of transporting biological, environmental and other temperature sensitive materials at temperatures below 0° Celsius. These dry vapor shippers and shipping system are one of the first significant alternatives to dry ice shipping and achieve 10-plus day holding times compared to one to two day holding times with dry ice. Our value proposition comes from both providing safe transportation with an environmentally friendly, long lasting shipper, and through our value added services that offer a simple hassle-free solution for our customers. These value-added services include an internet-based web portal that enables the customer to initiate scheduling, shipping and tracking of the progress and status of a shipment, and provides in-transit temperature and custody transfer monitoring services of the shipper. The CryoPort service also provides a fully ready charged shipper containing all freight bills, customs documents and regulatory paperwork for the entire journey of the shipper to our customers at their pickup and delivery locations. Our principal focus has been the further development and commercial launch of CryoPort Express" 0000930420-21-000212,controls_and_procedures,P1_4,400,"AND PROCEDURES. Evaluation of Disclosure Controls and Procedures As of June 30, 2021, we carried out an evaluation required by Rules 13a-15 and 15d-15 under the Exchange Act (the “Evaluation”) under the supervision and with the participation of our CEO and CFO, of the effectiveness of our disclosure controls and procedures as defined in Rules 13a-15 and 15d-15 under the Exchange Act (“Disclosure Controls”). Based on the Evaluation, our CEO and CFO concluded that the design and operation of our Disclosure Controls were effective to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is: (1) recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms; and (2) accumulated and communicated to management, including the principal executive officer and the principal financial officer, as appropriate to allow timely decisions regarding disclosure. Changes in Internal Control over Financial Reporting Management has evaluated, with the participation of our CEO and CFO, whether any changes in our internal control over financial reporting that occurred during our last fiscal quarter have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting. Based on the evaluation we conducted, management has concluded that no such changes have occurred. Inherent Limitations of Internal Control Over Financial Reporting Because of the " 0001334036-21-000072,md_and_a,P1_2,5998,"Discussion and Analysis of Financial Condition and Results of Operations Business Overview Crocs, Inc. and our consolidated subsidiaries (collectively the “Company,” “Crocs,” “we,” “us,” or “our”) are engaged in the design, development, worldwide marketing, distribution, and sale of casual lifestyle footwear and accessories for men, women, and children. We strive to be the world leader in innovative casual footwear for women, men, and children, combining comfort and style with a value that consumers want. The vast majority of shoes within our collection contain Croslite™ material, a proprietary, molded footwear technology, delivering extraordinary comfort with each step. Known or Anticipated Trends Based on our recent operating results and current perspectives on our operating environment, we anticipate certain trends will continue to impact our operating results: • Our revenue grew in the three months ended March 31, 2021, despite challenging global logistics that impacted many industries around the world, including the blockage of the Suez Canal, which we expect to have a more significant impact on operations in the second quarter of 2021, and significant bottlenecks in West Coast ports, which had an impact on first quarter 2021 operations and is expected to continue to impact future quarters this year. We continue to be proactive in our supervision of this global logistics congestion. • Our new EMEA distribution center in Dordrecht, the Netherlands, opened in the three mo" 0001101215-13-000110,full_body,N/A,382,"form.htm SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): May 15, 2013 ALLIANCE DATA SYSTEMS CORPORATION (Exact Name of Registrant as Specified in Charter) DELAWARE 001-15749 31-1429215 (State or Other Jurisdiction (Commission (IRS Employer of Incorporation) File Number) Identification No.) 7500 DALLAS PARKWAY, SUITE 700 PLANO, TEXAS 75024 (Address and Zip Code of Principal Executive Offices) (214) 494-3000 (Registrant’s Telephone Number, including Area Code) NOT APPLICABLE (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the Registrant under any of the following provisions: [ ] Written communications pursuant to Rule 425 under the Securities Act [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act [ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act Item 7.01 Regulation FD Disclosure. On May 15, 2013, Alliance Data Systems Corporation issued a press release providing an update on its Private Label segment. A copy of this press release is attached hereto as Exhibit 99.1. Item 9.01 Financial Statements and Exhibits. (d) Exhibits Exhibit No. Docume" 0001437749-16-026549,risk_factors,1A,2613,"FACTORS You should carefully consider the following factors, in addition to the other information included in this Annual Report on Form 10-K and the other documents incorporated herein by reference, before deciding whether to purchase or sell our common stock. Any or all of the following risk factors could have a material adverse effect on our business, financial condition, results of operations and prospects. S ales of our principal products have been and may continue to be affected by adverse economic cycles in the renovation and construction of commercial and institutional buildings. Sales of our principal products are related to the renovation and construction of commercial and institutional buildings. This activity is cyclical and has been affected by the strength of a country’s or region’s general economy, prevailing interest rates and other factors that lead to cost control measures by businesses and other users of commercial or institutional space. The effects of cyclicality upon the corporate office segment tend to be more pronounced than the effects upon the institutional segment. Historically, we have generated more sales in the corporate office segment than in any other market. The effects of cyclicality upon the new construction segment of the market also tend to be more pronounced than the effects upon the renovation segment. These effects may recur and could be more pronounced if global economic conditions do not improve or are further weakened. 12 Tabl" 0001628280-25-052484,full_body,N/A,489,"crl-20251114 0001100682 false 0001100682 2025-11-14 2025-11-14 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 November 14, 2025 Date of Report (Date of earliest event reported) CHARLES RIVER LABORATORIES INTERNATIONAL, INC. (Exact Name of Registrant as Specified in Charter) Delaware 001-15943 06-1397316 (State or OtherJurisdiction of Incorporation) (Commission File Number) (IRS EmployerIdentification No.) 251 Ballardvale Street Wilmington , Massachusetts 01887 (Address of Principal Executive Offices) (Zip Code) 781 - 222-6000 (Registrant’s Telephone Number, including Area Code) Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol(s) Name of each exchange on which registered Common stock, $0.01 par value CRL New York Stock Exchange Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Indicate by check mark whether " 0001694426-24-000060,risk_factors,P2_1A,569,"FACTORS There were no material changes during the three months ended March 31, 2024 to the risk factors identified in the Company’s fiscal 2023 Annual Report on Form 10-K. ITEM 5. OTHER INFORMATION Rule 10b5-1 Trading Plans During the quarter ended March 31, 2024, none of our directors or officers (as defined in Rule 16a-1 under the Exchange Act) adopted , modified or terminated a ""Rule 10b5-1 trading arrangement"" or ""non-Rule 105b-1 trading arrangement"" (as those terms are defined in Item 408 of Regulation S-K). Intercompany Note On May 2, 2024, the Boards of Directors of the Company and Delek Logistics GP, LLC, the general partner of Delek Logistics, authorized the termination of the intercompany loan agreement between the Company and Delek Logistics, with the termination expected to be effective on or around May 31, 2024. ITEM 6. EXHIBITS Exhibit No. Description 4.1 Indenture, dated as of March 13, 2024, among the Delek Logistics, LP, Delek Logistics Finance Corp., the Guarantors named therein and U.S. Bank Trust Company, National Association, as trustee (incorporated by reference to Exhibit 4.1 to the Delek Logistics' Form 8-K filed on March 13, 2024, SEC File No. 001-35721). 4.2 Form of 8.625% Senior Note due 2029 (included as Exhibit A in Exhibit 4.1)(incorporated by reference to Exhibit 4.2to theDelek Logistics'Form 8-K filed on March 13, 2024, SEC File No. 001-35721). 31.1 # Certification of the Company’s Chief Executive Officer pursuant to Rule 13a-14(a)/15(d)-14(a) " 0001495240-19-000009,full_body,N/A,496,"Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ____________________ Form 8-K ____________________ CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event Reported): May 7, 2019 Gladstone Land Corporation (Exact Name of Registrant as Specified in Charter) Maryland 001-35795 54-1892552 (State or Other Jurisdiction of Incorporation) (Commission File Number) (I.R.S. Employer Identification Number) 1521 Westbranch Drive, Suite 100, McLean, Virginia 22102 (Address of Principal Executive Offices) (Zip Code) (703) 287-5800 (Registrant's telephone number, including area code) (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: [ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) [ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exch" 0001193125-26-076495,md_and_a,7,8909,"DISCUSSION AND ANALYSIS O F FINANCIAL CONDITION AND RESULTS OF OPERATIONS This discussion and analysis should be read in conjunction with our financial statements and accompanying notes included elsewhere in this report. Operating results are not necessarily indicative of results that may occur in future periods. Overview We are a biopharmaceutical company focused on discovering, developing and commercializing novel muscle activators and muscle inhibitors as potential treatments for debilitating diseases in which muscle performance is compromised and/or declining. We have discovered and are developing muscle-directed investigational medicines that may potentially improve the healthspan of people with devastating cardiovascular and neuromuscular diseases of impaired muscle function. Our research and development activities relating to the biology of muscle function have evolved from our knowledge and expertise regarding the cytoskeleton, a complex biological infrastructure that plays a fundamental role within every human cell. As a leader in muscle biology and the mechanics of muscle performance, we are discovering and developing small molecule drug candidates specifically engineered to impact muscle function and contractility with objective to build a sustainable specialty biopharmaceutical business. Our first commercial product is MYQORZO™ (aficamten), 5 mg, 10 mg, 15 mg, and 20 mg tablets which the FDA approved in December 2025. MYQORZO has since been approved in both the " 0001157523-12-001539,full_body,N/A,384,"UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) March 21, 2012 AMERICAN STATES WATER COMPANY (Exact name of registrant as specified in its charter) California 001-14431 95-4676679 (State or other jurisdiction ofincorporation or organization) (Commission File Number) (I.R.S. EmployerIdentification No.) 630 East Foothill Blvd.San Dimas, California 91773 (Address of principalexecutive offices) (Zip Code) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions ( see General Instruction A.2 below): ⃞ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ⃞ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 14a-12) ⃞ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ⃞ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Section 5 - Corporate Governance and Management Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On March 21, 2012, the Board of Directors of American States Water Company increased the number of directors of the Co" 0001558370-19-004422,md_and_a,P1_2,4252,"DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Unless otherwise indicated, “Monarch,” “Company,” “we,” “our” and “us” refer to Monarch Casino & Resort, Inc. and its subsidiaries. STATEMENT ON FORWARD-LOOKING INFORMATION This Quarterly Report on Form 10-Q contains forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, (the “Exchange Act”) regarding our expectations and beliefs concerning the timing for completion, cost, financing, transformative potential, scope and impact of, and continued investment in, our Monarch Black Hawk Expansion; additional revenue opportunities as a result of project and budget modifications for our Monarch Black Hawk Expansion; timing of completion of various phases and project updates by our general contractor; our full year of expanded operations in 2020; business prospects; business strategies and outlook; additional revenue opportunities as a result of project and budget modifications for our Monarch Black Hawk Expansion; positioning of our properties to benefit from future macro and local economic growth; capital requirements; anticipated sources of funds and adequacy of such funds to meet our debt obligations and capital requirements; financial condition, legal matters and other matters. The Private Securities Litigation Reform Act of 1995 provides a safe harbor for forward-looking statements. We note that many factors could cause our actual results and expe" 0001558370-23-013194,controls_and_procedures,P1_4,211,"AND PROCEDURES ​ Disclosure Controls and Procedures ​ Our management, including our Chief Executive Officer and Chief Financial Officer, performed an evaluation of our disclosure controls and procedures, which have been designed to ensure that information we are required to disclose in the reports we file or submit under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), is recorded, processed, summarized and reported, within the time periods specified in the rules and forms of the SEC. Our management, including our Chief Executive Officer and Chief Financial Officer, concluded that, as of June 30, 2023, those controls and procedures were effective to ensure that information we are required to disclose in the reports we file or submit under the Exchange Act is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure. ​ 38 Table of Contents Changes in Internal Control ​ During the six months ended June 30, 2023, there were no changes in our internal control over financial reporting that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f) under the Exchange Act). ​ PART II. OTHER INFORMATION" 0000103730-22-000003,full_body,N/A,711,"false 0000103730 0000103730 2022-02-07 2022-02-07 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported)February 7, 2022 Vishay Intertechnology, Inc. (Exact name of registrant as specified in its charter) Delaware 1-7416 38-1686453 (State or Other Jurisdiction of Incorporation) (Commission File Number) (I.R.S. Employer Identification Number) 63 Lancaster AvenueMalvern,PA 19355-2143 (Address of Principal Executive Offices) Zip Code Registrant's telephone number, including area code610-644-1300 (Former name or former address, if changed since last report.) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1" 0001104659-14-058802,unregistered_sales,P2_2,249,"SALES OF EQUITY SECURITIES AND USE OF PROCEEDS None. ITEM 3. DEFAULTS UPON SENIOR SECURITIES None. ITEM 4. MINE SAFETY DISCLOSURE Not applicable. ITEM 5. OTHER INFORMATION None. 36 Table of Contents ITEM 6. EXHIBITS ExhibitNo. Description 31.1 Certification by Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002(1) 31.2 Certification by Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002(1) 32.1 Certification by Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002(2) 101 The following materials from the Bruker Corporation Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2014 formatted in Extensible Business Reporting Language (XBRL): (i) the Condensed Consolidated Statements of Income and Comprehensive Income, (ii) the Condensed Consolidated Balance Sheets, (iii) the Condensed Consolidated Statements of Cash Flows and (iv) Notes to the Condensed Consolidated Financial Statements(2) (1) Filed herewith. (2) Furnished herewith. 37 Table of Contents SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. BRUKER CORPORATION Date: August 8, 2014 By: /s/ FRANK H. LAUKIEN, PH.D. Frank H. Laukien, Ph.D. President, Chief Executive Officer and " 0001193125-18-152587,md_and_a,P1_2,5554,"Discussion and An alysis of Financial Condition and Results of Operations This Quarterly Report on Form 10-Q contains forward-looking statements (within the meaning of the federal securities law) that involve substantial risks and uncertainties. All statements, other than statements of historical facts, included in this report regarding our strategy, future operations, future financial position, future net sales, projected costs, projected expenses, prospects and plans and objectives of management are forward-looking statements. The words “anticipates,” “believes,” “estimates,” “expects,” “intends,” “may,” “plans,” “projects,” “will,” “would,” and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. We have based these forward-looking statements on our current expectations and projections about future events. Although we believe that the expectations underlying any of our forward-looking statements are reasonable, these expectations may prove to be incorrect, and all of these statements are subject to risks and uncertainties. Should one or more of these risks and uncertainties materialize, or should underlying assumptions, projections, or expectations prove incorrect, our actual results, performance, or financial condition may vary materially and adversely from those anticipated, estimated, or expected. These risks and uncertainties include, but are not limited to: the risk of si" 0000037785-22-000025,changes_in_accounting,9,2861,"REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS Not Applicable. 106 Table of Contents PART III ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE Information concerning directors, appearing under the caption ""III. Board of Directors"" in our Proxy Statement to be filed with the SEC in connection with the Annual Meeting of Stockholders scheduled to be held on April 28, 2022 (the ""Proxy Statement""), information concerning executive officers, appearing under the caption ""Item 4A. Information about our Executive Officers"" in Part I of this Annual Report on Form 10-K, information concerning the Audit Committee, appearing under the caption ""IV. Information About the Board of Directors and Corporate Governance - Committees and Independence of Directors - Audit Committee"" in the Proxy Statement, and information concerning the Code of Ethics, appearing under the caption ""IV. Information About the Board of Directors and Corporate Governance - Corporate Governance - Code of Ethics and Business Conduct Policy"" in the Proxy Statement, is incorporated herein by reference in response to this Item 10. ITEM 11. EXECUTIVE COMPENSATION The information contained in the Proxy Statement in the section titled ""VI. Executive Compensation"" with respect to executive compensation, in the section titled ""IV. Information About the Board of Directors and Corporate Governance—Director Compensation"" and ""—Corporate Governance—Compensation and Organization Committee Interlocks and Inside" 0001104659-21-100433,full_body,N/A,538,"0001158324 false DC 0001158324 2021-08-05 2021-08-05 iso4217:USD xbrli:shares iso4217:USD xbrli:shares UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): August 5, 2021 Cogent Communications Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 000-51829 46-5706863 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. EmployerIdentification No.) 2450 N St NW,Washington,D.C. 20037 (Address of principal executive offices) (Zip Code) Registrant’s telephone number, including area code: 202 - 295-4200 Not Applicable (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of Each Class Trading Symbol Name of Each Ex" 0001628280-23-005529,full_body,N/A,528,"ospn-20230228 false 0001044777 0001044777 2023-02-28 2023-02-28 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ________________________________________________ FORM 8-K ________________________________________________ CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 28, 2023 ________________________________________________ OneSpan Inc. (Exact name of registrant as specified in charter) ________________________________________________ Delaware 000-24389 36-4169320 (State or other jurisdiction ofincorporation) (CommissionFile Number) (IRS EmployerIdentification No.) 121 West Wacker Drive , Suite 2050 Chicago , Illinois 60601 (Address of principal executive offices) (Zip Code) Registrant’s telephone number, including area code: ( 312 ) 766-4001 N/A (Former name or former address, if changed since last report) ________________________________________________ Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol(s) Name of each exchange on which registered Common Shares OSPN NASDAQ Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 un" 0001193125-18-034053,full_body,N/A,595,"Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): February 1, 2018 Workday, Inc. (Exact Name of the Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-35680 20-2480422 (Commission File Number) (IRS Employer Identification No.) 6230 Stoneridge Mall Road, Pleasanton, California 94588 (Address of Principal Executive Offices) (Zip Code) (925) 951-9000 (Registrant’s Telephone Number, Including Area Code) (Former Name or Former Address, If Changed Since Last Report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions ( see General Instruction A.2. below): ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule14a-12under the Exchange Act (17 CFR240.14a-12) ☐ Pre-commencementcommunications pursuant to Rule14d-2(b)under the Exchange Act (17 CFR240.14d-2(b)) ☐ Pre-commencementcommunications pursuant to Rule13e-4(c)under the Exchange Act (17 CFR240.13e-4(c)) Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act o" 0000014272-14-000045,full_body,N/A,610,"8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act Of 1934 Date of Report (Date of earliest event reported): February 1, 2014 BRISTOL-MYERS SQUIBB COMPANY (Exact Name of Registrant as Specified in its Charter) Delaware 1-1136 22-0790350 (State or OtherJurisdiction ofIncorporation) (Commission FileNumber) (IRS EmployerIdentificationNumber) 345 Park Avenue New York, NY, 10154 (Address of Principal Executive Office) Registrant’s telephone number, including area code: (212) 546-4000 Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions ( see General Instruction A.2. below): ¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Item 2.01. Completion of Acquisition or Disposition of Assets. On February 1, 2014, Bristol-Myers Squibb (BMS) sold to AstraZeneca PLC (AstraZeneca) the diabetes business of BMS which comprised our global alliance with them, including all rights and ownership to Onglyza (saxagliptin), Forxiga (dapa" 0001869198-22-000057,md_and_a,P1_2,9659,"DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Forward-Looking Statements Certain statements in this discussion and analysis are “forward-looking statements” within the meaning of federal securities regulations. Forward-looking statements in this discussion and analysis include, but are not limited to, our plans, possible or assumed future actions, strategies and prospects, both business and financial, including our financial outlook, events and results of operations. Generally, forward-looking statements are not based on historical facts but instead represent only our current beliefs and assumptions regarding future events. All forward-looking statements are, by nature, subject to risks, uncertainties and other factors. This discussion and analysis does not purport to identify factors that could cause actual results to differ materially from those expressed or implied in forward-looking statements. You should understand that forward-looking statements are not guarantees of performance or results and are preliminary in nature. Statements preceded by, followed by or that otherwise include the words “believe,” “expects,” “anticipates,” “intends,” “projects,” “estimates,” “plans,” “may increase,” “may result,” “will result,” “may fluctuate,” and similar expressions or future or conditional verbs such as “will,” “should,” “would,” “may,” and “could” are generally forward-looking in nature and not historical facts. In addition, any statements or informati" 0001558370-21-001915,risk_factors,1A,31535,"Factors Our business is subject to numerous risks. The following important factors, among others, could cause our actual results to differ materially from those expressed in forward-looking statements made by us or on our behalf in this Annual Report on Form 10-K and other filings with the Securities and Exchange Commission (the “SEC”), press releases, communications with investors, and oral statements. Actual future results may differ materially from those anticipated in our forward-looking statements. We undertake no obligation to update any forward-looking statements, whether as a result of new information, future events, or otherwise. ​ Risks Related to Our Financial Position and Need for Additional Capital We have incurred significant losses since inception. We expect to incur losses for the foreseeable future and may never achieve or maintain profitability. Since inception, we have incurred significant operating losses. Our net losses were $116.0 million, $133.7 million, and $110.0 million for the years ended December 31, 2020, 2019 and 2018, respectively. As of December 31, 2020, we had an accumulated deficit of $665.2 million. We have financed our operations primarily through public offerings of our common stock, private placements of our preferred stock, our collaboration with Juno Therapeutics, Inc., a wholly-owned subsidiary of Bristol-Myers Squibb Company (“Juno Therapeutics”), and payments under our strategic alliance with Allergan Pharmaceuticals International L" 0001193125-22-076942,quantitative_disclosures,P1_3,21,"and Qualitative Disclosures About Market Risk. There have been no material changes in information reported since the filing the Form 10." 0000821189-19-000022,full_body,N/A,2252,"Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 11, 2019 _______________ EOG RESOURCES, INC. (Exact name of registrant as specified in its charter) Delaware(State or other jurisdictionof incorporation) 1-9743(Commission FileNumber) 47-0684736(I.R.S. EmployerIdentification No.) 1111 Bagby, Sky Lobby 2 Houston, Texas 77002 (Address of principal executive offices) (Zip Code) 713-651-7000 (Registrant's telephone number, including area code) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: [ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) [ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each classCommon Stock, par value $0.01 per share Trading symbol(s)EOG Name of each exchange on which registeredNew York Stock Exchange Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of t" 0001193125-20-059835,selected_financial_data,6,462,"FINANCIAL DATA You should read the following selected financial data together with our consolidated financial statements and the related notes appearing at the end of this Annual Report on Form 10-K and the “Management’s Discussion and Analysis of Financial Condition and Results of Operations” section. We have derived the statement of operations data for the years ended December 31, 2019, 2018 and 2017 and the balance sheet data as of December 31, 2019 and 2018 from our audited consolidated financial statements appearing at the end of this Annual Report on Form 10-K. The selected statements of operations data for the year ended December 31, 2016 and the balance sheet data as of December 31, 2017 and 2016 is derived from our audited consolidated financial statements not included in this Annual Report on Form 10-K. Our historical results are not necessarily indicative of the results that may be expected in any future period. Year Ended December 31, 2019 2018 2017 2016 (in thousands, except share and per share data) Statement of Operations Data: Revenue $ — $ — $ — $ — Operating expenses: Research and development(1) 59,208 41,340 27,899 5,782 General and administrative(1) 23,761 18,623 7,828 3,486 Total operating expenses 82,969 59,963 35,727 9,268 Loss from operations (82,969 ) (59,963 ) (35,727 ) (9,268 ) Other income (expense): Interest expense — — — (163 ) Interest and other income, net 6,200 2,448 236 — Total other income (expense), net 6,200 2,448 236 (163 ) Net loss $ (" 0001104659-10-055000,md_and_a,P1_2,22,"this Quarterly Report on Form 10-Q under the caption “Liquidity and Capital Resources - Market Risk” and is incorporated herein by reference." 0000950170-24-130564,full_body,N/A,1036,"8-K 0001653087 false 0001653087 2024-11-25 2024-11-25 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported):November 25, 2024 Alector, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38792 82-2933343 (State or Other Jurisdictionof Incorporation) (Commission File Number) (IRS EmployerIdentification No.) 131 Oyster Point Blvd.Suite 600 South San Francisco,California 94080 (Address of Principal Executive Offices) (Zip Code) Registrant’s Telephone Number, Including Area Code:(415)231-5660 (Former Name or Former Address, if Changed Since Last Report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each class TradingSymbol(s) Name of each exchange on which registered Common Stock ALEC The Nasdaq Stock Market LLC" 0001104659-11-052076,full_body,N/A,286,"UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 15, 2011 TYCO INTERNATIONAL LTD. (Exact Name of Registrant as Specified in its Charter) Switzerland 98-0390500 (Jurisdiction of Incorporation) (IRS Employer Identification Number) 001-13836 (Commission File Number) Freier Platz 10 CH-8200 Schaffhausen, Switzerland (Address of Principal Executive Offices, including Zip Code) 41-52-633-02-44 (Registrant’s Telephone Number, including Area Code) Check the appropriate box below if the form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) o Pre-commencement communications pursuant to Rule 14d-2 (b) under the Exchange Act (17 CFR 240.14d-2 (b)) o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Item 8.01 Other Events. On September 15, 2011, the Company issued a press release announcing that it had reached an agreement to acquire Visonic Ltd. (TASE: VSC.TA) for approximately $100 million in cash. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated by ref" 0000793074-20-000016,full_body,N/A,812,"Document false 0000793074 0000793074 2020-03-26 2020-03-26 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 26, 2020 WERNER ENTERPRISES, INC. (Exact name of registrant as specified in its charter) Nebraska 0-14690 47-0648386 (State or other jurisdiction ofincorporation) (Commission File Number) (I.R.S. EmployerIdentification No.) 14507 Frontier Road Post Office Box 45308 Omaha , Nebraska 68145-0308 (Address of principal executive offices) (Zip Code) ( 402 ) 895-6640 (Registrant’s telephone number, including area code) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR40.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol(s) Name of each exchange on which registered Common Stock, $0.01 Par Value WERN The NASDAQ Stock Market LLC Indicate by check mark whethe" 0000917520-14-000007,unresolved_staff_comments,1B,43,"STAFF COMMENTS As of the filing of this Annual Report on Form 10-K, we had no unresolved comments from the staff of the Securities and Exchange Commission that were received not less than 180 days before the end of our 2013 fiscal year." 0001628280-26-049183,full_body,N/A,681,"fsbc-20260722 0001275168 FALSE 0001275168 2026-07-22 2026-07-22 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): July 22, 2026 FIVE STAR BANCORP (Exact Name of Registrant as Specified in Charter) California 001-40379 75-3100966 (State or Other Jurisdictionof Incorporation) (CommissionFile Number) (I.R.S. EmployerIdentification No.) 3100 Zinfandel Drive, Suite 100 , Rancho Cordova , California , 95670 (Address of Principal Executive Offices, and Zip Code) (916) 626-5000 Registrant’s Telephone Number, Including Area Code Not Applicable (Former Name or Former Address, if Changed Since Last Report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions ( see General Instruction A.2. below): ☐ Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communication pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communication pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol(s) Name of each exchange on which re" 0002011641-25-000027,risk_factors,1A,12743,"Factors Risk factors summary For a summary of risk factors, see our “Forward-Looking Statements and Risk Factor Summary” on page 1. Risk factors In addition to the other information contained in this Annual Report, you should carefully consider the following risk factors before investing in our common stock. The risks and uncertainties we describe below are not the only ones we face. Additional risks and uncertainties of which we are not aware or that we currently believe are immaterial may also adversely affect the Company. If any of the possible events described below were to occur, the business, financial condition and results of operations of the Company could be materially and adversely affected. If that happens, the market price of our common stock could decline, and holders of shares of our common stock could lose all or part of their investment. This Annual Report also contains forward-looking statements that involve risks and uncertainties. Our actual results may differ materially from those anticipated in these forward-looking statements as a result of various factors, including the risks described below and elsewhere in this Annual Report. Market conditions, competition, financial Weakness in the economy, market trends, uncertainty and other conditions in the markets in which we operate, particularly in the U.S., have in the past and may in the future adversely affect the profitability and financial stability of some of our customers and vendors, and, in turn, nega" 0001084869-11-000002,md_and_a,P1_2,6750,"DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS. Forward Looking Statements This “Management’s Discussion and Analysis of Financial Condition and Results of Operations” (MD&A) is intended to provide an understanding of our financial condition, change in financial condition, cash flow, liquidity and results of operations. The following MD&A discussion should be read in conjunction with the consolidated financial statements and notes to those statements that appear elsewhere in this Form 10-Q and in the Company’s Annual Report on Form 10-K. The following discussion contains forward-looking statements that reflect the Company’s plans, estimates and beliefs. The Company’s actual results could differ materially from those discussed or referred to in the forward-looking statements. Factors that could cause or contribute to any differences include, but are not limited to, those discussed under the caption “Forward-Looking Information and Factors That May Affect Future Results” and under Part I, Item 1A, of the Company's Annual Report on Form 10-K under the heading“Risk Factors”. Overview 1-800-FLOWERS.COM, is the world’s leading florist and gift shop. For more than 30 years, 1-800-FLOWERS® (1-800-356-9377 or www.1800flowers.com) has been helping deliver smiles for our customers with gifts for every occasion, including fresh flowers and the finest selection of plants, gift baskets, gourmet foods, confections, candles, balloons and plush stuffed animals. A" 0000799233-20-000044,controls_and_procedures,P1_4,253,"AND PROCEDURES Evaluation of Disclosure Controls and Procedures – We have established disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) to ensure that material information relating to us, including our consolidated subsidiaries, is made known to the officers who certify our financial reports and to other members of senior management and the Board of Directors. As of the end of the period covered by this report, we carried out an evaluation, under the supervision and with the participation of our management, including the Chief Executive Officer (Principal Executive Officer) and Chief Financial Officer (Principal Accounting and Financial Officer), of the effectiveness of the design and operations of our disclosure controls and procedures. Based upon that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were effective as of June 30, 2020 . Our management, including our Chief Executive Officer and Chief Financial Officer, does not expect that our disclosure controls and procedures, or our internal controls, will prevent all errors or intentional fraud. An internal control system, no matter how well-conceived and operated, can only provide reasonable, not total, assurance that the objectives of such internal controls are met. Changes in Internal Control Over Financial Reporting – There have been no changes in our internal control over financial reporting" 0000109563-22-000025,unregistered_sales,P2_2,1201,"Sales of Equity Securities and Use of Proceeds Repurchases of common stock in the quarter ended December 31, 2021 were as follows: Period (a) Total Number of Shares (b) Average Price Paid per Share ($) (c) Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs (d) Maximum Number of Shares that May Yet Be Purchased Under the Plans or Programs (1) October 1, 2021 to October 31, 2021 0 $0.00 0 387,960 November 1, 2021 to November 30, 2021 0 $0.00 0 387,960 December 1, 2021 to December 31, 2021 35,000 $100.78 35,000 352,960 Total 35,000 $100.78 35,000 352,960 (1) On October 24, 2016, the Board of Directors authorized the repurchase of up to 1.5 million shares of the Company's common stock, replacing the prior authorization. We publicly announced the new authorization on October 26, 2016. Purchases can be made in the open market or in privately negotiated transactions. The authorization is in effect until all shares are purchased, or the Board revokes or amends the authorization. ITEM 6. Exhibits Exhibit No. Description 3.1 Amended and Restated Articles of Incorporation of Applied Industrial Technologies, Inc., as amended on October 25, 2005 (filed as Exhibit 3(a) to the Company’s Form 10-Q for the quarter ended December 31, 2005, SEC File No. 1-2299, and incorporated here by reference). 3.2 Code of Regulations of Applied Industrial Technologies, Inc., as amended on October 19, 1999 (filed as Exhibit 3(b) to the Company’s Form 10-Q for the quarter ended S" 0001047469-15-001007,controls_and_procedures,9A,1039,"and Procedures Disclosure Controls and Procedures SPX management, including the Chief Executive Officer and Chief Financial Officer, conducted an evaluation of the effectiveness of disclosure controls and procedures, pursuant to Exchange Act Rule 13a-15(b), as of December 31, 2014. Based on that evaluation, the Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures are effective. Changes in Internal Control Over Financial Reporting In connection with the evaluation by SPX management, including the Chief Executive Officer and Chief Financial Officer, of our internal control over financial reporting, pursuant to Exchange Act Rule 13a-15(d), no changes during the quarter ended December 31, 2014 were identified that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting. Management's Report on Internal Control Over Financial Reporting Management is responsible for establishing and maintaining adequate internal control over financial reporting. Our internal control framework and processes were designed to provide reasonable assurance to management and the Board of Directors regarding the reliability of financial reporting and the preparation of our consolidated financial statements for external purposes in accordance with accounting principles generally accepted in the United States of America. Our internal control over financial reporting includes those polici" 0000815556-26-000041,legal_proceedings,P2_1,56,"PROCEEDINGS A description of our legal proceedings, if any, is contained in Note 8 of the Notes to Condensed Consolidated Financial Statements. The description of legal proceedings, if any, in Note 8 is incorporated herein by reference. ITEM 1A — RISK FACTORS There have been no material changes from the risk factors described in Part I," 0001564590-20-011799,other_information,9B,1896,"INFORMATION On March 17, 2020, after reviewing with its independent compensation consultant the policies regarding acceleration of vesting in connection with a change in control at our peer companies, the Compensation Committee modified the change in control termination protection for certain members of our senior leadership team, including Ms. Carullo, to provide that if, in connection with a change in control, their employment is terminated without cause or they resign for good reason, their outstanding equity awards will be 100% accelerated (an increase from the 24 months of acceleration previously approved). Messrs. Levie and Smith already were provided 100% acceleration, therefore this change had no effect on them. 99 PART III Item 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE The information required by this item will be contained in our definitive proxy statement to be filed with the Securities and Exchange Commission in connection with our 2020 annual meeting of stockholders (the Proxy Statement), which is expected to be filed not later than 120 days after the end of our fiscal year ended January 31, 2020, and is incorporated in this Annual Report on Form 10-K by reference. Our board of directors has adopted a Code of Business Conduct and Ethics that applies to all of our employees, officers and directors, including our Chief Executive Officer, Chief Financial Officer, and other executive and senior financial officers. The full text of our Corporate" 0000879169-23-000025,financial_statements,P1_1,10383,"Statements INCYTE CORPORATION CONDENSED CONSOLIDATED BALANCE SHEETS (in thousands, except number of shares and par value) June 30,2023 December 31,2022* (unaudited) ASSETS Current assets: Cash and cash equivalents $ 3,131,123 $ 2,951,422 Marketable securities—available-for-sale (amortized cost $294,371and $292,580as of June 30, 2023 and December 31, 2022, respectively; allowance for credit losses $0as of June 30, 2023 and December 31, 2022) 292,243 287,543 Accounts receivable 637,994 644,879 Inventory 35,937 41,995 Prepaid expenses and other current assets 167,136 167,011 Total current assets 4,264,433 4,092,850 Restricted cash 1,719 1,698 Long term investments 170,316 133,676 Inventory 142,048 78,964 Property and equipment, net 749,352 739,310 Finance lease right-of-use assets, net 25,631 26,298 Other intangible assets, net 134,954 129,219 Goodwill 155,593 155,593 Deferred income tax asset 532,507 457,941 Other assets, net 31,706 25,435 Total assets $ 6,208,259 $ 5,840,984 LIABILITIES AND STOCKHOLDERS’ EQUITY Current liabilities: Accounts payable $ 155,538 $ 277,546 Accrued compensation 111,708 138,761 Accrued and other current liabilities 810,852 701,053 Finance lease liabilities 3,166 3,179 Acquisition-related contingent consideration 37,509 36,538 Total current liabilities 1,118,773 1,157,077 Acquisition-related contingent consideration 179,491 184,462 Finance lease liabilities 29,491 30,083 Other liabilities 139,812 99,243 Total liabilities 1,467,567 1,470,865 Commitment" 0001193125-16-476036,controls_and_procedures,9A,621,"and Procedures Evaluation of Disclosure Controls and Procedures We evaluated the effectiveness of the design and operation of our disclosure controls and procedures as of December 31, 2015, the end of the period covered by this Annual Report on Form 10-K. This evaluation was done under the supervision and with the participation of management, including our Chief Executive Officer (“CEO”) and Chief Financial Officer (“CFO”). Disclosure controls and procedures means controls and other procedures that are designed to provide reasonable assurance that information required to be disclosed in the reports that we file or submit under the Securities and Exchange Act of 1934, as amended (the “Exchange Act”), such as this Annual Report on Form 10-K, is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the Securities and Exchange Commission (“SEC”). Disclosure controls and procedures include, without limitation, controls and procedures designed such that information is accumulated and communicated to our management, including our CEO and CFO, as appropriate to allow timely decisions regarding required disclosure. Based on this evaluation, our CEO and CFO have concluded that as of December 31, 2015, our disclosure controls and procedures were effective. Management’s Annual Report on Internal Control Over Financial Reporting Our management is responsible for establishing and maintaining adequate internal control over financial rep" 0001628280-18-002352,other_information,9B,784,"INFORMATION None. PART III ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE Executive Officers of the Registrant The following table presents the Company’s executive officers’ names, ages, positions and offices, and business experience during the last five years as of February 27, 2018 . There is no family relationship between any of the Company’s executive officers or directors. Each officer is appointed by the Board of Directors of the Company or the Bank and serves at their pleasure. Name Age(1) Positions and Offices, and Business Experience Dominic Ng 59 Chairman and Chief Executive Officer of the Company and the Bank since 1992. Gregory L. Guyett 54 President and Chief Operating Officer of the Company and the Bank since October 2016; 2015 - 2016: Executive Vice President of Corporate Development at Johnson Controls; 2014 - 2015: Co-Head of Banking and Head of Investment Banking, Asia Pacific, J.P. Morgan; 2013 - 2014: Chief Executive Officer for Greater China, J.P. Morgan. Douglas P. Krause 61 Executive Vice President, Chief Risk Officer, General Counsel and Secretary of the Company and the Bank since 1996. Irene H. Oh 40 Executive Vice President and Chief Financial Officer of the Company and the Bank since 2010. Andy Yen 60 Executive Vice President and Head of International and Commercial Banking since 2013; 2005 - 2013: Executive Vice President and Director of the Business Banking Division of the Bank. (1) As ofFebruary 27, 2018. Code of Ethics The Comp" 0001428336-21-000039,full_body,N/A,514,"hqy-20211206 0001428336 false 0001428336 2021-12-06 2021-12-06 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) December 6, 2021 HEALTHEQUITY, INC. Delaware 001-36568 52-2383166 (State or other jurisdiction ofincorporation or organization) (Commission File Number) (I.R.S. EmployerIdentification Number) 15 West Scenic Pointe Drive Suite 100 Draper , Utah 84020 ( 801 ) 727-1000 (Address, including Zip Code, and Telephone Number, including Area Code, of Registrant’s Principal Executive Offices) Not Applicable (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2): ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol(s) Name of each exchange on which registered Common stock, par v" 0000857005-19-000020,full_body,N/A,473,"Document false 0000857005 0000857005 2019-10-23 2019-10-23 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(D) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported) October 23, 2019 PTC Inc. (Exact Name of Registrant as Specified in Its Charter) Massachusetts 0-18059 04-2866152 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No.) 121 Seaport Boulevard Boston Massachusetts 02210 (Address of Principal Executive Offices) (Zip Code) (Registrant's Telephone Number, Including Area Code) (781) 370-5000 (Former Name or Former Address, if Changed Since Last Report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (seeGeneral Instruction A.2. below): ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Title of each class Trading Symbol Name of each exchange on which registered Common Stock, $.01 par value per share PTC NASDAQ Global Select Market Indicate by check mark " 0001717307-18-000020,full_body,N/A,428,"Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 27, 2018 INDUSTRIAL LOGISTICS PROPERTIES TRUST (Exact Name of Registrant as Specified in Its Charter) Maryland (State or Other Jurisdiction of Incorporation) 001-38342 82-2809631 (Commission File Number) (IRS Employer Identification No.) Two Newton Place, 255 Washington Street, Suite 300, Newton, Massachusetts 02458-1634 (Address of Principal Executive Offices) (Zip Code) 617-219-1460 (Registrant’s Telephone Number, Including Area Code) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging gro" 0001590976-22-000050,properties,2,515,"Tennessee Our Malibu and Axis boats are manufactured in Loudon, Tennessee. We lease the property where we have our 197,000 square-foot facility that is used to manufacture Malibu and Axis boats. This property also includes warehouses and office space. The property is leased pursuant to a lease agreement that has a term through March 31, 2028, with the option to extend for three additional terms of ten years each. We also lease the property where we have our 23,500 square-foot facility that is used to store our warranty parts. This property also includes warehouses and office space. The property is leased pursuant to a lease agreement that has a term through December 31, 2022, with the option to extend for one additional term of two years. We also own 165,000 square-feet of space neighboring our manufacturing facility in Loudon, Tennessee that we use for trailer production, engine production, shipping and office space. Our Tennessee facilities are used in our Malibu segment. Kansas Our Cobalt boats are manufactured in Neodesha, Kansas. We own the property in Neodesha, where we have four manufacturing facilities aggregating to 493,000 square feet of manufacturing space. Our Neodesha facilities are used in our Cobalt segment. Florida Our Pursuit boats are manufactured in Fort Pierce, Florida. We own the property where our Pursuit facilities are located which consist of six manufacturing facilities for aggregating to 398,000 square feet of manufacturing space. Our Maverick Boat G" 0000876437-16-000090,full_body,N/A,344,"8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): January 21, 2016 MGIC Investment Corporation __________________________________________ (Exact name of registrant as specified in its charter) Wisconsin 1-10816 39-1486475 _____________________(State or other jurisdiction _____________(Commission ______________(I.R.S. Employer of incorporation) File Number) Identification No.) 250 E. Kilbourn Avenue, Milwaukee, Wisconsin 53202 _________________________________(Address of principal executive offices) ___________(Zip Code) Registrant’s telephone number, including area code: 414-347-6480 Not Applicable _____________________________________________ Former name or former address, if changed since last report Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: [ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) [ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Item 2.02 Results of Operations and Financial Co" 0000831259-16-000062,mine_safety,4,620,"Safety Disclosures. The safety and health of all employees is our highest priority. Management believes that safety and health considerations are integral to, and compatible with, all other functions in the organization and that proper safety and health management will enhance production and reduce costs. Our approach towards the health and safety of our workforce is to continuously improve performance through implementing robust management systems and providing adequate training, safety incentive and occupational health programs. Our objective is zero work place injuries and occupational illnesses. We measure progress toward achieving our objective against regularly established benchmarks, including measuring company-wide Total Recordable Incident Rates (TRIR). Our TRIR (including contractors) was 0.56 per 200,000 man-hours worked in 2015 and 2014 , and 0.74 per 200,000 man-hours worked in 2013 . The metal mining sector industry average reported by the U.S. Mine Safety and Health Administration (MSHA) was 2.23 per 200,000 man-hours worked in 2014 and 2.39 per 200,000 man-hours worked in 2013 . The metal mining sector industry average for 2015 was not available at the time of this filing. Refer to Exhibit 95.1 for mine safety disclosures required in accordance with Section 1503(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act and Item 104 of Regulation S-K. Executive Officers of the Registrant. Certain information as of February 19, 2016 , about our executi" 0001193125-14-366151,full_body,N/A,333,"8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) October 8, 2014 RPM INTERNATIONAL INC. (Exact name of registrant as specified in its charter) Delaware 1-14187 02-0642224 (State or other jurisdictionof incorporation) (CommissionFile Number) (IRS EmployerIdentification No.) 2628 Pearl Road, P.O. Box 777, Medina, Ohio 44258 (Address of principal executive offices) (Zip Code) Registrant’s telephone number, including area code: (330) 273-5090 (Former name or former address, if changed since last report.) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): ¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Item 2.02 Results of Operations and Financial Condition. On October 8, 2014, the Company issued a press release announcing its first quarter results, which provided detail not included in previously issued " 0001185185-15-000716,market_for_equity,5,1096,"for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities. (a) Market Information Our shares of Common Stock are quoted on the OTCQB under the symbol “SSNT.” Prior to 2011, our Common Stock was listed under the symbol “TYRIA”. The OTCQB is a quotation service that displays real-time quotes, last-sale prices, and volume information in over-the-counter (“OTC”) equity securities. An OTCQB equity security is not listed or traded on a national securities exchange. The following table sets forth the high and low bid price for our common stock for each quarter during the past two fiscal years. The prices reflect inter-dealer quotations, do not include retail mark-ups, markdowns or commissions and do not necessarily reflect actual transactions. High Low Fiscal 2013: First Quarter (January 1 – March 31) $ 6.00 $ 1.50 Second Quarter (April 1 – June 30) $ 6.90 $ 3.33 Third Quarter (July 1 – September 30) $ 5.10 $ 2.10 Fourth Quarter (October 1 – December 31) $ 4.20 $ 1.80 Fiscal 2014: First Quarter (January 1 – March 31) $ 4.20 $ 2.10 Second Quarter (April 1 – June 30) $ 6.00 $ 3.60 Third Quarter (July 1 – September 30) $ 6.00 $ 3.00 Fourth Quarter (October 1 – December 31) $ 9.00 $ 1.80 (b) Holders of Common Equity As of March 30, 2015, there were 735 stockholders of record. An additional number of stockholders are beneficial holders of our Common Stock in “street name” through banks, brokers and other financial institutions that are th" 0000216085-19-000021,unregistered_sales,P2_2,561,"Sales of Equity Securities and Use of Proceeds The board of directors has authorized management, at its discretion, to repurchase limited amounts of our common stock and Class A common stock. A program was initially approved by the board on November 3, 1986 with subsequent authorizations made as to the number of shares to be repurchased or amount to be repurchased in total dollars. On May 17, 2019, the board authorized management to repurchase up to $1 0 .0 million of common and Class A common stock in addition to the amount remaining from a previous authorization. The following table presents information with respect to our repurchase of Havertys’ common stock during the second quarter of 2019: (a)Total Number of Shares Purchased (b)Average Price Paid Per Share (c)Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs (d)Approximate Dollar Value of Shares ThatMay Yet be Purchased Under the Plans or Programs April 1 – April 30 — — — $ 16,279,813 May 1 – May 31 626,366 $ 18.28 626,366 $ 14,830,694 June 1 – June 30 378,860 $ 16.88 378,860 $ 8,437,021 16 Item 6. Exhibits (a) Exhibits The exhibits listed below are filed with or incorporated by reference into this report (those filed with this report are denoted by an asterisk). Unless otherwise indicated, the exhibit number of documents incorporated by reference corresponds to the exhibit number in the referenced documents. Exhibit Number Description of Exhibit (Commission File No. 1-14445) 3.1 " 0000896264-22-000008,financial_statements,P1_1,5256,"STATEMENTS USANA HEALTH SCIENCES, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS (in thousands, except par value) (unaudited) As ofOctober 1,2022 As ofJanuary 1,2022 ASSETS Current assets Cash and cash equivalents $ 246,879 $ 239,832 Inventories 67,278 98,318 Prepaid expenses and other current assets 26,997 26,967 Total current assets 341,154 365,117 Property and equipment, net 95,228 101,780 Goodwill 17,104 17,668 Intangible assets, net 32,158 30,442 Deferred tax assets 13,019 4,839 Other assets 57,400 57,894 $ 556,063 $ 577,740 LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities Accounts payable $ 10,362 $ 13,508 Other current liabilities 115,484 147,282 Total current liabilities 125,846 160,790 Deferred tax liabilities 4,801 7,497 Other long-term liabilities 14,317 14,329 Stockholders' equity Common stock, $0.001par value; Authorized -50,000shares, issued and outstanding19,198as of October 1, 2022 and19,393as of January 1, 2022 19 19 Additional paid-in capital 52,238 50,010 Retained earnings 378,841 344,637 Accumulated other comprehensive income (loss) (19,999) 458 Total stockholders' equity 411,099 395,124 $ 556,063 $ 577,740 The accompanying notes are an integral part of these statements. 3 Table of Contents USANA HEALTH SCIENCES, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (in thousands, except per share data) (unaudited) Quarter Ended Nine Months Ended October 1,2022 October 2,2021 October 1,2022 October 2,2021 Net " 0001050797-18-000044,full_body,N/A,444,"Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 6, 2018 COLUMBIA SPORTSWEAR COMPANY (Exact name of registrant as specified in its charter) Oregon 000-23939 93-0498284 (State or other jurisdictionof incorporation) (CommissionFile Number) (I.R.S. EmployerIdentification No.) 14375 Northwest Science Park Drive Portland, Oregon 97229 (Address of principal executive offices) (Zip code) (503) 985-4000 (Registrant’s telephone number, including area code) No Change (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this ch" 0001062993-13-006208,controls_and_procedures,P1_4,192,"and Procedures Evaluation of Disclosure Controls and Procedures Our management, with the participation of our Principal Executive Officer and Principal Financial Officer, has evaluated the effectiveness of our disclosure controls and procedures (as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act), as of the end of the period covered by this report. Based on such evaluation, our Principal Executive Officer and Principal Financial Officer have concluded that, as of the end of the period covered by this report, our disclosure controls and procedures were effective. It should be noted that any system of controls is based in part upon certain assumptions designed to obtain reasonable (and not absolute) assurance as to its effectiveness, and there can be no assurance that any design will succeed in achieving its stated goals. Changes in Internal Controls There have been no changes in our internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during our fiscal quarter ended October 31, 2013, that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting. 31 PART II – OTHER INFORMATION" 0001193125-21-263408,full_body,N/A,1760,"8-K 00-0000000 false 0001830214 0001830214 2021-09-01 2021-09-01 0001830214 us-gaap:CapitalUnitsMember 2021-09-01 2021-09-01 0001830214 srngu:Class160AOrdinaryShareParValue0.0001PerShareMember 2021-09-01 2021-09-01 0001830214 us-gaap:WarrantMember 2021-09-01 2021-09-01 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): September 1, 2021 SOARING EAGLE ACQUISITION CORP. (Exact name of registrant as specified in its charter) Cayman Islands 001-40097 N/A (State or other jurisdictionof incorporation) (CommissionFile Number) (IRS EmployerIdentification No.) 955 Fifth Avenue New York , NY 10075 (Address of principal executive offices, including zip code) Registrant’s telephone number, including area code: (310) 209-7280 Not Applicable (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule14a-12under the Exchange Act (17 CFR240.14a-12) ☐ Pre-commencementcommunications pursuant to Rule14d-2(b)under the Exchange Act (17 CFR240.14d-2(b)) ☐ Pre-commencementcommunications pursuant to " 0000354950-14-000042,full_body,N/A,1517,"HD_8K_11.06.14 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 __________________ FORM 8-K __________________ CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): November 6, 2014 __________________ THE HOME DEPOT, INC. (Exact Name of Registrant as Specified in Charter) __________________ Delaware 1-8207 95-3261426 (State or Other Jurisdictionof Incorporation) (CommissionFile Number) (IRS EmployerIdentification No.) 2455 Paces Ferry Road, N.W., Atlanta, Georgia 30339 (Address of Principal Executive Offices) (Zip Code) (770) 433-8211 (Registrant’s Telephone Number, Including Area Code) Not Applicable (Former Name or Former Address, if Changed Since Last Report) __________________ Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2 below): ¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Item 7.01. Regulation FD Disclosure. In connection with the update on its data breach discussed in Item 8." 0001104659-17-064736,risk_factors,P2_1A,132,"FACTORS The discussion of our business and operations in this Quarterly Report on Form 10-Q should be read together with the risk factors contained in our Annual Report on Form 10-K for the fiscal year ended June 30, 2017, filed with the Securities and Exchange Commission on September 7, 2017, which describe various risks and uncertainties which could materially affect our business, financial condition or future results. There have been no material changes to the risk factors included in our Annual Report on Form 10-K. The risks described in our Annual Report on Form 10-K are not the only risks we face. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial also may materially adversely affect our business, financial condition and results of operations." 0000065270-26-000017,full_body,N/A,391,"8-K false 0000065270 0000065270 2026-05-14 2026-05-14 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported):May 14, 2026 METHODE ELECTRONICS, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-33731 36-2090085 (State or Other Jurisdictionof Incorporation) (Commission File Number) (IRS EmployerIdentification No.) 25650 W 11 Mile Rd Southfield,Michigan 48034 (Address of Principal Executive Offices) (Zip Code) Registrant’s Telephone Number, Including Area Code:(708)867-6777 (Former Name or Former Address, if Changed Since Last Report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each class TradingSymbol(s) Name of each exchange on which registered Common Stock, $0.50 Par Value MEI New York Stock Exchange Indicate b" 0000705432-23-000023,quantitative_disclosures,7A,803,"AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK In the banking industry, a major risk exposure is changing interest rates. The primary objective of monitoring our interest rate sensitivity, or risk, is to provide management the tools necessary to manage the balance sheet to minimize adverse changes in net interest income as a result of changes in the direction and level of interest rates. Federal Reserve monetary control efforts, the effects of deregulation, economic uncertainty and legislative changes have been significant factors affecting the task of managing interest rate sensitivity positions in recent years. In an attempt to manage our exposure to changes in interest rates, management closely monitors our exposure to interest rate risk through our ALCO. Our ALCO meets regularly and reviews our interest rate risk position and makes recommendations to our board for adjusting this position. In addition, our board regularly reviews our asset/liability position. We primarily use two methods for measuring and analyzing interest rate risk: net income simulation analysis and MVPE modeling. We utilize the net income simulation model as the primary quantitative tool in measuring the amount of interest rate risk associated with changing market rates. This model quantifies the effects of various interest rate scenarios on projected net interest income and net income over the next 12 months. The model is used to measure the impact on net interest income relative to a base case scenari" 0001193125-26-340249,quantitative_disclosures,P1_3,25,"Upon Senior Securities 55 Item 4. Mine Safety Disclosures 55 Item 5. Other Information 55 Item 6. Exhibits 56 2 PART I — Financial Information" 0001632127-25-000033,properties,2,207,"Our headquarters is located in Phoenix, Arizona. As of December 31, 2024, we own, lease or otherwise have rights to use approximately 350 facilities, consisting of approximately 200 facilities that we own, and approximately 150 facilities that we lease or otherwise have rights to use. These facilities are in 26 different states of the United States. Our principal physical assets consist of our broadband plant and equipment, including signal receiving, encoding and decoding devices, headend facilities, fiber-optic transport and distribution networks and customer premise equipment for each of our systems. Our broadband plant and related equipment generally attach to utility poles under pole rental agreements with local public utilities and telephone companies, although in certain areas our transport and distribution network is buried in underground ducts or trenches. We own or lease real property for signal reception sites and own most of our service vehicles. 39 Table of Contents The physical components of our broadband network require maintenance and periodic upgrades to improve performance and capacity and support existing and new services and products. We also operate a network operations center that monitors our network at all times. We believe that our properties are generally in good condition and are suitable and adequate to support our operations." 0000899715-25-000004,full_body,N/A,673,"skt-20250219 0000899715 false 0000899715 2025-02-19 2025-02-19 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ___________ FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): February 19, 2025 TANGER INC . _________________________________________ (Exact name of registrant as specified in its charter) North Carolina 1-11986 56-1815473 (State or other jurisdiction of Incorporation) (Commission File Number) (I.R.S. Employer Identification Number) 3200 Northline Avenue , Suite 360 , Greensboro , NC 27408 (Address of principal executive offices) ( 336 ) 292-3010 (Registrant’s telephone number, including area code) N/A (former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol(s) Name of each exchange on which registered Common Shares,$" 0001474098-14-000029,md_and_a,P1_2,4830,"Discussion and Analysis of Financial Condition and Results of Operations. The following discussion and analysis should be read in conjunction with the consolidated financial statements and related notes included elsewhere in this report. Pebblebrook Hotel Trust is a Maryland real estate investment trust that conducts its operations so as to qualify as a REIT under the Code. Substantially all of the operations are conducted through Pebblebrook Hotel, L.P. (our ""Operating Partnership""), a Delaware limited partnership of which Pebblebrook Hotel Trust is the sole general partner. In this report, we use the terms ""the Company"", ""we"", or ""our"", to refer to Pebblebrook Hotel Trust and its subsidiaries, unless the context indicates otherwise. Forward-Looking Statements This report, together with other statements and information publicly disseminated by us, contains certain ""forward-looking statements"" within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended (the ""Exchange Act""). We intend such forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995 and include this statement for purposes of complying with these safe harbor provisions. Forward-looking statements, which are based on certain assumptions and describe our future plans, strategies and expectations, are generally identifiable by" 0001133421-15-000057,md_and_a,P1_2,7414,"Discussion and Analysis of Financial Condition and Results of Operations OVERVIEW Northrop Grumman Corporation (herein referred to as “Northrop Grumman,” the “company,” “we,” “us,” or “our”) is a leading global security company. We offer a broad portfolio of capabilities and technologies that enable us to deliver innovative products, systems and solutions for applications that range from undersea to outer space and into cyberspace. We provide products, systems and solutions in unmanned systems; cyber; command, control, communications and computers (C4), intelligence, surveillance and reconnaissance (C4ISR); strike aircraft; and logistics and modernization to government and commercial customers worldwide. We participate in many high-priority defense and government programs in the United States (U.S.) and abroad. We conduct most of our business with the U.S. Government, principally the Department of Defense (DoD) and intelligence community. We also conduct business with foreign, state and local governments and commercial customers. At September 30, 2015, the company was aligned into four sectors: Aerospace Systems, Electronic Systems, Information Systems and Technical Services. In October 2015, the company announced changes effective January 1, 2016, which are intended to better align our business with the evolving needs of our customers and enhance innovation across the company. The changes include the streamlining of our business sectors from four to three. Two new sectors wi" 0001564590-20-047271,selected_financial_data,6,130,"Financial Data 19 Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations 20 Item 7A. Quantitative and Qualitative Disclosures about Market Risk 27 Item 8. Financial Statements and Supplementary Data 28 Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure 62 Item 9A. Controls and Procedures 62 Item 9B. Other Information 65 Part III Item 10. Directors, Executive Officers and Corporate Governance 66 Item 11. Executive Compensation 66 Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters 66 Item 13. Certain Relationships and Related Transactions, and Director Independence 67 Item 14. Principal Accounting Fees and Services 67 Part IV Item 15. Exhibits, Financial Statement Schedules 68 Item 16. Form 10-K Summary 71 SIGNATURES 72 2 PART I" 0001047469-11-001633,controls_and_procedures,9A,515,"and Procedures. Disclosure Controls and Procedures. —We maintain disclosure controls and procedures that are designed to ensure that information required to be disclosed in our reports filed pursuant to the Securities Exchange Act of 1934, as amended (the ""Exchange Act""), is recorded, processed, summarized and reported within the time periods specified in the SEC's rules and forms and that such information is accumulated and communicated to our management, including the Chief Executive Officer, as appropriate, to allow timely decisions regarding required disclosures. As of the end of the period covered by this report, we conducted an evaluation, under the supervision and with the participation of our management, including the Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures. Based on that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were effective as of the end of the period covered by this report. Internal Control Over Financial Reporting. Our management is responsible for establishing and maintaining adequate internal control over financial reporting. Our internal control over financial reporting is a process designed under the supervision of our principal executive and principal financial officers to provide reasonable assurance regarding the reliability of financial reporting and the preparation of o" 0000356309-22-000098,financial_statements,8,125,"this 10-K under the caption Report of Independent Registered Public Accounting Firm . Changes in Internal Control over Financial Reporting We periodically review our internal controls over financial reporting as part of our efforts to ensure compliance with the requirements of Section 404 of the Sarbanes-Oxley Act of 2002. In addition, we routinely review our system of internal controls over financial reporting to identify potential changes to our processes and systems that may improve controls and increase efficiency, while ensuring that we maintain an effective internal controls environment. There were no changes in our internal controls over financial reporting that occurred during the quarter ended September 30, 2022, that have materially affected, or are reasonably likely to materially affect, our internal controls over financial reporting." 0001590714-26-000018,financial_statements,8,30,"Statements and Supplementary Data See “Index to Consolidated Financial Statements” in this 2025 Annual Report. 38 Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure None." 0000950170-23-039508,unregistered_sales,P2_2,492,"SALES OF EQUITY SECURITIES AND USE OF PROCEEDS ISSUER PURCHASES OF EQUITY SECURITIES Period (a)TotalNumberof SharesPurchased (b)AveragePrice Paidper Share (c)TotalNumberof SharesPurchasedas Part ofPubliclyAnnouncedPlans orPrograms (d)ApproximateDollar Valueof Sharesthat MayYet BePurchasedUnder thePlans orPrograms April 1, 2023 - April 30, 2023 — $ — — $ 4,061,000 May 1, 2023 - May 31, 2023 — — — 4,061,000 June 1, 2023 - June 30, 2023 — — — 4,061,000 Total — $ — — $ 4,061,000 See heading “Stock Repurchase Program” for more information regarding stock purchases. ITEM 3. DEFAULTS UPON SENIOR SECURITIES None. ITEM 4. MINE SAFETY DISCLOSURES Not applicable. ITEM 5. OTHER INFORMATION None of the Company's directors and officers adopted , modified or terminated a Rule 10b5-1 trading arrangement or a non-Rule 10b5-1 trading arrangement during the Company's fiscal quarter ended June 30, 2023 (each as defined in Item 408 of Regulation S-K under the Securities Exchange Act of 1934, as amended). 66 ITEM 6. EXHIBITS The exhibits required by Item 601 of Regulation S-K and filed herewith are listed in the Exhibit Index that precedes the Signature Page and the exhibits filed. ExhibitNumber Exhibit Index to Quarterly Report on Form 10-Q Description and Filing or Incorporation Reference 10.1 Sixth Amendment to the Sixth Amended and Restated Credit Agreement by and between First Mid Bancshares, Inc. and The Northern Trust Company, dated April 7, 2023Incorporated by reference to Exh" 0001193125-23-241941,full_body,N/A,1337,"8-K false 0001783183 0001783183 2023-09-26 2023-09-26 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): September 26, 2023 PHATHOM PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-39094 82-4151574 (State or other jurisdiction ofincorporation or organization) (CommissionFile Number) (I.R.S. EmployerIdentification No.) 100 Campus Drive , Suite 102 Florham Park , New Jersey 07932 (Address of principal executive offices) (Zip Code) (877) 742-8466 (Registrant’s telephone number, include area code) N/A (Former Name or Former Address, if Changed Since Last Report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule14a-12under the Exchange Act (17 CFR240.14a-12) ☐ Pre-commencementcommunications pursuant to Rule14d-2(b)under the Exchange Act (17 CFR240.14d-2(b)) ☐ Pre-commencementcommunications pursuant to Rule13e-4(c)under the Exchange Act (17 CFR240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each class TradingSymbol(s) Name of each exchangeon which registered Common Sto" 0000086521-15-000067,controls_and_procedures,P1_4,276,"AND PROCEDURES EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES Sempra Energy, SDG&E and SoCalGas have designed and maintain disclosure controls and procedures to ensure that information required to be disclosed in their respective reports is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the Securities and Exchange Commission and is accumulated and communicated to the management of each company, including each respective Chief Executive Officer and Chief Financial Officer, to allow timely decisions regarding required disclosure. In designing and evaluating these controls and procedures, the management of each company recognizes that any system of controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives; therefore, the management of each company applies judgment in evaluating the cost-benefit relationship of other possible controls and procedures. Under the supervision and with the participation of management, including the Chief Executive Officers and Chief Financial Officers of Sempra Energy, SDG&E and SoCalGas, each company evaluated the effectiveness of the design and operation of its disclosure controls and procedures as of September 30, 2015, the end of the period covered by this report. Based on these evaluations, the Chief Executive Officers and Chief Financial Officers of Sempra Energy, SDG&E and SoCalGas concluded t" 0000014707-16-000115,full_body,N/A,373,"Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) November 22, 2016 (November 22, 2016) CALERES, INC. ( Exact name of registrant as specified in its charter) New York (State or other jurisdiction of incorporation or organization) 1-2191(Commission File Number) 43-0197190(IRS Employer Identification Number) 8300 Maryland AvenueSt. Louis, Missouri(Address of principal executive offices) 63105(Zip Code) (314) 854-4000 (Registrant's telephone number, including area code) ¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Item 2.02 Results of Operations and Financial Condition On November 22, 2016, Caleres, Inc. (the ""Company"") issued a press release (the ""Press Release"") announcing, among other things, its results of operations for the quarter ended October 29, 2016. A copy of the Press Release is being furnished as Exhibit 99.1 hereto, and the statements contained therein are incorporated by reference herein. In accordance with General Instruction B.2. of Form 8-K, the inform" 0000019617-21-000292,quantitative_disclosures,P1_3,39,"and Qualitative Disclosures About Market Risk. Refer to the Market Risk Management section of Management’s discussion and analysis and pages 135–142 of JPMorgan Chase’s 2020 Form 10-K for a discussion of the quantitative and qualitative disclosures about market risk." 0001193125-18-320941,unregistered_sales,P2_2,202,"SALES OF EQUITY SECURITIES AND USE OF PROCEEDS None. ITEM 3. DEFAULTS UPON SENIOR SECURITIES None. ITEM 4. MINE SAFETY DISCLOSURES Not applicable. ITEM 5. OTHER INFORMATION None. 63 Table of Contents ITEM 6. EXHIBITS ExhibitNumber Description 31.1 Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 31.2 Certification of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 32.1 Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 101.INS XBRL Instance Document 101.SCH XBRL Taxonomy Extension Schema Document 101.CAL XBRL Taxonomy Extension Calculation Linkbase Document 101.DEF XBRL Extension Definition 101.LAB XBRL Taxonomy Extension Label Linkbase Document 101.PRE XBRL Taxonomy Extension Presentation Linkbase Document 64 Table of Contents SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. Heron Therapeutics, Inc. Date: November 7, 2018 /s/ Barry D. Quart Barry D. Quart, Pharm.D. Chief Executive Officer (As Principal Executive) /s/ Robert E. Hoffman Robert E. Hoffman Chief Financial Officer and Senior Vice President, Finance (As Principal Financial and Accounting Officer) 65" 0001047469-12-002073,md_and_a,7,11217,"Discussion and Analysis of Financial Condition and Results of Operations Overview We are a worldwide leading economic, financial, and management consulting firm that applies advanced analytic techniques and in-depth industry knowledge to complex engagements for a broad range of clients. We derive revenues principally from professional services rendered by our employee consultants. In most instances, we charge clients on a time-and-materials basis and recognize revenues in the period when we provide our services. We charge consultants' time at hourly rates, which vary from consultant to consultant depending on a consultant's position, experience, expertise, and other factors. We derive a portion of our revenues from fixed-price contracts. Revenues from fixed-price engagements are recognized using a proportional performance method based on the ratio of costs incurred, substantially all of which are labor-related, to the total estimated project costs. We derived approximately 22%, 26%, 21%, and 12% of our revenues from fixed-price engagements in fiscal 2011, the five-week transition period ended January 1, 2011, fiscal 2010, and fiscal 2009, respectively. We generate substantially all of our professional services fees from the work of our own employee consultants and a portion from the work of our non-employee experts. Factors that affect our professional services revenues include the number and scope of client engagements, the number of consultants we employ, the consultants" 0001062993-11-003863,full_body,N/A,445,"Anavex Life Sciences Corp.: Form 8K - Filed by newsfilecorp.com UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) September 16, 2011 ANAVEX LIFE SCIENCES CORP. (Exact name of registrant as specified in its charter) Nevada 000-51652 20-8365999 (State or other jurisdiction of (Commission (IRS Employer incorporation) File Number) Identification No.) 50 Harrison Street, Suite 315A, Hoboken, New Jersey 07030 (Address of principal executive offices) (Zip Code) Registrant’s telephone number, including area code 1-866-505-2895 N/A (Former name or former address, if changed since last report.) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: [ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a -12) [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d -2(b)) [ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e -4(c)) Item 1.01 Entry into a Material Definitive Agreement. The information required by this Item 1.01 is included under Item 5.02 of this current report on Form 8-" 0001104659-24-110349,full_body,N/A,953,"false 0001725255 0001725255 2024-10-16 2024-10-16 iso4217:USD xbrli:shares iso4217:USD xbrli:shares UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 16, 2024 AdaptHealth Corp. (Exact name of registrant as specified in its charter) Delaware 001-38399 82-3677704 (State or other jurisdiction ofincorporation) (Commission File Number) (IRS Employer Identification No.) 220 West Germantown Pike,Suite 250Plymouth Meeting,PA 19462 (Address of principal executive offices) (Zip Code) (610)424-4515 (Registrant’s telephone number, including area code) Not Applicable (Former name or former address, if changed since last report.) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol(s) Name of each excha" 0000046195-14-000069,md_and_a,P1_2,16850,"Discussion and Analysis of Financial Condition and Results of Operations Forward-Looking Statements This report contains forward-looking statements concerning, among other things, the economic and business environment in our service area and elsewhere, credit quality and other financial and business matters in future periods. Our forward-looking statements are based on numerous assumptions, any of which could prove to be inaccurate and actual results may differ materially from those projected because of a variety of risks and uncertainties, including, but not limited to: 1) general economic conditions either nationally, internationally, or locally may be different than expected, and particularly, any event that negatively impacts the tourism industry in Hawaii; 2) unanticipated changes in the securities markets, public debt markets, and other capital markets in the U.S. and internationally; 3) competitive pressures in the markets for financial services and products; 4) the impact of legislative and regulatory initiatives, particularly the Dodd-Frank Wall Street Reform and Consumer Protection Act (the ""Dodd-Frank Act""); 5) changes in fiscal and monetary policies of the markets in which we operate; 6) the increased cost of maintaining or the Company's ability to maintain adequate liquidity and capital, based on the requirements adopted by the Basel Committee on Banking Supervision and U.S. regulators; 7) actual or alleged conduct which could harm our reputation; 8) changes in a" 0001628280-23-027004,quantitative_disclosures,P1_3,30,"and Qualitative Disclosures about Market Risk. There were no material changes from the information contained in the Company’s Annual Report on Form 10-K for the year ended December 31, 2022." 0001109357-20-000053,business,1,15926,"— Executive officers of the Registrants at February 11, 2020 . Directors, Director Nomination Process and Audit Committee The information required under ITEM 10 concerning directors and nominees for election as directors at the annual meeting of shareholders (Item 401 of Regulation S-K), the director nomination process (Item 407(c)(3)), the audit committee (Item 407(d)(4) and (d)(5)) and the beneficial reporting compliance (Sec. 16(a)) is incorporated herein by reference to information to be contained in Exelon’s definitive 2020 proxy statement ( 2020 Exelon Proxy Statement) and the ComEd information statement ( 2020 ComEd Information Statement) to be filed with the SEC on or before April 30, 2020 pursuant to Regulation 14A or 14C, as applicable, under the Securities Exchange Act of 1934. Code of Ethics Exelon’s Code of Business Conduct is the code of ethics that applies to Exelon’s and ComEd’s Chief Executive Officer, Chief Financial Officer, Corporate Controller, and other finance organization employees. The Code of Business Conduct is filed as Exhibit 14 to this report and is available on Exelon’s website at www.exeloncorp.com. The Code of Business Conduct will be made available, without charge, in print to any shareholder who requests such document from Carter C. Culver, Senior Vice President and Deputy General Counsel, Exelon Corporation, P.O. Box 805398, Chicago, Illinois 60680-5398. If any substantive amendments to the Code of Business Conduct are made or any waivers a" 0001282637-18-000008,financial_statements,P1_1,5453,"Statements NEWMARKET CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF INCOME (Unaudited) (in thousands, except per-share amounts) Three Months Ended March 31 2018 2017 Net sales $ 589,245 $ 542,818 Cost of goods sold 432,462 374,007 Gross profit 156,783 168,811 Selling, general, and administrative expenses 40,913 40,449 Research, development, and testing expenses 34,295 38,130 Operating profit 81,575 90,232 Interest and financing expenses, net 5,164 5,572 Other income (expense), net 4,900 3,573 Income before income tax expense 81,311 88,233 Income tax expense 20,746 24,296 Net income $ 60,565 $ 63,937 Earnings per share - basic and diluted $ 5.14 $ 5.39 Cash dividends declared per share $ 1.75 $ 1.75 See accompanying Notes to Condensed Consolidated Financial Statements 4 Table of Contents NEWMARKET CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Unaudited) (in thousands) Three Months Ended March 31 2018 2017 Net income $ 60,565 $ 63,937 Other comprehensive income (loss): Pension plans and other postretirement benefits: Amortization of prior service cost (credit) included in net periodic benefit cost, net of income tax expense (benefit) of $(180) in 2018 and $(296) in 2017 (591 ) (474 ) Amortization of actuarial net loss (gain) included in net periodic benefit cost, net of income tax expense (benefit) of $360 in 2018 and $509 in 2017 1,136 783 Total pension plans and other postretirement benefits 545 309 Foreign currency translation adjust" 0001712184-23-000145,controls_and_procedures,P1_4,451,"AND PROCEDURES Evaluation of disclosure controls and procedures We maintain disclosure controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act that are designed to ensure that information required to be disclosed in the reports we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to our management, including our Executives, as appropriate, to allow timely decisions regarding required disclosure. In designing and evaluating the disclosure controls and procedures, the Executives recognize that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives, and management is required to apply judgment in evaluating the cost-benefit relationship of possible controls and objectives. As disclosed in our 2022 Form 10-K, we identified material weaknesses in our internal control over financial reporting. The material weaknesses will not be considered remediated until the applicable new or enhanced controls operate for a sufficient period of time and management has concluded, through testing, that these controls are designed and operating effectively. Our management, with the participation of the Executives, evaluated the effectiveness of our disclosure controls and procedures as of March 31, 2023. As remed" 0001514705-19-000018,quantitative_disclosures,P1_3,35,"and Qualitative Disclosures About Market Risk There have been no material changes to the Company's exposure to market risk disclosed in our Annual Report on Form 10-K for the year ended December 31, 2018 ." 0001102624-11-000065,full_body,N/A,289,"UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWashington, D.C. 20549FORM 8-KCURRENT REPORTPursuant to Section 13 or 15(d) of theSecurities Exchange Act of 1934 Date of Report: February 03, 2011(Date of earliest event reported) LightPath Technologies Inc.(Exact name of registrant as specified in its charter) FL(State or other jurisdictionof incorporation) 000-27548(Commission File Number) 86-0708398(IRS EmployerIdentification Number) 2603 Challenger Tech CT #100(Address of principal executive offices) 32826(Zip Code) 407-382-4003(Registrant's telephone number, including area code) Not Applicable(Former Name or Former Address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Item 2.02. Results of Operations and Financial ConditionThe Registrant issued a press release on February 3, 2011 announcing the results for the three months and six months ended December 31, 2010. A copy of the press release is attached as Exhibit 99.1 to this filing.I" 0001193125-11-295188,unregistered_sales,P2_2,673,"Sales of Equity Securities and Use of Proceeds The following table provides information about the Company’s repurchases of shares of the Company’s common stock during the third quarter of 2011: Total Number ofShares Repurchased* Average PricePaid per Share Total Number of SharesRepurchased as Part ofPublicly AnnouncedPlans or Programs** Remaining DollarValue of Shares thatMay Yet Be RepurchasedUnder the Plans orPrograms (in millions) July 1 - 31 7,392 $ 20.03 — $ 755.8 August 1 - 31 4,977,431 $ 16.38 4,972,126 $ 674.4 September 1 - 30 3,695,092 $ 15.93 3,694,928 $ 615.5 Total 8,679,915 $ 16.19 8,667,054 * These amounts represent both shares authorized by the Board of Directors for repurchase under a publicly announced plan, as described below, as well as shares withheld from employees to cover tax withholding obligations on restricted stock awards and units that have vested. ** On February 1, 2011, the Board of Directors authorized an additional $1 billion of common stock repurchases through December 31, 2012. At September 30, 2011, $615.5 million remains available under share repurchase authorizations approved by the Company’s Board of Directors. Management has historically and may continue to establish prearranged written plans pursuant to Rule 10b5-1. A Rule 10b5-1 plan permits the Company to repurchase shares at times when the Company may otherwise be prevented from doing so, provided the plan is adopted when the Company is not aware of material non-public information" 0001193125-17-154166,full_body,N/A,1244,"Form 8-K SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 27, 2017 FTI CONSULTING, INC. (Exact Name of Registrant as Specified in Charter) Maryland 001-14875 52-1261113 (State or other jurisdictionof incorporation) (CommissionFile Number) (IRS EmployerIdentification No.) 1101 K Street NW, Washington, D.C. 20005 (Address of principal executive offices) (Zip Code) Registrant’s telephone number, including area code: (202) 312-9100 (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☐ " 0001442145-16-000069,controls_and_procedures,P1_4,365,"and Procedures Disclosure Controls and Procedures We are required to maintain disclosure controls and procedures (as that term is defined in Rules 13a-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), that are designed to ensure that information required to be disclosed in our reports under the Exchange Act is recorded, processed, summarized, and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms, and that such information is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosures. Any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives at the reasonable assurance level. Our management, with the participation of the Chief Executive Officer and Chief Financial Officer, has evaluated the effectiveness of the Company’s disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) as of the end of the period covered by this quarterly report on Form 10-Q for the Company and our subsidiaries other than Wood Mackenzie, which was acquired on May 19, 2015, Infield, which was acquired on November 6, 2015, and PCI, which was acquired on November 20, 2015. Management excluded from its assessment the internal control over financial reporting regardin" 0001628280-24-009706,md_and_a,7,5519,"Discussion and Analysis of Financial Condition and Results of Operations The following discussion and analysis is intended to help the reader understand our business, financial condition, results of operations, liquidity and capital resources. This discussion and analysis should be read in conjunction with other sections of this report, including: “Business” in Item 1 and “Financial Statements and Supplementary Data” in Item 8. Our discussion and analysis includes the following subjects: • Overview; • Consolidated Results of Operations; • Liquidity and Capital Resources; • Valuation Allowance; and • Critical Accounting Policies and Estimates. We have applied the Securities and Exchange Commission’s adopted FAST Act Modernization and Simplification of Regulation S-K, which limits the discussion to the two most recent calendar years. This discussion and analysis deals with comparisons of material changes in the consolidated financial statements for years ended December 31, 2023 and 2022. For the comparison of the years ended December 31, 2022 and 2021, see “Management's Discussion and Analysis of Consolidated Results of Operations” in Part II, Item 7 of our 2022 Annual Report on Form 10-K, filed with the Securities and Exchange Commission on March 15, 2023. Overview We are an independent oil and natural gas company with a principal focus on acquisition, development and production activities in the U.S. Mid-Continent region (""Mid-Con""). Operational Activities For the year ended " 0001567683-25-000015,risk_factors,P2_1A,38,"FACTORS Information regarding risk factors appears in Part I, Item 1A, Risk Factors, in the Company’s 2024 Form 10-K. There have been no material changes in the Company’s risk factors since those reported in its 2024 Form 10-K." 0001193125-17-139189,md_and_a,P1_2,8185,"Discussion and Analysis of Financial Condition and Results of Operations. BUSINESS OVERVIEW We are a global security and aerospace company principally engaged in the research, design, development, manufacture, integration and sustainment of advanced technology systems, products and services. We also provide a broad range of management, engineering, technical, scientific, logistics, system integration and cybersecurity services. We serve both U.S. and international customers with products and services that have defense, civil and commercial applications, with our principal customers being agencies of the U.S. Government. In 2016, 71% of our $47.2 billion in net sales were from the U.S. Government, either as a prime contractor or as a subcontractor (including 59% from the Department of Defense (DoD)), 27% were from international customers (including foreign military sales (FMS) contracted through the U.S. Government) and 2% were from U.S. commercial and other customers. Our main areas of focus are in defense, space, intelligence, homeland security and information technology, including cybersecurity. On August 16, 2016, we completed the divestiture of the Information Systems & Global Solutions (IS&GS) business, which merged with a subsidiary of Leidos Holdings, Inc. (Leidos) in a Reverse Morris Trust transaction. Accordingly, the operating results of the IS&GS business have been classified as discontinued operations in the consolidated statements of earnings. However, the cas" 0001193125-22-054536,full_body,N/A,1324,"8-K FTI CONSULTING, INC DC false 0000887936 0000887936 2022-02-24 2022-02-24 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 24, 2022 FTI CONSULTING, INC. (Exact Name of Registrant as Specified in Charter) Maryland 001-14875 52-1261113 (State or Other Jurisdictionof Incorporation) (CommissionFile Number) (I.R.S. EmployerIdentification No.) 555 12th Street NW,Washington,D.C.20004 (Address of principal executive offices) (Zip Code) Registrant’s telephone number, including area code: (202) 312-9100 (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ☐ Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule14a-12under the Exchange Act (17 CFR240.14a-12) ☐ Pre-commencementcommunications pursuant to Rule14d-2(b)under the Exchange Act (17 CFR240.14d-2(b)) ☐ Pre-commencementcommunications pursuant to Rule13e-4(c)under the Exchange Act (17 CFR240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each class Tradingsymbol(s) Name of each exchangeon which registered Common Stock, par value $0.01 per share FCN New York Stock E" 0000833444-22-000036,md_and_a,P1_2,8515,"DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Cautionary Statements for Forward-Looking Information Unless otherwise indicated, references to ""Johnson Controls,"" the ""Company,"" ""we,"" ""our"" and ""us"" in this Quarterly Report on Form 10-Q refer to Johnson Controls International plc and its consolidated subsidiaries. The Company has made statements in this document that are forward-looking and therefore are subject to risks and uncertainties. All statements in this document other than statements of historical fact are, or could be, ""forward-looking statements"" within the meaning of the Private Securities Litigation Reform Act of 1995. In this document, statements regarding the Company’s future financial position, sales, costs, earnings, cash flows, other measures of results of operations, synergies and integration opportunities, capital expenditures, debt levels and market outlook are forward-looking statements. Words such as ""may,"" ""will,"" ""expect,"" ""intend,"" ""estimate,"" ""anticipate,"" ""believe,"" ""should,"" ""forecast,"" ""project"" or ""plan"" and terms of similar meaning are also generally intended to identify forward-looking statements. However, the absence of these words does not mean that a statement is not forward-looking. The Company cautions that these statements are subject to numerous important risks, uncertainties, assumptions and other factors, some of which are beyond the Company’s control, that could cause the Company’s actual results to differ m" 0000876437-18-000043,md_and_a,P1_2,15920,"Discussion and Analysis of Financial Condition and Results of Operations Introduction The following is management’s discussion and analysis of the financial condition and results of operations of MGIC Investment Corporation for the second quarter and first six months of 2018 . As used below, “we” and “our” refer to MGIC Investment Corporation’s consolidated operations. This form 10-Q should be read in conjunction with “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our Annual Report on Form 10-K for the year ended December 31, 2017 . See the “Glossary of terms and acronyms” for definitions and descriptions of terms used throughout this MD&A. The Risk Factors referred to under “Forward Looking Statements and Risk Factors” below, discuss trends and uncertainties affecting us and are an integral part of the MD&A. Forward Looking and Other Statements As discussed under “Forward Looking Statements and Risk Factors” below, actual results may differ materially from the results contemplated by forward looking statements. We are not undertaking any obligation to update any forward looking statements or other statements we may make in the following discussion or elsewhere in this document even though these statements may be affected by events or circumstances occurring after the forward looking statements or other statements were made. Therefore no reader of this document should rely on these statements being current as of any time other than " 0000950170-22-001979,financial_statements,8,10787,"Statement s and Supplementary Data. ALECTOR, INC. INDEX TO FINANCIAL STATEMENTS Page Audited Consolidated Financial Statements Report of Independent Registered Public Accounting Firm (PCAOB ID:42) 115 Consolidated Balance Sheets 118 Consolidated Statements of Operations and Comprehensive Loss 119 Consolidated Statement of Convertible Preferred Stock and Stockholders’ Equity (Deficit) 120 Consolidated Statements of Cash Flows 121 Notes to Consolidated Financial Statements 122 114 REPORT OF INDEPENDENT REGIS TERED PUBLIC ACCOUNTING FIRM To the Stockholders and the Board of Directors of Alector, Inc. Opinion on the Financial Statements We have audited the accompanying consolidated balance sheets of Alector, Inc. (the Company) as of December 31, 2021 and 2020, the related consolidated statements of operations and comprehensive loss, convertible preferred stock and stockholders' equity (deficit) and cash flows for each of the three years in the period ended December 31, 2021, and the related notes (collectively referred to as the “consolidated financial statements”). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company at December 31, 2021 and 2020, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2021, in conformity with U.S. generally accepted accounting principles. We also have audited, in accordance with the standards of the" 0001437749-21-003648,quantitative_disclosures,7A,499,"and Qualitative Disclosures about Market Risk We have domestic and international operations and we are exposed to market risks in the ordinary course of our business. These risks primarily include interest rate, foreign exchange and inflation risks, as well as risks relating to changes in the general economic conditions in the countries where we conduct business. To reduce certain of these risks, we monitor the financial condition of our large customers and limit credit exposure by collecting subscription fees in advance. Foreign Currency Risk Our results of operations and cash flows have been and will continue to be subject to fluctuations because of changes in foreign currency exchange rates, particularly changes in exchange rates between the U.S. dollar and the Euro, GBP and INR, the currencies of countries where we currently have our most significant international operations. Our expenses in international locations are generally denominated in the currencies of the countries in which our operations are located. The cash flow effects of our derivative contracts for the year ended December 31, 2020 and 2019 were included within net cash provided by operating activities on our consolidated statements of cash flows. At December 31, 2020, we had 39 open designated cash flow hedge forward contracts with notional amounts of €25.9 million, £8.7 million and Rs. 1,933.5 million. During the fiscal year ended December 31, 2020, we recorded $2.0 million of unrealized foreign excha" 0000950170-25-063518,controls_and_procedures,P1_4,284,"and Procedures Disclosure Controls and Procedures and Internal Control over Financial Reporting Controls and Procedures We have carried out an evaluation, under the supervision and with the participation of our management, including our principal executive officer and principal financial officer, of the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended, or the Exchange Act), as of March 31, 2025. Based upon that evaluation, our principal executive officer and principal financial officer concluded that, as of the end of the period covered by this report, our disclosure controls and procedures are effective in ensuring that: (a) the information required to be disclosed by us in the reports we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms; and (b) the information is accumulated and communicated to our management, including our principal executive officer and principal financial officer as appropriate to allow timely decisions regarding required disclosure. 23 In designing and evaluating our disclosure controls and procedures, our management recognized that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives, and our management necessarily was r" 0000922621-15-000019,risk_factors,P2_1A,41,"FACTORS There have been no material changes from the risk factors previously disclosed in our Annual Report on Form 10-K for the fiscal year ended December 31, 2014 as filed with the Securities and Exchange Commission on February 26, 2015 ." 0000088205-17-000024,quantitative_disclosures,P1_3,45,"and Qualitative Disclosures about Market Risk Management does not believe our exposure to market risk has significantly changed since December 31, 2016 and does not believe that such risks will result in significant adverse impacts to our financial condition, results of operations or cash flows." 0001104659-16-110700,full_body,N/A,892,"UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event report): April 11 , 2016 FedEx Corporation (Exact Name of Registrant as Specified in Its Charter) Commission file number 1-5829 Delaware 62-1721435 (State or Other Jurisdiction ofIncorporation or Organization) (I.R.S. EmployerIdentification Number) 942 South Shady Grove Road, Memphis, Tennessee 38210 (Address of Principal Executive Offices) (901) 818-7500 (Registrant’s telephone number, including area code) Federal Express Corporation (Exact Name of Registrant as Specified in Its Charter) Commission file number 1-5829 Delaware 71-0427007 (State or Other Jurisdiction ofIncorporation or Organization) (I.R.S. EmployerIdentification Number) 3610 Hacks Cross Road, Memphis, Tennessee 38125 (Address of Principal Executive Offices) (901) 369-3600 (Registrant’s telephone number, including area code) o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) SECTION 8. OTHER EVENTS. Item 8.01. Other Events. On April 11, 2016, Fed" 0001558370-18-001292,quantitative_disclosures,7A,760,"AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK Interest rate risk We are exposed to the impact of interest rate changes. Our objective is to manage the impact of interest rate changes on our earnings and cash flow in relation to our borrowings. At December 31, 2017 and 2016, we did not have any interest rate swap agreements to manage interest costs and the risks associated with changing interest rates. We are subject to market risks relating to changes in LIBOR rates because we have significant amounts of floating rate debt outstanding. During the years ended December 31, 2017, 2016 and 2015, we were subject to the following interest rates on the outstanding debt under our credit facilities (refer to Note 8 — Debt in our Consolidated Financial Statements for effective dates and termination dates for our credit facilities outlined below): · $400 Million Credit Facility — three-month LIBOR plus 3.75% effective November 14, 2016, when the draw down on this facility was made · $98 Million Credit Facility — three-month LIBOR plus 6.125% effective November 10, 2015 when the facility was entered into · 2014 Term Loan Facilities — three-month or six-month LIBOR plus 2.50% · 2015 Revolving Credit Facility — three-month LIBOR plus a range of 3.40% to 4.25% effective April 9, 2015 when the facility was entered into until November 15, 2016 · $148 Million Credit Facility — LIBOR plus 3.00% beginning January 7, 2015 when this facility refinanced the 2010 Credit Facility until Novemb" 0000950170-25-066593,quantitative_disclosures,P1_3,46,"AND QUALITATI VE DISCLOSURES ABOUT MARKET RISK For a discussion of market risks related to PCA, see Part I, Item 2, “Management’s Discussion and Analysis of Financial Condition and Results of Operations - Market Risk and Risk Management Policies” in this Quarterly Report on Form 10-Q." 0001371285-16-000243,unregistered_sales,P2_2,428,"Sale of Equity Securities and Use of Proceeds a) Sales of Unregistered Securities None. (b) Use of Proceeds On July 17, 2014, our registration statement on Form S-1 (File No. 333-196814) was declared effective by the SEC for our IPO pursuant to which we sold an aggregate of 8,193,750 shares of our common stock at a price to the public of $10 per share resulting in net proceeds to us of $72.8 million , after deducting underwriting discounts and commissions and offering expenses. There has been no material change in the planned use of proceeds from our initial public offering as described in our final prospectus filed with the SEC pursuant to Rule 424(b) under the Securities Act on July 18, 2014. Pending the uses described, we have invested in the net proceeds in short-term, investment-grade interest-bearing securities such as money market funds. c) Issuer Purchases of Equity Securities Not applicable. 56 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Quarterly Report on Form 10-Q to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Seattle, State of Washington, on this 3rd day of November 2016. TRUPANION, INC. Date: November 3, 2016 /s/ Darryl Rawlings Darryl RawlingsChief Executive Officer and President(Principal Executive Officer) Date: November 3, 2016 /s/ Tricia Plouf Tricia PloufChief Financial Officer(Principal Financial and Accounting Officer) 57 EXHIBIT INDEX Exhibi" 0001225279-11-000029,quantitative_disclosures,P1_3,35,"and Qualitative Disclosures About Market Risk The Company is subject to certain market risks, including changes in interest rates and currency exchange rates. The Company does not undertake any specific actions to limit those exposures." 0001104659-10-055609,quantitative_disclosures,P1_3,43,"and Qualitative Disclosures about Market Risk Management does not believe our exposure to market risk has significantly changed since December 31, 2009 and does not believe that such risks will result in significant adverse impacts to our financial condition or results of operations." 0001144204-12-027084,unregistered_sales,P2_2,524,"Sales of Equity Securities and Use of Proceeds (e) The following table sets forth information regarding the Company's purchases of its common shares during each of the three months ended March 31, 2012. Total Maximum Number Number Total Number of Shares (or Approximate Dollar Of Shares Average Price (or Units) Purchased as Part Value) of Shares (or Units) (or Units) Paid Per Share of Publicly Announced Plans that May Yet Be Purchased Period Purchased (or Unit) or Programs under the Plans or Programs(1) 1/1/12 – 1/31/12 — — — 272,789 2/1/12 – 2/29/12 — — — 272,789 3/1/12 – 3/31/12 — — — 272,789 — — — (1) On April 26, 2001, the Company announced that its Board of Directors had approved a stock repurchase program for up to 607,754 of its outstanding common shares, of which the Company had purchased 334,965 common shares through March 31, 2012 (both such numbers adjusted for subsequent stock dividends). The Board of Directors established no expiration date for this program. The Company purchased no shares under this program during the three months ended March 31, 2012. Item 6. Exhibits The exhibits described by the Exhibit Index immediately following the Signature Page of this Report are incorporated herein by reference. 35 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. GERMAN AMERICAN BANCORP, INC. Date:May 8, 2012 By/s/Mar" 0001558370-18-006459,financial_statements,P1_1,7914,"Statements. Tactile Systems Technology, Inc. Condensed Consolidated Balance Sheets (Unaudited) (Unaudited) June 30, December 31, (In thousands, except share and per share data) 2018 2017 Assets Current assets Cash and cash equivalents $ 17,320 $ 23,968 Marketable securities 23,802 19,944 Accounts receivable, net 17,529 17,623 Inventories 16,437 11,040 Income taxes receivable 5,205 2,119 Prepaid expenses and other current assets 947 2,178 Total current assets 81,240 76,872 Property and equipment, net 4,012 3,776 Other assets Intangible assets, net 2,984 2,218 Medicare accounts receivable, long-term 1,648 2,718 Deferred income taxes 2,648 2,662 Other non-current assets 201 201 Total other assets 7,481 7,799 Total assets $ 92,733 $ 88,447 Liabilities and Stockholders’ Equity Current liabilities Accounts payable $ 4,649 $ 4,253 Accrued payroll and related taxes 5,520 6,706 Accrued expenses 2,033 2,598 Future product royalties 9 17 Other current liabilities 316 945 Total current liabilities 12,527 14,519 Long-term liabilities Accrued warranty reserve, long-term 1,437 1,141 Total liabilities 13,964 15,660 Commitments and Contingencies (see Note 8) Stockholders’ equity Preferred stock, $0.001 par value, 50,000,000 shares authorized; none issued and outstanding as of June 30, 2018 and December 31, 2017 — — Common stock, $0.001 par value, 300,000,000 shares authorized; 18,313,061 shares issued and 18,286,975 shares outstanding as of June 30, 2018; 17,872,465 shares issued and 17,8" 0000078749-19-000031,full_body,N/A,535,"Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities and Exchange Act of 1934 Date of Report: July 25, 2019 (Date of earliest event reported ) AGILYSYS, INC. (Exact name of registrant as specified in its charter) Ohio 000-5734 34-0907152 (State or other jurisdiction (Commission File Number) (IRS Employer Identification No.) of incorporation) 1000 Windward Concourse, Suite 250, Alpharetta, Georgia 30005 (Address of principal executive offices) (ZIP Code) Registrant’s telephone number, including area code: (770) 810-7800 N/A (Former name or former address, if changed since last report.) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol(s) Name of each exchange on which registered Common Stock, without par value AGYS NASDAQ Indicate by check mark whether the registrant is an emerging g" 0000040211-15-000045,full_body,N/A,418,"8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 __________________________ FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): October 22, 2015 __________________________ GATX Corporation (Exact name of registrant as specified in its charter) __________________________ New York 1-2328 36-1124040 (State or other jurisdictionof incorporation) (CommissionFile Number) (IRS EmployerIdentification No.) 222 West Adams Street Chicago, Illinois 60606-5314 (Address of principal executive offices, including zip code) (312) 621-6200 (Registrant’s telephone number, including area code) __________________________ Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the obligation of the registrant under any of the following provisions: o Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425) o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Item 2.02 Results of Operations and Financial Condition. Item 7.01 Regulation FD Disclosure. The following information is furnished pursuant to Item 2.02, ""Results of Operations and Financial Condition"" and Item 7.01, " 0000004457-12-000020,full_body,N/A,920,"body8k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 14, 2012 AMERCO ( Exact name of registrant as specified in its charter ) Nevada 1-11255 88-0106815 (State or other jurisdiction of (Commission File Number) (I.R.S. Employer Identification No.) incorporation) 1325 Airmotive Way, Ste. 100Reno, Nevada 89502-3239(Address of principal executive offices including zip code) (775) 688-6300 ( Registrant’s telephone number, including area code ) Not Applicable(Former name or former address if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: £ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) £ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) £ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) £ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Item 8.01 Other Events Fixed Rate Secured Notes Series UIC-08B, 09B, 10B and 11B On May 14, 2012, the Company and the Trustee entered the Nineteenth Supplemental Indenture to the Base Indenture (the “Fixed Rate Secured Note" 0000109177-22-000014,md_and_a,P1_2,10225,"Discussion and Analysis of Financial Condition and Results of Operations Introduction The following is management’s discussion of the financial results, liquidity and other key items related to our performance and should be read in conjunction with the Condensed Consolidated Financial Statements and related notes included in Item 1 of this Quarterly Report on Form 10-Q. Unless the context indicates otherwise, the term the “Company,” “we,” “our,” or “us” are used to refer to Spectrum Brands Holdings, Inc. and its subsidiaries (""SBH"") and SB/RH Holdings, LLC and its subsidiaries (“SB/RH”), collectively. Business Overview The Company is a diversified global branded consumer products company. We manage the businesses in three vertically integrated, product-focused segments: (i) Home and Personal Care (“HPC”), (ii) Global Pet Care (“GPC”), and (iii) Home and Garden (“H&G”). The Company manufactures, markets and/or distributes its products globally in the North America (“NA”), Europe, Middle East & Africa (“EMEA”), Latin America (“LATAM”) and Asia-Pacific (“APAC”) regions through a variety of trade channels, including retailers, wholesalers and distributors. We enjoy strong name recognition in our regions under our various brands and patented technologies across multiple product categories. Global and geographic strategic initiatives and financial objectives are determined at the corporate level. Each segment is responsible for implementing defined strategic initiatives and achievi" 0000043920-23-000048,financial_statements,P1_1,11168,"CONSOLIDATED FINANCIAL STATEMENTS GREIF, INC. AND SUBSIDIARY COMPANIES CONDENSED CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED) Three Months EndedJuly 31, Nine Months EndedJuly 31, (in millions, except per share amounts) 2023 2022 2023 2022 Net sales $ 1,330.3 $ 1,622.1 $ 3,910.2 $ 4,853.7 Cost of products sold 1,023.3 1,275.2 3,039.8 3,878.4 Gross profit 307.0 346.9 870.4 975.3 Selling, general and administrative expenses 135.7 141.6 412.3 440.6 Acquisition and integration related costs 3.4 2.2 15.5 5.8 Restructuring charges 8.7 3.1 13.5 10.3 Non-cash asset impairment charges 1.6 0.7 3.4 63.1 Loss (gain) on disposal of properties, plants and equipment, net 1.7 (6.4) (3.3) (8.1) Loss (gain) on disposal of businesses, net 0.3 — (64.1) (4.2) Operating profit 155.6 205.7 493.1 467.8 Interest expense, net 25.3 14.0 71.5 44.3 Debt extinguishment charges — — — 25.4 Other expense, net 3.4 7.3 9.6 4.9 Income before income tax expense and equity earnings of unconsolidated affiliates, net 126.9 184.4 412.0 393.2 Income tax expense 31.1 39.9 107.9 105.4 Equity earnings of unconsolidated affiliates, net of tax (0.9) (1.6) (1.7) (3.6) Net income 96.7 146.1 305.8 291.4 Net income attributable to noncontrolling interests (6.4) (4.3) (14.4) (14.2) Net income attributable to Greif, Inc. $ 90.3 $ 141.8 $ 291.4 $ 277.2 Basic earnings per share attributable to Greif, Inc. common shareholders: Class A common stock $ 1.57 $ 2.38 $ 5.03 $ 4.66 Class B common stock $ 2.35 $ 3.58 $ 7.54 $ 6.98 Diluted" 0000950142-12-001906,full_body,N/A,411,"eh1201061_8k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Sections 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 26, 2012 (September 25, 2012) EXLSERVICE HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware(State or other jurisdictionof incorporation) 001-33089(Commission File Number) 82-0572194(I.R.S. EmployerIdentification No.) 280 Park Avenue, 38thFloorNew York, New York 10017(Address of principal executive offices) Registrant’s telephone number, including area code: (212) 277-7100 NOT APPLICABLE (Former name or address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the obligation of the registrant under any of the following provisions: o Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425) o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On September 25, 2012, Mr. Steven B. Gruber, a memb" 0001261654-26-000006,quantitative_disclosures,P1_3,57,"AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK There have been no material changes in our market risk exposure during the three months ended December 31, 2025. For a discussion of our exposure to market risk, refer to Part II Item 7A. “Quantitative and Qualitative Disclosures About Market Risk” contained in our 2025 Annual Report on Form 10-K ." 0000038725-10-000085,risk_factors,P2_1A,62,"FACTORS There were no material changes to the risk factors as set forth in Part 1, Item 1A, in the Company’s annual report on Form 10-K for the fiscal year ended January 2, 2010. Additional risks and uncertainties, not presently known to the Company or currently deemed immaterial, could negatively impact the Company’s results of operations or financial condition in the future." 0000792987-23-000044,unregistered_sales,P2_2,357,"Sales of Equity Securities and Use of Proceeds None. Item 3. Defaults Upon Senior Securities None. Item 4. Mine Safety Disclosures None. Item 5. Other Information None. 28 INDEX Item 6. Exhibits Incorporated by Reference Exhibit Number Exhibit Description Filed Herewith Form Period Ended Filing Date 10.1 Separation Agreement, dated as of January 6, 2023, by and between Astec Industries, Inc. and Barry A. Ruffalo* 8-K 1/6/2023 1/6/2023 31.1 Certification of Chief Executive Officer of Astec Industries, Inc. pursuant to Rule 13a-14(a)/15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 X 31.2 Certification of Chief Financial Officer of Astec Industries, Inc. pursuant to Rule 13a-14(a)/15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 X 32.1 Certification of Chief Executive Officer of Astec Industries, Inc. pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 X 32.2 Certification of Chief Financial Officer of Astec Industries, Inc. pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 X 101 The following materials from the Company's Quarterly Report on Form 10-Q for the quarter ended March 31, 2023 formatted in Inline Extensible Business Reporting Language (""iXBRL""): (i) the Consolidated Statements of Operations, (ii) the Consolidated Statements of Comprehensive Income, (iii) the Consolidated Balance Sheets, (iv) the Cons" 0001520006-20-000193,legal_proceedings,P2_1,92,"Proceedings We are party to several legal proceedings encountered in the ordinary course of business. While the ultimate outcome and impact on us cannot be predicted with certainty, in the opinion of management, it is remote that these legal proceedings will have a material adverse impact on our financial condition, results of operations or cash flows. For information on our legal proceeding with the Environmental Protection Agency and the New Mexico Environment Department, see “Item 3. Legal Proceedings” in the Annual Report. There have been no material changes regarding such legal proceeding." 0001628280-23-010151,controls_and_procedures,9A,1811,"and Procedures. Limitations on Effectiveness of Controls and Procedures In designing and evaluating our disclosure controls and procedures, management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives. In addition, the design of disclosure controls and procedures must reflect that there are resource constraints and that management is required to apply judgment in evaluating the benefits of possible controls and procedures relative to their costs. 126 Table of Contents Evaluation of Disclosure Controls and Procedures Our management, with the participation of our Chief Executive Officer and Chief Financial Officer, conducted an evaluation of the effectiveness of our disclosure controls and procedures as of the end of the period covered by this Annual Report on Form 10-K. Based on this evaluation, our Chief Executive Officer and Chief Financial Officer concluded that, because of material weakness in the Company’s internal control over financial reporting described below, our disclosure controls and procedures were not effective as of December 31, 2022. Management’s Report on Internal Control over Financial Reporting The Company’s management is responsible for establishing and maintaining adequate internal control over financial reporting (as such term is defined in the Exchange Act Rule 13a-15(f)). The Company’s internal control over financial reporting includes" 0000715787-20-000070,full_body,N/A,525,"tile-20201119 0000715787 false 0000715787 2020-11-19 2020-11-19 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): November 24, 2020 ( November 19, 2020 ) INTERFACE INC __________________ (Exact name of Registrant as Specified in its Charter) Georgia 001-33994 58-1451243 (State or other Jurisdiction of Incorporation or Organization) (Commission FileNumber) (IRS EmployerIdentification No.) 1280 West Peachtree Street NW Atlanta Georgia 30309 (Address of principal executive offices) (Zip code) Registrant’s telephone number, including area code: ( 770 ) 437-6800 Not Applicable (Former name or former address, if changed since last report) Securities Registered Pursuant to Section 12(b) of the Act: Title of Each Class Trading Symbol(s) Name of Each Exchange on Which Registered Common Stock, $0.10 Par Value Per Share TILE Nasdaq Global Select Market Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (1" 0001064728-25-000115,legal_proceedings,P2_1,52,"Proceedings. The Company is subject to various legal and regulatory proceedings. For a description of its significant legal proceedings refer to Note 14. “Commitments and Contingencies” to the unaudited condensed consolidated financial statements included in Part I, Item 1. “Financial Statements” of this Quarterly Report, which information is incorporated by reference herein." 0000950170-24-021657,risk_factors,1A,25359,"F actors Our operating and financial results are subject to various risks and uncertainties. The risks and uncertainties described below are not the only ones we face. Additional risks and uncertainties that we are unaware of, or that we currently believe are not material, may also become important factors that affect us. If any of the following risks occur, our business, financial condition, operating results and prospects could be materially and adversely affected. Because of the following factors, as well as other factors affecting our businesses, financial condition, operating results and prospects, past financial performance should not be considered a reliable indicator of future performance, and investors should not rely on historical trends to anticipate trends or results in the future. Risk Factors Summary Our business is subject to numerous risks and uncertainties and you should carefully consider all the information presented in the section entitled “Risk Factors” in this Annual Report. Some of the principal risks related to our business include the following: Risks Related to Our Business and Industry • our failure to successfully execute our succession plan for Patrick G. Ryan or other members of our senior management team or to recruit and retain revenue producers; • the impact of breaches in security that cause significant system or network disruption or business interruption; • the impact of improper disclosure of confidential, personal or proprietary da" 0000934549-16-000116,full_body,N/A,288,"8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 3, 2016 ACACIA RESEARCH CORPORATION (Exact name of registrant as specified in its charter) Delaware 000-26068 95-4405754 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.) 520 Newport Center DriveNewport Beach, California 92660 (Address of principal executive offices) (Zip Code) Registrant’s telephone number, including area code: (949) 480-8300 Not applicable (Former name or former address, if changed since last report.) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): [ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) [ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Item 8.01 Other Events. Cellular Communications Equipment LLC, a subsidiary of Acacia Research Corporation, entered into a settlement and license agreement with Amazon.com, Inc. This a" 0001564590-20-035085,controls_and_procedures,P1_4,1041,"AND PROCEDURES a) Evaluation of Disclosure Controls and Procedures The Company’s management, with the participation of the Company’s Chief Executive Officer and Chief Financial Officer, evaluated the effectiveness of the Company’s disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”)) at the end of the period covered by this report. Based on that evaluation, the Chief Executive Officer and Chief Financial Officer concluded that the Company’s disclosure controls and procedures, as of the end of the period covered by this report, are effective to provide reasonable assurance that the information required to be disclosed by the Company in reports filed under the Exchange Act is (i) recorded, processed, summarized and reported within the time periods specified in the rules and forms of the United States Securities and Exchange Commission (the “Commission”), and (ii) accumulated and communicated to the Company’s management, including the Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding the disclosure. 28 b) Change in Internal Control over Financial Reporting There were no changes in the Company’s internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) occurring during the Company’s most recent fiscal quarter that have materially affected, or are reasonably likely to ma" 0001144204-18-027786,unregistered_sales,P2_2,572,"Sales of Equity Securities and Use of Proceeds. Not applicable. Item 3. Defaults Upon Senior Securities. Not applicable. Item 4. Mine Safety Disclosures. Not applicable. Item 5. Other Information. None. 44 Item 6. Exhibits. 2.1 Agreement and Plan of Merger, dated as of August 15, 2007, by and among SMI Products, Inc., Nile Merger Sub, Inc. and Nile Therapeutics, Inc. (incorporated by reference to Exhibit 2.1 to the Company’s Current Report on Form 8-K, filed with the Commission on August 17, 2007). 2.2 Agreement and Plan of Merger and Reorganization, dated as of July 7, 2013, by and among Nile Therapeutics, Inc., Bovet Merger Corp. and Capricor, Inc. (incorporated by reference to Exhibit 2.1 to the Company’s Current Report on Form 8-K, filed with the Commission on July 9, 2013). 2.3 First Amendment to Agreement and Plan of Merger and Reorganization, dated as of September 27, 2013, by and between Nile Therapeutics, Inc., Bovet Merger Corp. and Capricor, Inc. (incorporated by reference to Exhibit 2.1 to the Company’s Current Report on Form 8-K, filed with the Commission on October 3, 2013). 3.1 Certificate of Incorporation of the Company (incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K, filed with the Commission on February 9, 2007). 3.2 Certificate of Amendment of Certificate of Incorporation of the Company (incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K, filed with the Commission on Novem" 0000008947-21-000181,controls_and_procedures,P1_4,225,"and Procedures Evaluation of Disclosure Controls and Procedures Under the supervision and with the participation of the Company's Chief Executive Officer and Chief Financial Officer, management of the Company has evaluated the effectiveness of the design and operation of the Company's disclosure controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), as of the end of the period covered by this report. Based upon that evaluation, the Chief Executive Officer and the Chief Financial Officer concluded that the Company's disclosure controls and procedures were effective as of the end of the period covered by this Form 10-Q to provide reasonable assurance that information required to be disclosed by us in our reports filed or submitted under the Exchange Act is (i) recorded, processed, summarized and reported within the time periods specified in the SEC’s rules; and (ii) accumulated and communicated to our management, including our principal executive and financial officers, as appropriate to allow timely discussions regarding required disclosure. Changes in Internal Controls Over Financial Reporting There have been no significant changes in the Company's internal control over financial reporting during the period covered by this report that have materially affected, or are reasonably likely to materially affect, its internal control over financial reporting. 27 Table of Contents PART II. OTHER" 0000006201-26-000032,controls_and_procedures,P1_4,364,"AND PROCEDURES Management’s Evaluation of Disclosure Controls and Procedures The term “disclosure controls and procedures” is defined in Rules 13a-15(e) and 15d-15(e) of the Securities Exchange Act of 1934, as amended (the Exchange Act). This term refers to the controls and procedures of a company that are designed to ensure that information required to be disclosed by a company in the reports that it files under the Exchange Act is recorded, processed, summarized and reported within the time periods specified by the SEC’s rules and forms, and is accumulated and communicated to the company’s management, including the principal executive and principal financial officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure. An evaluation of the effectiveness of AAG’s and American’s disclosure controls and procedures as of March 31, 2026 was performed under the supervision and with the participation of AAG’s and American’s management, including AAG’s and American’s principal executive officer, the Chief Executive Officer (CEO), and principal financial officer, the Chief Financial Officer (CFO). Based on that evaluation, AAG’s and American’s management, including AAG’s and American’s CEO and CFO, concluded that AAG’s and American’s disclosure controls and procedures were effective as of March 31, 2026 at the reasonable assurance level. Changes in Internal Control over Financial Reporting During the quarter ended March 31" 0001104659-22-079566,full_body,N/A,733,"0001306830 false 0001306830 2022-07-12 2022-07-12 0001306830 us-gaap:CommonStockMember 2022-07-12 2022-07-12 0001306830 CE:SeniorUnsecuredNotesDue2023Member 2022-07-12 2022-07-12 0001306830 CE:SeniorUnsecuredNotesDue2025Member 2022-07-12 2022-07-12 0001306830 CE:SeniorUnsecuredNotesDue2027Member 2022-07-12 2022-07-12 0001306830 CE:SeniorUnsecuredNotesDue2028Member 2022-07-12 2022-07-12 iso4217:USD xbrli:shares iso4217:USD xbrli:shares UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 13, 2022 ( July 12, 2022 ) CELANESE CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-32410 98-0420726 (State or other jurisdictionof incorporation) (Commission FileNumber) (IRS EmployerIdentification No.) 222 West Las Colinas Blvd. Suite 900N , Irving , TX 75039 (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code: ( 972 ) 443-4000 N/A (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): ¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ¨ Solicit" 0001562401-16-000057,legal_proceedings,3,38,"PROCEEDINGS The Company currently is not subject to any material litigation nor, to management's knowledge, is any material litigation currently threatened against the Company other than routine litigation and administrative proceedings arising in the ordinary course of business." 0001437749-23-005782,controls_and_procedures,9A,1510,"AND PROCEDURES Evaluation of Disclosure Controls and Procedures The Company maintains a set of disclosure controls and procedures designed to ensure that information required to be disclosed by the Company in reports that it files or submits under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods specified in Securities and Exchange Commission rules and forms. The Company’s disclosure controls and procedures are also designed to ensure that information required to be disclosed in Company reports filed under the Securities Exchange Act of 1934 is accumulated and communicated to the Company’s management, including the principal executive officer and the principal financial officer, as appropriate, to allow timely decisions regarding required disclosure. An evaluation was carried out under the supervision and with the participation of the Company’s management, including the principal executive officer and the principal financial officer, of the effectiveness of the design and operation of the Company’s disclosure controls and procedures as of the end of the period covered by this report on Form 10-K. Based on the evaluation, the principal executive officer and the principal financial officer have concluded that the Company’s disclosure controls and procedures were effective as of December 31, 2022. Report of Management on Internal Control Over Financial Reporting Management is responsible for establishing and maintai" 0001047469-16-010629,market_for_equity,5,776,"for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities Market Information Our common stock trades on the New York Stock Exchange (""NYSE"") under the symbol ""USNA."" The following table contains the reported high and low sales prices for our common stock as reported on the NYSE for the periods indicated: 2014 High Low First Quarter $ 78.35 $ 55.01 Second Quarter $ 80.77 $ 66.51 Third Quarter $ 80.86 $ 63.22 Fourth Quarter $ 118.84 $ 71.03 2015 High Low First Quarter $ 114.99 $ 96.04 Second Quarter $ 145.05 $ 112.83 Third Quarter $ 176.88 $ 122.54 Fourth Quarter $ 140.58 $ 103.35 The market price of our common shares is subject to fluctuations in response to variations in our quarterly operating results, general trends in the market for our products and product candidates, economic and currency exchange issues in the markets where we operate, as well as other factors, many of which are not within our control. In addition, broad market fluctuations, as well as general economic, business and political conditions may adversely affect the market for our common shares, regardless of our actual or projected performance. On February 26, 2016, the high and low sales prices of our common stock as reported by NYSE were $117.99 and $110.90, respectively. Shareholders As of February 26, 2016, we had approximately 294 holders of record of our common stock. Dividends We have never declared or paid cash dividends on our common stock. Futu" 0001096906-14-000606,md_and_a,P1_2,4990,"Discussion and Analysis of Financial Condition and Results of Operations General UTMD manufactures and markets a well-established range of specialty medical devices. The Company’s Form 10-K Annual Report for the year ended December 31, 2013 provides a detailed description of products, technologies, markets, regulatory issues, business initiatives, resources and business risks, among other details, and should be read in conjunction with this report. Because of the relatively short span of time, results for any given three month period in comparison with a previous three month period may not be indicative of comparative results for the year as a whole. Currency amounts in the report are in thousands, except per-share amounts or where otherwise noted. Currencies in this report are denoted as $ or USD = U.S. Dollars; AUD = Australia Dollars; GBP = UK Pound Sterling; and Euro = Euros. Analysis of Results of Operations a) Overview In the first calendar quarter (1Q) of 2014, UTMD maintained income before tax, net income and earnings per share consistent with the same quarter in 2013, despite five percent lower sales. This was achieved because profit margins improved in all income statement categories compared to the same quarter in the prior year, as follows: 1Q 2014 1Q 2013 Gross Profit Margin (gross profits/ sales): 61.6 % 60.5 % Operating Profit Margin (operating profits/ sales): 39.1 % 37.5 % EBT Margin (profits before income taxes/ sales): 38.5 % 36.5 % Net Profit Margin " 0000014272-26-000004,md_and_a,7,16544,"DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS. Management’s discussion and analysis of financial condition and results of operations is provided as a supplement to and should be read in conjunction with the consolidated financial statements and related notes included elsewhere in this 2025 Form 10-K to enhance the understanding of our results of operations, financial condition and cash flows. Certain amounts in this 2025 Form 10-K may not sum due to rounding. Percentages have been calculated using unrounded amounts. The comparison of 2024 to 2023 results has been omitted from this Form 10-K and is incorporated by reference from our Form 10-K for the year ended December 31, 2024 “Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations” filed on February 12, 2025. EXECUTIVE SUMMARY Bristol-Myers Squibb Company is a global biopharmaceutical company whose mission is to discover, develop and deliver innovative medicines that help patients prevail over serious diseases. Refer to the Summary of Abbreviated Terms at the end of this 2025 Form 10-K for definitions of capitalized terms used throughout the document. In 2025, we have achieved multiple regulatory approvals across our portfolio, including the: (i) approval of Breyanzi for adults with relapsed or refractory FL and MCL in the EU, (ii) approval of Camzyos for the treatment of symptomatic obstructive HCM in Japan, (iii) approval of Opdivo + Yervoy as a first-line " 0001104659-12-034943,controls_and_procedures,P1_4,483,"AND PROCEDURES (a) Evaluation of Disclosure Controls and Procedures We maintain “disclosure controls and procedures,” as such term is defined in Rule 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), that are designed to ensure that information required to be disclosed by us in reports that we file or submit under the Exchange Act is recorded, processed, summarized, and reported within the time periods specified in Securities and Exchange Commission (“SEC”) rules and forms, and that such information is accumulated and communicated to our management, including our President and Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure. Based on their evaluation with the participation of the Company’s management, as of the end of the period covered by this Quarterly Report on Form 10-Q, our Chief Executive Officer and Chief Financial Officer have concluded that our disclosure controls and procedures were effective. (b) Changes in Internal Control over Financial Reporting No change in the Company’s internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) occurred during the fiscal quarter ended March 31, 2012 that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting. (c) Inherent Limitations on Effectiveness of Controls Our manag" 0001169770-20-000007,business,1,40004,"STATEMENTS BANC OF CALIFORNIA, INC. CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION ($ in thousands, except share and per share data) December31, 2019 2018 ASSETS Cash and due from banks $ 28,890 $ 21,875 Interest-earning deposits in financial institutions 344,582 369,717 Total cash and cash equivalents 373,472 391,592 Securities available-for-sale, carried at fair value 912,580 1,992,500 Loans held-for-sale, carried at fair value 22,642 7,690 Loans held-for-sale, carried at lower of cost or fair value — 426 Loans receivable 5,951,885 7,700,873 Allowance for loan losses (57,649 ) (62,192 ) Loans receivable, net 5,894,236 7,638,681 Federal Home Loan Bank and other bank stock, at cost 59,420 68,094 Premises and equipment, net 128,021 129,394 Bank owned life insurance 109,819 107,027 Operating lease right-of-use assets 22,540 — Goodwill 37,144 37,144 Investments in alternative energy partnerships, net 29,300 28,988 Deferred income taxes, net 44,906 49,404 Income tax receivable 4,233 2,695 Other intangible assets, net 4,151 6,346 Other assets 185,946 150,596 Assets of discontinued operations — 19,490 Total Assets $ 7,828,410 $ 10,630,067 LIABILITIES AND STOCKHOLDERS’ EQUITY Noninterest-bearing deposits $ 1,088,516 $ 1,023,360 Interest-bearing deposits 4,338,651 6,893,284 Total deposits 5,427,167 7,916,644 Federal Home Loan Bank advances 1,195,000 1,520,000 Long-term debt, net 173,421 173,174 Reserve for loss on repurchased loans 6,201 2,506 Operating lease liabilities 23,692 — Acc" 0001144204-11-029301,md_and_a,P1_2,4565,"Discussion and Analysis of Financial Condition and Results of Operations. Overview We are a development stage biopharmaceutical company in the business of commercially developing innovative products for the treatment of cardiovascular diseases. We currently have rights to develop and commercialize two product candidates, described as follows: · Cenderitide,our lead product candidate, is a chimeric natriuretic peptide that we are developing for the treatment of heart failure. We plan to develop cenderitide for the treatment of patients for up to 90 days following admission for acutely decompensated heart failure, or ADHF. We also believe cenderitide may be useful in several other cardiovascular and renal indications. We are currently conducting a Phase I clinical trial in collaboration with Medtronic, Inc. Pursuant to an agreement with Medtronic, a portion of the costs to conduct this Phase I trial are being paid for by Medtronic. · CU-NP, is a pre-clinical rationally designed natriuretic peptide that consists of amino acid chains identical to those produced by the human body, specifically the ring structure of C-type natriuretic peptide, or CNP, and the N- and C-termini of Urodilatin, or URO. We are currently evaluating the potential for the chronic dosing of CU-NP, which could be used to treat a number of cardiovascular and renal diseases. We have no product sales to date and we will not generate any product revenue until we receive approval from the U.S. Food and Drug " 0000066570-16-000109,full_body,N/A,335,"Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 27, 2016 MSA SAFETY INCORPORATED (Exact name of registrant as specified in its charter) Pennsylvania 1-15579 46-4914539 (State or other jurisdictionof incorporation) (Commission File Number) (IRS EmployerIdentification Number) 1000 Cranberry Woods DriveCranberry Township, Pennsylvania 16066-5207 (Address of principal executive offices) (Zip Code) Registrant’s telephone number, including area code: 724-776-8600 Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Item 2.02 Results of Operations and Financial Condition On October 27, 2016, the Company issued a press release announcing its financial results for the quarter ended September 30, 2016. The results from discontinued operations have been modified from amounts contained in such pres" 0001022408-11-000044,financial_statements,P1_1,7981,"Statements e Plus inc. AND SUBSIDIARIES UNAUDITED CONDENSED CONSOLIDATED BALAN CE SHEETS As ofSeptember 30,2011 As ofMarch 31, 2011 ASSETS (in thousands) Cash and cash equivalents $ 45,406 $ 75,756 Accounts receivable—net 151,699 121,771 Notes receivable—net 4,917 5,843 Inventories—net 12,618 9,062 Investment in leases and leased equipment—net 108,880 118,308 Property and equipment—net 1,767 1,817 Other assets 30,492 38,415 Goodwill 22,283 18,604 TOTAL ASSETS $ 378,062 $ 389,576 LIABILITIES AND STOCKHOLDERS' EQUITY LIABILITIES Accounts payable—equipment $ 7,525 $ 7,250 Accounts payable—trade 16,693 14,821 Accounts payable—floor plan 63,760 63,845 Salaries and commissions payable 7,813 8,065 Accrued expenses and other liabilities 40,559 49,414 Non-recourse notes payable 22,973 29,592 Deferred tax liability 4,227 4,227 Total Liabilities 163,550 177,214 COMMITMENTS AND CONTINGENCIES (Note 9) STOCKHOLDERS' EQUITY Preferred stock, $.01 par value; 2,000,000 shares authorized; none issued or outstanding $ - $ - Common stock, $.01 par value; 25,000,000 shares authorized; 12,637,720 issued and 8,297,590 outstanding at September 30, 2011and 12,456,819 issued and 8,519,189 outstanding at March 31, 2011 126 125 Additional paid-in capital 91,390 89,792 Treasury stock, at cost, 4,340,130 and 3,937,630 shares, respectively (56,032 ) (45,998 ) Retained earnings 178,691 167,924 Accumulated other comprehensive income—foreign currency translation adjustment 337 519 Total Stockholders' Equity" 0000950123-11-076857,financial_statements,P1_1,4496,"Statements SS&C TECHNOLOGIES HOLDINGS, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS (in thousands, except per share data) (unaudited) June 30, December 31, 2011 2010 ASSETS Current assets: Cash and cash equivalents $ 82,642 $ 84,843 Accounts receivable, net of allowance for doubtful accounts of $2,423 and $1,986, respectively 44,728 45,531 Prepaid expenses and other current assets 6,622 5,932 Prepaid income taxes 8,522 2,242 Deferred income taxes 1,268 1,142 Total current assets 143,782 139,690 Property and equipment: Leasehold improvements 5,860 5,605 Equipment, furniture, and fixtures 33,629 30,407 39,489 36,012 Less accumulated depreciation (25,525 ) (22,442 ) Net property and equipment 13,964 13,570 Deferred income taxes 660 686 Goodwill (Note 10) 945,079 926,668 Intangible and other assets, net of accumulated amortization of $172,695 and $153,123, respectively 182,750 195,112 Total assets $ 1,286,235 $ 1,275,726 LIABILITIES AND STOCKHOLDERS’ EQUITY Current liabilities: Current portion of long-term debt (Note 5) $ 1,471 $ 1,702 Accounts payable 4,201 3,790 Accrued employee compensation and benefits 9,010 16,854 Other accrued expenses 11,973 11,052 Interest payable 652 1,305 Deferred maintenance and other revenue 48,992 41,671 Total current liabilities 76,299 76,374 Long-term debt, net of current portion (Note 5) 202,281 289,092 Other long-term liabilities 13,687 12,343 Deferred income taxes 35,324 40,734 Total liabilities 327,591 418,543 Commitments an" 0001558370-19-002131,selected_financial_data,6,461,"FINANCIAL DATA The following table presents our selected historical consolidated financial data. The consolidated statements of operations data for the three fiscal years ended December 31, 2018, 2017 and 2016 and the consolidated balance sheet data as of December 31, 2018 and 2017 are derived from our audited consolidated financial statements included elsewhere in this annual report on Form 10-K. The consolidated statements of operations data for the years ended December 31, 2015 and 2014, and the balance sheet data as of December 31, 2016, 2015 and 2014 are derived from audited financial statements that are not included in this annual report on Form 10-K. The selected historical consolidated balance sheet and operating data presented below should be read in conjunction with the consolidated financial statements and the notes to such statements and “Management's Discussion and Analysis of Financial Condition and Results of Operations” included elsewhere in this annual report on Form 10-K. Historical results are not necessarily indicative of the results to be expected in the future. Year ended December 31, (in thousands, except per share data) 2018 2017 2016 2015 2014 (As Revised)(1) (As Revised)(1) (1) (1) Selected Statement of Operations Data: Total revenues $ 257,654 $ 209,625 $ 212,512 $ 190,355 $ 159,289 Total cost and expenses 372,282 344,966 313,562 250,193 158,624 Interest expense and other (expense) income, net (13,205) (1,833) 865 (10,437) (5,817) Income tax exp" 0001140361-11-046475,full_body,N/A,1043,"form8k.htm SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) Sept. 19, 2011 Commission FileNumber Exact Name of Registrant as Specified in its Charter; State ofIncorporation; Address of Principal Executive Offices; andTelephone Number IRS EmployerIdentificationNumber 001-3034 XCEL ENERGY INC.(a Minnesota corporation)414 Nicollet MallMinneapolis, Minnesota 55401(612) 330-5500 41-0448030 Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. Resignations and Elections of Officers On September 19, 2011, Xcel Energy Inc. (Xcel Energy) announced that the following officers were elected to the positions as described below effective" 0000766704-25-000009,financial_statements,8,36711,"of Independent Registered Public Accounting Firm (PCAOB ID:42) 79 Consolidated Balance Sheets – December 31, 2024 and 2023 81 Consolidated Statements of Comprehensive Income — Years ended December 31, 2024, 2023 and 2022 82 Consolidated Statements of Equity — Years ended December 31, 2024, 2023 and 2022 84 Consolidated Statements of Cash Flows — Years ended December 31, 2024, 2023 and 2022 85 Notes to Consolidated Financial Statements 86 Page number link to schedule III 134 2. The following Financial Statement Schedules are included beginning on page 134 III – Real Estate and Accumulated Depreciation IV – Mortgage Loans on Real Estate All other schedules have been omitted because they are inapplicable or not required or the information is included elsewhere in the Consolidated Financial Statements or notes thereto. 3. Exhibits: The exhibits listed below are either filed with this Form 10-K or incorporated by reference in accordance with Rule 12b-32 of the Securities Exchange Act of 1934. 125 2.1 Agreement and Plan of Merger, dated March 7, 2022, by and among the Company , WELL Merger Holdco Inc. and WELL Merger Holdco Sub Inc. (filed with the Commission as Exhibit 2.1 to the Company's Form 8-K filed on March 7, 2022 (File No. 001-08923), and incorporated herein by reference thereto). 3.1 Restated Certificate of Incorporation of the C ompany . (filed with the Commission as Exhibit 3.2 to the Form 8-K filed on May 24, 2024 (File No. 001-08923), and incorporated herein by refere" 0000028823-23-000086,full_body,N/A,597,"dbd-20230410 0000028823 False 0000028823 2023-04-10 2023-04-10 0000028823 2023-03-24 2023-03-24 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): April 10, 2023 Diebold Nixdorf, Incorporated (Exact name of registrant as specified in its charter) __________________________________________________________ Ohio 1-4879 34-0183970 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employer Identification No.) 50 Executive Parkway, P.O. Box 2520 Hudson, Ohio 44236 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: ( 330 ) 490-4000 Not Applicable Former name or former address, if changed since last report Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each class Tradin" 0001559865-18-000080,risk_factors,P2_1A,67,"Factors There have been no material changes from the risk factors previously disclosed under Item 1A. of the Company’s 2017 Form 10-K. The risks described in our 2017 Form 10-k are not the only risks facing us. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial also may materially adversely affect our business, financial condition or results of operations." 0001628280-26-034787,quantitative_disclosures,P1_3,93,"and Qualitative Disclosures About Market Risk Market risk represents the risk of loss that may impact our financial position because of adverse changes in financial market prices and rates. Our market risk exposure is primarily a result of exposure resulting from potential changes in interest rates or foreign exchange rates. We may use certain derivative financial instruments, such as foreign currency and interest rate hedges, but only as a risk management tool and not for speculative or trading purposes. There have been no material changes to market risk since December 31, 2025. 34" 0000914121-10-001274,full_body,N/A,303,"fe21368701-8k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): December 27, 2010 Frequency Electronics, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 1-8061 11-1986657 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No.) 55 Charles Lindbergh Blvd., Mitchel Field, New York 11553 (Address of Principal Executive Offices) (Zip Code) Registrant’s telephone number, including area code: 516-794-4500 (Former Name or Former Address, if Changed Since Last Report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions ( see General Instruction A.2. below): o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. E. Donald Shapiro, a mem" 0001193125-12-255596,full_body,N/A,392,"Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 31, 2012 (May 24, 2012) CARE INVESTMENT TRUST INC. (Exact Name of Registrant as Specified in Charter) Maryland 000-54474 38-3754322 (State or Other Jurisdictionof Incorporation) (Commission File Number) (I.R.S. EmployerIdentification No.) 780 Third Avenue, 21st Floor, New York, New York 10017 (Address of Principal Executive Offices) (Zip Code) Registrant’s telephone number, including area code: (212) 446-1410 N/A (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): ¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. (b) Departure of Officer" 0001408075-17-000013,full_body,N/A,327,"Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 15, 2017 GRAPHIC PACKAGING HOLDING COMPANY (Exact name of registrant as specified in its charter) Delaware 001-33988 26-0405422 (State or other jurisdictionof incorporation) (Commission File Number) (IRS EmployerIdentification No.) 1500 Riveredge Parkway, Suite 100 Atlanta, Georgia 30328 (Address of principal executive offices) (770) 240-7200 (Registrant’s telephone number, including area code) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Item 8.01 Other Events On March 15, 2017, Graphic Packaging Holding Company announced that it will be revising the record date for its recently announced quarterly dividend payable on April 5, 2017. The Company does not expect the amount of the dividend, $.075 per share, or the payable date of the di" 0001428439-23-000017,controls_and_procedures,P1_4,235,"and Procedures Evaluation of Disclosure Controls and Procedures Our management, with the participation of our Chief Executive Officer and our Chief Financial Officer, has evaluated the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) as of the end of the period covered by this Quarterly Report. Based on such evaluation, our Chief Executive Officer and Chief Financial Officer have concluded that, as of the end of the period covered by this Quarterly Report, our disclosure controls and procedures were, in design and operation, effective at a reasonable assurance level. Our management, including our Chief Executive Officer and Chief Financial Officer, does not expect that our disclosure controls and procedures or our internal controls will prevent all errors and all fraud. Any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objective and management necessarily applies its judgment in evaluating the cost-benefit relationship of possible controls and procedures. Changes in Internal Control Over Financial Reporting There was no change in our internal control over financial reporting identified in connection with the evaluation required by Rule 13a-15(d) and 15d-15(d) of the Exchange Act that occurred during the quarter ended March 31, 2023 that has materially affected, or is reasonably likely to materially affect, our " 0000891166-24-000027,md_and_a,P1_2,16368,"Discussion and Analysis of Financial Condition and Results of Operations Unless the context otherwise requires, all references to “we,” “us,” “our,” and “Company” refer to Universal Insurance Holdings, Inc. (“UVE”) and its wholly-owned subsidiaries. You should read the following discussion together with our unaudited condensed consolidated financial statements (“Financial Statements”) and the related notes thereto included in “Part I, Item 1—Financial Statements,” and our audited condensed consolidated financial statements and the related notes thereto included in “Part II, Item 8—Financial Statements and Supplementary Data” in our Annual Report on Form 10-K for the year ended December 31, 2023. Operating results for any one quarter are not necessarily indicative of results to be expected for any quarter or for the year. Cautionary Note Regarding Forward-Looking Statements In addition to historical information, this report may contain “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). The forward-looking statements anticipate results based on our estimates, assumptions and plans that are subject to uncertainty. These forward-looking statements may be identified by their use of words like “plans,” “seeks,” “expects,” “will,” “should,” “anticipates,” “estimates,” “intends,” “believes,” “likely,” “targets,” and other words with similar m" 0001638833-20-000056,full_body,N/A,513,"sgry-20200805 0001638833 FALSE 0001638833 2020-08-05 2020-08-05 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported):August 5, 2020 Surgery Partners, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-37576 47-3620923 (State or Other Jurisdictionof Incorporation) (CommissionFile Number) (IRS EmployerIdentification No.) 310 Seven Springs Way, Suite 500 Brentwood , Tennessee 37027 (Address of Principal Executive Offices) (Zip Code) ( 615 ) 234-5900 (Registrant’s Telephone Number, Including Area Code) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol(s) Name of each exchange on which registered Common Stock, par value $0.01 per share SGRY The Nasdaq Global Select Market Indicate by check mark whether the reg" 0001144204-11-059805,risk_factors,P2_1A,24,"Factors Our risk factors have not changed materially since they were described in our 2010 Annual Report on Form 10-K filed February 25, 2011." 0001373715-16-000324,risk_factors,1A,15207,"FACTORS Investing in our securities involves a high degree of risk. You should consider carefully the risks and uncertainties described below, together with all of the other information in this Annual Report on Form 10-K, including our consolidated financial statements and related notes report, before making an investment decision. We have identified the following risks and uncertainties that may have a material adverse effect on our business, financial condition, results of operations and future prospects. Our business could be adversely affected by any of these risks. The trading price of our common stock could decline due to any of these risks, and you may lose all or part of your investment. Risks Related to Our Business and Industry We expect our revenue growth rate to continue to decline, and we expect to continue to incur losses in accordance with U.S. Generally Accepted Accounting Principles, or GAAP. From the year ended June 30, 2009 to the year ended December 31, 2015 , our revenues grew from $19.3 million to $1.0 billion . Although we experienced revenue growth in prior periods, our revenue growth rate is declining and we expect that it will continue to decline into the foreseeable future. We also expect our costs to increase in future periods as we continue to invest in our capacity to support anticipated growth. These investments may not result in increased revenues or growth in our business. Even if our revenues continue to increase, we expect to continue to i" 0001193125-17-232892,full_body,N/A,1534,"Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): July 18, 2017 Hilton Grand Vacations Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-37794 81-2545345 (State or Other Jurisdictionof Incorporation) (CommissionFile Number) (IRS EmployerIdentification No.) 6355 MetroWest Boulevard, Suite 180 Orlando, Florida 32835 (Address of principal executive offices) (Zip Code) (407) 722-3100 (Registrant’s Telephone Number, Including Area Code) Not Applicable (Former Name or Former Address, if Changed Since Last Report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934" 0001193125-17-319331,md_and_a,P1_2,8745,"Discussion and Analysis of Financial Condition and Results of Operations. This Quarterly Report on Form 10-Q contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements include any statements that address future results or occurrences. In some cases you can identify forward-looking statements by terminology such as “may,” “might,” “will,” “would,” “should,” “could” or the negative thereof. Generally, the words “anticipate,” “believe,” “continue,” “expect,” “intend,” “estimate,” “project,” “plan” and similar expressions identify forward-looking statements. In particular, statements about our expectations, beliefs, plans, objectives, assumptions or future events or performance contained are forward-looking statements. We have based these forward-looking statements on our current expectations, assumptions, estimates and projections. While we believe these expectations, assumptions, estimates and projections are reasonable, such forward-looking statements are only predictions and involve known and unknown risks, uncertainties and other factors, many of which are outside of our control, which could cause our actual results, performance or achievements to differ materially from any results, performance or achievements expressed or implied by such forward-looking statements. These risks, uncertainties and other factors include, but are not limited to: • our significant indebtedness, our ability to me" 0001193125-24-040151,full_body,N/A,581,"8-K TEXAS INSTRUMENTS INC DE TX false 0000097476 0000097476 2024-02-15 2024-02-15 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED): February 15, 2024 TEXAS INSTRUMENTS INCORPORATED (Exact name of registrant as specified in charter) DELAWARE 001-03761 75-0289970 (State or other jurisdictionof incorporation) (Commissionfile number) (I.R.S. employeridentification no.) 12500 TI BOULEVARD DALLAS,TEXAS75243 (Address of principal executive offices) Registrant’s telephone number, including area code: (214) 479-3773 Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each class TradingSymbol(s) Name of each exchangeon which registered Common Stock, par value $1.00 TXN The Nasdaq Global Select Market Indicate by check mark whether the" 0001360604-14-000009,full_body,N/A,884,"8-K Special Meeting UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 19, 2014 (February 19, 2014) HEALTHCARE TRUST OF AMERICA, INC. (Exact Name of Registrant as Specified in its Charter) Maryland 001-35568 20-4738467 (State or other jurisdiction ofincorporation) (CommissionFile Number) (I.R.S. EmployerIdentification No.) 16435 N. Scottsdale Road, Suite 320Scottsdale, Arizona 85254 (Address of principal executive offices) (Zip Code) (480) 998-3478 (Registrant’s telephone number, including area code) Not applicable (Former name or former address, if changed since last report.) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) x Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Item 8.01 Other Events. On January 23, 2014, Healthcare Trust of America, Inc. (the “Company”) filed a definitive proxy statement (the “Proxy Statement”) with the Securities and" 0001558370-21-003074,business,1,29866,"General FS Bancorp, Inc. (“FS Bancorp” or the “Company”), a Washington corporation, was organized in September 2011 for the purpose of becoming the holding company of 1st Security Bank of Washington (“1st Security Bank of Washington” or the “Bank”) upon the Bank’s conversion from a mutual to a stock savings bank (“Conversion”). The Conversion was completed on July 9, 2012. At December 31, 2020, the Company had consolidated total assets of $2.11 billion, total deposits of $1.67 billion, and stockholders’ equity of $230.0 million. The Company has not engaged in significant activity other than holding the stock of the Bank. Accordingly, the information set forth in this Annual Report on Form 10-K (“Form 10-K”), including the consolidated financial statements and related data, relates primarily to the Bank. ​ 1st Security Bank of Washington is a relationship-driven community bank. The Bank delivers banking and financial services to local families, local and regional businesses and industry niches within distinct Puget Sound area communities. The Bank emphasizes long-term relationships with families and businesses within the communities served, working with them to meet their financial needs. The Bank is also actively involved in community activities and events within these market areas, which further strengthens relationships within these markets. The Bank has been serving the Puget Sound area since 1907. Originally chartered as a credit union, and known as Washington’s Credit Un" 0001018724-17-000011,selected_financial_data,6,264,"Consolidated Financial Data The following selected consolidated financial data should be read in conjunction with the consolidated financial statements and the notes thereto in Item 8 of Part II, “Financial Statements and Supplementary Data,” and the information contained in Item 7 of Part II, “Management’s Discussion and Analysis of Financial Condition and Results of Operations.” Historical results are not necessarily indicative of future results. Year Ended December 31, 2012 2013 2014 2015 2016 (in millions, except per share data) Statements of Operations: Net sales $ 61,093 $ 74,452 $ 88,988 $ 107,006 $ 135,987 Operating income $ 676 $ 745 $ 178 $ 2,233 $ 4,186 Net income (loss) $ (39 ) $ 274 $ (241 ) $ 596 $ 2,371 Basic earnings per share (1) $ (0.09 ) $ 0.60 $ (0.52 ) $ 1.28 $ 5.01 Diluted earnings per share (1) $ (0.09 ) $ 0.59 $ (0.52 ) $ 1.25 $ 4.90 Weighted-average shares used in computation of earnings per share: Basic 453 457 462 467 474 Diluted 453 465 462 477 484 Statements of Cash Flows: Net cash provided by (used in) operating activities $ 4,180 $ 5,475 $ 6,842 $ 11,920 $ 16,443 December 31, 2012 2013 2014 2015 2016 (in millions) Balance Sheets: Total assets $ 32,555 $ 40,159 $ 54,505 $ 64,747 $ 83,402 Total long-term obligations $ 5,361 $ 7,433 $ 15,675 $ 17,476 $ 20,301 ___________________ (1) For further discussion of earnings per share, see Item 8 of Part II, “Financial Statements and Supplementary Data—Note 1—Description of Business and Accounting Policie" 0001527166-18-000028,unregistered_sales,P2_2,922,"Sales of Equity Securities and Use of Proceeds Issuer Purchases of Equity Securities The following table sets forth repurchases of our common units during the three months ended September 30, 2018 for the periods indicated: Period (a) Total number of unitspurchased (b) Average price paid per unit (c) Total number of units purchased as part of publicly announced plans or programs (d) Maximum number (or approximate dollar value) of units that may yet be purchased under the plans or programs (Dollars in millions, except unit and per unit data) July 1, 2018 toJuly 30, 2018(1)(2) 299,865 $ 21.84 299,865 $ 83.3 August 1, 2018 toAugust 31, 2018(1)(2) 1,230,177 24.32 1,230,177 $ 53.4 September 1, 2018 toSeptember 30, 2018(1) — — — $ 53.4 Total 1,530,042 1,530,042 (1) In February 2016, the Board of Directors of the general partner of the Partnership authorized the repurchase of up to $200 million of common units and/or Carlyle Holdings units. Under this unit repurchase program, units may be repurchased from time to time in open market transactions, in privately negotiated transactions or otherwise. We expect that the majority of repurchases under this program will be done via open market transactions. No units will be repurchased from our executive officers under this program. The timing and actual number of common units and/or Carlyle Holdings units repurchased will depend on a variety of factors, including legal requirements, price, and economic and market conditions. This unit repu" 0000726958-23-000097,risk_factors,P2_1A,27,"Factors There have been no material changes in our “risk factors” from those previously disclosed in our 2023 Annual Report on Form 10-K. 22 Table of Contents" 0000798941-18-000006,controls_and_procedures,9A,37765,"and Procedures BancShares' management, with the participation of its Chief Executive Officer and Chief Financial Officer, has evaluated the effectiveness of the design and operation of BancShares' disclosure controls and procedures as of the end of the period covered by this Annual Report, in accordance with Rule 13a-15 of the Securities Exchange Act of 1934 (Exchange Act). Based upon that evaluation, as of the end of the period covered by this report, the Chief Executive Officer and the Chief Financial Officer concluded that BancShares' disclosure controls and procedures were effective to provide reasonable assurance that it is able to record, process, summarize and report in a timely manner the information required to be disclosed in the reports it files under the Exchange Act. No changes in BancShares' internal control over financial reporting occurred during the fourth quarter of 2017 that have materially affected, or are reasonably likely to materially affect, BancShares' internal control over financial reporting. MANAGEMENT’S ANNUAL REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING The management of First Citizens BancShares, Inc. (BancShares) is responsible for establishing and maintaining adequate internal control over financial reporting. BancShares’ internal control system was designed to provide reasonable assurance to the company’s management and Board of Directors regarding the preparation and fair presentation of published financial statements. As permitted b" 0001309108-18-000118,legal_proceedings,P2_1,91,"Proceedings. As of the date of this filing, we are not involved in any material legal proceedings. We also were not involved in any material legal proceedings that were terminated during the second quarter of 2018. However, from time to time, we are subject to legal proceedings and claims in the ordinary course of business. As of the date of this filing, the current estimate of a reasonably possible loss contingency from all legal proceedings is not material to the Company’s consolidated financial position, results of operations, cash flows or liquidity." 0001050915-25-000047,controls_and_procedures,P1_4,628,"and Procedures. Attached as exhibits to this Quarterly Report on Form 10-Q are certifications of Quanta’s Chief Executive Officer and Chief Financial Officer that are required in accordance with Rule 13a-14 of the Securities Exchange Act of 1934, as amended (the Exchange Act). This Item 4. section includes information concerning the controls and controls evaluation referred to in the certifications, and it should be read in conjunction with the certifications for a more complete understanding of the topics presented. 38 Evaluation of Disclosure Controls and Procedures Our management has established and maintains a system of disclosure controls and procedures that are designed to provide reasonable assurance that information required to be disclosed by us in the reports that we file or submit under the Exchange Act, such as this Quarterly Report on Form 10-Q, is recorded, processed, summarized and reported within the time periods specified in the SEC rules and forms. The disclosure controls and procedures are also designed to provide reasonable assurance that such information is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure. As of the end of the period covered by this Quarterly Report, we evaluated the effectiveness of the design and operation of our disclosure controls and procedures pursuant to Rule 13a-15(b), as such disclosure control" 0001628280-16-015523,unregistered_sales,P2_2,556,"Sales of Equity Securities and Use of Proceeds In the quarter ended March 31, 2016, the Company issued 227,437 Class A subordinate voting shares to management of certain of the Company’s acquired subsidiaries in transactions exempt from registration under the Securities Act of 1933, as amended. These shares were issued as payments in lieu of cash for the Company’s obligation to make deferred payments as part 44 Table of Contents of the purchase price for prior acquisitions and therefore did not result in any proceeds to the Company. No commissions were paid to any person in connection with the issuance or sale of these shares. Item 3. Defaults Upon Senior Securities None Item 4. Mine Safety Disclosures Not applicable Item 5. Other Information None. Item 6. Exhibits The exhibits required by this item are listed on the Exhibit Table. 45 Table of Contents SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. MDC PARTNERS INC. /s/ David Doft David Doft Chief Financial Officer and Authorized Signatory May 4, 2016 46 Table of Contents EXHIBIT INDEX Exhibit No. Description 4.1 Indenture relating to the 6.50% Senior Notes, dated as of March 23, 2016, among the Company, the Guarantors and The Bank of New York Mellon, as trustee (incorporated by reference to Exhibit 4.1 to the Company's Form 8-K filed on March 23, 2016). 4.2 Form of 6.50% Se" 0000715072-16-000108,properties,2,195,"The main office of the Company is located at 209 Troy Street, Tupelo, Mississippi. Various departments occupy each floor of the five-story building. The Technology Center, also located in Tupelo, houses electronic data processing, document preparation, document imaging, loan servicing and deposit operations. As of December 31, 2015, Renasant operated 131 full-service branches, 13 limited-service branches and an ATM network, which includes 133 ATMs at on-premise locations and 17 ATMs located at off-premise sites. Our Community Banks and Wealth Management segments operate out of all of these offices. The Bank owns 102 of its 131 full-service branch banking facilities. The remaining 29 full-service branches are under lease agreements. The Bank owns 11 of the 13 limited-service branches. The Bank also operates 21 locations used exclusively for Mortgage Banking, of these 3 are owned by the Bank with the remaining 18 under lease agreements. The 49 banking facilities that are occupied under leases have unexpired terms ranging from 1 to 30 years. Renasant Insurance, a wholly-owned subsidiary of the Bank, owns seven offices - one each in Ackerman, Corinth, Durant, Kosciusko, Louisville, Starkville and Tupelo, Mississippi. None of our properties are subject to any material encumbrances." 0000950123-10-103894,changes_in_accounting,9,21,"IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE None. 72 The Greenbrier Companies 2010 Annual Report Table of Contents" 0001193125-23-174006,full_body,N/A,1324,"8-K false 0001672619 0001672619 2023-06-23 2023-06-23 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 23, 2023 Enliven Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39247 81-1523849 (State or other jurisdictionof incorporation) (CommissionFile Number) (IRS EmployerIdentification No.) 6200 Lookout RoadBoulder,CO 80301 (Address of principal executive offices) (Zip Code) (720) 647-8519 (Registrant’s telephone number, including area code) Not Applicable (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each class TradingSymbol(s) Name of each exchangeon which registered Commo" 0000766421-16-000118,full_body,N/A,440,"Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 December 19, 2016 (Date of earliest event reported) ALASKA AIR GROUP, INC. (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 1-8957 91-1292054 (Commission File Number) (IRS Employer Identification No.) 19300 International Boulevard, Seattle, Washington 98188 (Address of Principal Executive Offices) (Zip Code) (206) 392-5040 (Registrant's Telephone Number, Including Area Code) (Former Name or Former Address, if Changed Since Last Report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions ( see General Instruction A.2. below): o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) ITEM 7.01. Regulation FD Disclosure On December 19, 2016, Alaska Air Group, Inc. (the ""Company"") issued a press release announcing the separation of the Company's marketing and codeshare agreement with Delta Air lines, Inc. (" 0000950170-24-018021,md_and_a,7,14941,"Discussion and Analysis of Financial Condition and Results of Operations You should read this discussion together with our Consolidated Financial Statements and the accompanying Notes to Consolidated Financial Statements included elsewhere in this Form 10-K. Executive Overview We are one of the nation’s largest healthcare companies. Our affiliates are leading providers of healthcare services, developing and operating healthcare delivery systems in 40 distinct markets across 15 states. As of December 31, 2023, our subsidiaries own or lease 71 affiliated hospitals, with approximately 12,000 beds, and operate more than 1,000 sites of care, including physician practices, urgent care centers, freestanding emergency departments, occupational medicine clinics, imaging centers, cancer centers and ambulatory surgery centers. We generate revenues by providing a broad range of general and specialized hospital healthcare services and outpatient services to patients in the communities in which we are located. For the hospitals that we own and operate, we are paid for our services by governmental agencies, private insurers and directly by the patients we serve. Economic conditions in the United States continue to be challenging in various respects, and the United States economy continues to experience significant inflationary pressures, elevated interest rates and challenging labor market conditions. Taking into account these factors, we have incurred in certain recent periods, and may" 0000040533-16-000088,full_body,N/A,334,"Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) October 26, 2016 ( October 26, 2016 ) GENERAL DYNAMICS CORPORATION (Exact Name of Registrant as Specified in Its Charter) Delaware 1-3671 13-1673581 (State or Other Jurisdictionof Incorporation) (CommissionFile Number) (IRS EmployerIdentification No.) 2941 Fairview Park Drive, Suite 100, Falls Church, Virginia 22042-4513 (Address of Principal Executive Offices) (Zip Code) (703) 876-3000 (Registrant’s Telephone Number, Including Area Code) Not Applicable (Former Name or Former Address, If Changed Since Last Report.) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d- 2(b)) ¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) - 1 - Item 2.02 Results of Operations and Financial Condition On October 26, 2016 , General Dynamics announced its financial results for the quarter ended October 2, 2016 . A copy of the pre" 0001437749-22-007725,business,1,16713,"Overview We are a specialty pharmaceutical company focused on the discovery and development of treatments for central nervous system, or CNS, and rare disease indications that allow us to target high-value areas with significant unmet needs. Our core competency is the discovery and development of proprietary prodrugs to treat serious medical conditions through our proprietary Ligand Activated Therapy, or LAT ® , platform technology. We utilize our proprietary LAT platform technology to generate improved prodrug versions of drugs approved by the U.S. Food and Drug Administration, or FDA, as well as to generate prodrug versions of existing compounds that may have applications for new disease indications. Our prodrug product candidate pipeline is currently focused on the high need areas of idiopathic hypersomnia, or IH, and other CNS/rare diseases. Our approved product, AZSTARYS ® , formerly referred to as KP415, a new once-daily treatment for attention deficit hyperactivity disorder, or ADHD, in patients, age six years and older, contains our prodrug, serdexmethylphenidate, or SDX. AZSTARYS is being commercialized in the United States by Corium, Inc., or Corium, an affiliate of Gurnet Point Capital, L.P., which was tasked by Commave to lead all commercialization activities for AZSTARYS under the KP415 License Agreement. Our lead clinical development product candidate, KP1077, is based on SDX, our prodrug of d-methlyphenidate, or d-MPH, and is in development for the treatment o" 0001628280-22-013661,md_and_a,P1_2,4457,"DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS The following Management’s Discussion and Analysis of Financial Condition and Results of Operations should be read in conjunction with the unaudited consolidated financial statements and the notes thereto included in Part I, Item 1, “Financial Statements” of this Quarterly Report on Form 10-Q. In addition, reference is made to our audited consolidated financial statements and notes thereto and related Management’s Discussion and Analysis of Financial Condition and Results of Operations included in our Annual Report on Form 10-K for the year ended December 31, 2021, filed with the SEC on February 28, 2022. Overview Apollo Medical Holdings, Inc. is a leading physician-centric, technology-powered, risk-bearing healthcare management company. Leveraging its proprietary population health management and healthcare delivery platform, ApolloMed operates an integrated, value-based healthcare model, which aims to empower the providers in its network to deliver the highest quality of care to its patients in a cost-effective manner. We, together with our affiliated physician groups and consolidated entities, provide coordinated outcomes-based medical care in a cost-effective manner. The majority of our patients are covered by private or public insurance provided through Medicare, Medicaid, and health maintenance organizations (“HMOs”). However, a small portion of our revenue comes from non-insured patients. We provid" 0001140361-12-018064,risk_factors,1A,5598,"FACTORS The Company’s consolidated results of operations, financial position and cash flows can be adversely affected by various risks related to its business. These risks include, but are not limited to, the principal factors listed below and the other matters set forth in this Annual Report on Form 10-K. All of these risks should be carefully considered. Our results of operations have been, and may continue to be, adversely impacted by the effects of the worldwide macroeconomic downturn in 2009 and part of 2010, and recent concerns over the sustainability of the economic recovery. In 2009 and part of 2010, general worldwide economic conditions continued to experience a downturn due to the effects of the deterioration in the residential housing market, subprime lending crisis, general credit market crisis, collateral effects on the finance and banking industries, increased commodity costs, volatile energy costs, concerns about inflation, slower economic activity, decreased consumer confidence, reduced corporate profits and capital spending, adverse business conditions and liquidity concerns (the “economic crisis”). These conditions adversely affected demand in the three major end-markets we serve (the RV, MH and industrial markets) in 2009 resulting in decreased sales of our component products into these markets. Although economic conditions improved somewhat in 2010 and in 2011 and, as a result our sales, operating income, and cash flows improved when compared to 2009, a" 0000700564-17-000019,controls_and_procedures,P1_4,189,"and Procedures The Corporation carried out an evaluation, under the supervision and with the participation of the Corporation’s management, including the Corporation’s Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of the Corporation’s disclosure controls and procedures pursuant to Rule 13a-15, promulgated under the Securities Exchange Act of 1934 (the ""Exchange Act""). Based upon that evaluation, the Corporation’s Chief Executive Officer and Chief Financial Officer concluded that, as of the end of the period covered by this quarterly report, the Corporation’s disclosure controls and procedures are effective. Disclosure controls and procedures are controls and procedures that are designed to ensure that information required to be disclosed in Corporation reports filed or submitted under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms. There have been no changes in the Corporation’s internal control over financial reporting during the fiscal quarter covered by this quarterly report that have materially affected, or are reasonably likely to materially affect, the Corporation’s internal control over financial reporting. 62 PART II – OTHER INFORMATION" 0001022408-20-000027,quantitative_disclosures,P1_3,457,"and Qualitative Disclosures About Market Risk Our cash flow may be adversely affected by the risks related to COVID-19 pandemic, which may result in delays in the collections of our accounts receivables or non-payment. Although a substantial portion of our liabilities are non-recourse, fixed-interest-rate instruments, we utilize lines of credit and other financing facilities that are subject to fluctuations in short-term interest rates. These non-recourse instruments, which are denominated in US dollars, were entered for other than trading purposes and, except for amounts drawn under the WFCDF facility, bear interest at a fixed rate. Because the interest rate on these instruments is fixed, changes in interest rates will not directly impact our cash flows. Our financing transactions are funded with our cash flows, not debt, and may be subject to interest rate risk. If the market interest rate exceeds our internal rate of return, we may not fund the transaction to obtain the proceeds. Borrowings under the WFCDF facility bear interest at a market-based variable rate. As of June 30, 2020, the aggregate fair value of our recourse and non-recourse borrowings approximated their carrying value. We have transactions in foreign currencies, primarily in British Pounds, Euros, and Indian Rupees. There is a potential for exposure to fluctuations in foreign currency rates resulting primarily from the translation exposure associated with the preparation of our consolidated financial stat" 0001839839-26-000012,legal_proceedings,P2_1,21,"Proceedings See Note 18 to the Unaudited Condensed Consolidated Financial Statements, in this Form 10-Q, which is incorporated herein by reference." 0001193125-15-177467,quantitative_disclosures,P1_3,857,"and Qualitative Disclosures about Market Risk General Our results of operations and operating cash flows are impacted by changes in market prices of copper, steel, ammonia and natural gas, changes in market interest rates, and changes in market currency exchange rates. Forward Sales Commitments Risk Periodically, our Chemical and Climate Control Businesses enter into forward firm sales commitments for products to be delivered in future periods. As a result, we could be exposed to embedded losses should our product costs exceed the firm sales prices. At March 31, 2015, we had a minimal amount of embedded losses associated with sales commitments with firm sales prices relating to our Chemical Business. Commodity Price Risk Our Chemical Business buys substantial quantities of natural gas (as a feedstock) and platinum (as a catalyst in the manufacturing process) generally at market prices and our Climate Control Business buys substantial quantities of copper for use in manufacturing processes. As part of our raw material price risk management, periodically, our Chemical Business enters into firm purchase commitments and/or futures/forward contracts for natural gas and our Climate Control Business enters into futures contracts for copper. Our Chemical Business has also acquired working interests in natural gas properties to serve as an economic hedge against potential higher natural gas prices for a portion of our future natural gas requirements. Certain subsidiaries within" 0001628280-26-033590,legal_proceedings,P2_1,112,"Proceedings For a description of our pending legal proceedings, please see Note 16. Commitments and Contingencies, to the consolidated financial statements included elsewhere in this Report. While the lawsuits are being vigorously defended, the outcome of any litigation is inherently uncertain, and there is always the possibility that a court rules in a manner that is adverse to the interests of the Company and the individual defendants. However, the amount of any such loss in that scenario cannot be reasonably estimated at this time. Regardless of the outcome, litigation has the potential to have an adverse impact on us because of defense and settlement costs, diversion of management resources and other factors." 0000950123-10-046116,controls_and_procedures,P1_4,220,"and Procedures Evaluation of Disclosure Controls and Procedures An evaluation was carried out under the supervision and with the participation of FICO’s management, including the Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of FICO’s disclosure controls and procedures (as defined in Rule 13a-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”)) as of the end of the period covered by this quarterly report. Based on that evaluation, the Chief Executive Officer and Chief Financial Officer have concluded that FICO’s disclosure controls and procedures are effective to ensure that information required to be disclosed by FICO in reports that it files or submits under the Exchange Act is (i) recorded, processed, summarized and reported within the time periods specified in SEC rules and forms and (ii) accumulated and communicated to the Chief Executive Officer and Chief Financial Officer to allow timely decisions regarding required disclosure. Changes in Internal Control over Financial Reporting No change in FICO’s internal control over financial reporting was identified in connection with the evaluation required by Rule 13a-15(d) of the Exchange Act that occurred during the period covered by this quarterly report and that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting. PART II — OTHER INFORMATION" 0000899715-24-000044,risk_factors,1A,9099,"FACTORS Important risk factors that could materially affect our business, financial condition or results of operations in future periods are described below. These factors are not intended to be an all-encompassing list of risks and uncertainties and are not the only risks and uncertainties we face. Additional risks not currently known to us or that we currently deem to be immaterial also may materially adversely affect our business, financial condition or results of operations in future periods. Additional information regarding forward-looking statements is included in the beginning of Part I in this Annual Report. Risks Related to Real Estate Investments The economic performance and the market value of our centers are dependent on risks associated with real property investments. Real property investments are subject to varying degrees of risk. The economic performance and market values of our real property investments may be affected by many factors, including changes in the international, national, regional and local economic climate, inflation, deflation, interest rates, changes in government policies and regulations, including changes in tax laws, unemployment rates, consumer confidence, consumer shopping preferences, local conditions such as an oversupply of space or a reduction in demand for real estate in the area, the attractiveness of the properties to tenants, competition from other available space, our ability to provide adequate maintenance and insurance, increas" 0000936468-22-000048,quantitative_disclosures,P1_3,92,"and Qualitative Disclosures About Market Risk As disclosed in “Item 7A, Quantitative and Qualitative Disclosures About Market Risk” of our 2021 Form 10-K, we transact business globally and are subject to risks associated with changing foreign currency exchange rates. We enter into foreign currency hedges such as forward and option contracts that change in value as foreign currency exchange rates change. Our exposures to market risk have not changed materially since December 31, 2021. See “Note 8 - Fair Value Measurements” included in our Notes to Consolidated Financial Statements for additional discussion." 0000310764-15-000022,md_and_a,7,7762,"DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS. ABOUT STRYKER Stryker is one of the world's leading medical technology companies, with 2014 revenues of $9,675 and net earnings of $515 . We offer a diverse array of innovative medical technologies, including reconstructive, medical and surgical, and neurotechnology and spine products to help people lead more active and more satisfying lives. In the United States, most of our products are marketed directly to doctors, hospitals and other healthcare facilities. In general, we maintain separate dedicated sales forces for each of our principal product lines to provide focus and a high level of expertise to each medical specialty served. Internationally our products are sold in over 100 countries through company-owned sales subsidiaries and branches as well as third-party dealers and distributors. Our business is generally not seasonal in nature; however, the number of Orthopaedics implant surgeries is generally lower during the summer months and sales of capital equipment are generally higher in the fourth quarter. At the heart of what we do and believe is making healthcare better. We do this by collaborating with our customers to develop innovative products and services that ultimately improve the lives of our patients. We express this through our mission statement: ""Together with our customers, we are driven to make healthcare better."" We believe our success in the highly competitive product categories i" 0000016918-26-000029,md_and_a,P1_2,7637,"DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS. INTRODUCTION This MD&A provides additional information on our businesses, current developments, financial condition, cash flows, and results of operations. It should be read in conjunction with our Financial Statements and with our consolidated financial statements and notes included in our 2026 Annual Report. This MD&A is organized as follows: Overview This section provides a general description of our business, which we believe is important in understanding the results of our operations, financial condition, and potential future trends. Strategy This section provides a description of our strategy, including our 2025 Restructuring Initiative, and a discussion of a recent development and certain acquisitions and divestitures. Results of operations This section provides an analysis of our results of operations presented on a business segment basis for the three months ended May 31, 2026, and May 31, 2025. In addition, a brief description of certain transactions and other items that affect the comparability of the results is provided. Liquidity and capital resources This section provides an analysis of our cash flows, outstanding debt, and liquidity position. Included in the analysis of outstanding debt is a discussion of the financial capacity available to fund our on-going operations and future commitments, as well as a discussion of other financing arrangements. OVERVIEW We are an international produce" 0001104659-16-116161,financial_statements,P1_1,16278,"STATEMENTS BALL CORPORATION UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS Three Months Ended March 31, ($ in millions, except per share amounts) 2016 2015 Net sales $ 1,756 $ 1,923 Costs and expenses Cost of sales (excluding depreciation and amortization) (1,416 ) (1,561 ) Depreciation and amortization (75 ) (68 ) Selling, general and administrative (108 ) (116 ) Business consolidation and other activities (267 ) (52 ) (1,866 ) (1,797 ) Earnings (loss) before interest and taxes (110 ) 126 Interest expense (38 ) (38 ) Debt refinancing and other costs (61 ) (60 ) Total interest expense (99 ) (98 ) Earnings (loss) before taxes (209 ) 28 Tax (provision) benefit 83 (1 ) Equity in results of affiliates, net of tax (1 ) 1 Net earnings (loss) (127 ) 28 Less net earnings attributable to noncontrolling interests — (7 ) Net earnings (loss) attributable to Ball Corporation $ (127 ) $ 21 Earnings (loss) per share: Basic $ (0.90 ) $ 0.15 Diluted $ (0.90 ) $ 0.15 Weighted average shares outstanding(000s): Basic 141,793 137,086 Diluted 141,793 141,076 See accompanying notes to the unaudited condensed consolidated financial statements. 1 Table of Contents BALL CORPORATION UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE EARNINGS Three Months Ended March 31, ($ in millions) 2016 2015 Net earnings (loss) $ (127 ) $ 28 Other comprehensive earnings (loss): Foreign currency translation adjustment 28 (139 ) Pension and other postretirement benefits 6 22 Effective fina" 0001140361-18-045295,full_body,N/A,378,"UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: December 18, 2018 INDEPENDENT BANK CORPORATION (Exact name of registrant as specified in its charter) Michigan 0-7818 38-2032782 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.) 4200 East Beltline,Grand Rapids, MI 49525 (Address of principal executive office) (Zip Code) Registrant's telephone number, including area code: (616) 527-5820 Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☐ If an emerging growth company, indicate b" 0001758730-26-000096,quantitative_disclosures,P1_3,1424,"AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK Foreign Currency and Derivative Risk We have global operations and substantial portions of our revenues, expenses, assets and liabilities are generated and denominated in non-U.S. dollar currencies. The following table shows the percentage breakdown of our revenue and operating expenses denominated in currencies other than the U.S. dollar for the three months ended March 31, 2026 and 2025: Three Months Ended March 31, 2026 2025 % of revenue denominated in foreign currencies(1) 33% 30% % of operating expenses denominated in foreign currencies(2) 18% 15% (1) Revenue in foreign currencies is primarily denominated in euros. (2) Operating expenses in foreign currencies are primarily denominated in British pounds sterling. Revenues, expenses, assets and liabilities denominated in non-functional currencies are recorded in the appropriate functional currency for the legal entity at the rate of exchange prevailing at the transaction date. Monetary assets and liabilities that are denominated in non-functional currencies are then remeasured at the end of each reporting period at the exchange rate prevailing at the end of the reporting period. Foreign currency remeasurement gains or losses on monetary assets and liabilities in nonfunctional currencies are recognized in the condensed consolidated statements of income within general and administrative expenses. Realized and unrealized gains/losses from foreign currency remeasurement of transac" 0000860748-12-000034,properties,2,351,"Owned Properties The Company owns the 41-story office building at One East Wacker Drive, Chicago, Illinois, that houses the executive offices of Kemper and the home office of its Direct operations, which together occupy approximately 52,000 square feet of the 527,000 rentable square feet in the building. In addition, Kemper’s subsidiaries together own and occupy 13 buildings located in 7 states consisting of approximately 42,000 square feet in the aggregate. Kemper’s subsidiaries hold additional properties solely for investment purposes that are not utilized by Kemper or its subsidiaries. 20 Leased Facilities Preferred leases facilities with an aggregate square footage of approximately 195,000 at 9 locations in 9 states. The latest expiration date of the existing leases is in September of 2018 . Specialty leases facilities with an aggregate square footage of approximately 107,000 at 3 locations in 3 states. The latest expiration date of the existing leases is in September of 2018 . Direct leases facilities with an aggregate square footage of approximately 199,000 at 6 locations in 5 states. The latest expiration date of the existing leases is in October of 2016 . Preferred, Specialty and Direct share leased facilities with an aggregate square footage of approximately 138,000 at 15 locations in 8 states. The latest expiration date of the existing leases is in September of 2018 . Kemper’s Life and Health Insurance segment leases facilities with aggregate square footage of appr" 0001193125-13-421225,quantitative_disclosures,P1_3,1768,"AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK (dollars in millions, except per ounce and per pound amounts). Metal Prices Changes in the market price of gold significantly affect our profitability and cash flow. Gold prices can fluctuate widely due to numerous factors, such as demand; forward selling by producers; central bank sales, purchases and lending; investor sentiment; the strength of the U.S. dollar; inflation, deflation, or other general price instability; and global mine production levels. Changes in the market price of copper also affect our profitability and cash flow. Copper is traded on established international exchanges and copper prices generally reflect market supply and demand, but can also be influenced by speculative trading in the commodity or by currency exchange rates. Decreases in the market price of gold and copper can also significantly affect the value of our product inventory and stockpiles and it may be necessary to record a write-down to the net realizable value (“NRV”). NRV represents the estimated future sales price based on short-term and long-term metals prices, less estimated costs to complete production and bring the product to sale. The primary factors that influence the need to record write-downs of stockpiles and product inventory include short-term and long-term metals prices and costs for production inputs such as labor, fuel and energy, materials and supplies, as well as realized ore grades and recovery rates. The significant ass" 0001836833-25-000063,legal_proceedings,P2_1,29,"Proceedings. See discussion under the heading Legal Proceedings in Note 8 to the consolidated financial statements included in Part I, Item 1 of this Quarterly Report on Form 10-Q." 0000950170-21-003742,full_body,N/A,829,"8-K false 0001866692 0001866692 2021-11-08 2021-11-08 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 8, 2021 Amplitude, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40817 45-3937349 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification Number) 201 Third Street , Suite 200 San Francisco , California 94103 (Address of Principal Executive Offices) (Zip Code) Registrant’s telephone number, including area code: ( 650 ) 988-5131 Not Applicable (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol Name of each exchange on which registered Class A Common Stock," 0000050725-22-000090,risk_factors,1A,8244,"Factors Griffon’s business, financial condition, operating results and cash flows can be impacted by a number of factors which could cause Griffon’s actual results to vary materially from recent or anticipated future results. The risk factors discussed in this section should be carefully considered with all of the information in this Annual Report on Form 10-K. These risk factors should not be considered the only risk factors facing Griffon. Additional risks and uncertainties not presently known or that are currently deemed immaterial may also materially impact Griffon’s business, financial condition, operating results and cash flows in the future. In general, Griffon is subject to the same general risks and uncertainties that impact other diverse manufacturing companies including, but not limited to, general economic, industry and/or market conditions and growth rates; impact of natural disasters and pandemics, and their effect on global markets; possible future terrorist threats and their effect on the worldwide economy; and changes in laws or accounting rules. Griffon has identified the following specific risks and uncertainties that it believes have the potential to materially affect its business and financial condition. 14 Risks Related to Our Business Current worldwide economic uncertainty and market volatility could adversely affect Griffon’s businesses. The current worldwide economic uncertainty and market volatility could continue to have an adverse effect on Grif" 0001615774-18-007490,financial_statements,P1_1,7680,"Statements RBC Bearings Incorporated Consolidated Balance Sheets (dollars in thousands, except share and per share data) June 30, 2018 March 31, 2018 ASSETS (Unaudited) Current assets: Cash and cash equivalents $ 55,656 $ 54,163 Accounts receivable, net of allowance for doubtful accounts of $1,252 at June 30, 2018 and $1,326 at March 31, 2018 116,211 116,890 Inventory 311,305 306,124 Prepaid expenses and other current assets 7,626 6,473 Total current assets 490,798 483,650 Property, plant and equipment, net 191,636 192,513 Goodwill 268,122 268,124 Intangible assets, net of accumulated amortization of $41,243 at June 30, 2018 and $38,880 at March 31, 2018 181,867 183,764 Other assets 15,540 14,700 Total assets $ 1,147,963 $ 1,142,751 LIABILITIES AND STOCKHOLDERS’ EQUITY Current liabilities: Accounts payable $ 44,058 $ 45,188 Accrued expenses and other current liabilities 40,251 40,777 Current portion of long-term debt 470 19,238 Total current liabilities 84,779 105,203 Deferred income taxes 14,219 11,749 Long-term debt, less current portion 143,823 154,117 Other non-current liabilities 38,574 37,130 Total liabilities 281,395 308,199 Stockholders’ equity: Preferred stock, $.01 par value; authorized shares: 10,000,000 at June 30, 2018 and March 31, 2018; none issued or outstanding — — Common stock, $.01 par value; authorized shares: 60,000,000 at June 30, 2018 and March 31, 2018; issued shares: 25,311,181 at June 30, 2018 and 25,123,694 at March 31, 2018; outstanding shares:"