5&2 STUDIOS, INC. Form 8-K: Current report
Filings on SEC EDGAR, newest first; amendments sit with their base form. Values are as filed.
- 2026-03-30: Form 8-K; Period of report 2026-03-30; Description 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 5.07 Submission of Matters to a Vote of Security Holders; Details 5.03.
- 2026-03-06: Form 8-K; Period of report 2026-03-02; Description 1.01 Entry into a Material Definitive Agreement; Details 1.01.
- 2025-07-28: Form 8-K; Period of report 2025-07-22; Description 1.01 Entry into a Material Definitive Agreement; Details 1.01.
- 2025-07-10: Form 8-K; Period of report 2025-07-06; Description 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; Details 5.02.
| Filed | Form | Period of report | Description | Details | Document |
|---|---|---|---|---|---|
| 2026-03-30 | 8-K | 2026-03-30 | 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 5.07 Submission of Matters to a Vote of Security Holders | 5.03 On December 31, 2025, the Board of Directors (the "Board") of 5&2 Studios, Inc. (the "Company") approved an amendment to the Company's Certificate of Incorporation (the "Amendment") to change the number of issued and outstanding shares of Series A common stock, par value $0.001 per share (the “Series A Common Stock”), and Series B common stock, par value $0.001 per share (the “Series B Common Stock” and, together with the Series A Common Stock, the “Common Stock”), of the Company, by effecting a 1-for-173,750 reverse stock split (the “Reverse Stock Split”), as a result of which stockholders of record will receive a cash payment of $3.75 per pre-Reverse Stock Split share in lieu of receiving a fractional post-Reverse Stock Split share. 5.07 At the Annual Meeting, the Company’s stockholders voted on four proposals, each of which is described in more detail in the Company’s definitive proxy statement for the Annual Meeting, filed with the Securities and Exchange Commission on March 17, 2026 (the “Proxy Statement”). | tm2610568d1_8k.htm |
| 2026-03-06 | 8-K | 2026-03-02 | 1.01 Entry into a Material Definitive Agreement | 1.01 Entry into a Material Definitive Agreement. | tm268190d1_8k.htm |
| 2025-07-28 | 8-K | 2025-07-22 | 1.01 Entry into a Material Definitive Agreement | 1.01 Entry into a Material Definitive Agreement. | tm2521828d1_8k.htm |
| 2025-07-10 | 8-K | 2025-07-06 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On July 6, 2025, Kyle Young, the Executive Vice President of 5&2 Studios, Inc. (the “Company”), notified the Company of his decision to resign, effective immediately. | tm2520144d1_8k.htm |
| 2025-06-17 | 8-K | 2025-06-13 | 1.02 Termination of a Material Definitive Agreement | 1.02 As disclosed in 5&2 Studios, Inc.’s (the “Company”) Form 10-K filed with the SEC on March 31, 2025, the Company delivered to Angel Studios, Inc. (“Angel Studios”) two separate Notices of Termination (the “Termination Notices”) of the Content License Agreement, dated October 18, 2022 (the “Content License Agreement”), between Angel Studios and the Company. | tm2518257d1_8k.htm |
| 2025-02-11 | 8-K/A | 2025-01-09 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On January 9, 2025, 5&2 Studios, Inc. (the “Company”) entered into a new employment agreement (the “President Employment Agreement”) with Brad Pelo, the Company’s President, which was made effective as of December 23, 2024 (the “President Effective Date”). | tm256070d1_8ka.htm |
| 2025-02-03 | 8-K | 2025-01-28 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On May 5, 2024, 5&2 Studios, Inc. (formerly The Chosen, Inc.) (the “Company”) adopted The Chosen, Inc. 2024 Executive Interest Plan (the “Executive Interest Plan”) and the Company continues to maintain the Executive Interest Plan under which the Company’s Board of Directors (the “Board”) is authorized to grant executive interests (the “Interests”) to certain providers to the Company, including to executive officers and members of the Board. | tm255298d1_8k.htm |
| 2025-01-15 | 8-K | 2025-01-09 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On January 9, 2024, 5&2 Studios, Inc. (the “Company”) entered into a new employment agreement (the “President Employment Agreement”) with Brad Pelo, the Company’s President, which was made effective as of December 23, 2024 (the “President Effective Date”). | tm253379d1_8k.htm |
| 2024-12-19 | 8-K | 2024-12-13 | 5.07 Submission of Matters to a Vote of Security Holders | 5.07 On December 13, 2024, the Company held the annual meeting of stockholders (the “Annual Meeting”) via live video webcast. | tm2430328d1_8k.htm |
| 2024-12-06 | 8-K | 2024-09-30 | 1.01 Entry into a Material Definitive Agreement | 1.01 Entry into a Material Definitive Agreement. | tm2430328d1_8k.htm |
| 2024-10-01 | 8-K | 2024-09-25 | 1.02 Termination of a Material Definitive Agreement; 8.01 Other Events | 1.02 The information provided under Item 8.01 is hereby incorporated herein by this reference. 8.01 As described in the Form 8-K filed on April 10, 2023 by 5&2 Studios, Inc. (the “Company”) and in the Form 8-K filed on October 19, 2023 by the Company, the Company had previously delivered to Angel Studios, Inc. (“Angel Studios”) notices of termination of the Content License Agreement, dated October 18, 2022 (the “License Agreement”), between Angel Studios and the Company. | tm2425165d2_8k.htm |
| 2024-09-30 | 8-K | 2024-09-24 | 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year | 5.03 Effective as of 1:20 p.m., Eastern Time on September 25, 2024, the Company amended its Certificate of Incorporation (the “Certificate of Incorporation”), to effect a change of the Company’s name from “The Chosen, Inc.” to “5&2 Studios, Inc.” (the “Name Change”). | tm2425165d1_8k.htm |
| 2024-06-20 | 8-K | 2024-06-13 | 1.01 Entry into a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets | 1.01 Entry into a Material Definitive Agreement. 2.01 On June 13, 2024, the Company completed the transactions contemplated by the APA (the “Asset Sale”). | tm2417581d1_8k.htm |
| 2024-05-31 | 8-K | 2024-05-28 | 1.02 Termination of a Material Definitive Agreement; 8.01 Other Events | 1.02 The information provided under Item 8.01 is hereby incorporated herein by this reference. 8.01 As described in the Form 8-K filed on April 10, 2023 by The Chosen, Inc. (the “Company”) and in the Form 8-K filed on October 19, 2023 by the Company, the Company had previously delivered to Angel Studios, Inc. (“Angel Studios”) notices of termination of the Content License Agreement, dated October 18, 2022 (the “License Agreement”), between Angel Studios and the Company. | tm2416148d1_8k.htm |
| 2024-05-15 | 8-K | 2024-05-13 | 1.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant | 1.01 Entry into a Material Definitive Agreement. 2.03 The information provided in Item 1.01 of this Current Report on Form 8-K is incorporated by reference into this Item 2.03. | tm2414412d1_8k.htm |
| 2024-05-09 | 8-K | 2024-05-03 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On May 3, 2024, James A. Bisenius notified the Board of Directors (the “Board”) of The Chosen, Inc. (the “Company”) of his decision to resign from the Board, effective immediately. | tm2413763d1_8k.htm |
| 2023-11-06 | 8-K | 2023-10-31 | 1.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant | 1.01 Entry into a Material Definitive Agreement. 2.03 The information provided in Item 1.01 of this Current Report on Form 8-K is incorporated by reference into this Item 2.03. | tm2329857d1_8k.htm |
| 2023-10-19 | 8-K | 2023-10-15 | 1.02 Termination of a Material Definitive Agreement | 1.02 As described in the Form 8-K filed on April 10, 2023 by The Chosen, Inc. (the “Company”), on April 4, 2023, the Company delivered to Angel Studios, Inc. (“Angel Studios”) a Notice of Termination (the “First Notice of Termination”) of the Content License Agreement, dated October 18, 2022 (the “License Agreement”), between Angel Studios and the Company due to Angel Studios’ previously noticed and uncured material breach, which the Company elected initially to hold in abeyance pending arbitration of such termination. | tm2328762d1_8k.htm |
| 2023-04-10 | 8-K | 2023-04-04 | 1.02 Termination of a Material Definitive Agreement | 1.02 On April 4, 2023, The Chosen, Inc. (the “Company”) delivered to Angel Studios, Inc. (“Angel Studios”) a Notice of Termination (the “Notice of Termination”) of Content License Agreement, dated October 18, 2022 (the “License Agreement”), between Angel Studios and the Company. | tm2312144d1_8k.htm |