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CDK GLOBAL, INC. Form 8-K: Current report, 2018

CDK GLOBAL, INC. Form 8-K: Current report

Filings on SEC EDGAR, newest first; amendments sit with their base form. Values are as filed.

  • 2018-11-15: Form 8-K; Period of report 2018-11-13; Description 5.07 Submission of Matters to a Vote of Security Holders; Details 5.07.
  • 2018-11-13: Form 8-K; Period of report 2018-11-13; Description 8.01 Other Events; Details 8.01.
  • 2018-11-07: Form 8-K; Period of report 2018-11-02; Description 2.02 Results of Operations and Financial Condition; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 7.01 Regulation FD Disclosure; Details 2.02.
  • 2018-09-20: Form 8-K; Period of report 2018-09-18; Description 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 8.01 Other Events; Details 5.02.
FiledFormPeriod of reportDescriptionDetailsDocument
2018-11-158-K2018-11-135.07 Submission of Matters to a Vote of Security Holders5.07 The Registrant’s 2018 Annual Meeting of Stockholders was held on November 13, 2018.f8k_111518.htm
2018-11-138-K2018-11-138.01 Other Events8.01 On November 13, 2018, CDK Global, Inc. issued a press release announcing that its Board of Directors has approved a quarterly cash dividend to shareholders of its common stock.f8k_111318.htm
2018-11-078-K2018-11-022.02 Results of Operations and Financial Condition; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 7.01 Regulation FD Disclosure2.02 On November 7, 2018, CDK Global, Inc. (the “Company”), issued a press release announcing its financial results for the first quarter ended September 30, 2018.
5.02 On November 2, 2018, the Company’s Board of Directors (the “Board”) appointed Brian Krzanich, 58, as President, Chief Executive Officer and director, effective immediately after the filing of the Company’s Form 10-Q for its first quarter ended September 30, 2018 (the “Transition Date”).
7.01 On November 7, 2018, the Company issued a press release announcing the appointment of Mr. Krzanich as the Company's President and Chief Executive Officer.
f8k_110718.htm
2018-09-208-K2018-09-185.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 8.01 Other Events5.02 On September 18, 2018, Robert Tarkoff tendered his immediate resignation as a director to the CDK Global, Inc. (the “Company”) Board of Directors (the “Board”) in accordance with the Company’s Corporate Governance Guidelines and his change in job responsibilities related to his new role as an executive vice president of Oracle Corporation.
8.01 Concurrent with its acceptance of Mr. Tarkoff’s resignation, the Board voted to decrease the size of the Board from ten to nine members and designated current director and audit committee chair, Frank Sowinski, to serve as Mr. Tarkoff’s replacement on the nominating and governance committee.
f8k_092018.htm
2018-09-068-K2018-09-065.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 On September 6, 2018, the Compensation Committee of the Board of Directors of CDK Global, Inc. (the “Company”) adopted the following forms of agreements to be used to evidence certain restricted stock unit and performance stock unit grants made to executives pursuant to the Company’s 2014 Omnibus Award Plan.f8k_090618.htm
2018-08-238-K2018-08-171.01 Entry into a Material Definitive Agreement; 1.02 Termination of a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant1.01 Entry into a Material Definitive Agreement.
1.02 On August 17, 2018, in connection with entering into the Term Loan Credit Agreement as described above, the Company voluntarily paid off all of the outstanding principal, interest and related fees, using the proceeds of the Term Loan Credit Agreement and cash on hand, with respect to each of (i) the Credit Agreement, dated as of September 16, 2014, among the Company, the borrowing subsidiaries from time to time party thereto, the lenders from time to time party thereto, and JPMorgan Chase Bank, N.A. (the “2014 Credit Agreement”), in an aggregate amount of $203,594,457.46, (ii) the Credit Agreement, dated as of December 14, 2015, among the Company, the lenders from time to time party thereto, and Bank of America, N.A. (the “2015 Credit Agreement”), in an aggregate amount of $219,145,633.68, and (iii) the Credit Agreement, dated as of December 9, 2016, among the Company, the lenders from time to time party thereto, and Bank of America, N.A. (the “2016 Credit Agreement” and, together with the 2014 Credit Agreement and the 2015 Credit Agreement, the “Existing Credit Agreements”), in an aggregate amount of $370,669,186.11.
2.03 The information set forth under Item 1.01 above is incorporated into this Item 2.03 by reference.
f8k_082318.htm
2018-08-148-K2018-08-142.02 Results of Operations and Financial Condition2.02 On August 14, 2018, CDK Global, Inc. (the “Company”) issued a press release announcing its financial results for the fourth quarter and fiscal year ended June 30, 2018.f8k_081418.htm
2018-08-078-K2018-08-078.01 Other Events8.01 On August 7, 2018, CDK Global, Inc. issued a press release announcing that its Board of Directors has approved a quarterly cash dividend to shareholders of its common stock.f8k_080718.htm
2018-06-188-K2018-06-181.01 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 Registrant1.01 Entry into a Material Definitive Agreement.
2.03 Please see the discussion set forth under Item 1.01, “Entry into a Material Definitive Agreement,” of this Form 8-K, which discussion is incorporated herein by reference.
f8k_061818.htm
2018-06-078-K2018-06-041.01 Entry into a Material Definitive Agreement; 8.01 Other Events1.01 Entry into a Material Definitive Agreement.
8.01 On June 7, 2018, the Company issued a press release announcing that its Board of Directors has approved a quarterly cash dividend to shareholders of its common stock.
f8k_060618.htm
2018-06-048-K2018-06-048.01 Other Events8.01 On June 4, 2018, CDK Global, Inc. (the “Company”) issued a press release announcing that it priced $500,000,000 aggregate principal amount of its 5.875% Senior Notes due 2026 (the “Notes”) at an issue price of 100%.s002282x3_8k.htm
2018-06-048-K2018-06-047.01 Regulation FD Disclosure7.01 On June 4, 2018, CDK Global, Inc. (the “Company”) issued a press release announcing the commencement of a registered public offering of $500,000,000 aggregate principal amount of senior unsecured notes (the “Offering”).s002282x2_8k.htm
2018-04-268-K2018-04-262.02 Results of Operations and Financial Condition2.02 On April 26, 2018, CDK Global, Inc. (the “Company”) issued a press release announcing financial results for its fiscal 2018 third quarter, ended March 31, 2018, and forward-looking statements relating to forecasted GAAP and adjusted results for the Company’s fiscal year ending June 30, 2018 and an estimated post-tax reform normalized annual adjusted effective tax rate.f8k_042518.htm
2018-03-208-K2018-03-208.01 Other Events8.01 On March 20, 2018, the Registrant issued a joint press release with Auto/Mate Dealership Systems, a copy of which is attached hereto as Exhibit 99.1 and is incorporated herein by reference.f8k_032018.htm
2018-01-308-K2018-01-302.02 Results of Operations and Financial Condition2.02 On January 30, 2018, CDK Global, Inc. (the “Company”) issued a press release announcing financial results for its second fiscal quarter ended December 31, 2017 and forward-looking statements relating to forecasted GAAP and adjusted results for the Company’s fiscal year ending June 30, 2018 and an estimated post-tax reform normalized annual adjusted effective tax rate.f8k_013018.htm
2018-01-168-K2018-01-168.01 Other Events8.01 On January 16, 2018, CDK Global, Inc. issued a press release announcing that its Board of Directors has approved a quarterly cash dividend to shareholders of its common stock.f8k_011618.htm