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Emerald Holding, Inc. Form 8-K: Current report

Emerald Holding, Inc. Form 8-K: Current report

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

  • 2026-07-14: Form 8-K; Period of report 2026-07-14; Description 1.02 Termination of a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets; 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing; 3.03 Material Modification to Rights of Security Holders; 5.01 Changes in Control of Registrant; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 8.01 Other Events; Details 1.02.
  • 2026-06-24: Form 8-K; Period of report 2026-06-24; Description 8.01 Other Events; Details 8.01.
  • 2026-05-26: Form 8-K; Period of report 2026-05-21; Description 5.07 Submission of Matters to a Vote of Security Holders; Details 5.07.
  • 2026-05-11: Form 8-K; Period of report 2026-05-11; Description 1.01 Entry into a Material Definitive Agreement; 5.07 Submission of Matters to a Vote of Security Holders; 8.01 Other Events; Details 1.01.
FiledFormPeriod of reportDescriptionDetailsDocument
2026-07-148-K2026-07-141.02 Termination of a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets; 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing; 3.03 Material Modification to Rights of Security Holders; 5.01 Changes in Control of Registrant; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 8.01 Other Events1.02 In connection with the consummation of the Transaction, on July 14, 2026, the Company terminated its (i) Registration Rights Agreement, dated as of July 19, 2013, by and among the Company, Onex Partners III LP, a Delaware limited partnership, Onex Partners III GP LP, a Delaware limited partnership, Onex Partners III PV LP, a Delaware limited partnership, Onex Partners III Select LP, a Delaware limited partnership, Onex US Principals LP, a Delaware limited partnership, and the other stockholders party thereto, and (ii) Registration Rights Agreement, dated as of June 29, 2020, by and among the Company, OPV Gem Aggregator LP, a Delaware limited partnership, and the other stockholders party thereto.
2.01 The information set forth in the Introductory Note of this Current Report on Form 8-K is incorporated herein by reference into this Item 2.01.
3.01 The information set forth in the Introductory Note and under Item 2.01 of this Current Report on Form 8-K is incorporated herein by reference into this Item 3.01.
3.03 The information set forth in the Introductory Note and under Items 2.01, 3.01, 5.01 and 5.03 of this Current Report on Form 8-K is incorporated herein by reference into this Item 3.03.
5.01 The information set forth in the Introductory Note and under Items 2.01 and 5.02 of this Current Report on Form 8-K is incorporated herein by reference into this Item 5.01.
5.02 The information set forth under Item 2.01 of this Current Report on Form 8-K is incorporated herein by reference into this Item 5.02.
5.03 The information set forth in the Introductory Note and under Item 2.01 of this Current Report on Form 8-K is incorporated herein by reference into this Item 5.03.
8.01 On July 14, 2026, the Company issued a press release announcing the completion of the Transaction.
d101061d8k.htm
2026-06-248-K2026-06-248.01 Other Events8.01 As previously announced, on May 9, 2026, Emerald Holding, Inc., a Delaware corporation (“Emerald” or the “Company”), entered into an Agreement and Plan of Merger with Emma Buyer, LLC (the “Merger Agreement”), a Delaware limited liability company (“Parent”), and Emma Merger Sub, Inc., a Delaware corporation and wholly-owned subsidiary of Parent (“Merger Sub”).d36125d8k.htm
2026-05-268-K2026-05-215.07 Submission of Matters to a Vote of Security Holders5.07 On May 21, 2026, Emerald Holding, Inc. (the “Company”) held the Annual Meeting of Stockholders (the “Annual Meeting”), at which a quorum was present in person or by proxy.eex-20260521.htm
2026-05-118-K2026-05-111.01 Entry into a Material Definitive Agreement; 5.07 Submission of Matters to a Vote of Security Holders; 8.01 Other Events1.01 Entry into a Material Definitive Agreement.
5.07 On May 9, 2026, the Majority Stockholders, holding over 90% of the Common Stock, delivered the Written Consent and adopted the Merger Agreement and approved the transactions contemplated thereby, including the Merger.
8.01 On May 8, 2026, the Board declared a dividend for the quarter ending June 30, 2026 of $0.015 per share of Common Stock payable on June 1, 2026 to holders of record of Common Stock on May 21, 2026.
d22741d8k.htm
2026-03-138-K2026-03-132.02 Results of Operations and Financial Condition2.02 On March 13, 2026, Emerald Holding, Inc. (the “Company”) issued a press release announcing the financial results of the Company for the fourth quarter and fiscal year ended December 31, 2025.eex-20260313.htm