Paramount Skydance Corp Form 8-K: Current report
Filings on SEC EDGAR, newest first; amendments sit with their base form. Values are as filed.
- 2025-08-07: Form 8-K; Period of report 2025-08-07; Description 1.01 Entry into a Material Definitive Agreement; 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; Details 1.01.
- 2025-07-31: Form 8-K; Period of report 2025-07-31; Description 2.02 Results of Operations and Financial Condition; Details 2.02.
- 2025-07-25: Form 8-K; Period of report 2025-07-25; Description 5.04 Temporary Suspension of Trading Under Registrant's Employee Benefit Plans; 7.01 Regulation FD Disclosure; Details 5.04.
- 2025-07-08: Form 8-K; Period of report 2025-07-02; Description 5.07 Submission of Matters to a Vote of Security Holders; Details 5.07.
| Filed | Form | Period of report | Description | Details | Document |
|---|---|---|---|---|---|
| 2025-08-07 | 8-K | 2025-08-07 | 1.01 Entry into a Material Definitive Agreement; 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 | 1.01 Entry into a Material Definitive Agreement. 1.02 On August 7, 2025, in accordance with the Transaction Agreement, that certain governance agreement, dated as of August 13, 2019, by and among Paramount, National Amusements, Inc. (to be renamed Harbor Lights Entertainment, Inc.), a Maryland corporation (“Harbor Lights” or “NAI”) and the other parties thereto (the “Governance Agreement”) was terminated. 2.01 The information provided in the Explanatory Note of this report is incorporated herein by reference. 3.01 The information set forth in the Explanatory Note and in Item 2.01 of this report is incorporated herein by reference. 3.03 The description of the Transactions and the Transaction Agreement in Item 2.01 and the delisting and deregistration of Paramount’s common stock in Item 3.01 are incorporated herein by reference into this Item 3.03. 5.01 The information set forth in the Explanatory Note and in Item 2.01 of this report is incorporated herein by reference. 5.02 The information set forth in the Explanatory Note and in Item 2.01 of this report is incorporated herein by reference. 5.03 The information provided in the Explanatory Note is incorporated herein by reference herein. | d52142d8k.htm |
| 2025-07-31 | 8-K | 2025-07-31 | 2.02 Results of Operations and Financial Condition | 2.02 On July 31, 2025, Paramount Global issued a press release announcing earnings for the second quarter ended June 30, 2025. | d55470d8k.htm |
| 2025-07-25 | 8-K | 2025-07-25 | 5.04 Temporary Suspension of Trading Under Registrant's Employee Benefit Plans; 7.01 Regulation FD Disclosure | 5.04 On July 25, 2025, in accordance with Section 306 of the Sarbanes-Oxley Act of 2002 and Rule 104 of Regulation BTR as promulgated by the Securities and Exchange Commission, Paramount Global (the “Company” or “Paramount”) sent a notice (the “Notice”) to its directors and executive officers informing them of an anticipated blackout period for the Paramount Global Class A Stock Fund and the Paramount Global Class B Stock Fund (collectively, the “Funds”) in the Paramount Global 401(k) Plan (the “Plan”) in connection with the anticipated closing of the transactions (collectively, the “Transaction”) contemplated by the Transaction Agreement, dated as of July 7, 2024, among Paramount, Skydance Media, LLC (“Skydance”), New Pluto Global, Inc. (to be renamed “Paramount Skydance Corporation” upon closing of the Transaction) and the other parties thereto (the “Transaction Agreement”). 7.01 On July 25, 2025, Paramount and Skydance announced that the Transaction is expected to close on August 7, 2025, subject to customary closing conditions. | d51931d8k.htm |
| 2025-07-08 | 8-K | 2025-07-02 | 5.07 Submission of Matters to a Vote of Security Holders | 5.07 The final results of voting on each of the items presented at the 2025 Annual Meeting of Stockholders (the “Annual Meeting”) of Paramount Global (the “Company”), as certified by the Company’s independent inspector of election, are set forth below. | para-20250702.htm |
| 2025-06-09 | 8-K | 2025-06-03 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On June 3, 2025, Naveen Chopra, the Executive Vice President, Chief Financial Officer of Paramount Global (the “Company”), notified the Company of his decision to resign from his position, effective June 27, 2025. | para-20250603.htm |
| 2025-05-15 | 8-K | 2025-05-12 | 1.01 Entry into a Material Definitive Agreement | 1.01 On May 12, 2025, Paramount Global (“Paramount”) entered into an amendment no. | d924390d8k.htm |
| 2025-05-08 | 8-K | 2025-05-08 | 2.02 Results of Operations and Financial Condition | 2.02 On May 8, 2025, Paramount Global issued a press release announcing earnings for the first quarter ended March 31, 2025. | d771259d8k.htm |
| 2025-03-12 | 8-K | 2025-03-12 | 8.01 Other Events | 8.01 Pursuant to the Transaction Agreement, dated as of July 7, 2024, by and among Paramount Global (the “Company” or “Paramount”), Skydance Media, LLC (“Skydance”), New Pluto Global, Inc. (“New Paramount”) and the other parties thereto (the “Transaction Agreement”) and in connection with the transactions contemplated thereby (the “Transactions”), Equiniti Trust Company, LLC, the exchange agent appointed by the Company, New Paramount and Skydance (the “Exchange Agent”), has commenced the mailing of the letters of election and transmittal (the “Election Forms”) to holders of record of shares of Class A common stock, par value $0.001 per share, of the Company (the “Paramount Class A common stock”) and Class B common stock, par value $0.001 per share, of the Company (the “Paramount Class B common stock” and, together with the Paramount Class A common stock, the “Paramount common stock”) who are entitled to make an election as to the form of merger consideration they wish to receive for the Paramount common stock they own (the “Election Process”). | d847459d8k.htm |
| 2025-02-26 | 8-K | 2025-02-26 | 2.02 Results of Operations and Financial Condition | 2.02 On February 26, 2025, Paramount Global issued a press release announcing earnings for the fourth quarter and year ended December 31, 2024. | d830953d8k.htm |