Paramount Skydance Corp Form 8-K: Current report
Filings on SEC EDGAR, newest first; amendments sit with their base form. Values are as filed.
- 2021-12-14: Form 8-K; Period of report 2021-12-09; Description 1.01 Entry into a Material Definitive Agreement; Details 1.01.
- 2021-11-30: Form 8-K; Period of report 2021-11-30; Description 8.01 Other Events; Details 8.01.
- 2021-11-04: Form 8-K; Period of report 2021-11-04; Description 2.02 Results of Operations and Financial Condition; Details 2.02.
- 2021-11-02: Form 8-K; Period of report 2021-11-02; Description 8.01 Other Events; Details 8.01.
| Filed | Form | Period of report | Description | Details | Document |
|---|---|---|---|---|---|
| 2021-12-14 | 8-K | 2021-12-09 | 1.01 Entry into a Material Definitive Agreement | 1.01 On December 9, 2021, ViacomCBS Inc. (“ViacomCBS”) entered into amendment no. | ss673432_8k.htm |
| 2021-11-30 | 8-K | 2021-11-30 | 8.01 Other Events | 8.01 On November 30, 2021, ViacomCBS Inc. issued the press release filed herewith as Exhibit 99. | viac-20211130.htm |
| 2021-11-04 | 8-K | 2021-11-04 | 2.02 Results of Operations and Financial Condition | 2.02 On November 4, 2021, ViacomCBS Inc. issued a press release announcing earnings for the third quarter ended September 30, 2021. | d223216d8k.htm |
| 2021-11-02 | 8-K | 2021-11-02 | 8.01 Other Events | 8.01 On November 2, 2021, the U.S. Department of Justice (the “DOJ”) filed suit in the United States District Court for the District of Columbia to block the sale by ViacomCBS Inc. (“ViacomCBS”) of its Simon & Schuster business to Penguin Random House LLC (“Penguin Random House”) (the “Transaction”) pursuant to a Share Purchase Agreement (“Purchase Agreement”), dated November 24, 2020, between ViacomCBS, certain of its subsidiaries, Penguin Random House and Bertelsmann SE & Co. KGaA. | viac-20211102.htm |
| 2021-08-20 | 8-K | 2021-07-26 | 8.01 Other Events | 8.01 On November 16, 2020, Gerald Lovoi (“Plaintiff”) filed a Verified Class Action Complaint (the “Complaint”) in the Court of Chancery of the State of Delaware (the “Court”) against ViacomCBS Inc. (the “Company”) and the members of its Board of Directors (the “Board”) captioned Gerald Lovoi v. | d212869d8k.htm |
| 2021-08-16 | 8-K | 2021-08-16 | 8.01 Other Events | 8.01 ViacomCBS Inc. (the “Company”) has entered into an agreement to sell 51 West 52nd Street, an office tower that was formerly the headquarters of CBS Corporation, to Harbor Group International, LLC, a privately owned international real estate investment and management firm, for a purchase price of $760 million. | viac-20210816.htm |
| 2021-08-05 | 8-K | 2021-08-05 | 2.02 Results of Operations and Financial Condition | 2.02 On August 5, 2021, ViacomCBS Inc. issued a press release announcing earnings for the second quarter ended June 30, 2021. | d200330d8k.htm |
| 2021-05-28 | 8-K | 2021-05-28 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 5.07 Submission of Matters to a Vote of Security Holders | 5.02 (e) On March 24, 2021, the Board of Directors of ViacomCBS Inc. (“ViacomCBS” or the “Company”) adopted an amendment and restatement of the Company’s 2009 Long-Term Incentive Plan (the “Amended and Restated Plan”), subject to approval by the Company’s stockholders. 5.07 The final results of voting on each of the items presented at the Annual Meeting, as certified by the Company’s independent inspector of election, are set forth below. | viac-20210528.htm |
| 2021-05-14 | 8-K | 2021-05-14 | 8.01 Other Events | 8.01 On September 9, 2018, CBS Corporation (the “Company”) entered into a separation and settlement agreement and releases (the “Separation Agreement”) with Leslie Moonves, pursuant to which Mr. Moonves resigned as a director and as Chairman of the Board, President and Chief Executive Officer of the Company. | form-8k05142021.htm |
| 2021-05-06 | 8-K | 2021-05-06 | 2.02 Results of Operations and Financial Condition | 2.02 On May 6, 2021, ViacomCBS Inc. issued a press release announcing earnings for the first quarter ended March 31, 2021. | d379673d8k.htm |
| 2021-03-26 | 8-K | 2021-03-23 | 3.03 Material Modification to Rights of Security Holders; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 8.01 Other Events | 3.03 In connection with the public offering by ViacomCBS Inc. (the “Company”) of 10,000,000 shares of its 5.75% Series A Mandatory Convertible Preferred Stock, par value $0.001 per share (the “Mandatory Convertible Preferred Stock”), and up to 1,500,000 additional shares of Mandatory Convertible Preferred Stock if the underwriters exercise their over-allotment option, the Company filed a Certificate of Designations (the “Certificate of Designations”) with the Secretary of State of the State of Delaware on March 25, 2021, to establish the designations, powers, preferences and rights of the Mandatory Convertible Preferred Stock and the qualifications, limitations, restrictions, conditions and other characteristics thereof, including the dividend rate, the amount payable with respect thereto in the event of the Company’s voluntary or involuntary liquidation, winding up or dissolution, restrictions on the issuance of senior securities, the terms and conditions of conversion of the Mandatory Convertible Preferred Stock and the voting rights of the Mandatory Convertible Preferred Stock. 5.03 On March 25, 2021, the Company filed the Certificate of Designations with the Secretary of State of the State of Delaware to establish the designations, powers, preferences and other special rights of the Mandatory Convertible Preferred Stock and the qualifications, limitations, restrictions, conditions and other characteristics thereof, including the dividend rate, the amount payable with respect thereto in the event of the Company’s voluntary or involuntary liquidation, winding-up or dissolution, the terms and conditions of conversion of the Mandatory Convertible Preferred Stock and the voting rights of the Mandatory Convertible Preferred Stock, which became effective upon acceptance and a copy of which is incorporated by reference as Exhibit 3.1 to this Current Report on Form 8-K. The information set forth under Item 3.03 above is incorporated herein by reference. 8.01 On March 23, 2021, the Company entered into separate underwriting agreements (the “Underwriting Agreements”) with Morgan Stanley & Co. LLC and J.P. Morgan Securities LLC, as representatives of the several underwriters named in Schedule 1 to each Underwriting Agreement (collectively, the “Underwriters”), in connection with the public offerings (collectively, the “Offerings”), issuance and sales by the Company of (i) 20,000,000 shares of its Class B Common Stock and up to 3,000,000 additional shares of Class B Common Stock if the Underwriters exercise in full their option to purchase additional shares of Class B Common Stock, at a price to the public of $85.00 per share, less underwriting discounts and commissions and (ii) 10,000,000 shares of its Mandatory Convertible Preferred Stock and up to 1,500,000 additional shares of Mandatory Convertible Preferred Stock if the Underwriters exercise in full their over-allotment option to purchase additional shares of Mandatory Convertible Preferred Stock, at a price to the public and liquidation preference of $100.00 per share, less underwriting discounts and commissions, respectively, pursuant to the Company’s automatic shelf registration statement on Form S-3 dated March 27, 2020 (No. 333-237426) filed with the Securities and Exchange Commission (“SEC”) and related prospectus supplements filed with the SEC. | d167921d8k.htm |
| 2021-02-24 | 8-K | 2021-02-24 | 2.02 Results of Operations and Financial Condition | 2.02 On February 24, 2021, ViacomCBS Inc. issued a press release announcing earnings for the fourth quarter and full year ended December 31, 2020. | d109954d8k.htm |