Veoneer, Inc. Form 8-K: Current report
Filings on SEC EDGAR, newest first; amendments sit with their base form. Values are as filed.
- 2022-04-01: Form 8-K; Period of report 2022-04-01; Description 1.01 Entry into a Material Definitive Agreement; 2.04 Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement; Details 1.01.
- 2022-04-01: Form 8-K; Period of report 2022-04-01; Description 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 2.01.
- 2022-02-02: Form 8-K; Period of report 2022-02-02; Description 2.02 Results of Operations and Financial Condition; 7.01 Regulation FD Disclosure; Details 2.02.
- 2021-12-16: Form 8-K; Period of report 2021-12-16; Description 5.07 Submission of Matters to a Vote of Security Holders; 8.01 Other Events; Details 5.07.
| Filed | Form | Period of report | Description | Details | Document |
|---|---|---|---|---|---|
| 2022-04-01 | 8-K | 2022-04-01 | 1.01 Entry into a Material Definitive Agreement; 2.04 Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement | 1.01 Entry into a Material Definitive Agreement. 2.04 The information set forth under the Introductory Note of this Current Report on Form 8-K and contained in Item 1.01 of this Current Report on Form 8-K is incorporated by reference in this Item 2.04. | brhc10036020_8k.htm |
| 2022-04-01 | 8-K | 2022-04-01 | 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 | 2.01 The description contained under the Introductory Note above is hereby incorporated by reference in its entirety into this Item 2.01. 3.01 The information set forth under the Introductory Note of this Current Report on Form 8-K is incorporated by reference in this Item 3.01. 3.03 The information set forth under the Introductory Note of this Current Report on Form 8-K is incorporated by reference in this Item 3.03. 5.01 The information set forth under the Introductory Note of this Current Report on Form 8-K is incorporated by reference in this Item 5.01. 5.02 Effective as of the Effective Time, each member of the board of directors of Veoneer immediately prior to the Effective Time ceased to be a director of Veoneer pursuant to the terms of the Merger Agreement. 5.03 At the Effective Time, Veoneer’s Restated Certificate of Incorporation and Bylaws were amended and restated in their entirety to be the certificate of incorporation and bylaws of Merger Sub as in effect immediately prior to the Effective Time, and are filed herewith as Exhibits 3.1 and 3.2, respectively, to this Form 8-K and are incorporated by reference herein. 8.01 On April 1, 2022, Veoneer issued a press release announcing the completion of the acquisition. | brhc10035968_8k.htm |
| 2022-02-02 | 8-K | 2022-02-02 | 2.02 Results of Operations and Financial Condition; 7.01 Regulation FD Disclosure | 2.02 On February 2, 2022, Veoneer, Inc. (the “Company”) issued a press release announcing its financial results for the fourth quarter of 2021. 7.01 On February 2, 2022, the Company issued a press release announcing its financial results for the fourth quarter of 2021. | vne-20220202.htm |
| 2021-12-16 | 8-K | 2021-12-16 | 5.07 Submission of Matters to a Vote of Security Holders; 8.01 Other Events | 5.07 Veoneer, Inc., a Delaware corporation (the “Company”), held a special meeting of its stockholders on December 16, 2021 (the “Special Meeting”). 8.01 On December 16, 2021, the Company issued a press release announcing the voting results of the Special Meeting. | brhc10031967_8k.htm |
| 2021-10-26 | 8-K | 2021-10-26 | 2.02 Results of Operations and Financial Condition; 7.01 Regulation FD Disclosure | 2.02 On October 26, 2021, Veoneer, Inc. (the “Company”) issued a press release announcing its financial results for the third quarter of 2021. 7.01 On October 26, 2021, the Company issued a press release announcing its financial results for the third quarter of 2021. | vne-20211026.htm |
| 2021-10-25 | 8-K | 2021-10-25 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 8.01 Other Events | 5.02 On October 25, 2021, Mary Louise Cummings submitted her resignation from the board of directors (the “Board”) of Veoneer, Inc., a Delaware corporation (the “Company”) and from her role as a member of the audit committee of the Board (the “Audit Committee”), effective as of November 1, 2021 (the “Resignation”), to accept a position as Senior Advisor for Safety at the National Highway Traffic Safety Administration. 8.01 On October 25, 2021, the Company issued a press release announcing the Resignation. | vne-20211025.htm |
| 2021-10-04 | 8-K | 2021-10-04 | 1.01 Entry into a Material Definitive Agreement; 1.02 Termination of a Material Definitive Agreement; 8.01 Other Events | 1.01 On October 4, 2021, Veoneer, Inc., a Delaware corporation (the “Company”), entered into an Agreement and Plan of Merger (the “Qualcomm Merger Agreement”) by and among the Company, QUALCOMM Incorporated, a Delaware corporation (“Qualcomm”), SSW HoldCo LP, a Delaware limited partnership (“SSW” and together with Qualcomm, the “Acquiring Parties”), and SSW Merger Sub Corp, a Delaware corporation (“Acquisition Sub”), providing for the acquisition of the Company by SSW, subject to the terms and conditions set forth therein. 1.02 On July 22, 2021, the Company entered into an Agreement and Plan of Merger (the “Magna Merger Agreement”), dated July 23, 2021, by and among the Company, Magna International Inc., an Ontario corporation (“Magna”), and 2486345 Delaware Corporation, a Delaware corporation, providing for the acquisition of the Company by Magna, subject to the terms and conditions set forth therein. 8.01 On October 4, 2021, the Company and Acquiring Parties issued a joint press release announcing that the parties had entered into the Qualcomm Merger Agreement. | ny20000913x1_8k.htm |
| 2021-07-23 | 8-K | 2021-07-23 | 2.02 Results of Operations and Financial Condition; 7.01 Regulation FD Disclosure | 2.02 On July 23, 2021, Veoneer, Inc. (the “Company”) issued a press release announcing its financial results for the second quarter of 2021. 7.01 On July 23, 2021, the Company issued a press release announcing its financial results for the second quarter of 2021. | vne-20210723.htm |
| 2021-07-23 | 8-K | 2021-07-22 | 1.01 Entry into a Material Definitive Agreement; 8.01 Other Events | 1.01 On July 22, 2021, Veoneer, Inc., a Delaware corporation (the “Company”), entered into an Agreement and Plan of Merger (the “Merger Agreement”), dated July 23, 2021, by and among the Company, Magna International Inc., an Ontario corporation (“Parent”), and 2486345 Delaware Corporation, a Delaware corporation (“Acquisition Sub”), providing for the acquisition of the Company by Parent, subject to the terms and conditions set forth therein (the “Merger”). 8.01 On July 23, 2021, the Company and Parent issued a joint press release announcing that the parties had entered into the Merger Agreement. | ny20000085x1_8k.htm |
| 2021-05-12 | 8-K | 2021-05-10 | 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 Veoneer, Inc. (the “Company”) held its Annual Meeting of Stockholders on May 10, 2021 (the “Annual Meeting”). 5.07 At the Annual Meeting, held on May 10, 2021, a total of 71,112,062 shares were represented in person or by valid proxy. | vne-20210510.htm |
| 2021-05-04 | 8-K | 2021-05-01 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 Veoneer, Inc. (the “Company”) and Matthias Bieler, the Company’s Executive Vice President, Business Unit Europe, and a current named executive officer, entered into an amendment to Mr. Bieler’s employment agreement, pursuant to which Mr. Bieler’s title was changed to Executive Vice President, Vison and Driver Monitoring Systems, effective May 1, 2021. | vne-20210501.htm |
| 2021-04-28 | 8-K | 2021-04-28 | 2.02 Results of Operations and Financial Condition; 7.01 Regulation FD Disclosure | 2.02 On April 28, 2021, Veoneer, Inc. (the “Company”) issued a press release announcing its financial results for the first quarter of 2021. 7.01 On April 28, 2021, the Company issued a press release announcing its financial results for the first quarter of 2021. | vne-20210428.htm |
| 2021-02-03 | 8-K | 2021-02-03 | 2.02 Results of Operations and Financial Condition; 7.01 Regulation FD Disclosure | 2.02 On February 3, 2021, Veoneer, Inc. (the "Company") issued a press release announcing its financial results for the fourth quarter of 2020. 7.01 On February 3, 2021, the Company issued a press release announcing its financial results for the fourth quarter of 2020. | vne-20210203.htm |
| 2021-01-29 | 8-K | 2021-01-25 | 1.01 Entry into a Material Definitive Agreement | 1.01 Entry into a Material Definitive Agreement. | vne-20210125.htm |
| 2020-12-21 | 8-K | 2020-12-15 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On December 15, 2020, Nishant Batra notified Veoneer, Inc. (the “Company”) of his decision to resign as the Company’s Executive Vice President and Chief Technology Officer. | vne-20201215.htm |
| 2020-11-06 | 8-K | 2020-11-03 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On November 4, 2020, Veoneer, Inc. (“Veoneer” or the “Company”) announced the resignation of Mats Backman, the Company’s Chief Financial Officer and Executive Vice President, Finance, effective March 1, 2021. | vne-20201103.htm |
| 2020-10-23 | 8-K | 2020-10-23 | 2.02 Results of Operations and Financial Condition; 7.01 Regulation FD Disclosure | 2.02 On October 23, 2020, Veoneer, Inc. (the “Company”) issued a press release announcing its financial results for the third quarter of 2020. 7.01 On October 23, 2020, the Company issued a press release announcing its financial results for the third quarter of 2020. | vne-20201023.htm |
| 2020-08-27 | 8-K | 2020-08-27 | 8.01 Other Events | 8.01 On August 27, 2020, Veoneer, Inc. issued a press release announcing its entry into a non-binding agreement with Qualcomm Technologies, Inc. to collaborate and jointly deliver scalable Advanced Driver Assistance System and Collaborative and Autonomous Driving solutions. | vne-20200827.htm |
| 2020-08-12 | 8-K | 2020-08-11 | 8.01 Other Events | 8.01 On August 11, 2020, Veoneer, Inc. (the “Company”) completed the divesture of its U.S. brake systems business to ZF Friedrichshafen AG. | vne-20200811.htm |
| 2020-07-24 | 8-K | 2020-07-24 | 2.02 Results of Operations and Financial Condition; 7.01 Regulation FD Disclosure | 2.02 On July 24, 2020, Veoneer, Inc. (the “Company”) issued a press release announcing its financial results for the second quarter of 2020. 7.01 On July 24, 2020, the Company issued a press release announcing its financial results for the second quarter of 2020. | vne-20200724.htm |
| 2020-07-07 | 8-K | 2020-07-01 | 1.01 Entry into a Material Definitive Agreement; 1.02 Termination of a Material Definitive Agreement | 1.01 Entry into a Material Definitive Agreement. 1.02 On the Effective Date, the Former JVA and certain intellectual property license agreements were terminated. | vne-20200701.htm |
| 2020-05-08 | 8-K | 2020-05-06 | 5.07 Submission of Matters to a Vote of Security Holders | 5.07 On May 6, 2020, Veoneer, Inc. (the “Company”) held its 2020 Annual Meeting of Stockholders (the “Annual Meeting”), where a total of 85,252,427 shares were represented in person or by valid proxy. | vne-20200506.htm |
| 2020-04-24 | 8-K | 2020-04-23 | 2.02 Results of Operations and Financial Condition; 7.01 Regulation FD Disclosure | 2.02 On April 24, 2020, the Company issued a press release announcing its financial results for the first quarter of 2020. 7.01 On April 23, 2020, the Company issued a press release announcing the execution of a non-binding agreement to sell its U.S. Brake Systems business. | vne-20200423.htm |
| 2020-04-02 | 8-K | 2020-03-27 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 8.01 Other Events | 5.02 On March 27, 2020, the Compensation Committee of the Board of Directors (the “Board”) of Veoneer, Inc. (the “Company” or “Veoneer”) approved special retention arrangements with certain employees, including Nishant Batra, the Company’s Executive Vice President and Chief Technology Officer. 8.01 On April 2, 2020, the Company issued a press release announcing the entry into a non-binding agreement with Volvo Cars to split Zenuity, their jointly owned joint venture. | vne-20200327.htm |
| 2020-03-23 | 8-K | 2020-03-20 | 8.01 Other Events | 8.01 On March 20, 2020, Veoneer, Inc. (the “Company”) issued a press release announcing updates to its indications for its first quarter 2020, current business situation and short term response actions as a result of the coronavirus outbreak. | vne-20200320.htm |
| 2020-02-05 | 8-K | 2020-02-03 | 2.01 Completion of Acquisition or Disposition of Assets; 2.02 Results of Operations and Financial Condition; 7.01 Regulation FD Disclosure | 2.01 On February 3, 2020, Veoneer, Inc. (the “Company” or “Veoneer”) issued a press release announcing its wholly-owned subsidiary Veoneer AB completed the sale of its 51% ownership in each of Veoneer Nissin Brake Systems Japan Co., Ltd. (“VNBJ”) and Veoneer Nissin Brake Systems (Zhongshan) Co., Ltd. (“VNBZ,” and together with VNBJ, the “Target Companies”), which together comprised the Company’s Veoneer Nissin Brake Systems (“VNBS”) joint venture with Nissin Kogyo Co., Ltd. (“Nissin”). 2.02 On February 5, 2020, the Company issued a press release announcing its financial results for the fourth quarter of 2019. 7.01 On February 5, 2020, the Company issued a press release announcing its financial results for the fourth quarter of 2019. | vne-20200203.htm |
| 2020-01-07 | 8-K | 2020-01-03 | 8.01 Other Events | 8.01 On January 3, 2020, the Company issued a press release announcing an update to its order book, new order intake and sales estimate. | veoneer8-kpressrelease.htm |
| 2019-11-05 | 8-K | 2019-10-30 | 1.01 Entry into a Material Definitive Agreement | 1.01 Entry into a Material Definitive Agreement. | veoneer8-k20191030mate.htm |
| 2019-10-30 | 8-K | 2019-10-30 | 7.01 Regulation FD Disclosure | 7.01 On October 30, 2019, the Company issued a press release announcing the exection of agreements to sell its ownership in the Japanese and Chines legal entities that comprise its Veoneer Nissin Brake Systems joint venture. | veoneer8-k20191030vnbs.htm |
| 2019-10-23 | 8-K | 2019-10-23 | 2.02 Results of Operations and Financial Condition; 7.01 Regulation FD Disclosure | 2.02 On October 23, 2019, Veoneer, Inc. (the “Company”) issued a press release announcing its financial results for the third quarter of 2019. 7.01 On October 23, 2019, the Company issued a press release announcing its financial results for the third quarter of 2019. | a2019q3vne8-k.htm |
| 2019-07-26 | 8-K | 2019-07-26 | 2.02 Results of Operations and Financial Condition; 7.01 Regulation FD Disclosure | 2.02 On July 26, 2019, Veoneer, Inc. (the “Company”) issued a press release announcing its financial results for the second quarter of 2019. 7.01 On July 26, 2019, the Company issued a press release announcing its financial results for the second quarter of 2019. | a2019q2vne8-k.htm |
| 2019-06-17 | 8-K | 2019-06-14 | 1.01 Entry into a Material Definitive Agreement | 1.01 Entry into a Material Definitive Agreement. | veoneer8-kvnbsseparationag.htm |
| 2019-06-11 | 8-K | 2019-06-10 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On June 10, 2019, Veoneer, Inc. (the “Company”) and the Company’s chief executive officer (CEO), Mr. Jan Carlson, entered into an amendment to Mr. Carlson’s employment agreement with the Company, dated as of June 28, 2018, and the addendum thereto. | veoneer8-k20190610.htm |
| 2019-05-29 | 8-K | 2019-05-28 | 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; 8.01 Other Events | 1.01 Entry into a Material Definitive Agreement. 2.03 On May 28, 2019, in connection with the consummation of its public offering of 4.00% Convertible Senior Notes due 2024 (the “Notes”), Veoneer, Inc. (the “Company”) became obligated on $207,000,000 of the Notes. 8.01 On May 29, 2019, the Company issued a press release announcing the closing of its previously announced concurrent offerings of common stock and Notes and exercise of the over-allotment option for the Notes offering. | d731615d8k.htm |
| 2019-05-23 | 8-K | 2019-05-22 | 1.01 Entry into a Material Definitive Agreement; 8.01 Other Events | 1.01 Entry into a Material Definitive Agreement. 8.01 On May 23, 2019, the Company issued a press release announcing the pricing of the Offerings. | d742134d8k.htm |
| 2019-05-20 | 8-K | 2019-05-20 | 7.01 Regulation FD Disclosure; 8.01 Other Events | 7.01 On May 20, 2019, Veoneer, Inc. issued a press release announcing its proposed concurrent registered public offerings of common stock and convertible senior notes due 2024. 8.01 In its proposed registered public offering of its common stock, a limited portion of the common stock offered may be delivered to a depositary which will then issue Swedish Depository Receipts, or SDRs, with each SDR representing one share of our common stock. | d748797d8k.htm |
| 2019-05-10 | 8-K | 2019-05-08 | 5.07 Submission of Matters to a Vote of Security Holders; 8.01 Other Events | 5.07 On May 8, 2019, Veoneer, Inc. (the “Company”) held its 2019 Annual Meeting of Stockholders (the “Annual Meeting”), where a total of 58,543,940 shares were represented in person or by valid proxy. 8.01 At a Board meeting held on May 8, 2019, the independent members of the Board re-elected James M. Ringler as the Lead Independent Director of the Board. | veoneer8-k20190508annualst.htm |
| 2019-04-29 | 8-K | 2019-04-29 | 2.02 Results of Operations and Financial Condition; 7.01 Regulation FD Disclosure | 2.02 On April 29, 2019, Veoneer, Inc. (the “Company”) issued a press release announcing its financial results for the first quarter of 2019. 7.01 On April 29, 2019, the Company issued a press release announcing its financial results for the first quarter of 2019. | a2019q1vne8-k.htm |
| 2019-02-26 | 8-K | 2019-02-20 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 As previously disclosed, on January 9, 2019, Veoneer, Inc. (the “Company”) announced that Mats Backman was appointed as the Company’s Chief Financial Officer and Executive Vice President, Finance. | vneform8k20190220.htm |
| 2019-02-13 | 8-K | 2019-02-13 | 2.02 Results of Operations and Financial Condition; 7.01 Regulation FD Disclosure | 2.02 On February 13, 2019, Veoneer, Inc. (the “Company”) issued a press release announcing its financial results for the fourth quarter of 2018. 7.01 On February 13, 2019, the Company issued a press release announcing its financial results for the fourth quarter of 2018. | vneq42018-8xk.htm |
| 2019-01-10 | 8-K | 2019-01-07 | 1.01 Entry into a Material Definitive Agreement | 1.01 Entry into a Material Definitive Agreement. | veoneer8-k20190107velodyne.htm |
| 2019-01-09 | 8-K | 2019-01-08 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On January 8, 2019, Veoneer, Inc. (“Veoneer” or the “Company”) announced the appointment of Mats Backman as the Company’s new Chief Financial Officer and Executive Vice President, Finance, to be effective no later than July 8, 2019. | veoneer8-k20190108mbappoin.htm |
| 2018-12-28 | 8-K | 2018-12-20 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On December 20, 2018, Mathias Hermansson notified Veoneer, Inc. (the “Company”) of his decision to resign as the Company’s Chief Financial Officer. | veoneer8-k20181220mhresign.htm |
| 2018-10-26 | 8-K | 2018-10-23 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On October 23, 2018, Johan Löfvenholm (the “Executive”) executed a Separation Agreement with Veoneer, Inc. (the “Company”) in connection with the Executive’s previously announced resignation as the Company’s chief operating officer. | veoneer8-k20181026jlsa.htm |
| 2018-10-25 | 8-K | 2018-10-25 | 2.02 Results of Operations and Financial Condition; 7.01 Regulation FD Disclosure | 2.02 On October 25, 2018, Veoneer, Inc. (the “Company”) issued a press release announcing its financial results for the third quarter of 2018. 7.01 On October 25, 2018, the Company issued a press release announcing its financial results for the third quarter of 2018. | vneq32018-8xk.htm |
| 2018-10-24 | 8-K | 2018-10-23 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On October 23, 2018, the Board of Directors of Veoneer, Inc. (the “Company”) approved certain organizational changes with respect to the management and reporting structure of the Company's Electronics Segment that are planned to go into effect on December 1, 2018. | veoneer-8xk24oct2018.htm |
| 2018-08-15 | 8-K/A | 2018-07-27 | 2.02 Results of Operations and Financial Condition | 2.02 The copy of the press release furnished as Exhibit 99.1 to this Current Report on Form 8-K/A is the correct version of the press release issued by the Company on July 27, 2018 and is incorporated herein by reference. | d609376d8ka.htm |
| 2018-07-27 | 8-K | 2018-07-27 | 2.02 Results of Operations and Financial Condition; 7.01 Regulation FD Disclosure | vne-8k_20180727.htm | |
| 2018-07-02 | 8-K | 2018-06-28 | 1.01 Entry into a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets; 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; 5.05 Amendments to the Registrant's Code of Ethics, or Waiver of a Provision of the Code of Ethics; 8.01 Other Events | 1.01 Entry into a Material Definitive Agreement. 2.01 Effective on June 29, 2018, pursuant to the Distribution Agreement, Autoliv completed the spin-off through the distribution by Autoliv of all of the outstanding shares of common stock of Veoneer to Autoliv stockholders in a tax-free, pro rata distribution. 5.01 The spin-off described in the Information Statement was consummated on June 29, 2018. 5.02 Prior to the spin-off, the board of directors of Veoneer (the “Board”) consisted of Jan Carlson, James M. Ringler, Aaron Schaal, Johan Löfvenholm and Mathias Hermansson. 5.03 On June 29, 2018, the Restated Certificate of Incorporation of Veoneer (the “Certificate of Incorporation”) and the Amended and Restated Bylaws of Veoneer (the “Bylaws”) became effective. 5.05 In connection with the spin-off, the Company’s previously adopted Code of Conduct and Ethics for Senior Officers and Code of Conduct and Ethics for Directors became effective. 8.01 In connection with the distribution, the Company’s previously adopted Corporate Governance Guidelines became effective. | d835049d8k.htm |
| 2018-06-15 | 8-K | 2018-06-12 | 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year | 5.03 On June 12, 2018, Veoneer, Inc. (“Veoneer”) amended its Certificate of Incorporation (the “Certificate of Amendment”) to increase the total number of shares of common stock of Veoneer (the “Common Stock”) which Veoneer is authorized to issue to 325,000,000. | d609683d8k.htm |