Welcome to our dedicated page for Byrna Technologies SEC filings (Ticker: BYRN), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
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DallasNews Corporation (NASDAQ: DALN) has entered into a definitive Agreement and Plan of Merger with Hearst Media West, LLC. Destiny Merger Sub, Inc., a wholly-owned subsidiary of Hearst, will merge into DallasNews, after which DallasNews will survive as a privately-held, wholly-owned subsidiary of Hearst.
Cash consideration: each outstanding share of Series A or Series B common stock will be converted into the right to receive $14.00 in cash at closing. Shares held by the Company, Hearst or dissenting shareholders are excluded.
Board & shareholder process: the DallasNews board unanimously approved the transaction. Closing requires (i) two-thirds of the total voting power, (ii) two-thirds of Series A shares voting separately, and (iii) two-thirds of Series B shares voting separately. A Voting and Support Agreement signed by Robert W. Decherd and affiliates binds approximately 55.0% of the total vote (96.2% of Series B; 1.6% of Series A) to support the deal.
Key closing conditions:
- Regulatory and customary legal approvals with no injunctions.
- Company net cash of 鈮� $20 million at the effective time.
- Accuracy of representations and compliance with covenants.
Termination terms: either party may walk away if the merger is not completed by January 9 2026. DallasNews may owe Hearst a $3 million termination fee under specified circumstances, including acceptance of a superior proposal.
Executive compensation changes:
- Transaction bonuses payable at closing: CEO Grant S. Moise $1.65 million; President Mary Kathryn Murray $0.85 million.
- Amended retention letters could provide up to $1.5 million (Moise) and $1.0 million (Murray) post-closing, plus accelerated equity of $606,375 and $270,000, respectively.
- CFO Catherine G. Collins granted change-in-control severance equal to 12 months鈥� base salary and COBRA coverage.
Governance & bylaws: the board adopted Second Amended and Restated Bylaws introducing (i) Texas Business Court as exclusive forum, (ii) jury-trial waiver on internal claims, and (iii) 3 % ownership threshold for derivative actions.
Post-closing: DallasNews鈥� Series A Common Stock will be delisted from Nasdaq and deregistered under the Exchange Act. Hearst Communications, Inc. has provided an unconditional guarantee of all Buyer obligations, including the cash consideration.
A joint press release announcing the merger was issued on July 10 2025. A proxy statement will be filed with the SEC; shareholders are urged to review it when available.
Trinity Capital Inc. (Nasdaq: TRIN) filed a Form 8-K (Item 7.01) on 10 July 2025. The filing states that the company issued a same-day press release covering its second-quarter 2025 portfolio activity and set 6 August 2025 as the date it will release complete Q2 financial statements. Management will discuss results on a conference call at 12:00 p.m. ET that day. The document contains no financial metrics, guidance, transactions, or other material disclosures; it simply provides investors with the upcoming reporting timetable. Exhibit 99.1 (the press release) and Exhibit 104 (XBRL cover page) are referenced but not included in the text.
GSK plc filed a Form 6-K reporting routine activity under its June 2025 share buy-back mandate. Acting through its broker Merrill Lynch International, the company repurchased 482,114 ordinary shares (nominal value 31 录 p) on 27 June 2025.
Key trade metrics reported for the London Stock Exchange (XLON):
- Price range: 1,395.50 p 鈥� 1,410.50 p
- Volume-weighted average price (VWAP): 1,402.45 p
The shares will be held in treasury. Since launching the non-discretionary agreement with the broker on 4 June 2025, GSK has bought back a cumulative 7,554,354 shares.
Post-transaction, GSK鈥檚 capital structure is as follows:
- Treasury shares: 225,688,737
- Shares outstanding (excluding treasury): 4,089,681,462
- Total voting rights in issue: 4,089,681,462
- Treasury shares as a percentage of voting rights: 5.52 %
The filing also provides a full schedule of individual XLON trades and confirms no purchases occurred on CBOE venues (CHIX or BATE) on the reporting date.
Byrna Technologies has filed a DEFA14A (Additional Proxy Soliciting Materials) to correct errors in the proxy card attached to their previously filed definitive proxy statement for the 2025 Annual Meeting of Stockholders scheduled for July 29, 2025.
The corrections address three specific errors in the EDGAR filing's proxy card:
- An incorrect meeting date
- Reference to an equity plan proposal that is not being considered at the meeting
- An incorrect fiscal year cited in the auditor ratification proposal
The company emphasizes that this supplement is purely administrative in nature, solely correcting the form of proxy card in the EDGAR version. No other changes have been made to the original proxy statement, and stockholders have been provided with the correct proxy card. The filing contains no fee requirements and was filed directly by the registrant.
Byrna Technologies Inc. (Nasdaq: BYRN) filed a Form 8-K dated June 19 2025 under Item 7.01 鈥� Regulation FD Disclosure. The sole purpose of the filing is to furnish, not file, an updated investor presentation (Exhibit 99.1) that management may use in future meetings with current and prospective shareholders.
The Company expressly states that the information contained in Item 7.01 and Exhibit 99.1 is not deemed 鈥渇iled鈥� for purposes of Section 18 of the Securities Exchange Act and will not be incorporated by reference into other SEC filings unless specifically referenced. No financial statements, earnings data, or major transactional details accompany this report.
Key Exhibit:
- 99.1 鈥� Investor Presentation (dated June 19 2025)
There are no other material changes, strategic announcements, or quantitative disclosures in this 8-K beyond the availability of the new presentation.
Byrna Technologies has announced its 2025 Annual Meeting of Stockholders to be held on July 29, 2025. The meeting will address three key proposals: election of five directors, ratification of EisnerAmper LLP as independent auditors, and a non-binding vote on executive compensation.
Key governance highlights include:
- Board Composition: 80% independent directors (4 of 5), with 80% gender or ethnic diversity
- Performance Achievements: Record revenues of over $85 million in fiscal 2024, new partnership with Sportsman's Warehouse, launch of Byrna CL product
- Operational Expansion: Opened new U.S. ammunition facility in Fort Wayne, launched four additional retail stores with shooting ranges
Executive compensation changes include restructuring the long-term incentive program, implementing performance-based equity awards, and expanding the clawback policy. The company has demonstrated growth through enhanced marketing programs, celebrity endorsements, and increased retail presence, while maintaining strong corporate governance practices.
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