Moody's Corp. Files 8-K on Corporate Governance and Financials
Ticker: MCO · Form: 8-K · Filed: Apr 19, 2024 · CIK: 1059556
| Field | Detail |
|---|---|
| Company | Moodys Corp /De/ (MCO) |
| Form Type | 8-K |
| Filed Date | Apr 19, 2024 |
| Risk Level | low |
| Pages | 4 |
| Reading Time | 5 min |
| Key Dollar Amounts | $0.01 |
| Sentiment | neutral |
Sentiment: neutral
Topics: corporate-governance, filing, financials
Related Tickers: MCO
TL;DR
Moody's filed an 8-K detailing corporate changes and financial updates.
AI Summary
Moody's Corporation filed an 8-K on April 19, 2024, reporting events that occurred on April 16, 2024. The filing indicates changes related to the company's articles of incorporation or bylaws, submission of matters to a vote of security holders, and financial statements/exhibits. Moody's Corporation, formerly Dun & Bradstreet Corp. /DE/, is incorporated in Delaware and has its fiscal year end on December 31.
Why It Matters
This 8-K filing provides updates on Moody's Corporation's corporate structure and financial reporting, which are important for investors to understand the company's governance and financial health.
Risk Assessment
Risk Level: low — The filing is a routine corporate disclosure and does not indicate any immediate financial distress or significant negative events.
Key Players & Entities
- MOODYS CORP /DE/ (company) — Registrant
- April 16, 2024 (date) — Earliest event reported
- April 19, 2024 (date) — Date of report
- DUN & BRADSTREET CORP /DE/ (company) — Former company name
FAQ
What specific items were submitted to a vote of security holders?
The filing indicates that matters were submitted to a vote of security holders, but the specific details of these matters are not provided in the excerpt.
What are the key changes to Moody's articles of incorporation or bylaws?
The filing states that there were amendments to the articles of incorporation or bylaws, but the specific nature of these amendments is not detailed in the provided text.
What financial statements or exhibits are included with this filing?
The filing mentions the submission of financial statements and exhibits, but the specific content of these documents is not elaborated upon in the excerpt.
When was Moody's Corporation previously known as Dun & Bradstreet Corp. /DE/?
The date of the name change from Dun & Bradstreet Corp. /DE/ to Moody's Corporation is listed as July 28, 1998.
What is Moody's Corporation's fiscal year end?
Moody's Corporation's fiscal year ends on December 31.
Filing Stats: 1,172 words · 5 min read · ~4 pages · Grade level 12.8 · Accepted 2024-04-19 16:23:05
Key Financial Figures
- $0.01 — ich registered Common Stock, par value $0.01 per share MCO New York Stock Exchan
Filing Documents
- d810321d8k.htm (8-K) — 55KB
- d810321dex31.htm (EX-3.1) — 8KB
- d810321dex32.htm (EX-3.2) — 117KB
- d810321dex33.htm (EX-3.3) — 26KB
- 0001193125-24-102931.txt ( ) — 414KB
- mco-20240416.xsd (EX-101.SCH) — 4KB
- mco-20240416_def.xml (EX-101.DEF) — 14KB
- mco-20240416_lab.xml (EX-101.LAB) — 23KB
- mco-20240416_pre.xml (EX-101.PRE) — 15KB
- d810321d8k_htm.xml (XML) — 7KB
03
ITEM 5.03 AMENDMENTS TO ARTICLES OF INCORPORATION OR BYLAWS; CHANGE IN FISCAL YEAR 3
07
ITEM 5.07 SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS 3
FINANCIAL STATEMENTS AND EXHIBITS
FINANCIAL STATEMENTS AND EXHIBITS 4
SIGNATURES
SIGNATURES 5 Item5.03, "Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year" As discussed under Item 5.07 of this Current Report on Form 8-K, at the 2024 Annual Meeting of Stockholders held on April 16, 2024 (the "2024 Annual Meeting"), stockholders of Moody's Corporation (the "Company") approved an amendment to the Company's Restated Certificate of Incorporation (the "Charter") to allow one or more stockholders who own at least 25% of the Company's common stock, and who satisfy certain procedures, to require that the Company call a special meeting of the stockholders. The amendment to the Charter became effective upon the filing of a Certificate of Amendment of Restated Certificate of Incorporation (the "Certificate of Amendment") with the Secretary of State of the State of Delaware on April 17, 2024. In connection with approving the Charter amendment and recommending it to the Company's stockholders for approval, and as disclosed in the Company's 2024 proxy statement, the Board of Directors (the "Board") approved amendments to the Company's Amended and Restated By-Laws (the "By-Laws") to conform to and further implement the Certificate of Amendment. The By-Laws amendments specify the information required to be provided in connection with a stockholder's request to call a special meeting and set forth procedures and conditions applicable to stockholders' ability to request that the Company call a special meeting. The Board approved the By-Law amendments contingent upon stockholder approval and implementation of the Charter amendment. Accordingly, the amendments to the By-Laws became effective upon the filing of the Certificate of Amendment with the Secretary of State of the State of Delaware on April 17, 2024. The foregoing description of the amendments to the Charter and By-Laws is not complete and is qualified in its entirety by reference to the Certificate of Amendment and the By-Laws, each dated April 17, 2024, which are filed as
SIGNATURES
SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. MOODY'S CORPORATION By: /s/ Elizabeth M. McCarroll Elizabeth M. McCarroll Corporate Secretary and Associate General Counsel Date: April 19, 2024 5