SPX Technologies Files 8-K on Corporate Matters

Ticker: SPXC · Form: 8-K · Filed: May 14, 2024 · CIK: 88205

Spx Technologies, Inc. 8-K Filing Summary
FieldDetail
CompanySpx Technologies, Inc. (SPXC)
Form Type8-K
Filed DateMay 14, 2024
Risk Levellow
Pages5
Reading Time5 min
Key Dollar Amounts$0.01
Sentimentneutral

Sentiment: neutral

Topics: corporate-governance, filing, financial-statements

Related Tickers: SPXC

TL;DR

SPXC filed an 8-K detailing corporate governance updates and financial filings.

AI Summary

SPX Technologies, Inc. filed an 8-K on May 14, 2024, reporting on several key corporate events. These include amendments to its Articles of Incorporation or Bylaws, the submission of matters to a vote of security holders, and the filing of financial statements and exhibits. The company, formerly known as SPX Corp and Sealed Power Corp, is incorporated in Delaware and headquartered in Charlotte, North Carolina.

Why It Matters

This filing provides updates on the company's governance and financial reporting, which are crucial for investors to understand the current operational and legal status of SPX Technologies.

Risk Assessment

Risk Level: low — The filing is a routine corporate disclosure and does not indicate any immediate financial distress or significant operational changes.

Key Players & Entities

  • SPX Technologies, Inc. (company) — Registrant
  • SPX Corp (company) — Former Company Name
  • Sealed Power Corp (company) — Former Company Name
  • May 14, 2024 (date) — Date of Report
  • Delaware (jurisdiction) — State of Incorporation
  • Charlotte, North Carolina (location) — Business Address City/State

FAQ

What specific amendments were made to the Articles of Incorporation or Bylaws?

The filing indicates that amendments were made, but the specific details of these amendments are not provided in this summary section of the 8-K.

What matters were submitted to a vote of security holders?

The filing confirms that matters were submitted to a vote, but the nature of these matters is not detailed in this section.

When was the earliest event reported in this 8-K?

The earliest event reported in this 8-K was on May 14, 2024.

What is the primary business of SPX Technologies, Inc. according to its SIC code?

According to its Standard Industrial Classification (SIC) code, SPX Technologies, Inc. is in the METALWORKING MACHINERY & EQUIPMENT industry.

What were SPX Technologies, Inc.'s former names?

SPX Technologies, Inc. was formerly known as SPX Corp and Sealed Power Corp.

Filing Stats: 1,368 words · 5 min read · ~5 pages · Grade level 13.1 · Accepted 2024-05-14 17:01:09

Key Financial Figures

  • $0.01 — ich registered Common Stock, par value $0.01 SPXC New York Stock Exchange Indicate

Filing Documents

03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year

Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. On May 14, 2024, following the adjournment of the 2024 Annual Meeting of Stockholders (the "Annual Meeting") of SPX Technologies, Inc. (the "Company") at which the Company's stockholders approved the amendments to the Company's Amended and Restated Certificate of Incorporation as specified in Item 5.07 of this report (collectively, the "Charter Amendments"), the Company filed with the Delaware Secretary of State a certificate of amendment to the Company's Amended and Restated Certificate of Incorporation to effect the Charter Amendments. Upon such filing, the Charter Amendments became effective. The Charter Amendments are described in the Company's definitive proxy statement for the Annual Meeting , which was filed with the Securities and Exchange Commission on April 4, 2024 (the "2024 Proxy Statement"). Following the effectiveness of the Charter Amendments, on May 14, 2024, the Company's Board of Directors approved an amendment and restatement of the Company's amended and restated by-laws, which effected amendments to provisions of the by-laws otherwise inconsistent with the provisions of the Charter Amendments to conform to the provisions of the Charter Amendments and corrections to internal section references. The foregoing description of the amendments to the amended and restated by-laws is qualified in its entirety by reference to the full text of the amended and restated by-laws which is filed as Exhibit 3.3 to this report and is incorporated by reference herein.

07. Submission of Matters to a Vote of Security Holders

Item 5.07. Submission of Matters to a Vote of Security Holders. The Company held the Annual Meeting on May 14, 2024. At the Annual Meeting, the proposals listed below were submitted to a vote of the stockholders. The proposals are described in the 2024 Proxy Statement. The voting results for each proposal are set forth below. As of the record date for the Annual Meeting, there were 46,251,821 shares of common stock of the Company ("Common Stock") outstanding and entitled to vote on each matter presented at the Annual Meeting. At the Annual Meeting, 44,608,426 shares of common stock, or approximately 96.45% of the outstanding shares of Common Stock entitled to vote, were represented in person or by proxy. Proposal 1: Election of directors. Director Nominee Term Expiring For Against Abstain Broker Non-Votes Ruth G. Shaw 2027 40,384,225 2,849,670 24,690 1,349,841 Robert B. Toth 2027 43,071,190 152,040 35,355 1,349,841 Angel Shelton Willis 2027 43,064,268 121,715 72,602 1,349,841 Each of the above-listed nominees was elected as a director for a term expiring at the Company's annual meeting of stockholders to be held in 2027. Proposal 2: Approval of named executive officers' compensation as disclosed in the 2024 Proxy Statement, on a non-binding advisory basis ("Say-on-Pay"). For Against Abstain Broker Non-Votes 42,030,376 1,160,756 67,453 1,349,841 A majority of votes cast in the advisory vote were for approval of the compensation of the Company's named executive officers and, accordingly, the Company's stockholders approved the Company's named executive officers' compensation as disclosed in the 2024 Proxy Statement, on a non-binding advisory basis. Proposal 3: Approval of the amendment to the Company's Amended and Restated Certificate of Incorporation to provide for the annual election of the Board of Directors. For Against Abstain Broker Non-Votes 43,185,959 42,837 29,789 1,349,841 2 Votes representing at least 80% of the vo

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. (d) Exhibits. Exhibit Number Description 3.1 Certificate of Amendment of Amended and Restated Certificate of Incorporation of SPX Technologies, Inc. dated May 14, 2024 3.2 By-laws of SPX Technologies, Inc., Amended and Restated on May 14, 2024 3.3 By-laws of SPX Technologies, Inc., Amended and Restated on May 14, 2024 (marked to show changes against the last filed version) 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) 4

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. SPX TECHNOLOGIES, INC. (Registrant) Date: May 14, 2024 By: /s/ John W. Nurkin John W. Nurkin Vice President, General Counsel and Secretary 5

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