Rocket Companies Files 8-K with Corporate Updates

Ticker: RKT · Form: 8-K · Filed: 2024-06-21T00:00:00.000Z

Sentiment: neutral

Topics: corporate-governance, filing, bylaws

Related Tickers: RKT

TL;DR

Rocket Companies filed an 8-K on June 18th detailing corporate changes and shareholder votes.

AI Summary

Rocket Companies, Inc. filed an 8-K on June 21, 2024, reporting events that occurred on June 18, 2024. The filing indicates changes to the company's articles of incorporation or bylaws, submission of matters to a vote of security holders, and includes financial statements and exhibits. The company is headquartered at 1050 Woodward Avenue, Detroit, MI 48226.

Why It Matters

This filing signals potential changes in Rocket Companies' corporate structure or governance, which could impact shareholders and business operations.

Risk Assessment

Risk Level: low — The filing is a routine corporate disclosure and does not appear to contain immediate negative financial news.

Key Players & Entities

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 the provided text snippet.

What matters were submitted to a vote of security holders?

The filing states that matters were submitted to a vote of security holders, but the nature of these matters is not detailed in the provided text.

What financial statements and exhibits are included with this filing?

The filing confirms the inclusion of financial statements and exhibits, but their specific content is not described in the provided text.

What is Rocket Companies, Inc.'s fiscal year end?

Rocket Companies, Inc.'s fiscal year ends on December 31st (1231).

What is the SEC file number for Rocket Companies, Inc.?

The SEC file number for Rocket Companies, Inc. is 001-39432.

Filing Stats: 844 words · 3 min read · ~3 pages · Grade level 13.2 · Accepted 2024-06-21 16:05:21

Key Financial Figures

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 June 18, 2024, as described below under Item 5.07 of this Current Report on Form 8-K, at the 2024 Annual Meeting of Stockholders (the "Annual Meeting") of Rocket Companies, Inc. (the "Company"), the applicable stockholders of the Company approved an amendment to the Company's Amended and Restated Certificate of Incorporation to provide for the elimination or limitation of monetary liability of the Company's officers for breach of fiduciary duty to the fullest extent permitted under Section 102(b)(7) of the General Corporation Law of the State of Delaware (the "Officer Exculpation Amendment"). The Officer Exculpation Amendment became effective upon the filing of the Certificate of Amendment of the Amended and Restated Certificate of Incorporation of the Company (the "Certificate of Amendment") with the Delaware Secretary of State on June 18, 2024. The above description of the Officer Exculpation Amendment is qualified in its entirety by reference to the full text of the Certificate of Amendment, a copy of which is included as an exhibit to this Current Report on Form 8-K and incorporated herein by reference.

07 Submission of Matters to a Vote of Security Holders

Item 5.07 Submission of Matters to a Vote of Security Holders. The Annual Meeting of the Company was held on June 18, 2024. At the Annual Meeting, the Company's stockholders: (1) Elected the three Class I director nominees, each director to hold office until the 2027 annual meeting of stockholders and until such director's successor is duly elected and qualified, subject to earlier resignation, retirement or other termination of service; (2) Ratified the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the year ending December 31, 2024; (3) Approved (on an advisory basis) the compensation of the Company's named executive officers; and (4) Approved the Officer Exculpation Amendment to the Company's Certificate of Incorporation to provide officer exculpation as permitted under Delaware law. The Annual Meeting proposals and voting requirements are described in more detail in the Company's definitive proxy statement filed with the Securities and Exchange Commission on April 26, 2024. The following is a summary of the final voting results for each matter presented to stockholders. Proposal 1: Election of Class I Directors. Nominee Votes For Votes Withheld Broker Non-Votes Bill Emerson 625,245,607 17,315,638 47,254,460 Jennifer Gilbert 606,690,692 35,870,553 47,254,460 Jonathan Mariner 632,296,128 10,265,117 47,254,460 Proposal 2: Ratification of appointment of independent registered public accounting firm. For Against Abstain Broker Non-Votes 686,843,174 2,602,458 370,073 N/A Proposal 3: Approval (on an advisory basis) of named executive officer compensation. For Against Abstain Broker Non-Votes 638,574,392 3,646,018 340,835 47,254,460 Proposal 4: Officer Exculpation Amendment. For Against Abstain Broker Non-Votes 609,923,366 32,319,823 318,056 47,254,460

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description 3.1 Certificate of Amendment to the Amended and Restate d Certificate of Incorporation of Rocket Companies, Inc. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

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. Date: June 21, 2024 ROCKET COMPANIES, INC. By: /s/ Tina V. John Name: Tina V. John Title: Executive Legal Counsel and Secretary

View on Read The Filing