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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 8/12/22 IAC Inc. 8-K:5,9 8/11/22 12:306K Toppan Merrill/FA
Document/Exhibit Description Pages Size 1: 8-K Current Report HTML 31K 2: EX-3.1 Articles of Incorporation/Organization or Bylaws HTML 10K 3: EX-3.2 Articles of Incorporation/Organization or Bylaws HTML 85K 7: R1 Cover HTML 49K 10: XML IDEA XML File -- Filing Summary XML 12K 8: XML XBRL Instance -- tm2223192d1_8k_htm XML 15K 9: EXCEL IDEA Workbook of Financial Reports XLSX 8K 5: EX-101.LAB XBRL Labels -- iac-20220811_lab XML 98K 6: EX-101.PRE XBRL Presentations -- iac-20220811_pre XML 65K 4: EX-101.SCH XBRL Schema -- iac-20220811 XSD 12K 11: JSON XBRL Instance as JSON Data -- MetaLinks 25± 33K 12: ZIP XBRL Zipped Folder -- 0001104659-22-090069-xbrl Zip 37K
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM i 8-K
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): i August 11, 2022
i IAC INC.
(Exact name of registrant as specified in charter)
|i Delaware||i 001-39356||i 84-3727412|
|(State or other jurisdiction||(Commission||(IRS Employer|
|of incorporation)||File Number)||Identification No.)|
|i 555 West 18th Street, i New York, i NY||i 10011|
|(Address of principal executive offices)||(Zip Code)|
Registrant’s telephone number, including area code: ( i 212) i 314-7300
|(Former name or former address, if changed since last report)|
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
|i ¨||Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)|
|i ¨||Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)|
|i ¨||Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))|
|i ¨||Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))|
Securities registered pursuant to Section 12(b) of the Act:
|Title of each class||Trading Symbol(s)||Name of each exchange on which registered|
|i Common Stock, par value $0.0001||i IAC|| i The Nasdaq Stock Market LLC|
(Nasdaq Global Select Market)
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company i ¨
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
|Item 5.03||Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.|
Effective 12:01 AM Eastern Time on August 11, 2022, the Registrant changed its name from IAC/InterActiveCorp to IAC Inc. (the “Name Change”) pursuant to a Certificate of Amendment (the “Certificate of Amendment”) of the Registrant’s Restated Certificate of Incorporation. The full text of the Certificate of Amendment is attached as Exhibit 3.1 hereto and is incorporated herein by reference.
There were no other changes to the Registrant’s Restated Certificate of Incorporation in connection with the Name Change. Following the Name Change, the ticker symbol for the Registrant’s common stock, par value $0.0001 (the “Common Stock”), on The Nasdaq Stock Market LLC (Nasdaq Global Select Market) will continue to be “IAC” and the CUSIP number for the Common Stock will continue to be 44891N 208.
The Registrant also amended its Amended and Restated By-Laws (the “Amended and Restated By-Laws”) to reflect the Name Change. The full text of the newly Amended and Restated By-laws is attached hereto as Exhibit 3.2 and is incorporated herein by reference.
|Item 9.01||Financial Statements and Exhibits.|
|3.1||Certificate of Amendment of Restated Certificate of Incorporation of IAC Inc. (formerly IAC/InterActiveCorp).|
|3.2||Amended and Restated By-Laws of IAC Inc. (formerly IAC/InterActiveCorp).|
|104||Cover Page Interactive Data File (embedded within the Inline XBRL document).|
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.
|By:||/s/ Kendall Handler|
|Title:||Executive Vice President & Chief Legal Officer|
Date: August 12, 2022
|This ‘8-K’ Filing||Date||Other Filings|
|Filed on:||8/12/22||None on these Dates|
|For Period end:||8/11/22|
|List all Filings|