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Wk Kellogg Company 8-K Filings

KLG NYSE

Every 8-K that Wk Kellogg Company (KLG) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.

A 8-K covers material events a company has to report between its quarterly reports, so if you follow KLG and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full KLG filings page.

Rhea-AI Summary

WK Kellogg Co entered into a definitive merger agreement with Ferrero International S.A. under which each outstanding share of WK Kellogg common stock will be converted into the right to receive $23.00 per share in cash. The merger was effected through Frosty Merger Sub, Inc., a wholly owned indirect subsidiary of Ferrero, with specified exclusions for treasury shares and shares held by Parent or its subsidiaries, which were cancelled without consideration.

The filing references the Agreement and Plan of Merger dated July 10, 2025, and notes corporate governance changes effective September 26, 2025, including an amended and restated certificate of incorporation and bylaws, plus a Ferrero press release and interactive XBRL cover file. The filing is signed by CFO David McKinstray.

Rhea-AI Summary

WK Kellogg Co held a special meeting of shareholders to consider a proposed merger pursuant to an Agreement and Plan of Merger dated July 10, 2025. The merger would result in Merger Sub merging into the company, leaving the company as a wholly owned indirect subsidiary of Ferrero International, S.A. The filing notes there were no recorded broker non-votes in connection with the vote. The document includes an executed signature block from the company Chief Financial Officer, David McKinstray, dated September 19, 2025.

Rhea-AI Summary

WK Kellogg Co entered into an Agreement and Plan of Merger with Ferrero International S.A. and Frosty Merger Sub, Inc., under which Merger Sub will be merged into the Company and the Company will become a wholly owned indirect subsidiary of Parent. The filing identifies multiple forward-looking statements about the Merger, including timing, shareholder approvals and completion risks. It lists material risks that could prevent or delay closing, including failure to obtain the required shareholder vote, unmet closing conditions, potential termination events and related litigation or costs. The Company disclaims obligation to update forward-looking statements. The filing is signed by CFO David McKinstray and references SEC disclosures dated August 7, 2025.

Rhea-AI Summary

WK Kellogg Co entered into a definitive Merger Agreement to be acquired by Ferrero International S.A., with Merger Sub to merge into the company and WK Kellogg to become a wholly owned indirect subsidiary of Parent. The company filed a Definitive Proxy Statement with the SEC and scheduled a special meeting of shareowners for September 19, 2025 to vote on the Merger Agreement. The filing supplements prior disclosures and includes unaudited prospective financial information showing a forecasted Unlevered Free Cash Flow of $(105) million and a Change in Net Working Capital of $(1) million. Financial advisor disclosures include Goldman Sachs noting year-end fully diluted shares of 92 million for fiscal 2025 and 2026 and disclosed past compensation of $22 million from Kellogg Foundation Trust plus expected additional compensation of $93 million. Morgan Stanley reported analyst price targets of $14.00–$19.00 (median $17.00) and discounted those at 8.5% to implied equity values of $13.00–$17.50 per share. The filing reiterates forward-looking statement cautions and does not update prior risk disclosures.