[8-K] Woodbridge Liquidation Trust Reports Material Event

Rhea-AI Filing Summary

Woodbridge Liquidation Trust reported that its Liquidation Trustee executed Amendment No. 6 to the Liquidation Trust Agreement after approval by the Supervisory Board. The amendment implements technical changes tied to the Trust’s request for an IRS private letter ruling confirming that extending the Trust’s term beyond February 15, 2027 would not adversely affect its status as a liquidating trust for federal income tax purposes.

The amendment itself does not announce an approved extension; it supports the ruling request. The full amendment was filed as Exhibit 3.1.

Insights

Tax and Trusts Analyst

Technical amendment supports IRS ruling request on trust-term extension.

The Trust adopted Amendment No. 6 to align its governing agreement with an IRS private letter ruling request. The stated goal is to ensure that a potential extension beyond February 15, 2027 would not jeopardize the Trust’s federal tax classification as a liquidating trust.

This is procedural and tax-focused rather than operational. It does not indicate IRS action or an approved extension; it simply positions the Trust for that possibility. The document includes the amendment as Exhibit 3.1 for reference.

Future disclosures in company filings may specify any IRS response or timing of an extension, if pursued.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):  October 17, 2025

Woodbridge Liquidation Trust

(Exact name of registrant as specified in its charter)

Delaware	No. 000-56115	36-7730868
(State or other jurisdiction of incorporation or organization)	(Commission File Number)	(IRS Employer Identification No.)

201 N. Brand Blvd., Suite M Glendale, California		91203
(Address of principal executive offices)		(Zip Code)

(310) 765-1550

(Registrant’s telephone number, including area code)

N/A

(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 (see General Instruction A.2. below):

☐
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

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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
None	None	None

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 ☒

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 8.01 Other Events.

On October 17, 2025, following the approval of the Supervisory Board of Woodbridge Liquidation Trust (the “Trust”), the Liquidation Trustee of the Trust executed Amendment No. 6 to the Liquidation Trust Agreement of the Trust (the “Amendment”).  The Amendment was entered into to effect technical amendments to the Trust’s Liquidation Trust Agreement in connection with the Trust’s request for a private letter ruling from the Internal Revenue Service providing that the extension of the term of the Trust past February 15, 2027 would not adversely affect the status of the Trust as a liquidating trust for federal income tax purposes.

The information set forth above is qualified in its entirety by reference to the actual terms of the Amendment, which has been filed as Exhibit 3.1 hereto, and which is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(d)          Exhibits.

Exhibit 3.1	Amendment No. 6 to Liquidation Trust Agreement, dated October 17, 2025
Exhibit 104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

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 thereunto duly authorized.

	Woodbridge Liquidation Trust
Date: October 24, 2025	By:	/s/ Michael I. Goldberg
		Michael I. Goldberg,
		Liquidation Trustee

FAQ

What did Woodbridge Liquidation Trust (WBQNL) announce in this 8-K?

It executed Amendment No. 6 to its Liquidation Trust Agreement, approved by the Supervisory Board, and filed it as Exhibit 3.1.

Why was Amendment No. 6 adopted by WBQNL?

To support an IRS private letter ruling request regarding extending the Trust’s term without affecting its liquidating trust tax status.

What date anchors the potential term extension for WBQNL?

The amendment relates to an extension beyond February 15, 2027.

Does this filing approve an extension of the Trust’s term?

No. It describes technical amendments supporting a ruling request; no extension approval is stated.

What exhibit contains the full amendment text?

The full text is in Exhibit 3.1: Amendment No. 6 to the Liquidation Trust Agreement.

Does the filing change the Trust’s tax status now?

No. It seeks an IRS ruling to confirm that a future extension would not adversely affect liquidating trust status.