Feb. 4 at 5:10 PM
$NEUP If a deal is only verbally agreed (price, handshake, board alignment) and nothing is signed, there is no SEC filing obligation yet. The 8-K requirement is triggered only after a definitive merger agreement is executed.
Reaching that point typically takes 2–6 weeks of intensive legal work: drafting the merger agreement, due diligence, negotiating reps and warranties, termination provisions, financing terms, closing conditions, and obtaining formal board approvals.
Once the agreement is signed, the company must file an 8-K within 4 business days (often sooner).
So a verbal deal on January 8 would normally lead to a first 8-K in late January to mid-February. If it appears much later, it usually signals delays, renegotiation, or a deal that wasn’t finalized—not mere administrative slowness.
