8-K current report · filed Jun 5, 2026

GPGI, Inc. (GPGI) 8-K Current Report: June 5, 2026

Short answer

GPGI, Inc. (GPGI) filed an 8-K current report with the SEC on June 5, 2026 reporting Item 3.03 (Material Modification to Rights of Security Holders), Item 8.01 (Other Events). Reincorporation effective June 5, 2026, at 3:00 p.m. Eastern Time, moving governance from Delaware to Nevada.

GPGI, Inc. 8-K event analysis

AI summary of each reported item and its exhibits

Item 3.03 · Material Modification to Rights of Security Holders

  • Reincorporation effective June 5, 2026, at 3:00 p.m. Eastern Time, moving governance from Delaware to Nevada
  • Shareholder rights now governed by Nevada law, the Nevada Charter, and Nevada Bylaws
  • One-for-one conversion preserved shares, equity awards, $0.0001 par value, and NYSE trading under “GPGI”
  • No changes to headquarters, operations, management, employees, assets, liabilities, contracts, or net worth, excluding reincorporation costs
  • Detailed rights changes contained in the April 20, 2026 proxy statement and Exhibits 2.1, 3.1, and 3.2

Item 8.01 · Other Events

  • Brownstein Hyatt Farber Schreck legal opinion filed as Exhibit 5.1
  • Opinion incorporated into four Form S-8 registration statements
  • Supports legal validity of securities issuable under GPGI’s employee equity plans

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