{"filing":{"accession_number":"0001193125-26-286757","cik":"0000056679","ticker":"KFY","company_name":"KORN FERRY","form":"8-K","filing_date":"2026-06-29","report_date":null,"primary_document":"d102657d8k.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/56679/000119312526286757/d102657d8k.htm"},"events":[{"id":14402,"run_id":12822,"accession_number":"0001193125-26-286757","anchor_item_number":"1.01","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.99,"summary":"Korn Ferry entered into a definitive Sale and Purchase Agreement on June 27, 2026, to acquire all issued and outstanding shares of Auxey Holdco Limited (AMS) for approximately £850 million ($1.1 billion) in combined cash and stock consideration, creating a global leader in talent and organizational consulting with over 16,000 colleagues.","company_name":"KORN FERRY","ticker":"KFY","filing_date":"2026-06-29","form":"8-K","submitted_at":null,"items":[{"id":11822,"accession_number":"0001193125-26-286757","item_number":"1.01","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.99,"reasoning":"Korn Ferry entered into a definitive Sale and Purchase Agreement on June 27, 2026, to acquire all issued and outstanding shares of Auxey Holdco Limited (AMS) for approximately £850 million ($1.1 billion) in cash and stock consideration. This is a material acquisition disclosed under Item 1.01, combining two significant talent and organizational consulting firms and creating a global leader with over 16,000 colleagues and substantial revenue visibility through long-term contracts.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-06-29T10:12:43.216494+00:00","company_name":"","ticker":null,"filing_date":""},{"id":11823,"accession_number":"0001193125-26-286757","item_number":"3.02","item_title":null,"event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.75,"reasoning":"Item 3.02 discloses an unregistered issuance of approximately 3.6 million shares of Korn Ferry common stock as part of the AMS acquisition consideration (approximately £191 million or $255 million in equity). The shares are issued pursuant to Section 4(a)(2) exemption and represent a material dilutive equity issuance tied to the acquisition transaction. While the primary event is the M\u0026A activity, Item 3.02 specifically focuses on the equity component of the deal consideration.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-06-29T10:12:43.216494+00:00","company_name":"","ticker":null,"filing_date":""},{"id":11824,"accession_number":"0001193125-26-286757","item_number":"7.01","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.98,"reasoning":"Korn Ferry announced entry into a definitive agreement to acquire AMS for approximately £850 million (approximately $1.1 billion) in an all-cash and stock transaction. The press release explicitly states \"Korn Ferry Announces Definitive Agreement to Acquire AMS\" and describes the combination as creating \"a global leader in talent and organizational consulting.\" This is a material acquisition disclosed via Item 7.01 (Regulation FD Disclosure) with a press release attached as Exhibit 99.1.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-06-29T10:12:43.216494+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":11822,"accession_number":"0001193125-26-286757","item_number":"1.01","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.99,"reasoning":"Korn Ferry entered into a definitive Sale and Purchase Agreement on June 27, 2026, to acquire all issued and outstanding shares of Auxey Holdco Limited (AMS) for approximately £850 million ($1.1 billion) in cash and stock consideration. This is a material acquisition disclosed under Item 1.01, combining two significant talent and organizational consulting firms and creating a global leader with over 16,000 colleagues and substantial revenue visibility through long-term contracts.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-06-29T10:12:43.216494+00:00","company_name":"KORN FERRY","ticker":"KFY","filing_date":"2026-06-29"},{"id":11823,"accession_number":"0001193125-26-286757","item_number":"3.02","item_title":null,"event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.75,"reasoning":"Item 3.02 discloses an unregistered issuance of approximately 3.6 million shares of Korn Ferry common stock as part of the AMS acquisition consideration (approximately £191 million or $255 million in equity). The shares are issued pursuant to Section 4(a)(2) exemption and represent a material dilutive equity issuance tied to the acquisition transaction. While the primary event is the M\u0026A activity, Item 3.02 specifically focuses on the equity component of the deal consideration.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-06-29T10:12:43.216494+00:00","company_name":"KORN FERRY","ticker":"KFY","filing_date":"2026-06-29"},{"id":11824,"accession_number":"0001193125-26-286757","item_number":"7.01","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.98,"reasoning":"Korn Ferry announced entry into a definitive agreement to acquire AMS for approximately £850 million (approximately $1.1 billion) in an all-cash and stock transaction. The press release explicitly states \"Korn Ferry Announces Definitive Agreement to Acquire AMS\" and describes the combination as creating \"a global leader in talent and organizational consulting.\" This is a material acquisition disclosed via Item 7.01 (Regulation FD Disclosure) with a press release attached as Exhibit 99.1.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-06-29T10:12:43.216494+00:00","company_name":"KORN FERRY","ticker":"KFY","filing_date":"2026-06-29"}]}
