{"filing":{"accession_number":"0001193125-26-322225","cik":"0000944148","ticker":"CBZ","company_name":"CBIZ, Inc.","form":"8-K","filing_date":"2026-07-29","report_date":"2026-07-28","primary_document":"d174772d8k.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/944148/000119312526322225/d174772d8k.htm"},"events":[{"id":21448,"run_id":19346,"accession_number":"0001193125-26-322225","anchor_item_number":"1.01","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.99,"summary":"CBIZ entered into a definitive Agreement and Plan of Merger with Grant Thornton Advisors (via Viking ParentCo and Viking MergerCo) on July 28, 2026, whereby CBIZ shareholders will receive $55.00 per share in cash, representing a $5 billion enterprise value transaction and a 54% premium to the 30-day VWAP. The transaction, the largest in the professional services sector in more than 25 years, was unanimously approved by the Board and is expected to close in Q4 2026 subject to shareholder approval and regulatory clearance.","company_name":"CBIZ, Inc.","ticker":"CBZ","filing_date":"2026-07-29","form":"8-K","submitted_at":null,"items":[{"id":21097,"accession_number":"0001193125-26-322225","item_number":"1.01","item_title":"Entry into a Material Definitive Agreement.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.99,"reasoning":"CBIZ entered into a definitive Agreement and Plan of Merger with Grant Thornton Advisors (via Viking ParentCo and Viking MergerCo) on July 28, 2026, whereby CBIZ shareholders will receive $55.00 per share in cash. This represents a material acquisition with an enterprise value of $5 billion—the largest transaction of its kind in more than 25 years in the professional services sector. The Board unanimously approved the transaction and recommended shareholder approval, and the filing discloses customary merger representations, warranties, and covenants including a go-shop period through August 27, 2026.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-29T12:13:48.553116+00:00","company_name":"","ticker":null,"filing_date":""},{"id":21099,"accession_number":"0001193125-26-322225","item_number":"7.01","item_title":"Regulation FD Disclosure.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.99,"reasoning":"CBIZ announced entry into a definitive merger agreement with Grant Thornton Advisors for $5 billion in an all-cash transaction at $55.00 per share, representing a 54% premium to the 30-day VWAP. The press release explicitly states \"Grant Thornton Advisors has entered into a definitive agreement pursuant to which it will acquire CBIZ,\" constituting a material acquisition and change of control event. This is a transformative transaction creating the fifth-largest U.S. professional services provider and is expected to close in Q4 2026 subject to shareholder approval and regulatory clearance.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-29T12:13:48.553116+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":21449,"run_id":19346,"accession_number":"0001193125-26-322225","anchor_item_number":"5.02","event_type":"exec_compensation","event_domain":"governance","is_material":true,"confidence":0.75,"summary":"In connection with the Merger Agreement, the Board adopted three compensatory arrangements: a Change-in-Control Severance Plan providing severance multiples of 0.5x–3x base salary plus bonus and health coverage for 6–36 months; a retention bonus program with 25% payable at closing and 75% at six months post-closing; and transaction bonuses totaling $1.302M, $812K, and $486K for the three named executives.","company_name":"CBIZ, Inc.","ticker":"CBZ","filing_date":"2026-07-29","form":"8-K","submitted_at":null,"items":[{"id":21098,"accession_number":"0001193125-26-322225","item_number":"5.02","item_title":"Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.","event_type":"exec_compensation","event_domain":"governance","is_material":true,"confidence":0.75,"reasoning":"The Item 5.02 disclosure centers on the Board's adoption of three compensatory arrangements in connection with the Merger Agreement: (1) the CIC Severance Plan providing severance multiples of 0.5x–3x base salary plus bonus and health coverage for 6–36 months; (2) a retention bonus program with 25% payable at closing and 75% at six months post-closing; and (3) transaction bonuses totaling $1.302M, $812K, and $486K for the three named executives. While a change-of-control transaction is also disclosed, the Item 5.02 section itself focuses on the compensatory arrangements adopted by the Board, making exec_compensation the most salient classification.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-29T12:13:48.553116+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":21097,"accession_number":"0001193125-26-322225","item_number":"1.01","item_title":"Entry into a Material Definitive Agreement.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.99,"reasoning":"CBIZ entered into a definitive Agreement and Plan of Merger with Grant Thornton Advisors (via Viking ParentCo and Viking MergerCo) on July 28, 2026, whereby CBIZ shareholders will receive $55.00 per share in cash. This represents a material acquisition with an enterprise value of $5 billion—the largest transaction of its kind in more than 25 years in the professional services sector. The Board unanimously approved the transaction and recommended shareholder approval, and the filing discloses customary merger representations, warranties, and covenants including a go-shop period through August 27, 2026.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-29T12:13:48.553116+00:00","company_name":"CBIZ, Inc.","ticker":"CBZ","filing_date":"2026-07-29"},{"id":21098,"accession_number":"0001193125-26-322225","item_number":"5.02","item_title":"Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.","event_type":"exec_compensation","event_domain":"governance","is_material":true,"confidence":0.75,"reasoning":"The Item 5.02 disclosure centers on the Board's adoption of three compensatory arrangements in connection with the Merger Agreement: (1) the CIC Severance Plan providing severance multiples of 0.5x–3x base salary plus bonus and health coverage for 6–36 months; (2) a retention bonus program with 25% payable at closing and 75% at six months post-closing; and (3) transaction bonuses totaling $1.302M, $812K, and $486K for the three named executives. While a change-of-control transaction is also disclosed, the Item 5.02 section itself focuses on the compensatory arrangements adopted by the Board, making exec_compensation the most salient classification.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-29T12:13:48.553116+00:00","company_name":"CBIZ, Inc.","ticker":"CBZ","filing_date":"2026-07-29"},{"id":21099,"accession_number":"0001193125-26-322225","item_number":"7.01","item_title":"Regulation FD Disclosure.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.99,"reasoning":"CBIZ announced entry into a definitive merger agreement with Grant Thornton Advisors for $5 billion in an all-cash transaction at $55.00 per share, representing a 54% premium to the 30-day VWAP. The press release explicitly states \"Grant Thornton Advisors has entered into a definitive agreement pursuant to which it will acquire CBIZ,\" constituting a material acquisition and change of control event. This is a transformative transaction creating the fifth-largest U.S. professional services provider and is expected to close in Q4 2026 subject to shareholder approval and regulatory clearance.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-29T12:13:48.553116+00:00","company_name":"CBIZ, Inc.","ticker":"CBZ","filing_date":"2026-07-29"}]}