{"filing":{"accession_number":"0001193125-26-380190","cik":"0001823466","ticker":"NOTEW","company_name":"FiscalNote Holdings, Inc.","form":"8-K","filing_date":"2026-09-02","report_date":"2026-08-27","primary_document":"d111500d8k.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/1823466/000119312526380190/d111500d8k.htm"},"events":[{"id":31305,"run_id":28719,"accession_number":"0001193125-26-380190","anchor_item_number":"2.01","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"summary":"FiscalNote completed the sale of its FrontierView subsidiary (Frontier Strategy Group, LLC) to Oxford Economics USA, Inc. for approximately $9.4 million in total consideration ($6.4 million cash at closing plus up to $3.0 million earnout), with the transaction closing on August 27, 2026. Proceeds were used to prepay $4.95 million of term loans, and the company updated full-year 2026 guidance to reflect the removal of FrontierView from results.","company_name":"FiscalNote Holdings, Inc.","ticker":"NOTEW","filing_date":"2026-09-02","form":"8-K","submitted_at":null,"items":[{"id":34142,"accession_number":"0001193125-26-380190","item_number":"1.01","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"reasoning":"FiscalNote completed the sale of its FrontierView subsidiary (Frontier Strategy Group, LLC) to Oxford Economics USA, Inc. for approximately $9.4 million in total consideration ($6.4 million cash at closing plus up to $3.0 million earnout). The transaction closed on August 27, 2026, and proceeds were used to prepay $4.95 million of term loans. This is a material disposition of a business unit that materially affects the company's financial condition and operating structure, requiring disclosure under Item 1.01 (Entry into a Material Definitive Agreement).","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-02T20:12:29.233579+00:00","company_name":"","ticker":null,"filing_date":""},{"id":34143,"accession_number":"0001193125-26-380190","item_number":"2.01","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"reasoning":"FiscalNote completed the sale of FrontierView (Frontier Strategy Group, LLC) to Oxford Economics for a base purchase price of $7.0 million plus potential earn-out payments of up to $3.0 million. This is a material disposition of a business unit that simplifies operations, strengthens the balance sheet through debt paydown, and requires updated full-year 2026 guidance. The transaction is disclosed under Item 2.01 (Completion of Acquisition or Disposition of Assets) and represents a significant strategic shift focusing the company on its core policy business.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-02T20:12:29.233579+00:00","company_name":"","ticker":null,"filing_date":""},{"id":34144,"accession_number":"0001193125-26-380190","item_number":"7.01","item_title":null,"event_type":"financial_other","event_domain":"financial","is_material":true,"confidence":0.75,"reasoning":"FiscalNote announced the completed sale of FrontierView (Frontier Strategy Group, LLC) to Oxford Economics for $7.0 million base purchase price, with $6.4 million received after adjustments. The company updated full-year 2026 guidance to reflect removal of FrontierView from results. While this is a divestiture/asset sale, it does not rise to the level of a material acquisition or change of control (ma_activity), and the Item 7.01 Regulation FD Disclosure framing suggests this is primarily a financial update rather than a strategic M\u0026A event. The transaction simplifies operations and strengthens the balance sheet through debt paydown, making it a material financial event best classified as financial_other.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-02T20:12:29.233579+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":34142,"accession_number":"0001193125-26-380190","item_number":"1.01","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"reasoning":"FiscalNote completed the sale of its FrontierView subsidiary (Frontier Strategy Group, LLC) to Oxford Economics USA, Inc. for approximately $9.4 million in total consideration ($6.4 million cash at closing plus up to $3.0 million earnout). The transaction closed on August 27, 2026, and proceeds were used to prepay $4.95 million of term loans. This is a material disposition of a business unit that materially affects the company's financial condition and operating structure, requiring disclosure under Item 1.01 (Entry into a Material Definitive Agreement).","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-02T20:12:29.233579+00:00","company_name":"FiscalNote Holdings, Inc.","ticker":"NOTEW","filing_date":"2026-09-02"},{"id":34143,"accession_number":"0001193125-26-380190","item_number":"2.01","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"reasoning":"FiscalNote completed the sale of FrontierView (Frontier Strategy Group, LLC) to Oxford Economics for a base purchase price of $7.0 million plus potential earn-out payments of up to $3.0 million. This is a material disposition of a business unit that simplifies operations, strengthens the balance sheet through debt paydown, and requires updated full-year 2026 guidance. The transaction is disclosed under Item 2.01 (Completion of Acquisition or Disposition of Assets) and represents a significant strategic shift focusing the company on its core policy business.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-02T20:12:29.233579+00:00","company_name":"FiscalNote Holdings, Inc.","ticker":"NOTEW","filing_date":"2026-09-02"},{"id":34144,"accession_number":"0001193125-26-380190","item_number":"7.01","item_title":null,"event_type":"financial_other","event_domain":"financial","is_material":true,"confidence":0.75,"reasoning":"FiscalNote announced the completed sale of FrontierView (Frontier Strategy Group, LLC) to Oxford Economics for $7.0 million base purchase price, with $6.4 million received after adjustments. The company updated full-year 2026 guidance to reflect removal of FrontierView from results. While this is a divestiture/asset sale, it does not rise to the level of a material acquisition or change of control (ma_activity), and the Item 7.01 Regulation FD Disclosure framing suggests this is primarily a financial update rather than a strategic M\u0026A event. The transaction simplifies operations and strengthens the balance sheet through debt paydown, making it a material financial event best classified as financial_other.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-02T20:12:29.233579+00:00","company_name":"FiscalNote Holdings, Inc.","ticker":"NOTEW","filing_date":"2026-09-02"}]}
