{"filing":{"accession_number":"0001680873-26-000037","cik":"0001680873","ticker":"HFFG","company_name":"HF Foods Group Inc.","form":"8-K","filing_date":"2026-06-12","report_date":null,"primary_document":"hffg-20260611.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/1680873/000168087326000037/hffg-20260611.htm"},"events":[{"id":10363,"run_id":9087,"accession_number":"0001680873-26-000037","anchor_item_number":"1.01","event_type":"other_material","event_domain":"catchall","is_material":true,"confidence":0.7,"summary":"HF Foods adopted a shareholder rights plan (poison pill) on June 12, 2026, with one Right per share exercisable at $9.55 per one one-thousandth of a share of Series AA Participating Preferred Stock. The plan is triggered by any person or group acquiring 15% or more of Common Stock without Board approval and is designed to deter hostile takeovers by imposing a significant penalty on such acquirers.","company_name":"HF Foods Group Inc.","ticker":"HFFG","filing_date":"2026-06-12","form":"8-K","submitted_at":null,"items":[{"id":6659,"accession_number":"0001680873-26-000037","item_number":"1.01","item_title":"Entry into a Material Definitieve Agreement.","event_type":"other_material","event_domain":"catchall","is_material":true,"confidence":0.75,"reasoning":"HF Foods adopted a shareholder rights plan (poison pill) on June 12, 2026, declaring a dividend of one Right per share of Common Stock exercisable at $9.55 per one one-thousandth of a share of Preferred Stock. The Rights Agreement is designed to deter hostile takeovers by imposing a significant penalty on any person or group acquiring 15% or more of Common Stock without Board approval. While this is a material defensive measure that would affect investor assessment of takeover risk and capital structure, it does not fit neatly into the specific M\u0026A activity category (which covers entry into, completion, or termination of acquisitions or mergers) nor any other defined event type—it is a standalone anti-takeover mechanism disclosed under Item 1.01.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-13T00:05:26.606897+00:00","company_name":"","ticker":null,"filing_date":""},{"id":6660,"accession_number":"0001680873-26-000037","item_number":"3.03","item_title":"Material Modification to Rights of Security Holders.","event_type":"other_material","event_domain":"catchall","is_material":true,"confidence":0.45,"reasoning":"Item 3.03 discloses a material modification to rights of security holders by incorporating Items 1.01 and 5.03 by reference. Without access to those items, the specific nature of the modification cannot be determined; however, Item 3.03 modifications are inherently material to security holders. The event could involve charter amendments, voting rights changes, or other structural modifications. Classified as \"other_material\" due to insufficient detail in the provided section alone.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-13T00:05:26.606897+00:00","company_name":"","ticker":null,"filing_date":""},{"id":6661,"accession_number":"0001680873-26-000037","item_number":"5.03","item_title":"Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.","event_type":"other_material","event_domain":"catchall","is_material":true,"confidence":0.65,"reasoning":"The filing discloses adoption of a Rights Agreement and filing of a Certificate of Designation for Series AA Participating Preferred Stock with Delaware. While Item 5.03 covers amendments to articles and bylaws, the substance here involves a shareholder rights plan (poison pill), which is a material defensive measure that affects shareholder interests and capital structure. This does not fit neatly into the standard taxonomy categories and is best classified as other_material.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-13T00:05:26.606897+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":6659,"accession_number":"0001680873-26-000037","item_number":"1.01","item_title":"Entry into a Material Definitieve Agreement.","event_type":"other_material","event_domain":"catchall","is_material":true,"confidence":0.75,"reasoning":"HF Foods adopted a shareholder rights plan (poison pill) on June 12, 2026, declaring a dividend of one Right per share of Common Stock exercisable at $9.55 per one one-thousandth of a share of Preferred Stock. The Rights Agreement is designed to deter hostile takeovers by imposing a significant penalty on any person or group acquiring 15% or more of Common Stock without Board approval. While this is a material defensive measure that would affect investor assessment of takeover risk and capital structure, it does not fit neatly into the specific M\u0026A activity category (which covers entry into, completion, or termination of acquisitions or mergers) nor any other defined event type—it is a standalone anti-takeover mechanism disclosed under Item 1.01.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-13T00:05:26.606897+00:00","company_name":"HF Foods Group Inc.","ticker":"HFFG","filing_date":"2026-06-12"},{"id":6660,"accession_number":"0001680873-26-000037","item_number":"3.03","item_title":"Material Modification to Rights of Security Holders.","event_type":"other_material","event_domain":"catchall","is_material":true,"confidence":0.45,"reasoning":"Item 3.03 discloses a material modification to rights of security holders by incorporating Items 1.01 and 5.03 by reference. Without access to those items, the specific nature of the modification cannot be determined; however, Item 3.03 modifications are inherently material to security holders. The event could involve charter amendments, voting rights changes, or other structural modifications. Classified as \"other_material\" due to insufficient detail in the provided section alone.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-13T00:05:26.606897+00:00","company_name":"HF Foods Group Inc.","ticker":"HFFG","filing_date":"2026-06-12"},{"id":6661,"accession_number":"0001680873-26-000037","item_number":"5.03","item_title":"Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.","event_type":"other_material","event_domain":"catchall","is_material":true,"confidence":0.65,"reasoning":"The filing discloses adoption of a Rights Agreement and filing of a Certificate of Designation for Series AA Participating Preferred Stock with Delaware. While Item 5.03 covers amendments to articles and bylaws, the substance here involves a shareholder rights plan (poison pill), which is a material defensive measure that affects shareholder interests and capital structure. This does not fit neatly into the standard taxonomy categories and is best classified as other_material.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-13T00:05:26.606897+00:00","company_name":"HF Foods Group Inc.","ticker":"HFFG","filing_date":"2026-06-12"}]}
