{"filing":{"accession_number":"0001683168-26-005235","cik":"0001355848","ticker":"TOON","company_name":"Kartoon Studios, Inc.","form":"8-K","filing_date":"2026-07-02","report_date":null,"primary_document":"toon_8k.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/1355848/000168316826005235/toon_8k.htm"},"events":[{"id":15682,"run_id":13983,"accession_number":"0001683168-26-005235","anchor_item_number":"5.03","event_type":"governance_other","event_domain":"governance","is_material":true,"confidence":0.85,"summary":"Kartoon Studios' Board unanimously adopted a limited-duration stockholder rights plan (poison pill) effective July 13, 2026, and declared a dividend distribution of one right per outstanding share of common stock. The rights plan imposes significant dilution on any person acquiring 10% or more of common stock without Board approval through flip-in and flip-over provisions, materially affecting shareholder rights and takeover defense dynamics.","company_name":"Kartoon Studios, Inc.","ticker":"TOON","filing_date":"2026-07-02","form":"8-K","submitted_at":null,"items":[{"id":13550,"accession_number":"0001683168-26-005235","item_number":"1.01","item_title":"Entry into a Material Definitive Agreement.","event_type":"governance_other","event_domain":"governance","is_material":true,"confidence":0.75,"reasoning":"The Board adopted a preferred stock rights agreement (a \"poison pill\" or shareholder rights plan) on July 1, 2026, and declared a dividend distribution of one right per outstanding share of common stock. While Item 1.01 nominally covers \"Entry into a Material Definitive Agreement,\" the substance here is a governance action—adoption of a takeover defense mechanism—rather than a traditional commercial agreement. The rights plan imposes significant dilution on any person acquiring 10% or more of common stock without Board approval, triggering flip-in and flip-over provisions. This is a material governance event affecting shareholder rights and control dynamics, but does not fit the specific categories of exec_appointment, exec_departure, exec_compensation, or shareholder_vote_results; governance_other is the most appropriate classification.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-02T11:45:52.399380+00:00","company_name":"","ticker":null,"filing_date":""},{"id":13551,"accession_number":"0001683168-26-005235","item_number":"3.03","item_title":"Material Modification to Rights of","event_type":"governance_other","event_domain":"governance","is_material":true,"confidence":0.85,"reasoning":"Kartoon Studios' Board unanimously adopted a limited duration stockholder rights plan (a \"poison pill\") and declared a dividend distribution of one right per share. This is a governance event involving modification of shareholder rights and capital structure. While not a specific named event type, it is clearly a material governance matter that affects shareholder rights and potential acquisition dynamics, warranting classification as governance_other rather than a more specific category.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-02T11:45:52.399380+00:00","company_name":"","ticker":null,"filing_date":""},{"id":13552,"accession_number":"0001683168-26-005235","item_number":"5.03","item_title":"of this Current Report on Form 8-K is incorporated by reference into this Item 3.03.","event_type":"governance_other","event_domain":"governance","is_material":true,"confidence":0.85,"reasoning":"Kartoon Studios' Board unanimously adopted a limited duration stockholder rights plan (poison pill) and declared a dividend distribution of one right per share, effective July 13, 2026. This is a governance event involving shareholder rights and capital structure, but does not fit the specific categories of exec_appointment, exec_departure, exec_compensation, or shareholder_vote_results. The adoption of a rights plan is material to investors as it affects voting power and takeover defenses, making governance_other the most appropriate classification.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-02T11:45:52.399380+00:00","company_name":"","ticker":null,"filing_date":""},{"id":13554,"accession_number":"0001683168-26-005235","item_number":"8.01","item_title":"Other Events.","event_type":"dividend_distribution","event_domain":"financial","is_material":true,"confidence":0.75,"reasoning":"The Company announced adoption of a limited duration stockholder rights plan and declared a dividend distribution of one right for each outstanding share of common stock with a record date of July 13, 2026. While the rights plan itself is a governance matter, the core disclosed action is the declaration of a dividend distribution of rights to shareholders, which falls under dividend_distribution. The materiality is supported by the board's unanimous adoption and the explicit declaration of rights to all shareholders.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-02T11:45:52.399380+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":13550,"accession_number":"0001683168-26-005235","item_number":"1.01","item_title":"Entry into a Material Definitive Agreement.","event_type":"governance_other","event_domain":"governance","is_material":true,"confidence":0.75,"reasoning":"The Board adopted a preferred stock rights agreement (a \"poison pill\" or shareholder rights plan) on July 1, 2026, and declared a dividend distribution of one right per outstanding share of common stock. While Item 1.01 nominally covers \"Entry into a Material Definitive Agreement,\" the substance here is a governance action—adoption of a takeover defense mechanism—rather than a traditional commercial agreement. The rights plan imposes significant dilution on any person acquiring 10% or more of common stock without Board approval, triggering flip-in and flip-over provisions. This is a material governance event affecting shareholder rights and control dynamics, but does not fit the specific categories of exec_appointment, exec_departure, exec_compensation, or shareholder_vote_results; governance_other is the most appropriate classification.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-02T11:45:52.399380+00:00","company_name":"Kartoon Studios, Inc.","ticker":"TOON","filing_date":"2026-07-02"},{"id":13551,"accession_number":"0001683168-26-005235","item_number":"3.03","item_title":"Material Modification to Rights of","event_type":"governance_other","event_domain":"governance","is_material":true,"confidence":0.85,"reasoning":"Kartoon Studios' Board unanimously adopted a limited duration stockholder rights plan (a \"poison pill\") and declared a dividend distribution of one right per share. This is a governance event involving modification of shareholder rights and capital structure. While not a specific named event type, it is clearly a material governance matter that affects shareholder rights and potential acquisition dynamics, warranting classification as governance_other rather than a more specific category.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-02T11:45:52.399380+00:00","company_name":"Kartoon Studios, Inc.","ticker":"TOON","filing_date":"2026-07-02"},{"id":13552,"accession_number":"0001683168-26-005235","item_number":"5.03","item_title":"of this Current Report on Form 8-K is incorporated by reference into this Item 3.03.","event_type":"governance_other","event_domain":"governance","is_material":true,"confidence":0.85,"reasoning":"Kartoon Studios' Board unanimously adopted a limited duration stockholder rights plan (poison pill) and declared a dividend distribution of one right per share, effective July 13, 2026. This is a governance event involving shareholder rights and capital structure, but does not fit the specific categories of exec_appointment, exec_departure, exec_compensation, or shareholder_vote_results. The adoption of a rights plan is material to investors as it affects voting power and takeover defenses, making governance_other the most appropriate classification.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-02T11:45:52.399380+00:00","company_name":"Kartoon Studios, Inc.","ticker":"TOON","filing_date":"2026-07-02"},{"id":13554,"accession_number":"0001683168-26-005235","item_number":"8.01","item_title":"Other Events.","event_type":"dividend_distribution","event_domain":"financial","is_material":true,"confidence":0.75,"reasoning":"The Company announced adoption of a limited duration stockholder rights plan and declared a dividend distribution of one right for each outstanding share of common stock with a record date of July 13, 2026. While the rights plan itself is a governance matter, the core disclosed action is the declaration of a dividend distribution of rights to shareholders, which falls under dividend_distribution. The materiality is supported by the board's unanimous adoption and the explicit declaration of rights to all shareholders.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-02T11:45:52.399380+00:00","company_name":"Kartoon Studios, Inc.","ticker":"TOON","filing_date":"2026-07-02"}]}