{"filing":{"accession_number":"0001753926-26-001137","cik":"0000840715","ticker":"CLRO","company_name":"CLEARONE INC","form":"8-K","filing_date":"2026-07-06","report_date":null,"primary_document":"clro-20260706.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/840715/000175392626001137/clro-20260706.htm"},"events":[{"id":17127,"run_id":15331,"accession_number":"0001753926-26-001137","anchor_item_number":"1.01","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.98,"summary":"ClearOne entered into a definitive Agreement and Plan of Merger on July 1, 2026, whereby its wholly-owned subsidiary will merge with Cortigent, Inc. (a subsidiary of Vivani Medical), with Cortigent surviving as a wholly-owned subsidiary of ClearOne. The transaction involves the issuance of 12.5 million consideration shares, concurrent $10–15 million financing, board and management reconstitution, and a company rename to 'Cortigent Holdings, Inc.,' with Vivani owning 59.4% to 67.5% of the combined company post-closing and expected to close in Q3 2026.","company_name":"CLEARONE INC","ticker":"CLRO","filing_date":"2026-07-06","form":"8-K","submitted_at":null,"items":[{"id":15460,"accession_number":"0001753926-26-001137","item_number":"1.01","item_title":"Entry into a Material Definitive Agreement.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.98,"reasoning":"ClearOne entered into a definitive Agreement and Plan of Merger on July 1, 2026, whereby its wholly-owned subsidiary will merge with Cortigent, Inc. (a subsidiary of Vivani Medical), with Cortigent surviving as a wholly-owned subsidiary of ClearOne. This is a material acquisition transaction involving the issuance of 12.5 million consideration shares, a concurrent $10–15 million financing, board and management reconstitution, and a company rename to \"Cortigent Holdings, Inc.\" The transaction is subject to customary closing conditions and is expected to close in Q3 2026. This clearly falls under Item 1.01 (Entry into a Material Definitive Agreement) and constitutes a material acquisition/change of control event.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-10T12:54:14.531204+00:00","company_name":"","ticker":null,"filing_date":""},{"id":15461,"accession_number":"0001753926-26-001137","item_number":"8.01","item_title":"Other events.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.98,"reasoning":"ClearOne announced execution of a definitive merger agreement whereby Cortigent, Inc. (a wholly-owned subsidiary of Vivani Medical) will become a wholly-owned subsidiary of ClearOne. The transaction involves a material change of control: Vivani will own 59.4% to 67.5% of the combined company post-closing, ClearOne will be renamed \"Cortigent Holdings, Inc.\" and trade under a new ticker symbol \"CRGT,\" and the combined company will operate under a reconstituted board. This is a classic material acquisition/change of control transaction expected to close in Q3 2026, subject to customary closing conditions including stockholder approval and financing.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-10T12:54:14.531204+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":15460,"accession_number":"0001753926-26-001137","item_number":"1.01","item_title":"Entry into a Material Definitive Agreement.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.98,"reasoning":"ClearOne entered into a definitive Agreement and Plan of Merger on July 1, 2026, whereby its wholly-owned subsidiary will merge with Cortigent, Inc. (a subsidiary of Vivani Medical), with Cortigent surviving as a wholly-owned subsidiary of ClearOne. This is a material acquisition transaction involving the issuance of 12.5 million consideration shares, a concurrent $10–15 million financing, board and management reconstitution, and a company rename to \"Cortigent Holdings, Inc.\" The transaction is subject to customary closing conditions and is expected to close in Q3 2026. This clearly falls under Item 1.01 (Entry into a Material Definitive Agreement) and constitutes a material acquisition/change of control event.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-10T12:54:14.531204+00:00","company_name":"CLEARONE INC","ticker":"CLRO","filing_date":"2026-07-06"},{"id":15461,"accession_number":"0001753926-26-001137","item_number":"8.01","item_title":"Other events.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.98,"reasoning":"ClearOne announced execution of a definitive merger agreement whereby Cortigent, Inc. (a wholly-owned subsidiary of Vivani Medical) will become a wholly-owned subsidiary of ClearOne. The transaction involves a material change of control: Vivani will own 59.4% to 67.5% of the combined company post-closing, ClearOne will be renamed \"Cortigent Holdings, Inc.\" and trade under a new ticker symbol \"CRGT,\" and the combined company will operate under a reconstituted board. This is a classic material acquisition/change of control transaction expected to close in Q3 2026, subject to customary closing conditions including stockholder approval and financing.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-10T12:54:14.531204+00:00","company_name":"CLEARONE INC","ticker":"CLRO","filing_date":"2026-07-06"}]}
