Paramount Skydance Corp
Items (5)
Item 3.02 Unregistered Sales of Equity Securities. The information set forth in
Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. On April 7, 2026, Paramount Skydance Corporation (“ PSKY”) filed a Certificate of Amendment (the “ Certificate of Amendment”) to PSKY’s Amended and Restated Certificate of Incorporation with the Secretary of State of the State of Delaware to (i) increase the number of authorized shares of PSKY Class B Common Stock from 5,500,000,000 to 7,000,000,000 shares and (ii) permit the PSKY Board of Directors (the “ PSKY Board”) to declare and pay a dividend to the holders of PSKY Class B Common Stock without being required to declare and pay a corresponding dividend to the holders of PSKY Class A Common Stock, subject to the prior written consent or approval of the holders of all of the outstanding shares of PSKY Class A Common Stock. The PSKY Board and the Class A stockholders of PSKY previously approved the Certificate of Amendment. The Certificate of Amendment is attached hereto as Exhibit 3.1 and is incorporated by reference herein.
Item 5.07 Submission of Matters to a Vote of Security Holders. The information set forth in
Item 8.01 Other Events. Background
Item 9.01 Financial Statements and Exhibits. (d) Exhibits. Exhibit Number Description of Exhibit ──────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────── 3.1 Certificate of Amendment to the Amended and Restated Certificate of Incorporation of Paramount Skydance Corporation. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document). SIGNATURE