0000070866 false 0000070866 2023-11-07 2023-11-07

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): November 7, 2023

 

 

NCR VOYIX CORPORATION

(Exact name of registrant as specified in its charter)

 

 

Commission File Number 001-00395

 

Maryland   31-0387920

(State or other jurisdiction of

incorporation or organization)

  

(IRS Employer

Identification No.)

864 Spring Street NW

Atlanta, GA 30308

(Address of principal executive offices, and zip code)

Registrant’s telephone number, including area code: (937) 445-1936

NCR Corporation

(Former name or former address, if changed since last report)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2 below):

 

☐

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

☐

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

☐

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

☐

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

  

Trading
Symbol(s)

  

Name of each exchange

on which registered

Common Stock, par value $0.01 per share   VYX   New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company. Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 

 

Item 8.01

Other Events

On October 16, 2023, NCR Voyix Corporation (the “Company”) completed its previously announced spin-off of NCR Atleos Corporation (the “Spin-Off”). As a result of the Spin-Off, the Conversion Rate (as defined in Exhibit A of the Charter (as defined below)) of the Company’s Series A Convertible Preferred Stock, par value $0.01 per share (the “Series A Preferred Stock”), was adjusted pursuant to its terms and Exhibit A of the Company’s Articles of Amendment and Restatement, dated June 19, 2019 (“Exhibit A of the Charter”). Pursuant to Exhibit A of the Charter, the Conversion Rate for each share of Series A Preferred Stock increased from 33.333 shares of the Company’s common stock, par value $0.01 per share (the “Common Stock”), to 57.5601 shares of Common Stock, effective immediately after the close of business on October 17, 2023. On November 7, 2023, the Company directed Equiniti Trust Company, as transfer agent and conversion agent, to issue a notice to the holders of the Series A Preferred Stock of the Conversion Rate adjustment.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

    NCR VOYIX CORPORATION
November 7, 2023      
    By:  

/s/ Brian Webb-Walsh

      Brian Webb-Walsh
      Executive Vice President and Chief Financial Officer
v3.23.3
Document and Entity Information
Nov. 07, 2023
Cover [Abstract]  
Document Type 8-K
Document Period End Date Nov. 07, 2023
Entity Registrant Name NCR VOYIX CORPORATION
Entity File Number 001-00395
Entity Incorporation State Country Code MD
Entity Tax Identification Number 31-0387920
Entity Address Address Line 1 864 Spring Street NW
Entity Address City Or Town Atlanta
Entity Address State Or Province GA
Entity Address Postal Zip Code 30308
City Area Code 937
Local Phone Number 445-1936
Entity Information Former Legal Or Registered Name NCR Corporation
Written Communications false
Soliciting Material false
Pre Commencement Tender Offer false
Pre Commencement Issuer Tender Offer false
Security 12b Title Common Stock, par value $0.01 per share
Trading Symbol VYX
Security Exchange Name NYSE
Entity Emerging Growth Company false
Entity Central Index Key 0000070866
Amendment Flag false
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