Each Wednesday, The Investigative Journal reviews the week’s most consequential corporate disclosures — the 8-Ks, proxy statements, insider filings and ownership schedules where companies tell regulators what they often don’t tell the public directly. Every item below links to the underlying filing on SEC EDGAR.
The dominant disclosure of the week came out of Marlborough, Massachusetts, where medical-device maker Boston Scientific told investors that a late-August cyberattack will do measurable damage to its 2026 results. Elsewhere, private-equity firm Advent International disclosed a majority stake and a roughly one-dollar-per-share buyout proposal for a once high-flying healthcare data company, Steel Partners surfaced with an activist position in an oilfield-services firm mid-rights-offering, and two senior executives quietly exited a publicly traded mortgage lender with separation terms that will not be fully visible until November.
Boston Scientific: cyberattack now “likely to have a material impact” on 2026 results
Boston Scientific Corporation (NYSE: BSX) filed an updated Item 1.05 Form 8-K on September 8 — its second on the subject — disclosing that the cybersecurity incident it identified on August 25 is now “likely to have a material impact on the Company’s results of operations for the third quarter and full year 2026.” According to the filing, the company believes it is “unlikely to meet” the net sales growth and adjusted EPS guidance ranges it issued on July 29, 2026.
The company’s initial 8-K, filed August 26, described unauthorized activity that produced a network outage affecting operating systems and business applications, impairing the company’s ability to manufacture, process and ship customer orders globally. The September filing indicates substantial recovery: major distribution centers are said to be processing and shipping “at or above normal operating levels,” sterilization facilities are operational, and manufacturing has resumed across most facilities. The company states it has not identified evidence of ongoing unauthorized access, though its investigation remains open — and the filing notably does not state whether data was exfiltrated.
The escalation from the August filing’s “not yet determined” materiality language to a declared guidance miss in under two weeks is the disclosure story here. Boston Scientific says it will quantify the damage on its third-quarter earnings call scheduled for October 28, and that it does not expect a material impact on its long-term financial condition. The company has also posted a public update on the incident. For a device maker whose products support surgical procedures worldwide, the eventual dollar figure — and any litigation and regulatory follow-on the filing itself warns of — will be closely watched.
Advent International discloses 58.5% position and a $1.02-per-share proposal for Definitive Healthcare
Advent International, L.P. filed a Schedule 13D in early September reporting beneficial ownership of 62,493,676 shares of Definitive Healthcare Corp. (Nasdaq: DH) — 58.54% of the Class A common stock, based on 106,744,713 shares outstanding as of August 6, 2026. The filing accompanied a non-binding indication of interest to acquire the Class A shares Advent and founder and Executive Chairman Jason Krantz do not already own, in an all-cash transaction at approximately $1.02 per share, according to reports of the proposal.
The offer represents a roughly 36% premium to the company’s 60-day volume-weighted average trading price of $0.75 per share as of the August 31 close — within the 20–40% premium band typical of take-private proposals, but measured against a deeply depressed base. Definitive Healthcare shares reportedly rose about 13% on the news, a market signal that investors expect a deal, or a bump, but not a renaissance.
The governance mechanics deserve scrutiny. When a controlling holder proposes to buy out minority shareholders, the fairness of the process typically turns on an independent special committee and a majority-of-the-minority vote. Records indicate a special committee of Definitive Healthcare’s board has received the proposal; whether the committee secures those protections — and whether $1.02 fairly compensates public holders who bought in at far higher prices — is a question this filing leaves open.
FedEx proxy: severance standardization, a fiscal-calendar pivot and three shareholder proposals head to a September 28 vote
FedEx Corporation’s (NYSE: FDX) definitive proxy statement, dated August 17, 2026, sets up one of the fuller governance agendas of this proxy off-season at its virtual annual meeting on September 28. Stockholders of record as of August 3 will vote on eleven directors, an advisory say-on-pay resolution, ratification of Ernst & Young — notably for a June-to-December 2026 transition period, filings indicate, reflecting a shift in the company’s fiscal calendar — and three stockholder proposals, each of which the board recommends voting against.
Two disclosures inside the document stand out. First, the proxy describes a new Executive Severance Plan adopted in 2026 to standardize future executive separation terms and equity treatment — the kind of plan that often follows shareholder criticism of ad hoc exit packages, and one whose payout formulas compensation watchers will want to benchmark against peer-group norms. Second, the proxy details the planned spin-off of FedEx Freight, indicating that 80.1% of the outstanding stake is to be distributed to shareholders — a structural change that will reshape the compensation peer set and performance metrics against which future pay is judged.
The proxy’s related-person section also discloses that a brother of President and CEO Raj Subramaniam is employed by Federal Express. Family employment disclosures of this kind are lawful and not uncommon at large companies, but they are precisely the sort of item say-on-pay voters and governance raters weigh when scoring board independence and internal-controls culture.
Steel Partners takes an 8.9% activist stake in KLX Energy Services — mid-rights-offering
Steel Partners Holdings L.P. filed a Schedule 13D dated September 3 disclosing an 8.9% stake in KLX Energy Services Holdings, Inc. (Nasdaq: KLXE), comprising 1,907,172 shares acquired for approximately $2.92 million — an average of roughly $1.53 per share. The filing states the position is held through SP Strategic Holdings LLC and affiliated Steel Partners entities.
The timing is the story: KLX is in the middle of a $125 million rights offering, backstopped for up to $94 million, intended to reduce leverage. According to the 13D, Steel Partners holds 1,852,239 rights entitling it to purchase up to 7,195,948 additional shares at the subscription price — a path to a substantially larger position if other holders don’t take up their rights. The filing reserves the standard activist toolkit: communications and negotiations with management and the board, and potential additional purchases, sales or hedging as its review of KLX’s strategy proceeds. The choice of a 13D rather than a passive 13G signals intent that shareholders in the small-cap oilfield-services firm should not ignore.
Rimini Street’s CEO sells $1.66 million in stock — with no 10b5-1 plan indicated
Seth A. Ravin, President, CEO and Chairman of Rimini Street, Inc. (Nasdaq: RMNI), disclosed in a Form 4 the sale of 322,707 shares across three consecutive trading sessions: 191,702 shares on September 2 at a weighted average of $5.1753, 41,366 shares on September 3 at $5.1619, and 89,639 shares on September 4 at $5.0197. By TIJ’s calculation from the reported figures, the sales total approximately $1.66 million. The shares were held indirectly through the SAR Trust, which retained 10,168,602 shares after the transactions; Mr. Ravin also reports 882,900 shares held directly.
Two details merit note. The sales represent roughly 2.8% of Mr. Ravin’s reported holdings — a modest trim rather than an exit, and well within the range of routine founder diversification. But the filing’s checkbox indicating whether the transactions were made under a Rule 10b5-1 trading plan is not marked, records show. Sales executed outside a pre-committed plan by a CEO who is also a greater-than-10% owner attract more scrutiny than plan-based sales precisely because they reflect discretionary timing. The filing discloses no other context, and no wrongdoing is suggested; it is simply the kind of pattern disclosure-watchers track against subsequent company news.
Better Home & Finance discloses two senior exits — one with terms, one without
Better Home & Finance Holding Company (Nasdaq: BETR), the online mortgage lender, disclosed in a Form 8-K filed September 8 that two of its most senior operators are out. Chad M. Smith, President of subsidiary Better Mortgage Corporation, departed effective September 2 under a mutual separation agreement providing a lump-sum cash payment of $416,666 — five months of base salary, implying an annual base of roughly $1 million — plus six months of COBRA premiums and accelerated vesting of 10,000 restricted stock units that would otherwise have been forfeited.
Five months of salary is on the lean side against the one-to-two-times-salary cash severance packages common for senior executives at public companies, though the RSU acceleration adds value the filing does not quantify in dollars. The agreement includes a general release from Mr. Smith, a limited release from the company, and mutual non-disparagement and cooperation provisions — standard architecture, but worth noting because non-disparagement clauses shape what departing executives can later say publicly.
The second exit is thinner on detail: Chief Operating Officer Barry Feierstein signed his own mutual separation agreement on September 3, effective September 4. The company disclosed no economic terms, stating both agreements will be filed as exhibits to the third-quarter Form 10-Q — meaning shareholders will wait until roughly November to see what the COO’s exit costs. The 8-K states the discussions began in “early summer 2026,” indicating both departures were months in the making before disclosure.
Briefly noted
Houlihan Lokey, Inc. (NYSE: HLI) disclosed that director Gillian B. Zucker informed the board on September 3 she will not stand for reelection at the 2026 annual meeting; the filing states the decision was not the result of any disagreement with the company. And a widely circulated headline about Nike’s CEO selling shares deserves the fine print: coverage of the Form 4 indicates the 9,462 shares, worth about $369,600, were withheld by the company to satisfy taxes on vesting restricted stock — not an open-market sale. Reading the transaction codes matters.
On TIJ’s radar
Three threads from this week warrant deeper investigation. First, Boston Scientific’s filings are silent on data exfiltration; whether patient, customer or employee data left the network — and what regulators are told versus shareholders — is a gap TIJ will monitor through the October 28 earnings call. Second, the Definitive Healthcare take-private sets up a classic controlling-shareholder squeeze dynamic; the special committee’s process disclosures in the coming proxy or 13E-3 filings will show whether minority holders get genuine protections. Third, Better Home & Finance’s undisclosed COO separation terms — buried until the November 10-Q — are a test of whether staggered disclosure is being used to soften the optics of a leadership unwind at a company that has already seen substantial executive turnover.
Methodology and right of reply: This roundup is based entirely on public filings with the U.S. Securities and Exchange Commission and company press materials linked above; figures are as stated in, or calculated directly from, those documents. TIJ did not seek comment from the companies named prior to publication. Any company or individual referenced may contact The Investigative Journal to provide comment, context or corrections, which we will publish or append as warranted. Nothing in this article alleges unlawful conduct by any party.
Featured image: U.S. Securities and Exchange Commission headquarters, Washington, D.C. Photo by AgnosticPreachersKid via Wikimedia Commons, CC BY-SA 3.0.
