Atkore Inc.: files 8-K on merger agreement and amended charter and bylaws

What happened

• The filing says Atkore Inc. filed a Current Report on Form 8-K dated Oct 19, 2026, that incorporates by reference information set forth in the Introductory Note into multiple items of the report.
• The filing says it includes an Agreement and Plan of Merger dated Aug 2, 2026, among Atkore Inc., Prysmian S.p.A., Trinity Merger Sub, Inc. and, as provided in Sections 9.8 and 9.15, Prysmian Cables and Systems USA, LLC.
• The filing says it includes as exhibits a Fifth Amended and Restated Certificate of Incorporation and Fifth Amended and Restated By-laws of Atkore Inc.

Key details

• Exhibit 2.1: Agreement and Plan of Merger dated Aug 2, 2026 (incorporated by reference to Exhibit 2.1 to Atkore’s Form 8-K filed Aug 3, 2026).
• Exhibits 3.1 and 3.2: Fifth Amended and Restated Certificate of Incorporation and Fifth Amended and Restated By-laws of Atkore Inc.
• Reported items on the Form 8-K: Item 1.02 (termination of a material definitive agreement), Item 2.01 (completion of acquisition or disposition of assets), Item 3.01 (notice of delisting or failure to satisfy a continued listing rule or standard), Item 3.03 (material modification to rights of security holders), Item 5.01 (changes in control of registrant), Item 5.02 (departure of directors or certain officers; election of directors), and Item 5.03 (amendments to articles of incorporation or bylaws).
• The report is signed by Matthew O. Wagner, Vice President and Corporate Secretary, dated Oct 19, 2026.

Why it may matter

• The filing reports a merger agreement (Exhibit 2.1) and amendments to Atkore’s certificate of incorporation and bylaws (Exhibits 3.1 and 3.2). Item 1.02 covers termination of material agreements; Item 2.01 covers completion of asset acquisitions or dispositions; Item 3.01 covers notices about listing compliance; Item 3.03 covers material changes to security holder rights; Item 5.01 covers changes in control; Item 5.02 covers director or officer departures or elections; Item 5.03 covers amendments to articles or bylaws.
• This filing does not show why the insider traded or why the company acted.