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SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Aerojet Rocketdyne Holdings Inc
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
| August 7, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 Certification and Notice of Termination of Registration under Section 12(g) of the Securities Exchange Act of 1934 or Suspension of Duty to File Reports Under Sections 13 and 15(d) of the Securities Exchange Act of 1934. Commission File Number: 1-01520 AEROJET ROCKETDYNE HOLDINGS, INC. (Exact name of registrant as spec |
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| July 31, 2023 |
As filed with the Securities and Exchange Commission on July 31, 2023 As filed with the Securities and Exchange Commission on July 31, 2023 Registration No. |
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| July 31, 2023 |
As filed with the Securities and Exchange Commission on July 31, 2023 POS AM As filed with the Securities and Exchange Commission on July 31, 2023 Registration No. |
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| July 31, 2023 |
As filed with the Securities and Exchange Commission on July 31, 2023 POS AM As filed with the Securities and Exchange Commission on July 31, 2023 Registration No. |
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| July 31, 2023 |
As filed with the Securities and Exchange Commission on July 31, 2023 As filed with the Securities and Exchange Commission on July 31, 2023 Registration No. |
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| July 31, 2023 |
As filed with the Securities and Exchange Commission on July 31, 2023 POS AM As filed with the Securities and Exchange Commission on July 31, 2023 Registration No. |
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| July 31, 2023 |
As filed with the Securities and Exchange Commission on July 31, 2023 POS AM As filed with the Securities and Exchange Commission on July 31, 2023 Registration No. |
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| July 31, 2023 |
As filed with the Securities and Exchange Commission on July 31, 2023 S-8 POS As filed with the Securities and Exchange Commission on July 31, 2023 Registration No. |
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| July 31, 2023 |
As filed with the Securities and Exchange Commission on July 31, 2023 S-8 POS As filed with the Securities and Exchange Commission on July 31, 2023 Registration No. |
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| July 31, 2023 |
As filed with the Securities and Exchange Commission on July 31, 2023 S-8 POS As filed with the Securities and Exchange Commission on July 31, 2023 Registration No. |
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| July 31, 2023 |
As filed with the Securities and Exchange Commission on July 31, 2023 As filed with the Securities and Exchange Commission on July 31, 2023 Registration No. |
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| July 31, 2023 |
As filed with the Securities and Exchange Commission on July 31, 2023 As filed with the Securities and Exchange Commission on July 31, 2023 Registration No. |
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| July 31, 2023 |
As filed with the Securities and Exchange Commission on July 31, 2023 S-8 POS As filed with the Securities and Exchange Commission on July 31, 2023 Registration No. |
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| July 31, 2023 |
As filed with the Securities and Exchange Commission on July 31, 2023 POS AM As filed with the Securities and Exchange Commission on July 31, 2023 Registration No. |
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| July 31, 2023 |
As filed with the Securities and Exchange Commission on July 31, 2023 S-8 POS As filed with the Securities and Exchange Commission on July 31, 2023 Registration No. |
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| July 31, 2023 |
As filed with the Securities and Exchange Commission on July 31, 2023 As filed with the Securities and Exchange Commission on July 31, 2023 Registration No. |
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| July 31, 2023 |
As filed with the Securities and Exchange Commission on July 31, 2023 As filed with the Securities and Exchange Commission on July 31, 2023 Registration No. |
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| July 31, 2023 |
As filed with the Securities and Exchange Commission on July 31, 2023 As filed with the Securities and Exchange Commission on July 31, 2023 Registration No. |
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| July 31, 2023 |
AJRD / Aerojet Rocketdyne Holdings Inc / GAMCO INVESTORS, INC. ET AL Activist Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 61) Aerojet Rocketdyne Holdings, Inc. (Name of Issuer) Common Stock, $0.10 Par Value Per Share (Title of Class of Securities) 007800105 (CUSIP Number) David Goldman GAMCO Investors, Inc. One Corporate Center Rye, New York 10580-1435 (914) 921-5000 (Name, Address and Telep |
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| July 31, 2023 |
As filed with the Securities and Exchange Commission on July 31, 2023 As filed with the Securities and Exchange Commission on July 31, 2023 Registration No. |
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| July 28, 2023 |
AMENDED AND RESTATED CERTIFICATE OF INCORPORATION AEROJET ROCKETDYNE HOLDINGS, INC. EX-3.1 Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF AEROJET ROCKETDYNE HOLDINGS, INC. FIRST. The name of the corporation is Aerojet Rocketdyne Holdings, Inc. (the “Corporation”). SECOND. The address of the Corporation’s registered office in the State of Delaware is 251 Little Falls Drive, City of Wilmington, County of New Castle 19808. The name of its registered agent at such a |
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| July 28, 2023 |
NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange hereby notifies the SEC of its intention to remove the entire class of the stated securities from listing and registration on the Exchange at the opening of business on August 08, 2023, pursuant to the provisions of Rule 12d2-2 (a). |
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| July 28, 2023 |
EX-3.2 Exhibit 3.2 THIRD AMENDED AND RESTATED BYLAWS OF AEROJET ROCKETDYNE HOLDINGS, INC. Effective July 28, 2023 ARTICLE I Stockholders Section 1.1. Annual Meetings. An annual meeting of stockholders of Aerojet Rocketdyne Holdings, Inc. (the “Corporation”) for the election of directors and for the transaction of any other proper business shall be held at such date, time and place either within or |
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| July 28, 2023 |
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): July 28, 2023 Aerojet Rocketdyne Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 1-01520 34-0244000 (State or other jurisdiction of incorporation) (Comm |
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| July 27, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 34)1 Aerojet Rocketdyne Holdings, Inc. (Name of Issuer) Common Stock, par value $0.10 (Title of Class of Securities) 007800 10 5 (CUSIP Number) Warren G. L |
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| May 30, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K (Mark One) þ Annual Report Pursuant to Section 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2022 or ¨ Transition Report Pursuant to Section 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number 1-01520 A. Full title of the plan and |
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| May 23, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report Aerojet Rocketdyne Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 1-01520 34-0244000 (State of Incorporation) (Commission File Number) (I.R.S. Employer Identification No.) 222 N. Pacific Coast Highway, Suite 500 El Segundo, California 90245 (Address of Princ |
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| May 23, 2023 |
Aerojet Rocketdyne Holdings, Inc. Conflict Minerals Report For the Year Ended December 31, 2022 Exhibit 1.01 Aerojet Rocketdyne Holdings, Inc. Conflict Minerals Report For the Year Ended December 31, 2022 Unless otherwise indicated or required by the context the terms "we," "our," "us," and the "Company" refer to Aerojet Rocketdyne Holdings, Inc. 1. Introduction This report for the year ended December 31, 2022, is presented to comply with Rule 13p-1 under the Securities Exchange Act of 1934 |
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| May 4, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended: March 31, 2023 or ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number 1-01520 Aerojet Roc |
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| May 4, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 2) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2022 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 1-01520 Aerojet |
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| May 4, 2023 |
EXHIBIT 99.1 Aerojet Rocketdyne Holdings, Inc. Reports 2023 First Quarter Results Record first quarter reported sales of $566 million EL SEGUNDO, Calif., May 04, 2023 (GLOBE NEWSWIRE) - Aerojet Rocketdyne Holdings, Inc. (NYSE:AJRD) (the “Company”) today reported results for the three months ended March 31, 2023. Financial Overview Three months ended March 31, 2023 2022 (In millions, except percent |
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| May 4, 2023 |
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): May 4, 2023 Aerojet Rocketdyne Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 1-01520 34-0244000 (State or Other Jurisdiction of Incorporation) (Commis |
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| May 3, 2023 |
AJRD / Aerojet Rocketdyne Holdings Inc / GAMCO INVESTORS, INC. ET AL Activist Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 60) Aerojet Rocketdyne Holdings, Inc. (Name of Issuer) Common Stock, $0.10 Par Value Per Share (Title of Class of Securities) 007800105 (CUSIP Number) David Goldman GAMCO Investors, Inc. One Corporate Center Rye, New York 10580-1435 (914) 921-5000 (Name, Address and Telep |
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| May 2, 2023 |
Exhibit 99.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including amendments thereto) with respect to the Common Stock, par value $0.10 per share, of Aerojet Rocketdyne Holdings, Inc. This Joint Filing Agreement shal |
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| May 2, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 33)1 Aerojet Rocketdyne Holdings, Inc. (Name of Issuer) Common Stock, par value $0.10 (Title of Class of Securities) 007800 10 5 (CUSIP Number) Warren G. L |
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| April 28, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2022 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 1-01520 Aerojet |
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| March 16, 2023 |
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): March 16, 2023 Aerojet Rocketdyne Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 1-01520 34-0244000 (State or Other Jurisdiction of Incorporation) (Com |
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| March 16, 2023 |
Aerojet Rocketdyne Stockholders Approve Proposed Acquisition by L3Harris Exhibit 99.1 Aerojet Rocketdyne Stockholders Approve Proposed Acquisition by L3Harris EL SEGUNDO, Calif., March 16, 2023 – Aerojet Rocketdyne Holdings, Inc. (NYSE: AJRD) (or the “Company”) announced that at a special meeting held today, its stockholders voted to approve the Company’s proposed acquisition by L3Harris Technologies (NYSE: LHX). 99.7% of votes cast were in favor of the transaction. “W |
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| March 15, 2023 |
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): March 15, 2023 Aerojet Rocketdyne Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 1-01520 34-0244000 (State or Other Jurisdiction of Incorporation) (Com |
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| March 8, 2023 |
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): March 8, 2023 Aerojet Rocketdyne Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 1-01520 34-0244000 (State or Other Jurisdiction of Incorporation) (Comm |
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| February 15, 2023 |
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): February 15, 2023 Aerojet Rocketdyne Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 1-01520 34-0244000 (State or Other Jurisdiction of Incorporation) ( |
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| February 15, 2023 |
EXHIBIT 99.1 Aerojet Rocketdyne Holdings, Inc. Reports 2022 Fourth Quarter and Annual Results Record fourth quarter and annual sales of $648 million and $2,238 million, respectively EL SEGUNDO, Calif., Feb. 15, 2023 (GLOBE NEWSWIRE) - Aerojet Rocketdyne Holdings, Inc. (NYSE:AJRD) (the “Company”) today reported results for the fourth quarter and year ended December 31, 2022. Financial Overview Thre |
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| February 15, 2023 |
Exhibit 21.1 Aerojet Rocketdyne Holdings, Inc. 100% Owned Subsidiaries As of December 31, 2022 Name of Entity State of Incorporation Aerojet Rocketdyne, Inc. Ohio Aerojet International, Inc. California Aerojet Ordnance Tennessee, Inc. Tennessee Aerojet Rocketdyne Coleman Aerospace, Inc. Delaware Aerojet Rocketdyne of DE, Inc. Delaware Arde, Inc. New Jersey Arde-Barinco, Inc. New Jersey Chemical Co |
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| February 15, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2022 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 1-01520 Aerojet Rocketdyne Holdings |
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| February 15, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, For Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy Statement ☒ Definitive Additional Materials ☐ Soliciting Material Under Rule 14a-12 Aerojet Rocketdyne Holdings, Inc. |
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| February 15, 2023 |
EX-24.1 4 exhibit2412022.htm EX-24.1 Exhibit 24.1 POWER OF ATTORNEY KNOW ALL PERSONS BY THESE PRESENTS: That each person whose signature appears below, as a Director of Aerojet Rocketdyne Holdings Inc., a Delaware corporation (the “Company”), with its principal offices at 222 N. Pacific Coast Highway, Suite 500, El Segundo, California, does hereby make, constitute and appoint Joseph E. Chontos and |
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| February 13, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| February 13, 2023 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ D |
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| February 9, 2023 |
AJRD / Aerojet Rocketdyne Holdings Inc / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 6)* Name of issuer: Aerojet Rocketdyne Holdings Inc. Title of Class of Securities: Common Stock CUSIP Number: 007800105 Date of Event Which Requires Filing of this Statement: December 30, 2022 Check the appropriate box to designate the rule pursuant to which this Schedul |
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| February 8, 2023 |
AJRD / Aerojet Rocketdyne Holdings Inc / MILLENNIUM MANAGEMENT LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (AMENDMENT NO. 1) AEROJET ROCKETDYNE HOLDINGS, INC. (Name of Issuer) COMMON STOCK, PAR VALUE $0.10 PER SHARE (Title of Class of Securities) 007800105 (CUSIP Number) DECEMBER 31, 2022 (Date of event which requires filing of this statement) Check the appropriate box to desig |
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| February 1, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| January 30, 2023 |
EX-FILING FEES 2 ny20006791x1ex107.htm FILING FEES TABLE Exhibit 107 CALCULATION OF FILING FEE TABLES SCHEDULE 14A (Form Type) AEROJET ROCKETDYNE HOLDINGS, INC. (Exact Name of Registrant as Specified in Its Charter) Table 1: Transaction Valuation Proposed Maximum Aggregate Value of Transaction Fee Rate Amount of Filing Fee Fees to be Paid $5,057,129,910 (1) 0.00011020 $557,296 (2) Fees Previously |
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| January 30, 2023 |
PREM14A 1 ny20006791x1prem14a.htm PREM14A TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission On |
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| December 20, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy State |
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| December 19, 2022 |
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): December 19, 2022 (December 17, 2022) Aerojet Rocketdyne Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 1-01520 34-0244000 (State or Other Jurisdiction |
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| December 19, 2022 |
L3Harris to Acquire Aerojet Rocketdyne EX-99.1 Exhibit 99.1 L3Harris to Acquire Aerojet Rocketdyne MELBOURNE, Fla. and EL SEGUNDO, Calif., Dec. 18, 2022 — L3Harris Technologies (NYSE: LHX) and Aerojet Rocketdyne Holdings, Inc. (NYSE: AJRD) together announced the signing of a definitive agreement for L3Harris to acquire Aerojet Rocketdyne for $58 per share, in an all-cash transaction valued at $4.7 billion, inclusive of net debt. This m |
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| December 19, 2022 |
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): December 19, 2022 (December 17, 2022) Aerojet Rocketdyne Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 1-01520 34-0244000 (State or Other Jurisdiction |
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| December 19, 2022 |
EX-2.1 Exhibit 2.1 EXECUTION VERSION AGREEMENT AND PLAN OF MERGER by and among L3HARRIS TECHNOLOGIES, INC., AQUILA MERGER SUB INC. and AEROJET ROCKETDYNE HOLDINGS, INC. Dated as of December 17, 2022 TABLE OF CONTENTS Page ARTICLE 1 THE MERGER Section 1.1 The Merger 2 Section 1.2 Closing 2 Section 1.3 Effective Time 2 Section 1.4 Effects of the Merger 2 Section 1.5 Organizational Documents of the S |
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| December 19, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy State |
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| November 1, 2022 |
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 1, 2022 Aerojet Rocketdyne Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 1-01520 34-0244000 (State or Other Jurisdiction of Incorporation) (C |
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| November 1, 2022 |
Aerojet Rocketdyne Holdings, Inc. Reports 2022 Third Quarter Results EXHIBIT 99.1 Aerojet Rocketdyne Holdings, Inc. Reports 2022 Third Quarter Results EL SEGUNDO, Calif., Nov. 01, 2022 (GLOBE NEWSWIRE) - Aerojet Rocketdyne Holdings, Inc. (NYSE:AJRD) (the “Company”) today reported results for the three and nine months ended September 30, 2022. Financial Overview Three months ended September 30, Nine months ended September 30, 2022 2021 2022 2021 (In millions, except |
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| November 1, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended: September 30, 2022 or ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number 1-01520 Aerojet |
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| September 29, 2022 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits 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): September 28, 2022 Aerojet Rocketdyne Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 1-01520 34-0244000 (State or other jurisdiction of incorporation) |
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| September 29, 2022 |
Exhibit 10.1 SECOND AMENDMENT TO FOURTH AMENDED AND RESTATED CREDIT AGREEMENT Dated as of September 28, 2022 among AEROJET ROCKETDYNE HOLDINGS, INC., as Borrower, THE GUARANTORS PARTY HERETO, BANK OF AMERICA, N.A., as Administrative Agent, Swingline Lender and an L/C Issuer, TRUIST BANK, as Syndication Agent, FIFTH THIRD BANK, NATIONAL ASSOCIATION, JPMORGAN CHASE BANK, N.A., MUFG BANK, LTD., U.S. |
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| September 8, 2022 |
AJRD / Aerojet Rocketdyne Holdings Inc / GAMCO INVESTORS, INC. ET AL Activist Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 59) Aerojet Rocketdyne Holdings, Inc. (Name of Issuer) Common Stock, $0.10 Par Value Per Share (Title of Class of Securities) 007800105 (CUSIP Number) David Goldman GAMCO Investors, Inc. One Corporate Center Rye, New York 10580-1435 (914) 921-5000 (Name, Address and Telep |
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| September 8, 2022 |
Aerojet Rocketdyne Holdings, Inc. Welcomes New General Counsel Exhibit 99.1 News Release Aerojet Rocketdyne Holdings, Inc. Welcomes New General Counsel EL SEGUNDO, Calif., Sept. 8, 2022 ? Aerojet Rocketdyne Holdings, Inc. today announced that Acting General Counsel Joseph E. Chontos has been selected for promotion to Vice President and appointment as General Counsel and Corporate Secretary on September 8, 2022. ?Joe?s exceptional legal expertise has been a tr |
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| September 8, 2022 |
Financial Statements and Exhibits, Other Events 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): September 8, 2022 Aerojet Rocketdyne Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 1-01520 34-0244000 (State or other jurisdiction of incorporation) ( |
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| August 1, 2022 |
EXHIBIT 99.1 Aerojet Rocketdyne Holdings, Inc. Reports 2022 Second Quarter Results $6.9 billion backlog greater than 3x annual sales EL SEGUNDO, Calif., Aug. 01, 2022 (GLOBE NEWSWIRE) - Aerojet Rocketdyne Holdings, Inc. (NYSE:AJRD) (the ?Company?) today reported results for the three and six months ended June 30, 2022. Financial Overview Three months ended June 30, Six Months ended June 30, 2022 2 |
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| August 1, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended: June 30, 2022 or ? Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number 1-01520 Aerojet Rock |
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| August 1, 2022 |
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): August 1, 2022 Aerojet Rocketdyne Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 1-01520 34-0244000 (State or Other Jurisdiction of Incorporation) (Com |
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| August 1, 2022 |
Aerojet Rocketdyne Holdings, Inc. Second Amended and Restated Bylaws (as amended June 30, 2022 Exhibit 3.1 AEROJET ROCKETDYNE HOLDINGS, INC. SECOND AMENDED AND RESTATED Bylaws Article 1. Offices Section 1.1. Registered Office Section 1.2. Other Offices Article 2. Stockholders? Meetings Section 2.1. Annual Meeting Section 2.2. Special Meetings Section 2.3. Notice of Stockholder Business and Nominations Section 2.4. Time and Place of Special Meetings Section 2.5. Notice of Meetings Section 2. |
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| July 15, 2022 |
Aerojet Rocketdyne to Redeem 2.25% Convertible Senior Notes Due 2023 Exhibit 99.1 Aerojet Rocketdyne to Redeem 2.25% Convertible Senior Notes Due 2023 EL SEGUNDO, Calif., July 15, 2022 ? Aerojet Rocketdyne Holdings, Inc. (NYSE: AJRD) announced today that it has issued a notice of redemption to redeem all of its outstanding 2.25% Convertible Senior Notes due 2023 (CUSIP Number 007800 AB1) (the ?Notes?) on the redemption date of September 19, 2022. As of July 15, 202 |
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| July 15, 2022 |
Financial Statements and Exhibits, Other Events 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): July 15, 2022 Aerojet Rocketdyne Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 1-01520 34-0244000 (State or other jurisdiction of incorporation) (Comm |
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| July 11, 2022 |
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): July 8, 2022 Aerojet Rocketdyne Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 1-01520 34-0244000 (State or other jurisdiction of incorporation) (Commi |
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| July 7, 2022 |
AJRD / Aerojet Rocketdyne Holdings Inc / STEEL PARTNERS HOLDINGS L.P. Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 32)1 Aerojet Rocketdyne Holdings, Inc. (Name of Issuer) Common Stock, par value $0.10 (Title of Class of Securities) 007800 10 5 (CUSIP Number) Warren G. L |
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| July 7, 2022 |
EX-99.1 2 ex991to13da3204197032070722.htm Exhibit 99.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including amendments thereto) with respect to the Common Stock, par value $0.10 per share, of Aerojet Rocketdyne Holdi |
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| July 6, 2022 |
Aerojet Rocketdyne Shareholders Elect New Board of Directors Exhibit 99.1 News Release Aerojet Rocketdyne Shareholders Elect New Board of Directors EL SEGUNDO, Calif., ? July 6, 2022 - Aerojet Rocketdyne Holdings, Inc. (NYSE: AJRD) announced today that a new board of directors was elected at a special meeting of shareholders held on June 30, 2022. Based on the certification of the independent inspector of elections, the new board consists of CEO Eileen P. D |
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| July 6, 2022 |
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): June 30, 2022 Aerojet Rocketdyne Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 1-01520 34-0244000 (State or other jurisdiction of incorporation) (Comm |
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| July 6, 2022 |
Excerpt of Aerojet Rocketdyne Holdings, Inc. Second Amended and Restated Bylaws Exhibit 3.1 Effective June 30, 2022, Section 2.12 of the Aerojet Rocketdyne Holdings, Inc. Second Amended and Restated Bylaws was amended and restated in its entirety to read as follows (with additions indicated by double-underlining): Section 2.12. Organization of Meetings. Meetings of Stockholders shall be presided over by the chairman of the meeting, who shall be one of the following, here list |
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| June 28, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confide |
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| June 27, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (RULE 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definit |
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| June 22, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confide |
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| June 22, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (RULE 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definit |
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| June 21, 2022 |
DFAN14A 1 d364235ddfan14a.htm DFAN14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (RULE 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☐ Filed by a Party other than the Registrant ☒ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as pe |
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| June 21, 2022 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 20, 2022 Aerojet Rocketdyne Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 1-01520 34-0244000 (State or other jurisdiction of incorporation) ( |
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| June 21, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (RULE 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definit |
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| June 21, 2022 |
Aerojet Rocketdyne Holdings, Inc. Issues Retraction Exhibit 99.1 Aerojet Rocketdyne Holdings, Inc. Issues Retraction of Statements in February 1, 2022 Press Release and Related Disclosures That Were Not Authorized By the Board of Directors EL SEGUNDO, Calif., June 20, 2022 ? In accordance with a June 16, 2022 post-trial memorandum opinion of the Delaware Court of Chancery (the ?Court?), Aerojet Rocketdyne Holdings, Inc. (the ?Company?) today retrac |
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| June 21, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (RULE 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definit |
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| June 21, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (RULE 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definit |
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| June 17, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confide |
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| June 17, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confide |
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| June 17, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (RULE 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definit |
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| June 16, 2022 | ||
| June 16, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confide |
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| June 14, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confide |
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| June 13, 2022 | ||
| June 13, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confide |
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| June 10, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (RULE 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definit |
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| June 10, 2022 |
DFAN14A 1 d331482ddfan14a.htm DFAN14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (RULE 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☐ Filed by a Party other than the Registrant ☒ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as pe |
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| June 9, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of The Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confide |
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| June 9, 2022 | ||
| June 9, 2022 | ||
| June 9, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of The Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confide |
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| June 8, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (RULE 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definit |
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| June 8, 2022 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (RULE 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a- |
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| June 7, 2022 |
DFAN14A 1 d328734ddfan14a.htm DFAN14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (RULE 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☐ Filed by a Party other than the Registrant ☒ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as pe |
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| June 7, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (RULE 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definit |
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| June 6, 2022 |
JOINT FILING AND SOLICITATION AGREEMENT Exhibit 99.1 JOINT FILING AND SOLICITATION AGREEMENT WHEREAS, certain of the undersigned are stockholders, direct or beneficial, of Aerojet Rocketdyne Holdings, Inc., a Delaware corporation (the ?Company?); WHEREAS, SPH Group Holdings LLC, Steel Partners Holdings L.P., SPH Group LLC, Steel Partners Holdings GP Inc., WebFinancial Holding Corporation, Steel Excel, Inc., Steel Partners, Ltd., Warren |
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| June 6, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO ? 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO ? 240.13d-2(a) (Amendment No. 31)1 Aerojet Rocketdyne Holdings, Inc. (Name of Issuer) Common Stock, par value $0.10 (Title of Class of Securities) 007800 10 5 (CUSIP Number) Warren G. L |
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| June 6, 2022 |
SPH GROUP HOLDINGS LLC 590 Madison Avenue, 32nd Floor New York, New York 10022 Exhibit 99.2 SPH GROUP HOLDINGS LLC 590 Madison Avenue, 32nd Floor New York, New York 10022 [Nominee] [Address] June 2, 2022 Re: Aerojet Rocketdyne Holdings, Inc. Dear : Thank you for agreeing to serve as a nominee for election to the Board of Directors of Aerojet Rocketdyne Holdings, Inc. (the ?Company?) in connection with the proxy solicitation that SPH Group Holdings LLC and certain of its affi |
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| June 6, 2022 |
Exhibit 99.3 POWER OF ATTORNEY Know all by these presents, that the undersigned hereby constitutes and appoints Maria Reda and Jack L. Howard the undersigned?s true and lawful attorneys-in-fact to take any and all action in connection with (i) the undersigned?s beneficial ownership of, or participation in a group with respect to, securities of Aerojet Rocketdyne Holdings, Inc., a Delaware corporat |
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| June 6, 2022 |
DFAN14A 1 dfan14a0419703206062022.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of The Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☐ Filed by a Party other than the Registrant ☒ Check the appropriate box: ☐ |
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| June 3, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of The Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of |
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| June 3, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (RULE 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definit |
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| June 2, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of The Securities Exchange Act of 1934 (Amendment No. 1) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confid |
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| June 1, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (RULE 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definit |
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| June 1, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy State |
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| May 27, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (RULE 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definit |
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| May 26, 2022 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (RULE 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a- |
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| May 26, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of The Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confide |
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| May 26, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K (Mark One) ? Annual Report Pursuant to Section 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2021 or ? Transition Report Pursuant to Section 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number 1-01520 A. Full title of the plan and |
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| May 26, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (RULE 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definit |
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| May 26, 2022 |
DFAN14A 1 d354405ddfan14a.htm DFAN14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (RULE 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☐ Filed by a Party other than the Registrant ☒ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as pe |
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| May 25, 2022 |
DFAN14A 1 d289481ddfan14a.htm DFAN14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (RULE 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☐ Filed by a Party other than the Registrant ☒ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as pe |
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| May 24, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of The Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confide |
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| May 24, 2022 |
Exhibit 1.01 Aerojet Rocketdyne Holdings, Inc. Conflict Minerals Report For the Year Ended December 31, 2021 Unless otherwise indicated or required by the context the terms "we," "our," "us," and the "Company" refer to Aerojet Rocketdyne Holdings, Inc. 1. Introduction This report for the year ended December 31, 2021, is presented to comply with Rule 13p-1 under the Securities Exchange Act of 1934 |
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| May 24, 2022 |
SD 1 formsd123121.htm SD UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report Aerojet Rocketdyne Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 1-01520 34-0244000 (State of Incorporation) (Commission File Number) (I.R.S. Employer Identification No.) 222 N. Pacific Coast Highway, Suite 500 El Segundo, Californi |
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| May 24, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (RULE 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definit |
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| May 24, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (RULE 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definit |
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| May 24, 2022 |
DFAN14A 1 d319157ddfan14a.htm DFAN14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (RULE 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☐ Filed by a Party other than the Registrant ☒ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as pe |
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| May 24, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (RULE 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definit |
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| May 23, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of The Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confide |
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| May 23, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (RULE 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definit |
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| May 20, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy State |
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| May 19, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO ? 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO ? 240.13d-2(a) (Amendment No. 30)1 Aerojet Rocketdyne Holdings, Inc. (Name of Issuer) Common Stock, par value $0.10 (Title of Class of Securities) 007800 10 5 (CUSIP Number) Warren G. L |
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| May 19, 2022 |
Exhibit 99.1 Aerojet Rocketdyne Executive Chairman and Aligned Shareholder Warren Lichtenstein Announces Slate?s Recruitment of Experienced and Qualified CEO Candidate Highlights the Lichtenstein Slate Would Seek to Appoint Mark Tucker, Former COO of Aerojet Rocketdyne and Former Executive at Northrop Grumman, as the Company?s Next CEO Upon Being Elected by Shareholders Notes Mr. Tucker Supported |
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| May 18, 2022 |
DFAN14A 1 d304364ddfan14a.htm DFAN14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (RULE 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☐ Filed by a Party other than the Registrant ☒ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as pe |
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| May 18, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of The Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confide |
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| May 16, 2022 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 16, 2022 Aerojet Rocketdyne Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 1-01520 34-0244000 (State or other jurisdiction of incorporation) (C |
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| May 16, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (RULE 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definit |
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| May 16, 2022 |
DFAN14A 1 d534001ddfan14a.htm DFAN14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (RULE 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☐ Filed by a Party other than the Registrant ☒ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as pe |
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| May 16, 2022 |
Board of Directors Releases Investigation Summary Exhibit 99.1 News Release Board of Directors Releases Investigation Summary EL SEGUNDO, Calif., May 16, 2022 ? Aerojet Rocketdyne Holdings, Inc. (NYSE: AJRD) (the ?Company?) today released a memorandum prepared by the Non-Management Committee of the Board of Directors of the Company (the ?Committee?) summarizing factual findings and results of the investigation undertaken by the Committee. The tex |
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| May 16, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of The Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confide |
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| May 16, 2022 |
Exhibit 99.2 M E M O R A N D U M TO: Warren G. Lichtenstein Executive Chairman Eileen P. Drake CEO & President FROM: Non-Management Committee of the Board of Directors Aerojet Rocketdyne Holdings, Inc. DATE: May 2, 2022 RE: Investigation of Certain Matters This memorandum summarizes the factual findings and results of the investigation undertaken by the Non-Management Committee (the ?Committee?) o |
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| May 11, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of The Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confide |
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| May 11, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of The Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confide |
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| May 10, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (RULE 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definit |
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| May 4, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended: March 31, 2022 or ? Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number 1-01520 Aerojet Roc |
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| May 4, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of The Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confide |
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| May 4, 2022 |
Aerojet Rocketdyne Holdings, Inc. Reports 2022 First Quarter Results EXHIBIT 99.1 Aerojet Rocketdyne Holdings, Inc. Reports 2022 First Quarter Results EL SEGUNDO, Calif., May 03, 2022 (GLOBE NEWSWIRE) - Aerojet Rocketdyne Holdings, Inc. (NYSE:AJRD) (the ?Company?) today reported results for the three months ended March 31, 2022. Financial Overview Three months ended March 31, 2022 2021 (In millions, except percentage and per share amounts) Net sales $ 511.1 $ 496.1 |
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| May 4, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (RULE 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definit |
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| May 4, 2022 |
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): May 3, 2022 Aerojet Rocketdyne Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 1-01520 34-0244000 (State or Other Jurisdiction of Incorporation) (Commis |
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| May 3, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy State |
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| May 3, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (RULE 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definit |
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| May 2, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy State |
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| May 2, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No.1) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No.1) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 1-01520 Aerojet |
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| April 29, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (RULE 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definit |
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| April 28, 2022 |
Exhibit 99.3 Warren Lichtenstein, Executive Chairman of Aerojet Rocketdyne, Files Lawsuit in Federal Court Against Rogue CEO Eileen Drake and Her Activist Slate of Director Candidates Files Litigation in Response to Ms. Drake?s Ongoing Efforts to Mislead Shareholders in Clear Violation of Federal Securities Laws Reminds Shareholders Ms. Drake Already Broke the Law by Misusing Corporate Resources f |
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| April 28, 2022 | ||
| April 28, 2022 |
Exhibit 99.1 Warren Lichtenstein, Executive Chairman of Aerojet Rocketdyne, Issues Letter to Fellow Shareholders Asserts That Rogue Chief Executive Officer Eileen Drake Is Pursuing a Self-Serving and Unjustifiable Takeover of the Board via a Risky Special Meeting Contends Handing Control to Ms. Drake, Who Owns Very Little Stock, Has Performed Poorly as CEO and Has Broken the Law, Would Place Share |
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| April 28, 2022 |
begin 644 ex992to13da2904197032042822.pdf M)5!$1BTQ+C4-)7!E+T-A=&%L;V)S-7%MSV[82?O>,P.?SDB=F"9N)-'3Z=37)*T3.Y;; MG#-Q'UQ?$O6GZZODP;9],NOVV=?;G>/KGX>'M,;^=WF]/'G^;XUNO MKB^NKF???YL[N\E7SP&8#F->(.9!Y>1XU;PAZT8@YD'F21\T;@FDT8@YD'BNC MY@U!.AHQAS%/Z(9I[I@W!/]HQ!S(O"*>6H:@(HV8 YDG89JKL'E#L))&S(', MXSQJWA $I1%S&/.X+J/F#<%5&C$',J^04?.&8"V-F .9I[*8>7P(UM*(.9!Y M/)I:^!"LI1%S(/.R:&KA0["61LQAS&,%3',>-F\(UM*(. |
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| April 28, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO ? 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO ? 240.13d-2(a) (Amendment No. 29)1 Aerojet Rocketdyne Holdings, Inc. (Name of Issuer) Common Stock, par value $0.10 (Title of Class of Securities) 007800 10 5 (CUSIP Number) Warren G. L |
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| April 28, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of The Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confide |
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| April 27, 2022 |
DFAN14A 1 d274989ddfan14a.htm DFAN14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (RULE 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☐ Filed by a Party other than the Registrant ☒ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as pe |
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| April 26, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of The Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confide |
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| April 25, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy State |
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| April 25, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO ? 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO ? 240.13d-2(a) (Amendment No. 28)1 Aerojet Rocketdyne Holdings, Inc. (Name of Issuer) Common Stock, par value $0.10 (Title of Class of Securities) 007800 10 5 (CUSIP Number) Warren G. L |
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| April 25, 2022 |
DFAN14A 1 d321063ddfan14a.htm DFAN14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (RULE 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☐ Filed by a Party other than the Registrant ☒ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as pe |
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| April 22, 2022 |
PREC14A 1 d142262dprec14a.htm PREC14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☐ Filed by a Party other than the Registrant ☒ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule |
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| April 22, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy State |
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| April 21, 2022 |
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): April 20, 2022 Aerojet Rocketdyne Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 1-01520 34-0244000 (State or other jurisdiction of incorporation) (Com |
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| April 7, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): April 3, 2022 Aerojet Rocketdyne Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 1-01520 34-0244000 (State or other jurisdiction of incorporation) ( |
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| April 4, 2022 |
DFAN14A 1 d352282ddfan14a.htm DFAN14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (RULE 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☐ Filed by a Party other than the Registrant ☒ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as pe |
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| March 28, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (RULE 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definit |
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| March 18, 2022 |
AJRD / Aerojet Rocketdyne Holdings Inc / MILLENNIUM MANAGEMENT LLC Passive Investment SC 13G 1 AJRDSC13G.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 AEROJET ROCKETDYNE HOLDINGS, INC. (Name of Issuer) COMMON STOCK, PAR VALUE $0.10 PER SHARE (Title of Class of Securities) 007800105 (CUSIP Number) MARCH 11, 2022 (Date of event which requires filing of this statement) Check the appropriate box to des |
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| March 14, 2022 |
DFAN14A 1 dfan14a0419703203142022.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of The Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☐ Filed by a Party other than the Registrant ☒ Check the appropriate box: ☐ |
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| March 1, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (RULE 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definit |
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| February 25, 2022 |
Exhibit 99.1 Steel Partners Pleased by Court?s Decision to Grant Temporary Restraining Order Preventing the Unauthorized Use of Aerojet Rocketdyne?s Resources in Connection With 2022 Annual Meeting Issues Letter to Fellow Shareholders Regarding Steel Partners? Decision to Nominate Its Own Slate of Seven Highly Qualified Director Candidates NEW YORK-(BUSINESS WIRE)-Steel Partners Holdings L.P. (tog |
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| February 25, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO ? 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO ? 240.13d-2(a) (Amendment No. 27)1 Aerojet Rocketdyne Holdings, Inc. (Name of Issuer) Common Stock, par value $0.10 (Title of Class of Securities) 007800 10 5 (CUSIP Number) Warren G. L |
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| February 24, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of The Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confide |
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| February 18, 2022 |
Exhibit 10.39 AEROJET ROCKETDYNE HOLDINGS, INC. 2019 EQUITY AND PERFORMANCE INCENTIVE PLAN Restricted Stock Unit Agreement WHEREAS, Participant Name (the ?Grantee?) is an employee of Aerojet Rocketdyne Holdings, Inc. (the ?Company?) or a Subsidiary of the Company (a ?Subsidiary?); and WHEREAS, the grant of an award of restricted stock units has been duly authorized by a resolution of the Organizat |
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| February 18, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 1-01520 Aerojet Rocketdyne Holdings |
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| February 18, 2022 |
Exhibit 10.42 AEROJET ROCKETDYNE HOLDINGS, INC. 2019 EQUITY AND PERFORMANCE INCENTIVE PLAN Restricted Stock Agreement WHEREAS, Participant Name (the ?Grantee?) is an employee of Aerojet Rocketdyne Holdings, Inc. (the ?Company?) or a Subsidiary of the Company (a ?Subsidiary?); and WHEREAS, the grant of restricted stock has been duly authorized by a resolution of the Organization & Compensation Comm |
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| February 18, 2022 |
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): February 18, 2022 Aerojet Rocketdyne Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 1-01520 34-0244000 (State or Other Jurisdiction of Incorporation) ( |
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| February 18, 2022 |
Exhibit 24.1 POWER OF ATTORNEY KNOW ALL PERSONS BY THESE PRESENTS: That each person whose signature appears below, as a Director of Aerojet Rocketdyne Holdings Inc., a Delaware corporation (the ?Company?), with its principal offices at 222 N. Pacific Coast Highway, Suite 500, El Segundo, California, does hereby make, constitute and appoint Arjun L. Kampani and Daniel L. Boehle, or one of them acti |
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| February 18, 2022 |
Exhibit 10.40 AEROJET ROCKETDYNE HOLDINGS, INC. 2019 EQUITY AND PERFORMANCE INCENTIVE PLAN Restricted Stock Unit Agreement WHEREAS, Participant Name (the ?Grantee?) is an employee of Aerojet Rocketdyne Holdings, Inc. (the ?Company?) or a Subsidiary of the Company (a ?Subsidiary?); and WHEREAS, the grant of an award of restricted stock units has been duly authorized by a resolution of the Organizat |
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| February 18, 2022 |
EX-99.1 2 exh991.htm PRESS RELEASE EXHIBIT 99.1 Aerojet Rocketdyne Holdings, Inc. Reports 2021 Fourth Quarter and Annual Results Record fourth quarter and full year sales of $590 million and $2,188 million, respectively $6.8 billion backlog greater than 3x annual sales 2021 Adjusted EBITDAP increased 10% and 2021 EBITDAP margin increased 60 basis points over the prior year EL SEGUNDO, Calif., Feb. |
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| February 18, 2022 |
Exhibit 21.1 Aerojet Rocketdyne Holdings, Inc. 100% Owned Subsidiaries* As of December 31, 2021 Name of Entity State of Incorporation Aerojet Rocketdyne, Inc. Ohio Aerojet International, Inc. California Aerojet Ordnance Tennessee, Inc. Tennessee Aerojet Rocketdyne Coleman Aerospace, Inc. Delaware Aerojet Rocketdyne of DE, Inc. Delaware Arde, Inc. New Jersey Arde-Barinco, Inc. New Jersey BPOU LLC ( |
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| February 18, 2022 |
Exhibit 10.41 AEROJET ROCKETDYNE HOLDINGS, INC. 2019 EQUITY AND PERFORMANCE INCENTIVE PLAN Restricted Stock Agreement WHEREAS, Participant Name (the ?Grantee?) is an employee of Aerojet Rocketdyne Holdings, Inc. (the ?Company?) or a Subsidiary of the Company (a ?Subsidiary?); and WHEREAS, the grant of restricted stock has been duly authorized by a resolution of the Organization & Compensation Comm |
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| February 14, 2022 |
Exhibit 99.1 Aerojet Rocketdyne Positioned to Continue Driving Growth, Profitability and Value Creation Announces Termination of Merger Agreement with Lockheed Martin EL SEGUNDO, Calif., Feb. 13, 2022 (GLOBE NEWSWIRE) ? Aerojet Rocketdyne Holdings, Inc. (NYSE: AJRD) (the ?Company?) today reaffirmed its strong foundation for substantial value creation following the termination of its merger agreeme |
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| February 14, 2022 |
Termination of a Material Definitive Agreement, Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): February 14, 2022 AEROJET ROCKETDYNE HOLDINGS, INC. |
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| February 9, 2022 |
AJRD / Aerojet Rocketdyne Holdings Inc / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 5)* Name of issuer: Aerojet Rocketdyne Holdings Inc. Title of Class of Securities: Common Stock CUSIP Number: 007800105 Date of Event Which Requires Filing of this Statement: December 31, 2021 Check the appropriate box to designate the rule pursuant to which this Schedul |
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| February 8, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 26)1 Aerojet Rocketdyne Holdings, Inc. (Name of Issuer) Common Stock, par value $0.10 (Title of Class of Securities) 007800 10 5 (CUSIP Number) Warren G. L |
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| February 2, 2022 |
AEROJET ROCKETDYNE HOLDINGS, INC. ISSUES STATEMENT REGARDING BOARD NOMINATIONS FROM STEEL PARTNERS EX-99.1 2 d275723dex991.htm EX-99.1 Exhibit 99.1 AEROJET ROCKETDYNE HOLDINGS, INC. ISSUES STATEMENT REGARDING BOARD NOMINATIONS FROM STEEL PARTNERS EL SEGUNDO, Calif., Feb. 01, 2022 (GLOBE NEWSWIRE) – Aerojet Rocketdyne Holdings, Inc. (NYSE: AJRD) (the “Company”) today confirmed that it has received documentation purporting to give notice of stockholder nomination of individuals for election as di |
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| February 2, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (RULE 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definit |
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| February 2, 2022 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): February 1, 2022 AEROJET ROCKETDYNE HOLDINGS, INC. |
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| February 1, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO ? 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO ? 240.13d-2(a) (Amendment No. 25)1 Aerojet Rocketdyne Holdings, Inc. (Name of Issuer) Common Stock, par value $0.10 (Title of Class of Securities) 007800 10 5 (CUSIP Number) Warren G. L |
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| February 1, 2022 |
Exhibit 99.3 POWER OF ATTORNEY Know all by these presents, that the undersigned hereby constitutes and appoints Joseph Martin and Jack L. Howard the undersigned?s true and lawful attorneys-in-fact to take any and all action in connection with (i) the undersigned?s beneficial ownership of, or participation in a group with respect to, securities of Aerojet Rocketdyne Holdings, Inc., a Delaware corpo |
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| February 1, 2022 |
SPH GROUP HOLDINGS LLC 590 Madison Avenue, 32nd Floor New York, New York 10022 Exhibit 99.1 SPH GROUP HOLDINGS LLC 590 Madison Avenue, 32nd Floor New York, New York 10022 [Nominee] [Address] January 28, 2022 Re: Aerojet Rocketdyne Holdings, Inc. Dear : Thank you for agreeing to serve as a nominee for election to the Board of Directors of Aerojet Rocketdyne Holdings, Inc. (the ?Company?) in connection with the proxy solicitation that SPH Group Holdings LLC and certain of its |
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| February 1, 2022 |
Joint Filing and Solicitation Agreement Exhibit 99.2 JOINT FILING AND SOLICITATION AGREEMENT WHEREAS, certain of the undersigned are stockholders, direct or beneficial, of Aerojet Rocketdyne Holdings, Inc., a Delaware corporation (the ?Company?); WHEREAS, SPH Group Holdings LLC, Steel Partners Holdings L.P., SPH Group LLC, Steel Partners Holdings GP Inc., WebFinancial Holding Corporation, Steel Excel, Inc., Steel Partners, Ltd., Warren |
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| January 25, 2022 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): January 25, 2022 AEROJET ROCKETDYNE HOLDINGS, INC. |
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| January 25, 2022 |
EX-99.1 2 d167422dex991.htm EX-99.1 Exhibit 99.1 AEROJET ROCKETDYNE HOLDINGS, INC. ANNOUNCES UPDATE ON PROPOSED MERGER TRANSACTION WITH LOCKHEED MARTIN EL SEGUNDO, Calif., January 25, 2022 – Earlier this month, Lockheed Martin and Aerojet Rocketdyne agreed with the Federal Trade Commission (FTC) that we would not close the transaction before January 27, 2022, to enable the parties to discuss the s |
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| December 23, 2021 |
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): December 21, 2021 Aerojet Rocketdyne Holdings, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 1-01520 34-0244000 (State or Other Jurisdiction of Incorporation) (Comm |
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| December 22, 2021 |
AJRD / Aerojet Rocketdyne Holdings Inc / GAMCO INVESTORS, INC. ET AL Activist Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 58) Aerojet Rocketdyne Holdings, Inc. (Name of Issuer) Common Stock, $0.10 Par Value Per Share (Title of Class of Securities) 007800105 (CUSIP Number) David Goldman GAMCO Investors, Inc. One Corporate Center Rye, New York 10580-1435 (914) 921-5000 (Name, Address and Telep |
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| October 26, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended: September 30, 2021 or ? Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number 1-01520 Aerojet |
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| October 26, 2021 |
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): October 26, 2021 Aerojet Rocketdyne Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 1-01520 34-0244000 (State or Other Jurisdiction of Incorporation) (C |
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| October 26, 2021 |
Aerojet Rocketdyne Holdings, Inc. Reports 2021 Third Quarter Results EXHIBIT 99.1 Aerojet Rocketdyne Holdings, Inc. Reports 2021 Third Quarter Results EL SEGUNDO, Calif., Oct. 26, 2021 (GLOBE NEWSWIRE) - Aerojet Rocketdyne Holdings, Inc. (NYSE:AJRD) (the ?Company?) today reported results for the three months ended September 30, 2021. Financial Overview Three months ended September 30, Nine Months ended September 30, 2021 2020 2021 2020 (In millions, except percenta |
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| August 10, 2021 |
AJRD / Aerojet Rocketdyne Holdings Inc / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 4)* Name of issuer: Aerojet Rocketdyne Holdings Inc. Title of Class of Securities: Common Stock CUSIP Number: 007800105 Date of Event Which Requires Filing of this Statement: July 30, 2021 Check the appropriate box to designate the rule pursuant to which this Schedule is |
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| July 26, 2021 |
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): July 26, 2021 Aerojet Rocketdyne Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 1-01520 34-0244000 (State or Other Jurisdiction of Incorporation) (Comm |
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| July 26, 2021 |
Aerojet Rocketdyne Holdings, Inc. Reports 2021 Second Quarter Results EXHIBIT 99.1 Aerojet Rocketdyne Holdings, Inc. Reports 2021 Second Quarter Results EL SEGUNDO, Calif., July 26, 2021 (GLOBE NEWSWIRE) - Aerojet Rocketdyne Holdings, Inc. (NYSE:AJRD) (the ?Company?) today reported results for the three months ended June 30, 2021. Financial Overview Three months ended June 30, Six Months ended June 30, 2021 2020 2021 2020 (In millions, except percentage and per shar |
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| July 26, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended: June 30, 2021 or ? Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number 1-01520 Aerojet Rock |
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| May 27, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K (Mark One) ? Annual Report Pursuant to Section 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2020 or ? Transition Report Pursuant to Section 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number 1-01520 A. Full title of the plan and |
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| May 19, 2021 |
Exhibit 1.01 Aerojet Rocketdyne Holdings, Inc. Conflict Minerals Report For the Year Ended December 31, 2020 Unless otherwise indicated or required by the context the terms "we," "our," "us," and the "Company" refer to Aerojet Rocketdyne Holdings, Inc. 1. Introduction This report for the year ended December 31, 2020, is presented to comply with Rule 13p-1 under the Securities Exchange Act of 1934 |
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| May 19, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report Aerojet Rocketdyne Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 1-01520 34-0244000 (State of Incorporation) (Commission File Number) (I.R.S. Employer Identification No.) 222 N. Pacific Coast Highway, Suite 500 El Segundo, California 90245 (Address of Princ |
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| May 6, 2021 |
Submission of Matters to a Vote of Security Holders 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): May 5, 2021 Aerojet Rocketdyne Holdings, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 1-01520 34-0244000 (State or Other Jurisdiction of Incorporation) (Commission |
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| April 26, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended: March 31, 2021 or ? Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number 1-01520 Aerojet Roc |
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| April 26, 2021 |
Aerojet Rocketdyne Holdings, Inc. Reports 2021 First Quarter Results EXHIBIT 99.1 Aerojet Rocketdyne Holdings, Inc. Reports 2021 First Quarter Results EL SEGUNDO, Calif., April 26, 2021 (GLOBE NEWSWIRE) - Aerojet Rocketdyne Holdings, Inc. (NYSE:AJRD) (the ?Company?) today reported results for the three months ended March 31, 2021. Financial Overview Three months ended March 31, 2021 2020 (In millions, except percentage and per share amounts) Net sales $ 496.1 $ 476 |
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| April 26, 2021 |
AEROJET ROCKETDYNE HOLDINGS, INC. 2019 EQUITY AND PERFORMANCE INCENTIVE PLAN Restricted Stock Unit Agreement WHEREAS, Participant Name (the ?Grantee?) is an employee of Aerojet Rocketdyne Holdings, Inc. (the ?Company?) or a Subsidiary of the Company (a ?Subsidiary?); and WHEREAS, the grant of an award of restricted stock units has been duly authorized by a resolution of the Organization & Compensa |
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| April 26, 2021 |
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): April 26, 2021 Aerojet Rocketdyne Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 1-01520 34-0244000 (State or Other Jurisdiction of Incorporation) (Com |
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| March 24, 2021 |
Financial Statements and Exhibits, Other Events 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): March 24, 2021 Aerojet Rocketdyne Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 1-01520 34-0244000 (State or Other Jurisdiction of Incorporation) (Com |
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| March 24, 2021 |
Aerojet Rocketdyne Pays Previously-Declared Special Dividend EXHIBIT 99.1 Aerojet Rocketdyne Pays Previously-Declared Special Dividend EL SEGUNDO, Calif., March 24, 2021 (GLOBE NEWSWIRE) - Aerojet Rocketdyne Holdings, Inc. (NYSE: AJRD) today announced payment of the previously-declared $5.00 per share special cash dividend to holders of its common shares and convertible senior notes, on an as-converted basis. The special dividend was paid to holders of reco |
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| March 19, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy State |
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| March 19, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy State |
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| March 10, 2021 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 57) Aerojet Rocketdyne Holdings, Inc. (Name of Issuer) Common Stock, $0.10 Par Value Per Share (Title of Class of Securities) 007800105 (CUSIP Number) David Goldman GAMCO Investors, Inc. One Corporate Center Rye, New York 10580-1435 (914) 921-5000 (Name, Address and Telep |
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| March 10, 2021 |
Aerojet Rocketdyne Stockholders Approve Proposed Acquisition by Lockheed Martin EX-99.1 Exhibit 99.1 Aerojet Rocketdyne Stockholders Approve Proposed Acquisition by Lockheed Martin EL SEGUNDO, Calif., March 9, 2021 (GLOBE NEWSWIRE) – Aerojet Rocketdyne Holdings, Inc. (NYSE: AJRD) today announced that, at a special meeting held on March 9, 2021, Aerojet Rocketdyne’s stockholders approved the merger agreement providing for the proposed acquisition of Aerojet Rocketdyne by Lockh |
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| March 10, 2021 |
Financial Statements and Exhibits, Other Events, Submission of Matters to a Vote of Security Holders 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): March 9, 2021 AEROJET ROCKETDYNE HOLDINGS, INC. (Exact Name of Registrant as Specified in Charter) Delaware 1-01520 34-0244000 (State or Other Jurisdiction of Incorporation) (Commissi |
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| March 2, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (RULE 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definit |
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| February 19, 2021 |
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): February 19, 2021 AEROJET ROCKETDYNE HOLDINGS, INC. (Exact Name of Registrant as Specified in Charter) Delaware 1-01520 34-0244000 (State or Other Jurisdiction of Incorporation) (Comm |
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| February 19, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (RULE 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definit |
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| February 18, 2021 |
Exhibit 24.1 POWER OF ATTORNEY KNOW ALL PERSONS BY THESE PRESENTS: That each person whose signature appears below, as a Director of Aerojet Rocketdyne Holdings Inc., a Delaware corporation (the ?Company?), with its principal offices at 222 N. Pacific Coast Highway, Suite 500, El Segundo, California, does hereby make, constitute and appoint Arjun L. Kampani and Daniel L. Boehle, or one of them acti |
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| February 18, 2021 |
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): February 18, 2021 Aerojet Rocketdyne Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 1-01520 34-0244000 (State or Other Jurisdiction of Incorporation) ( |
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| February 18, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2020 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 1-01520 Aerojet Rocketdyne Holdings |
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| February 18, 2021 |
Exhibit 10.44 Restricted Stock Agreement?[Performance-Based] WHEREAS, (the ?Grantee?) is an employee of Aerojet Rocketdyne Holdings, Inc. (the ?Company?) or a subsidiary of the Company (a ?Subsidiary?); and WHEREAS, the grant of restricted stock has been duly authorized by a resolution of the Organization & Compensation Committee (the ?Committee?) of the Board of Directors or, if applicable, by th |
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| February 18, 2021 |
Exhibit 21.1 Aerojet Rocketdyne Holdings, Inc. 100% Owned Subsidiaries* As of December 31, 2020 Name of Entity State of Incorporation Aerojet Rocketdyne, Inc. Ohio Aerojet International, Inc. California Aerojet Ordnance Tennessee, Inc. Tennessee Aerojet Rocketdyne Coleman Aerospace, Inc. Delaware Aerojet Rocketdyne of DE, Inc. Delaware Arde, Inc. New Jersey Arde-Barinco, Inc. New Jersey BPOU LLC ( |
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| February 18, 2021 |
Aerojet Rocketdyne Holdings, Inc. Reports 2020 Fourth Quarter and Annual Results EX-99.1 2 exh991.htm PRESS RELEASE EXHIBIT 99.1 Aerojet Rocketdyne Holdings, Inc. Reports 2020 Fourth Quarter and Annual Results EL SEGUNDO, Calif., Feb. 18, 2021 (GLOBE NEWSWIRE) - Aerojet Rocketdyne Holdings, Inc. (NYSE:AJRD) (the “Company”) today reported results for the fourth quarter and year ended December 31, 2020. Financial Overview Three months ended December 31, Year Ended December 31, 2 |
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| February 10, 2021 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 3)* Name of issuer: Aerojet Rocketdyne Holdings Inc. Title of Class of Securities: Common Stock CUSIP Number: 007800105 Date of Event Which Requires Filing of this Statement: December 31, 2020 Check the appropriate box to designate the rule pursuant to which this Schedul |
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| February 5, 2021 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (RULE 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 1 |
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| January 25, 2021 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (RULE 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14 |
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| January 15, 2021 |
DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) ☑ Filed by the Registrant ☐ Filed by a Party other than the Registrant Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
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| January 13, 2021 |
VIA EDGAR January 13, 2021 U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attn: Sergio Chinos, Staff Attorney Sherry Haywood, Attorney-Advisor RE: Aerojet Rocketdyne Holdings, Inc. Form 10-K for the Fiscal Year Ended December 31, 2019 Filed February 19, 2020 File No. 001-01520 Ladies and Gentlemen: We received your letter dated Dec |
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| December 21, 2020 |
DEFA14A 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): December 19, 2020 AEROJET ROCKETDYNE HOLDINGS, INC. (Exact Name of Registrant as Specified in Charter) Delaware 1-01520 34-0244000 (State or Other Jurisdiction of Incorporatio |
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| December 21, 2020 |
DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
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| December 21, 2020 |
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): December 19, 2020 AEROJET ROCKETDYNE HOLDINGS, INC. (Exact Name of Registrant as Specified in Charter) Delaware 1-01520 34-0244000 (State or Other Jurisdiction of Incorporation) (Comm |
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| December 21, 2020 |
EX-2.1 Exhibit 2.1 EXECUTION COPY AGREEMENT AND PLAN OF MERGER by and among: Lockheed Martin Corporation, a Maryland corporation; Mizar Sub, Inc. a Delaware corporation; and Aerojet Rocketdyne Holdings, Inc. a Delaware corporation Dated as of December 20, 2020 Table of Contents Page SECTION 1. DESCRIPTION OF THE TRANSACTION 1 1.1 Merger of Merger Sub into the Company 1 1.2 Effects of the Merger |
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| December 21, 2020 |
EX-99.1 Exhibit 99.1 Aerojet Rocketdyne to be Acquired by Lockheed Martin in $5.0 Billion All-Cash Transaction Purchase Price Represents a Premium of Approximately 33% Companies’ Complementary Capabilities and Talent to Enable Growth in Hypersonics, Tactical Missiles, Integrated Air and Missile Defense, Strategic Systems and Space Exploration Transaction Provides Greater Value and Innovation for C |
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| October 26, 2020 |
Aerojet Rocketdyne Holdings, Inc. Reports 2020 Third Quarter Results EXHIBIT 99.1 Aerojet Rocketdyne Holdings, Inc. Reports 2020 Third Quarter Results EL SEGUNDO, Calif., Oct. 26, 2020 (GLOBE NEWSWIRE) - Aerojet Rocketdyne Holdings, Inc. (NYSE:AJRD) today reported results for the three months ended September 30, 2020. Financial Overview Three months ended September 30, Nine Months ended September 30, 2020 2019 2020 2019 (In millions, except percentage and per share |
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| October 26, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended: September 30, 2020 or ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number 1-01520 Aerojet |
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| October 26, 2020 |
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): October 26, 2020 Aerojet Rocketdyne Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 1-01520 34-0244000 (State or Other Jurisdiction of Incorporation) (C |
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| August 20, 2020 |
Audrey McNiff Joins Aerojet Rocketdyne Holdings, Inc. Board of Directors EXHIBIT 99.1 Audrey McNiff Joins Aerojet Rocketdyne Holdings, Inc. Board of Directors EL SEGUNDO, Calif., Aug. 20, 2020 (GLOBE NEWSWIRE) - Aerojet Rocketdyne Holdings, Inc. (NYSE: AJRD) announced today that Audrey McNiff has been appointed to its board of directors. Her appointment will increase the board from seven to eight members. Ms. McNiff brings more than 30 years of leadership experience in |
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| August 20, 2020 |
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): August 18, 2020 Aerojet Rocketdyne Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 1-01520 34-0244000 (State or Other Jurisdiction of Incorporation) (Co |
