On February 13, 2026, CoStar Group, Inc. amended its Executive Severance Plan to remove a specific clause from the 'Change in Control' definition relating to Board composition. The Board determined to remove this 'director clause' to avoid the cost and distraction of an opportunistic lawsuit arising from threatened proxy contests by Third Point LLC and D. E. Shaw & Co., L.P.
Key takeaways
The Amended Executive Severance Plan was effective February 13, 2026.
The amendment removes the 'director clause' from the definition of 'Change in Control' regarding Board composition.
The Board acted at the request of management to avoid litigation costs and distractions from threatened proxy contests.
The threatened proxy contests involve Third Point LLC and D. E. Shaw & Co., L.P.
The Plan's Effective Date is stated as January 6, 2026.
All other terms and provisions of the Amended Severance Plan remain unchanged.