PIPR Piper Sandler Companies - 8-K

Item 5.03.

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

On March 23, 2026, Piper Sandler Companies
(the “Company”) filed an amendment (the “Amendment”) to the Company’s Amended and Restated Certificate of
Incorporation with the Secretary of State of the State of Delaware to effect the previously announced four-for-one forward stock split
(the “Stock Split”) of the Company’s common stock, par value $0.01 per share (the “Common Stock”), without
any change to its par value, and to proportionately increase the number of shares of the Company’s authorized Common Stock from
100,000,000 to 400,000,000 in connection with the Stock Split. The Amendment, which became effective at 4:30 p.m. Eastern Time on
March 23, 2026 (the “Effective Time”), is filed as Exhibit 3.1 to this Current Report on Form 8-K (this “Current
Report”). Trading of the Common Stock is expected to commence on a split-adjusted basis at market open on March 24, 2026. The
new CUSIP number for the Common Stock following the Stock Split is 724078209.

Item 8.01.

Other Events.

The information contained in Item 5.03 of this
Current Report is incorporated herein by reference.

The Company has registration statements on Form S-8
(File Nos. 333-111665, 333-122494, 333-142699, 333-150962, 333-159360, and 333-205229) on file with the Securities and Exchange Commission
(the “SEC”). SEC regulations permit the Company to incorporate by reference future filings made with the SEC pursuant to Sections
13(a), 13(c), 14 or 15(d) of the Securities Exchange Act of 1934, as amended, prior to the termination of the offerings covered by
such registration statements. The information set forth in this Item 8.01 of this Current Report is hereby incorporated by reference into
each of the Company’s effective registration statements on Form S-8 listed above. Pursuant to Rule 416(b) under the
Securities Act of 1933, as amended, the number of shares of Common Stock registered under such registration statements is proportionately
adjusted to reflect the Stock Split as of the Effective Time.

Item 9.01.

Financial
Statements and Exhibits .

(d)

Exhibits .

3.1

Certificate of Amendment of Amended and Restated Certificate of Incorporation of Piper Sandler Companies.

104

Cover Page Interactive Data File (the cover page XBRL tags are embedded in the Inline XBRL document).