Form 8-K TELEFLEX INC For: Aug 07
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E-mailUNITED 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
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
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Item 8.01. Other Events.
On August 7, 2026, Teleflex Incorporated (the “Company”) entered into an accelerated share repurchase program (the “ASR Transaction”) with Truist Bank (the “Counterparty”) to repurchase an aggregate of $250 million (the “Repurchase Price”) of the Company’s common stock, par value $1.00 per share (the “Common Stock”). The ASR Transaction is being completed under the Company’s previously announced $1 billion share repurchase program.
Under the terms of the ASR Transaction, on August 10, 2026, the Company will make payment of the Repurchase Price to the Counterparty in exchange for an initial delivery of Common Stock with an aggregate value of 80% of the Repurchase Price based on the closing share price of the Common Stock on August 6, 2026. The total number of shares to be repurchased under the ASR Transaction will be based on volume-weighted average prices of the Common Stock during the term of the ASR Transaction, less a discount and subject to customary adjustments. Upon final settlement of the ASR Transaction, the Company may be entitled to receive additional shares of Common Stock from the Counterparty or, under certain circumstances, the Company may be required to deliver shares of Common Stock or make a cash payment, at its option, to the Counterparty.
The ASR Transaction is scheduled to terminate in the fourth quarter of 2026 but may conclude earlier than its scheduled termination date at the election of the Counterparty. The Company will fund the Repurchase Price with proceeds from the sale of its Original Equipment Manufacturing and Development Services business.
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: August 7, 2026 | TELEFLEX INCORPORATED By: /s/ John R. Deren Name: John R. Deren Title: Executive Vice President and Chief Financial Officer | ||||
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