Teleflex Inc 8-K, filed Mar 4, 2025
Teleflex Inc (TFX)
8-K
2025-03-04
For: 2025-02-28
View Original
Added on
April 07, 2026
About this 8-K
Teleflex Inc filed this 8-K on March 4, 2025, reporting on events of February 28, 2025.
Items reported
- Item 8.01: 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
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Item 8.01. Other Events.
On February 28, 2025, Teleflex Incorporated (the “Company”) entered into an accelerated share repurchase program (the “ASR Transaction”) with JPMorgan Chase Bank, National Association (the “Counterparty”) to repurchase an aggregate of $300 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 $500 million share repurchase program.
Under the terms of the ASR Transaction, on March 3, 2025, the Company paid 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 February 27, 2025. 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 second quarter of 2025, but may conclude earlier than its scheduled termination date at the election of the Counterparty. The Company funded the Repurchase Price with revolving credit borrowings under its existing senior credit facility.
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: March 3, 2025 | TELEFLEX INCORPORATED By: /s/ Matthew Howald Name: Matthew Howald Title: Vice President and Treasurer | ||||