HOLOGIC INC Form 8-K: Current report
Filings on SEC EDGAR, newest first; amendments sit with their base form. Values are as filed.
- 2026-04-07: Form 8-K; Period of report 2026-04-07; Description 1.01 Entry into a Material Definitive Agreement; 1.02 Termination of a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets; 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing; 3.03 Material Modification to Rights of Security Holders; 5.01 Changes in Control of Registrant; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 7.01 Regulation FD Disclosure; Details 1.01.
- 2026-04-06: Form 8-K; Period of report 2026-04-06; Description 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 8.01 Other Events; Details 5.02.
- 2026-02-06: Form 8-K; Period of report 2026-02-05; Description 5.07 Submission of Matters to a Vote of Security Holders; 8.01 Other Events; Details 5.07.
- 2026-01-29: Form 8-K; Period of report 2026-01-29; Description 2.02 Results of Operations and Financial Condition; Details 2.02.
| Filed | Form | Period of report | Description | Details | Document |
|---|---|---|---|---|---|
| 2026-04-07 | 8-K | 2026-04-07 | 1.01 Entry into a Material Definitive Agreement; 1.02 Termination of a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets; 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing; 3.03 Material Modification to Rights of Security Holders; 5.01 Changes in Control of Registrant; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 7.01 Regulation FD Disclosure | 1.01 Entry into a Material Definitive Agreement. 1.02 Concurrently with the closing of the Merger, the Company repaid all outstanding principal and all accrued and unpaid interest (together with all fees, expenses and other amounts owed in connection therewith), effectuated the release of all liens securing any obligations the release of all guarantees and terminated all credit commitments outstanding under that certain Amended and Restated Credit and Guaranty Agreement, dated as of October 3, 2017, among the Company, Hologic GGO 4 Ltd, Hologic UK Finance Ltd and certain other subsidiaries of the Company party thereto, the guarantors from time to time party thereto, the lenders from time to time party thereto and Bank of America, N.A., as administrative agent, collateral agent, swing line lender and L/C issuer (as amended by that certain Refinancing Amendment No. 1, dated as of December 17, 2018, as further amended by that certain Refinancing Amendment No. 2, dated as of September 27, 2021, as further amended by that certain Refinancing Amendment No. 3, dated as of August 22, 2022, and as further amended by that certain Refinancing Amendment No. 4, dated as of July 15, 2025). 2.01 The information set forth in the Introductory Note of this Current Report on Form 8-K is incorporated by reference in this Item 2.01. 3.01 The information set forth in the Introductory Note and in Item 2.01 of this Current Report on Form 8-K is incorporated by reference in this Item 3.01. 3.03 The information set forth in the Introductory Note and in Items 2.01, 3.01, 5.01 and 5.03 of this Current Report on Form 8-K is incorporated by reference in this Item 3.03. 5.01 The information set forth in the Introductory Note and in Items 2.01, 3.01, 3.03, 5.02 and 5.03 of this Current Report on Form 8-K is incorporated by reference in this Item 5.01. 5.02 The information set forth in the Introductory Note and in Item 2.01 of this Current Report on Form 8-K is incorporated by reference in this Item 5.02. 5.03 The information contained in the Introductory Note and in Item 2.01 of this Current Report on Form 8-K is incorporated by reference in this Item 5.03. 7.01 On April 7, 2026, the Company issued a press release announcing the closing of the Merger and the appointment on the Closing Date of José (Joe) E. Almeida as the next Chief Executive Officer of the Company. | d135035d8k.htm |
| 2026-04-06 | 8-K | 2026-04-06 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 8.01 Other Events | 5.02 On April 6, 2026, Stephen P. MacMillan informed the Board of Directors of Hologic, Inc. (the “Company”) of his retirement as President and Chief Executive Officer and as Chairman of the Board of Directors of the Company, contingent upon, and effective as of immediately after, the closing of the acquisition of the Company by affiliates of funds managed by Blackstone Inc. and TPG Global, LLC pursuant to the Agreement and Plan of Merger, dated October 21, 2025, by and among the Company, Hopper Parent Inc. and Hopper Merger Sub Inc (the “Merger”). 8.01 On April 6, 2026, the Company announced it has received all regulatory approvals necessary to complete the Merger. | ef20069327_8k.htm |
| 2026-02-06 | 8-K | 2026-02-05 | 5.07 Submission of Matters to a Vote of Security Holders; 8.01 Other Events | 5.07 On February 5, 2026, Hologic, Inc. (“Hologic” or the “Company”) held a special meeting of stockholders (the “Special Meeting”) in connection with the proposed acquisition of the Company by affiliates of funds managed by Blackstone Inc. and TPG Global, LLC, as disclosed in the Company’s definitive proxy statement filed with the U.S. Securities and Exchange Commission on December 23, 2025 (the “Definitive Proxy Statement”). 8.01 The merger is expected to close in March or April 2026, subject to the receipt of required regulatory approvals and the satisfaction of certain other customary closing conditions. | d25744d8k.htm |
| 2026-01-29 | 8-K | 2026-01-29 | 2.02 Results of Operations and Financial Condition | 2.02 On January 29, 2026, Hologic, Inc. issued a press release announcing its financial results for the first quarter ended December 27, 2025. | ef20064189_8k.htm |
| 2026-01-26 | 8-K | 2026-01-26 | 8.01 Other Events | 8.01 As previously announced, on October 21, 2025, Hologic, Inc. (“Hologic” or the “Company”) entered into an Agreement and Plan of Merger (as it may be amended or supplemented from time to time, the “Merger Agreement”) with Hopper Parent Inc., a Delaware corporation (“Parent”), and Hopper Merger Sub Inc., a Delaware corporation and wholly owned subsidiary of Parent (“Merger Sub”), providing that, among other things, on the terms and subject to the conditions of the Merger Agreement, Merger Sub will merge with and into the Company (the “Merger”), with the Company surviving the Merger as a wholly owned subsidiary of Parent. | d35520d8k.htm |