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Avanos Medical director Gary Blackford reported dispositions tied to the cash merger completed on July 27, 2026. A total of 79,590 directly held common shares and 40,000 shares held in family trusts, plus 12,003 cash-settled restricted share units, were converted into the right to receive $25.00 per share in cash. Following these merger-driven transactions, Blackford no longer holds these reported securities.
Avanos Medical, Inc. is removing its common stock from listing and registration on the New York Stock Exchange under Section 12(b) of the Securities Exchange Act of 1934. The exchange states it has complied with its own rules for striking the class of securities, and the company has complied with exchange rules and 17 CFR 240.12d2-2(c) governing the voluntary withdrawal of the common stock from listing and registration.
Avanos Medical, Inc. stockholders approved the pending acquisition of Avanos by affiliates of investment funds advised by American Industrial Partners pursuant to an Agreement and Plan of Merger. At the effective time of the transaction, Avanos stockholders will have the right to receive $25.00 in cash per share. All required regulatory approvals under the merger agreement have been received, and closing is expected no later than July 27, 2026, subject to satisfaction or waiver of customary conditions.
As of June 18, 2026, there were 46,847,816 shares of common stock outstanding, and 35,207,549 shares (about 75.15%) were present or represented at the July 22, 2026 special meeting, constituting a quorum. Stockholders approved the merger proposal with 35,119,793 votes for, 32,508 against and 55,248 abstentions, and also approved on a non-binding, advisory basis the compensation related to the merger for named executive officers, with 30,620,395 votes for, 4,220,505 against and 366,649 abstentions.
Avanos Medical announced it has received all required regulatory approvals for the pending acquisition of the company by affiliates of investment funds advised by American Industrial Partners. The transaction is expected to close no later than July 27, 2026, subject to Avanos stockholder approval and remaining customary closing conditions.
A special meeting of Avanos stockholders to vote on the merger is scheduled for July 22, 2026, at 9:00 a.m. Eastern time in Atlanta, Georgia. The company urges investors to review the definitive proxy statement on Schedule 14A and related materials filed with the SEC for detailed information about the merger and voting procedures.
Avanos Medical, Inc. is asking stockholders to approve a merger under which each issued and outstanding share of Common Stock will be converted into the right to receive $25.00 per share in cash at the effective time of the merger. The transaction agreement was signed on April 13, 2026 and the special meeting to vote is scheduled for July 22, 2026.
The merger is subject to the affirmative vote of a majority of outstanding shares, required regulatory approvals (including HSR and specific foreign authorities), customary closing conditions, and other closing deliverables; the company currently anticipates completion in the second half of 2026.
Avanos Medical, Inc. has entered into a definitive merger agreement under which A-AV MergerSub, affiliated with American Industrial Partners, will merge into Avanos and Avanos will become a wholly‑owned subsidiary of Parent. At the Effective Time, each issued and outstanding share of Avanos common stock (other than treasury shares and perfected appraisal shares) will be cancelled and converted into the right to receive $25.00 in cash per share. The Company currently anticipates completing the Merger in the second half of 2026, subject to Company stockholder approval, required regulatory approvals (including HSR and approvals from specified foreign authorities), and other customary closing conditions. The financing package described contemplates approximately $1.42 billion of total Required Amounts, including an $1.4 billion equity commitment from an AIP‑affiliated fund. The Board unanimously recommends that stockholders vote "FOR" the Merger Proposal, the Advisory Compensation Proposal and the Adjournment Proposal.
Avanos Medical, Inc. ownership update: Armistice Capital, LLC and Steven Boyd report beneficial ownership of 2,000,000 shares of common stock, representing 4.30% of the class. The filing states Armistice Capital, as investment manager to the Armistice Capital Master Fund Ltd., exercises shared voting and dispositive power over those shares. The Master Fund is the direct holder and disclaims direct beneficial ownership due to its investment management agreement with Armistice Capital. The joint filing is signed by Steven Boyd on May 15, 2026.
BLACKFORD GARY reported acquisition or exercise transactions in this Form 4 filing.
AVANOS MEDICAL, INC. director Gary Blackford received a grant of 12,003 restricted share units on May 8, 2026. Each unit represents a contingent right to a cash payment equal to the value of one share of Avanos common stock.
The 12,003 restricted share units were issued to replace units originally granted on January 2, 2025 and will vest when Blackford terminates his service on the company’s Board of Directors.
Egbuonu-Davis Lisa reported acquisition or exercise transactions in this Form 4 filing.
Avanos Medical, Inc. director Lisa Egbuonu-Davis received a grant of 12,003 restricted share units on May 8, 2026. Each unit provides a contingent right to a cash payment equal to the value of one share of Avanos common stock.
The new restricted share units fully replace an earlier grant made on January 2, 2025. These units vest when Egbuonu-Davis terminates her service on the company’s Board of Directors. After this grant, she holds 12,003 restricted share units directly as reported in this filing.