BRUKER CORP SEC Filings

The Form 144 notice for Bruker Corporation discloses an intended sale of 7,000 shares of common stock through Morgan Stanley Smith Barney LLC on or about 01/12/2026 on the NASDAQ. The shares have an indicated aggregate market value of $385,000, compared with 151,941,144 shares of common stock outstanding. The 7,000 shares are shown as acquired on 01/12/2026 from the issuer via a stock option exercise paid in cash for the same amount of shares.

The filing also reports that over the prior three months, Mark R. Munch sold 33,843 shares of Bruker common stock on 01/05/2026, generating $1,680,704 in gross proceeds. The form includes the standard representation that the seller does not know of any undisclosed material adverse information about the issuer’s current or prospective operations.

Bruker Corporation released preliminary figures for its fourth quarter ended December 31, 2025 and shared its outlook for 2026 during a presentation at the J.P. Morgan Healthcare Conference. The company currently expects Q4 2025 revenue between $965 million and $970 million, and reported that its Bruker Scientific Instruments segments had a book-to-bill ratio above 1.0, indicating orders exceeded revenue in the period.

For the full year 2026, Bruker is targeting organic revenue growth of flat to up low-single digits, expansion of non-GAAP organic operating margins by 250 to 300 basis points, and non-GAAP earnings per share growth in the double-digits, all compared to 2025. The company emphasized that these figures are preliminary, unaudited and subject to change as year-end closing and audit procedures are completed.

Bruker Corp director files initial ownership report showing no holdings

Director Jack Phillips filed a Form 3 as an initial statement of beneficial ownership of securities for Bruker Corp (BRKR). The filing lists his relationship to the company as a director and confirms that the form is filed by one reporting person. In the explanatory section, he reports that no securities are beneficially owned as of the event date of 01/01/2026. The Form 3 was signed on 01/09/2026.

Bruker Corporation (BRKR): Director insider transaction reported. On 11/06/2025, a director exercised stock options for 10,000 shares of common stock at $24 per share (Code M) and sold 6,233 shares (Code S) at a weighted average price of $39. The sale occurred in multiple trades within a range of $39.0001 to $39.0101.

Following these transactions, the director beneficially owned 35,212 shares directly. A related stock option originally granted on January 5, 2016, vested over three years and carries an expiration date of 01/05/2026. After the reported transactions, 10,000 derivative securities (stock options) were listed as beneficially owned.

Bruker Corporation reported Q3 2025 results showing total revenue of $860.5 million, slightly below last year’s $864.4 million. A $96.5 million goodwill impairment and higher cost of product revenue drove an operating loss of $51.8 million versus income of $68.1 million a year ago. Net loss attributable to common shareholders was $62.4 million (basic and diluted $(0.41) per share).

Year‑to‑date, operating cash flow was $(95.7) million. The company strengthened liquidity with net proceeds of $669.5 million from issuing 6.375% Series A Mandatory Convertible Preferred Stock. Cash and cash equivalents rose to $293.1 million as of September 30, 2025, while long‑term debt was $1.98 billion. Bruker completed acquisitions including Recipe Chemicals + Instruments, with 2025 acquired businesses contributing $11.5 million of revenue and $2.2 million of pre‑tax losses. Total shareholders’ equity increased to $2.45 billion. Common shares outstanding were 151,941,144 as of October 30, 2025.

Bruker Corporation furnished an update on its financial performance by announcing a press release with results for the three and nine months ended September 30, 2025. The press release, dated November 3, 2025, is provided as Exhibit 99.1.

The company states this information is being furnished under Item 2.02 and is not deemed “filed” for liability purposes, nor incorporated by reference unless expressly stated. The filing also includes a cautionary note regarding forward‑looking statements tied to the press release.

FMR LLC and Abigail P. Johnson report beneficial ownership of 17,082,319.90 shares of Bruker Corporation common stock, representing 11.0% of the outstanding class. The filing, a Schedule 13G/A, indicates these shares are held in the ordinary course of business and not for the purpose of changing control. The report shows FMR LLC with 13,832,390.78 shares of sole voting power and 17,082,319.90 shares of sole dispositive power; Abigail P. Johnson is reported with sole dispositive power over 17,082,319.90 shares and no voting power. The filing references an event date of 09/30/2025 and is signed on 10/06/2025. An Exhibit 99 agreement is attached per the document.

Bruker Corporation (BRKR) filed a Current Report disclosing arrangements for a new 6.375% Mandatory Convertible Preferred Stock, Series A. The filing lists an Underwriting Agreement dated September 3, 2025 with J.P. Morgan Securities LLC and BofA Securities, Inc. as representatives of the underwriters, a Certificate of Designations and the form of preferred stock certificate, and a legal opinion and consent from Simpson Thacher & Bartlett LLP dated September 8, 2025 regarding the legality of the shares. The exhibit index indicates these documents are attached, but the filing text does not state offering size, pricing, conversion terms, expected use of proceeds, or other economic details.

Bruker Corporation is offering 2,400,000 shares of 6.375% Mandatory Convertible Preferred Stock, Series A with a $250.00 liquidation preference per share and cumulative dividends payable quarterly beginning December 1, 2025 through September 1, 2028. Each preferred share will automatically convert on or about September 1, 2028 into between 6.9534 and 8.5179 shares of common stock based on a 20-trading-day Average VWAP during a defined Settlement Period, with holder early-conversion rights and special conversion mechanics upon certain Fundamental Changes. Bruker intends to list the securities on Nasdaq under the symbol BRKRP and expects to use net proceeds to repay indebtedness under specified facilities. The prospectus highlights structural subordination to indebtedness, anti-dilution adjustments, dividend-payment mechanics (including payments in cash or common stock valued at 97% of certain VWAP measures), a dividend stopper limiting common-stock distributions while preferred remains outstanding, and lock-up and underwriting arrangements. Investors are directed to the incorporated Risk Factors and related SEC filings for full detail.