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CooperCompanies presents its 2026 annual meeting proxy, highlighting 2025 results, governance and executive pay. Stockholders are asked to elect nine directors, ratify KPMG as auditor, and approve a non-binding say-on-pay vote, with the Board recommending “FOR” on all three proposals.
In fiscal 2025, revenue reached $4.09 billion, up 5% from 2024, with GAAP diluted EPS of $1.87, non-GAAP diluted EPS of $4.13, and free cash flow of about $434 million. The company repurchased $290.1 million of stock, roughly 4.1 million shares, and the Board expanded the share repurchase authorization to $2 billion, leaving nearly $1 billion available.
Cooper completed major restructuring and integration work, recording approximately $89 million in related charges and expecting about $50 million in annual pre-tax savings from fiscal 2026. The proxy emphasizes an independent Board, robust committee structure, strong ESG and cybersecurity oversight, and a pay-for-performance program where most executive compensation is performance-based.
CooperCompanies executive Brian G. Andrews, EVP, CFO & Treasurer, reported an amended stock option award. The filing corrects the number of shares issuable under a previously reported option grant to 41,563 shares of common stock at an exercise price of $99.08 per share.
The options were granted on 12/10/2024, are held directly, and expire on 12/10/2034. They vest at 25% per year over four years starting on the grant date, reflecting time-based equity compensation rather than an open-market stock purchase or sale.
Cooper Companies’ President & CEO, who is also a director, received a grant of stock options covering 184,069 shares of common stock on 12/10/2024. The options have an exercise price of $99.08 and expire on 12/10/2034.
The Form 4/A states it is filed solely to correct the number of shares issuable upon exercise of this previously reported option grant. The options vest at 25% per year over four years beginning on the grant date, and the full 184,069 options are reported as directly beneficially owned.
The Cooper Companies, Inc. amended its debt agreements to adjust terms on its term loan and revolving credit facilities. The company extended the maturity of $950 million of term loans to February 3, 2031, while keeping the maturity date for the remaining $550 million of term loans unchanged.
The amendment also removes the prior credit spread adjustment and raises the cap on incremental term loans to the greater of $1.365 billion and 100% of consolidated EBITDA. Pricing on the term loans can now be based either on the company’s non-credit enhanced, senior unsecured long-term debt ratings or on its consolidated net indebtedness to consolidated EBITDA ratio.
A related amendment to the revolving credit agreement aligns its provisions with the revised term loan agreement, including the removal of credit spread adjustments.
Cooper Companies director Colleen Jay reported exercising stock options and increasing her direct shareholdings. On 01/12/2026, she exercised 7,064 stock options with an exercise price of $39.4 per share, converting them into the same number of shares of Common Stock.
Following this transaction, she directly held 36,585 shares of Common Stock. The exercised stock option award was fully used, leaving 0 derivative securities of that option grant outstanding.
Cooper Companies, Inc. director Walter M. Rosebrough Jr. filed an initial statement of beneficial ownership, reporting indirect control over 10,000 shares of common stock as of 01/03/2026. These shares are held by the Walter M Rosebrough, Jr Revocable Trust, for which he serves as sole trustee, so the position is reported as indirectly owned rather than held in his own name. The filing does not show any recent stock purchase or sale, only the existing ownership position.
Cooper Companies, Inc. reports that President & CEO Albert G. White III exercised restricted stock units into 18,340 shares of common stock on January 8, 2026, at no cash exercise price.
To satisfy tax obligations, 9,419 shares of common stock were withheld at $83.13 per share. Following these transactions, he directly held 245,072 shares of common stock. The related RSU award vests 25% per year through 2028 and has no expiration, vesting or being forfeited subject to continued service.
Cooper Companies, Inc. executive Gerard H Warner III reported multiple equity award events on 01/08/2026. As President of CooperVision, Inc., he converted several blocks of restricted stock units into common stock at an exercise price of $0.00 per share, increasing his direct holdings through code M transactions.
On the same date, shares of common stock were withheld in several code F transactions at $83.13 per share, typically used to cover tax obligations on vested awards. After these acquisitions and withholdings, Warner directly owned 23,852 shares of Cooper Companies common stock.
Cooper Companies, Inc. president Holly R. Sheffield reported equity award activity on January 8, 2026. Several blocks of restricted stock units (RSUs) converted to common stock at an exercise price of $0.00, including 3,154 shares, 1,592 shares, and 3,304 shares of common stock. To cover taxes on these vestings, she had 1,462 shares, 738 shares, and 1,641 shares of common stock withheld at a price of $83.13 per share, coded as transaction type “F.”
After these transactions, she directly held 43,261 shares of common stock and 9,462 RSUs. The RSU awards vest in four annual installments of 25% each over four years, with specific schedules described for the 1,592-share, 3,304–3,308-share, and 3,154-share grants, all subject to continued service and with no stated expiration date for the RSUs.
Cooper Companies executive Daniel G. McBride reported multiple equity transactions on 01/08/2026. Several restricted stock unit (RSU) awards were converted into common stock through transaction code M, including 4,168, 4,556, and 4,163 RSUs at an exercise price of $0.00 per share, moving into directly owned common stock. On the same date, he disposed of 2,415, 2,121, and 2,119 shares of common stock at $83.13 per share under transaction code F, leaving 69,352 shares of common stock held directly.
After these transactions, McBride also reported 12,490 RSUs beneficially owned directly. Separately, 94,496 shares of common stock are reported as held indirectly through The McBride Family Trust. Footnotes explain that the RSU awards vest 25% per year over four years, subject to continued service, and that the RSUs have no expiration date and will either vest or be forfeited.