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Flex Ltd 8-K Filings

FLEX NASDAQ

Every 8-K that Flex Ltd (FLEX) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.

A 8-K covers material events a company has to report between its quarterly reports, so if you follow FLEX and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full FLEX filings page.

Rhea-AI Summary

Flex Ltd. (FLEX) announced a definitive agreement for wholly owned subsidiary ACS Acquisitions, Inc. to acquire all equity of EPC Power Corp. from Charge Parent, LLC for $4.4 billion in cash at closing, subject to customary adjustments, under a locked-box valuation as of June 30, 2026.

EPC Power, a California-based provider of intelligent power conversion solutions for data center and grid applications, is expected to join Flex’s Cloud and Power Infrastructure (CPI) business, which Flex plans to separate into a standalone public company in the first quarter of 2027. EPC Power is expected to generate about $800 million of revenue in 2026, with organic revenue growth of about 40% and EBITDA margin of roughly 30% in 2027.

To support the purchase, Flex entered into a senior unsecured 364-day bridge facility commitment for up to $4.4 billion with Citi and Bank of America, intended as backstop financing while Flex evaluates a mix of debt and equity for permanent funding. Closing is targeted for the fourth quarter of 2026, subject to customary conditions, including Hart-Scott-Rodino antitrust clearance, with an outside date of December 31, 2026 and up to two automatic three‑month extensions under certain circumstances.

Rhea-AI Summary

Flex Ltd. reported results of its 2026 Annual General Meeting held on August 5, 2026. There were 366,389,554 Ordinary Shares entitled to vote and 323,004,668 were represented in person or by proxy. Shareholders re-elected all nine directors, re-appointed Deloitte & Touche LLP as independent auditors for the 2027 fiscal year, approved on a non-binding, advisory basis the compensation of named executive officers, and granted the Board a general authorization to allot and issue Ordinary Shares.

Shareholders also renewed the Share Purchase Mandate, permitting Flex to purchase or otherwise acquire up to 20% of its issued and outstanding Ordinary Shares as of the meeting date. Following this approval, the Board authorized management to continue the company’s share repurchase plan for issued Ordinary Shares in an aggregate amount not to exceed $2.0 billion. Repurchases may be made in the open market under SEC Rule 10b-18, with timing and volume dependent on price, market conditions and legal requirements, and the program may be suspended or terminated at any time.

Rhea-AI Summary

Flex Ltd. updated its plan to spin off its cloud and power infrastructure business into an independent, publicly traded company in the first calendar quarter of 2027, subject to Board of Directors approval and other customary conditions. The company expects the transaction to be tax-free for U.S. federal income tax purposes but highlights numerous regulatory, execution, and market risks that could affect completion and outcomes.

The update centers on leadership appointments for both entities. SpinCo’s expected team includes Revathi Advaithi as Chief Executive Officer, Bill Watkins as Non-Executive Chairman, and Kevin Krumm as Chief Financial Officer, along with other senior operating leaders. Flex’s post-spin leadership is expected to be led by Michael Hartung as Chief Executive Officer, with Advaithi serving as Non-Executive Chairman for a transitional period. Krumm will remain Flex CFO until the separation and then move to SpinCo, while Flex searches for and plans to appoint a new permanent CFO before completion. Flex and SpinCo plan to file a proxy statement on Schedule 14A and a Form 10, respectively, and investors are urged to read these SEC materials when available.

Rhea-AI Summary

Flex Ltd. reported strong first quarter fiscal 2027 results for the period ended June 26, 2026. Net sales were $7.9 billion, up 21% versus the prior year, with GAAP operating income of $392 million and a 4.9% operating margin. Non-GAAP operating income was $534 million, for a 6.7% adjusted operating margin.

GAAP net income was $285 million, or $0.76 per diluted share, while non-GAAP net income was $374 million and record adjusted EPS was $1.00. Cash provided by operating activities totaled $276 million, and free cash flow was $41 million, reflecting higher capital spending and separation costs related to the planned spin-off of the Cloud and Power Infrastructure segment.

Flex raised its fiscal 2027 outlook, guiding to net sales of $33.7–$35.2 billion and adjusted EPS of $4.42–$4.74, both above prior ranges, with adjusted operating margin expected between 7.0% and 7.2%. For the second quarter, guidance calls for net sales of $7.95–$8.25 billion and adjusted EPS of $1.00–$1.07.

Rhea-AI Summary

Flex Ltd. approved its Annual Incentive Bonus Plan for fiscal 2027, giving executive officers the opportunity to earn cash bonuses tied to performance. Awards will be based on operating profit, free cash flow and revenue targets at the company level, with different metrics and weightings possible by role.

Target bonus opportunities are set at 165% of base salary for the Chief Executive Officer, 115% for the Chief Financial Officer, and 100%–110% for other named executive officers. Actual payouts for each metric can range from 30% of target for operating profit and revenue, and 50% for free cash flow, up to a maximum of 200% of target. Company operating profit acts as a funding metric that can shift payouts by +/- 20 percentage points versus the enterprise-wide bonus level, and individual performance can add a further +/- 10 percentage-point adjustment.

Rhea-AI Summary

Flex Ltd. entered into a new senior term loan Credit Facility totaling $1.45 billion with a syndicate of lenders, with Citibank, N.A. as administrative agent. The facility was fully funded on May 29, 2026 and matures on November 29, 2027.

Borrowings bear floating interest based on either Term SOFR or a Base Rate, in each case plus a margin tied to Flex’s senior long-term unsecured debt ratings. Key financial covenants include maintaining a Debt/EBITDA Ratio not above 4.00 to 1.00 and an Interest Coverage Ratio of at least 3.00 to 1.00 each quarter-end. Proceeds are for general corporate purposes, including refinancing an Existing 364-Day Facility, which was fully repaid and terminated when this new agreement became effective.

Rhea-AI Summary

Flex Ltd. reported strong fourth quarter and fiscal 2026 results and announced plans to spin off its cloud and power infrastructure business into a separate public company.

For Q4, net sales were $7.5 billion, up 17% year over year, with GAAP operating income of $372 million and GAAP EPS of $0.67. Adjusted operating income reached $500 million and adjusted EPS $0.93, with free cash flow of $212 million.

For fiscal 2026, net sales were $27.9 billion, up 8%, GAAP net income was $880 million and GAAP EPS $2.33. Adjusted net income was $1.25 billion and adjusted EPS $3.30, with free cash flow of $1.06 billion.

Flex guided fiscal 2027 net sales to $32.3–$33.8 billion with adjusted EPS of $4.21–$4.51. The planned spin-off, targeted to close in the first quarter of calendar 2027, will create “SpinCo,” focused on AI data center and critical power infrastructure, while Flex remains a diversified advanced manufacturing company. Revathi Advaithi will lead SpinCo, and Michael Hartung will become Flex CEO.

Rhea-AI Summary

Flex Ltd. entered into a new senior delayed draw term loan credit facility with a total commitment of $1.45 billion and completed its acquisition of Electrical Power Products, Inc. (EP²).

The credit facility matures 364 days after the first funding date and bears floating interest based on Term SOFR or a Base Rate plus a margin tied to Flex’s senior long-term unsecured debt ratings. It includes customary covenants, such as a maximum Debt/EBITDA Ratio of 4.00 to 1.00 and a minimum Interest Coverage Ratio of 3.00 to 1.00, along with standard events of default. Proceeds may be used for general corporate purposes, including financing the EP² purchase. EP² will be integrated into Flex’s Embedded and Critical Power business, broadening its engineered-to-order power control offerings for utilities, power generation, and data centers.

Rhea-AI Summary

Flex Ltd. has entered into a definitive agreement to acquire Electrical Power Products, Inc. (EP2), an engineered-to-order electrical power control and protection systems provider, in an all-cash deal valued at approximately $1.1 billion, including anticipated tax benefits of approximately $0.1 billion (about $1.0 billion after tax benefits).

EP2 is expected to generate approximately $323 million of revenue in the fiscal year ending March 31, 2026, with anticipated double-digit organic growth and a mid to high-teens adjusted EBITDA margin profile. Flex expects the acquisition to be accretive to adjusted EPS in the first full fiscal year after close, with closing targeted for the first quarter of Flex’s fiscal year 2027, subject to customary conditions including Hart-Scott-Rodino clearance.

Rhea-AI Summary

Flex Ltd. filed a current report to note that it has released financial results for its third quarter ended December 31, 2025.

The company announced these results in a press release dated February 4, 2026, which is furnished as Exhibit 99.1 to this report and is expressly stated as being furnished rather than filed for securities law purposes.

Rhea-AI Summary

Flex Ltd. completed a registered debt offering, selling $150,000,000 aggregate principal amount of 5.250% Notes due 2032 and $600,000,000 aggregate principal amount of 5.375% Notes due 2035 under its Form S-3 shelf. The additional 2032 Notes reopen and form a single series with the $500,000,000 5.250% Notes due 2032 issued on August 21, 2024.

Interest on the 2032 Notes is payable on January 15 and July 15 each year, starting January 15, 2026; maturity is January 15, 2032. Interest on the 2035 Notes is payable on May 13 and November 13 each year, starting May 13, 2026; maturity is November 13, 2035. Both series are senior unsecured obligations, with optional redemption by the Company at stated prices and a holder repurchase right upon a change of control repurchase event, as defined in the applicable indentures. The indentures include limited covenants on liens, sale-leasebacks, and mergers, with customary events of default.

Rhea-AI Summary

Flex Ltd. furnished an 8-K announcing it issued a press release with financial results for its second quarter ended September 26, 2025.

The press release is attached as Exhibit 99.1, and the information is furnished under Item 2.02 and not deemed filed under Section 18 of the Exchange Act.

Rhea-AI Summary

Flex Ltd. filed a Form 8-K to report that it has submitted a prospectus supplement to its automatic shelf registration statement on Form S-3 with the SEC. The filing is being used mainly to provide the legal opinion from Allen & Gledhill LLP on the validity of the shares covered by that prospectus supplement, included as Exhibit 5.1 along with a related consent.

Rhea-AI Summary

Flex Ltd. filed a Form 8-K reporting an unregistered sale of equity securities and disclosing executed transaction documents dated August 15, 2025. The filing lists a Warrant to Purchase Ordinary Shares and a Transaction Agreement dated August 15, 2025 between Flex Ltd. and Amazon.com, Inc.. Portions of the document have been redacted under disclosure rules. The filing was signed by the Chief Financial Officer and includes an Inline XBRL cover page file for machine-readable data.

8-K
8-K
Rhea-AI Summary

Flex Ltd. (FLEX) filed an 8-K disclosing a one-time supplemental equity award for CEO Revathi Advaithi. On 19 June 2025, the Board, following its Compensation and People Committee’s recommendation and external consultant benchmarking, approved performance-based restricted share units (PSUs) with a grant-date fair value of US$25 million.

Key terms:

  • Performance metric: growth and profitability of Flex’s data-center business, measured at FY-end 2028; payout range 0-250 % of target.
  • Relative TSR cap: Over 19 Jun 2025-19 Jun 2028, PSU payout is limited to 250 % (≥ median rTSR), 200 % (< median), or 100 % (<25th percentile).
  • Vesting: Cliff vesting after performance certification; requires continuous service. Retirement or disability does not accelerate vesting (stricter than standard awards).
  • Termination provisions: • Pro-rata vesting if employment ends without cause or for good reason before change-of-control. • 100 % acceleration if such termination occurs within 24 months post change-of-control (actual performance if period complete; target if incomplete).

The award seeks to (1) retain Ms. Advaithi through the next growth phase, especially in data centers, and (2) align pay with long-term shareholder value. The agreement will be filed as an exhibit to the June-quarter 10-Q.