GlobalFoundries (NASDAQ: GFS) backs Mubadala share sale with $300M buyback

Rhea-AI Filing Summary

GlobalFoundries Inc. reported the closing of a previously announced underwritten secondary offering of 27,344,840 ordinary shares sold by Mubadala Technology Investment Company. Of these, 20,000,000 shares were sold to the public at $42.0000 per share, while the company repurchased 7,344,840 shares at $40.8450 per share.

The repurchase totals an aggregate of approximately $300 million and was executed under a $500 million share repurchase authorization approved by the board in February 2026. GlobalFoundries will not receive any proceeds from the secondary offering, as all shares were sold by the selling shareholder. Underwriters also have a 30-day option to purchase up to an additional 3,000,000 ordinary shares.

Positive

• Execution of a substantial share repurchase of approximately $300 million as part of a $500 million authorization, directly reducing GlobalFoundries’ share count.

Negative

• None.

Insights

Equity capital markets analyst

GlobalFoundries backs a shareholder sell-down with a sizable, authorized buyback.

GlobalFoundries facilitated Mubadala’s secondary sale of 27,344,840 shares while repurchasing 7,344,840 shares itself for about $300 million. The company receives no proceeds from the sale; cash instead leaves its balance sheet via the repurchase under an existing $500 million authorization.

This structure reduces the selling shareholder’s stake and may limit additional market supply, while the buyback decreases shares outstanding versus using cash for other purposes. Underwriters hold a 30-day option to buy up to 3,000,000 more shares, so any further activity will depend on whether they exercise that option within the stated window.

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of March 2026

Commission File Number 001-40974

GLOBALFOUNDRIES Inc.

400 Stonebreak Road Extension

Malta, NY 12020

Indicate by check mark whether the Registrant files or will file annual reports under cover of Form 20-F or Form 40-F. Form 20-F ☒ Form 40-F ☐

Other Events

On March 13, 2026, GlobalFoundries Inc. (the “Company”) closed the previously announced underwritten secondary offering of an aggregate of 27,344,840 ordinary shares of the Company, 20,000,000 shares of which were sold to the public at a price to the public of $42.0000 per share and 7,344,840 ordinary shares of which were repurchased by the Company at a price equal to the price paid by the underwriters of $40.8450 per share (the “Secondary Offering”). All of the ordinary shares were offered by Mubadala Technology Investment Company (the “Selling Shareholder”) and the Company will not receive any proceeds from the Secondary Offering.

In connection with the Secondary Offering, the Company entered into an underwriting agreement (the “Underwriting Agreement”) with the Selling Shareholder and J.P. Morgan Securities LLC and Morgan Stanley & Co. LLC, as representatives of the several underwriters named therein. Pursuant to the Underwriting Agreement, the underwriters have a 30-day option to purchase up to an additional 3,000,000 ordinary shares at the public offering price minus underwriting discounts and commissions. The above description of the Underwriting Agreement is qualified by reference to the Underwriting Agreement, a copy of which is attached hereto as Exhibit 1.1 and is incorporated herein by reference.

Also pursuant to the Underwriting Agreement and as part of the Secondary Offering, the Company agreed to purchase from the underwriters 7,344,840 of the Selling Shareholder’s ordinary shares at a price per share equal to the price to be paid by the underwriters, for an aggregate repurchase price of approximately $300

million. The share repurchase was executed as part of the $500 million share repurchase authorization approved by the Board of Directors of the Company in February 2026.

The information contained in this Form 6-K is incorporated by reference into the Company’s Registration Statement on Form F-3, File No. 333-294214, and related Prospectuses, as such Registration Statement and Prospectuses may be amended from time to time.

Exhibit 1.1 Underwriting Agreement, dated March 11, 2026, among GlobalFoundries Inc., Mubadala Technology Investment Company and J.P. Morgan Securities LLC and Morgan Stanley & Co. LLC, as representatives of the underwriters named therein.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

			GLOBALFOUNDRIES Inc.
Date: March 13, 2026			By:			/s/ Sam Franklin
			Name:			Sam Franklin
			Title:			Chief Financial Officer

FAQ

What did GlobalFoundries (GFS) disclose in its March 2026 Form 6-K?

GlobalFoundries disclosed the closing of a secondary offering of 27,344,840 ordinary shares sold by Mubadala Technology Investment Company. It also reported repurchasing 7,344,840 of those shares for about $300 million under a previously approved $500 million share repurchase authorization.

How many GlobalFoundries shares were sold in the Mubadala secondary offering?

An aggregate of 27,344,840 GlobalFoundries ordinary shares were sold in the underwritten secondary offering by Mubadala Technology Investment Company. Of these, 20,000,000 shares went to the public at $42.0000 per share, and 7,344,840 shares were repurchased by GlobalFoundries through the underwriters.

Did GlobalFoundries receive any proceeds from this secondary offering?

GlobalFoundries will not receive any proceeds from the secondary offering, because all 27,344,840 ordinary shares were offered by Mubadala Technology Investment Company. The company instead used its own cash to repurchase 7,344,840 shares as part of its $500 million share repurchase authorization.

How large was GlobalFoundries’ share repurchase in this transaction?

GlobalFoundries agreed to repurchase 7,344,840 ordinary shares at $40.8450 per share, for an aggregate repurchase price of approximately $300 million. This buyback was executed as part of a broader $500 million share repurchase authorization approved by its Board of Directors in February 2026.

What option do underwriters have in the GlobalFoundries secondary offering?

Under the underwriting agreement, the underwriters have a 30-day option to purchase up to an additional 3,000,000 GlobalFoundries ordinary shares. Any such purchases would be at the public offering price per share, reduced by underwriting discounts and commissions, and relate to shares sold by the selling shareholder.

Which firms acted as representatives of the underwriters in the GlobalFoundries deal?

J.P. Morgan Securities LLC and Morgan Stanley & Co. LLC served as representatives of the several underwriters in the GlobalFoundries secondary offering. They entered into an underwriting agreement with GlobalFoundries and Mubadala Technology Investment Company governing the sale and related 30-day option for additional shares.

Filing Exhibits & Attachments

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• EX-1.1 EX-1.1 269.6 KB