Welcome to our dedicated page for Hologic SEC filings (Ticker: HOLX), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
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Hologic, Inc. (HOLX) furnished its Q4 financial results via a press release for the quarter ended September 27, 2025. The release was provided under Item 2.02 and is attached as Exhibit 99.1. The company noted that this information is furnished, not filed, and included standard cautionary language regarding forward‑looking statements.
Hologic also referenced a proposed acquisition by affiliates of Blackstone Inc. and TPG Capital. The company plans to file and mail a definitive Proxy Statement to stockholders in connection with the proposed transaction and urged investors to review those materials when available at the SEC’s website and Hologic’s investor relations page.
Hologic (HOLX) reported an insider transaction by a company director on 10/20/2025. The director exercised 7,402 non-qualified stock options at $36.04 per share (code M) and on the same day sold 7,402 shares at an average price of $73.07 (code S). Following these transactions, the director beneficially owns 47,336 shares, held directly. The activity was carried out under a Rule 10b5-1 trading plan adopted on February 19, 2025. The exercised option was set to expire on March 2, 2026.
Hologic, Inc. agreed to be acquired by affiliates of Blackstone and TPG in an all-cash merger. Each share will be converted into $76.00 in cash plus one non-tradeable contingent value right (CVR) worth up to $3.00 in cash, subject to milestone achievement under a CVR agreement. The Board unanimously approved the deal and will recommend that stockholders adopt the merger agreement. Upon closing, Hologic will become a wholly owned subsidiary and its common stock will be delisted.
Closing requires majority stockholder approval, expiration or termination of HSR waiting periods, specified antitrust and foreign direct investment clearances, no blocking order, and CFIUS review after a 30‑day period from notice. The outside date is July 21, 2026, with limited extensions. Termination fees include $540 million (company), $225 million for certain go‑shop outcomes, and a $900 million parent fee for specified failures. Financing commitments include $9.5B first‑lien term loans, $2.0B second‑lien term loans, a $750M revolver, and use of Hologic’s approximately $2.2B cash as of September 27, 2025. A go‑shop runs through 12:01 a.m. ET on December 5, 2025.
Stephen P. MacMillan, Chairman, President and CEO of Hologic, reported multiple transactions on 09/22/2025 under a Rule 10b5-1 plan adopted December 12, 2024. He exercised 138,358 non-qualified stock options at an exercise price of $39.96 and sold common stock in multiple blocks: 22,240 shares at a weighted average of $66.13, 77,418 shares at $67.04, and 38,700 shares at $67.32. After these transactions he directly beneficially owned 1,234,624 shares and indirectly held 1,146,829 shares through the MacMillan Family Trust. The report notes 1,079,673 restricted/performance stock units deferred under the company Deferred Equity Plan and 346 shares acquired via the employee stock purchase plan since his last Form 4.
HOLOGIC INC (HOLX) filed a Form 144 disclosing a proposed sale of 138,358 shares of common stock through Fidelity Brokerage Services LLC, with an aggregate market value of $9,266,548.29. The filing shows the shares are outstanding among a total of 222,419,282 shares and names NASDAQ as the exchange with an approximate sale date of 09/22/2025. The acquisition row lists an option grant dated 11/05/2015 and a recorded acquisition date of 09/22/2025, and payment is noted as cash. The filer reports no securities sold in the past three months and includes the standard representation that the seller is unaware of undisclosed material adverse information.
Hologic (HOLX) Q3 FY25 10-Q highlights: Revenue edged up 1.2% YoY to $1.024 bn, with U.S. sales flat and Europe +16% offsetting a 7% decline in Asia-Pac. Diagnostics grew 2% to $449 m and GYN Surgical +7% to $178 m, while Breast Health fell 5% to $365 m. Gross margin improved 100 bp to 56.4%, lifting operating income 4% to $254.6 m. Net income was stable at $194.9 m; diluted EPS rose 5% to $0.86 on a 5% lower share count.
Year-to-date revenue was flat at $3.05 bn, but $221 m of intangible impairments pushed net income down 38% to $378.5 m (EPS $1.66). Operating cash flow fell 24% to $702 m, while the company spent $753 m on share buybacks and $322 m on acquisitions, cutting cash to $1.74 bn (-$425 m since Sept-24). Debt remains ~ $2.5 bn; on 15 Jul 25 HOLX refinanced its credit facility, trimming the term loan to $1.17 bn and keeping a $1.25 bn revolver.
Balance-sheet leverage is modest (net cash > $-0.4 bn) and equity totals $4.84 bn. Remaining performance obligations stand at $898 m, 58% due within three years. Management continues portfolio pruning (SSI divestiture) and expansion (Gynesonics $341 m, Endomag $314 m) while absorbing restructuring costs ($17.6 m YTD).
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