Every 8-K that Hologic Inc (HOLX) 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 HOLX 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 HOLX filings page.
Hologic, Inc. has completed its acquisition by funds managed by Blackstone and TPG, becoming a wholly owned subsidiary of Hopper Parent Inc. in a cash deal valuing the company at approximately $17.3 billion.
At closing, each share of Hologic common stock was converted into the right to receive $76.00 in cash plus one contingent value right (CVR) that may pay up to an additional $3.00 per share based on future Breast Health revenue milestones. The company is redeeming all $400 million of its 4.625% 2028 notes and all $950 million of its 3.250% 2029 notes at par plus accrued interest, terminating related credit facilities, and delisting its common stock from Nasdaq. Longtime CEO Stephen MacMillan resigned and José (Joe) E. Almeida was appointed Chief Executive Officer, as Hologic transitions to private ownership under Blackstone and TPG.
Hologic, Inc. announced that longtime Chairman, President and CEO Steve MacMillan will retire immediately after the closing of its go‑private merger with affiliates of funds managed by Blackstone and TPG. His departure is explicitly contingent upon, and effective as of, the transaction’s closing.
The company stated it has received all regulatory approvals necessary to complete the merger, which is expected to close on or about April 7, 2026, subject to customary conditions. Over MacMillan’s more than 12 years at Hologic, revenue increased 65%, non‑GAAP earnings per share rose 184%, the share price gained 241%, and the workforce grew by more than 1,500 employees.
Hologic’s next CEO is expected to be announced when the transaction closes. The company also reiterated forward‑looking statement cautions, highlighting risks that could still affect the merger’s completion and post‑closing outcomes, including for holders of contingent value rights (CVRs).
Hologic, Inc. reported results from a special shareholder meeting held to vote on its proposed acquisition by affiliates of funds managed by Blackstone Inc. and TPG Global, LLC. Shareholders approved the Merger Agreement, with 178,777,739 votes for, 151,271 against and 117,121 abstaining.
On the record date, 223,065,562 shares were entitled to vote, and 179,046,131 shares, or about 80.27% of voting power, were present, establishing a quorum. An advisory, non‑binding proposal on potential executive compensation related to the merger was not approved, with 60,764,502 votes for and 115,723,408 against.
Because the merger proposal passed, no adjournment vote was needed. The merger is expected to close in March or April 2026, subject to required regulatory approvals and other customary closing conditions.
Hologic, Inc. furnished an 8-K to provide a press release announcing its financial results for the first quarter ended December 27, 2025. The press release is included as Exhibit 99.1, and the company specifies that this information is furnished, not filed, under securities laws.
The filing also highlights that Hologic has a pending proposed acquisition by affiliates of Blackstone Inc. and TPG Capital, and notes that a Definitive Proxy Statement was filed on December 23, 2025 and mailed to stockholders. Hologic directs stockholders to SEC and company investor relations websites for free copies of the proxy materials and explains that its directors and executive officers may be deemed participants in the proxy solicitation.
Hologic filed an update tied to its pending sale to affiliates of Blackstone and TPG, adding merger‑related disclosures, product updates and litigation developments. The company describes stockholder lawsuits and demand letters claiming the merger proxy omitted material information and responds by supplementing valuation details from Goldman Sachs, including discounted cash flow work that implied a per‑share value range of $66.67 to $99.09 and takeover premium analyses based on prior large U.S. deals.
Hologic also reports a voluntary recall and ongoing stop‑ship for its Brevera 9 Gauge Needles, which represented about 4.7% of Breast Health revenue in fiscal 2025. Because the duration and mitigation efforts are uncertain, Hologic now believes the risk‑adjusted net present value of each contingent value right is likely below the earlier $2.54 estimate, making the 2026 CVR milestone harder to reach despite a possible 2027 “catch‑up” feature. Separately, the company has reached a settlement, fully covered by insurance, to resolve most BioZorb product liability cases with no expected financial liability.
Hologic, Inc. announced a governance update related to equity compensation. On November 4, 2025, the company’s Compensation Committee approved a revised form of Restricted Stock Unit (RSU) Award Agreement, adopted for fiscal 2026. The revised agreement is provided as Exhibit 10.1 to the report and incorporated by reference. This is an administrative update to the standard documentation governing future RSU grants and does not disclose financial terms or changes to award amounts.
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, 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.
Hologic, Inc. filed a current report noting a change to its top leadership contract. On September 18, 2025, the company and Stephen P. MacMillan, its Chairman, President and Chief Executive Officer, amended his employment agreement. The amendment solely extends the term of his existing amended and restated agreement dated September 18, 2015, as amended, so that it continues in effect until it is otherwise terminated by either the company or Mr. MacMillan in accordance with its terms. This update maintains continuity in Hologic’s leadership structure without describing any other changes to his role or compensation.