Innovex International details 5M-share secondary sale

Innovex International, Inc. entered into an Underwriting Agreement on August 6, 2026 with affiliates of Amberjack Capital Partners, L.P. as selling stockholders and Barclays Capital Inc. as underwriter for an underwritten secondary offering of common stock.

Rhea-AI Filing Summary

Innovex International, Inc. entered into an Underwriting Agreement on August 6, 2026 with affiliates of Amberjack Capital Partners, L.P. as selling stockholders and Barclays Capital Inc. as underwriter for an underwritten secondary offering of common stock.

The selling stockholders sold 5,000,000 shares of Innovex common stock, par value $0.01 per share, to the underwriter at a price of $28.71 per sharereceived no proceeds from the sale. The secondary offering was conducted under an effective shelf registration statement on Form S-3 (File No. 333-282178), including a base prospectus dated September 17, 2024 and prospectus supplements dated August 6 and August 10, 2026. The agreement includes customary representations, warranties, conditions, termination rights and indemnification of the underwriter by the company and the selling stockholders.

Filing Explained

The secondary offering closed on August 10, 2026, completing the selling stockholders’ sale of 5,000,000 shares; Innovex did not sell shares or receive proceeds from that transaction.

8-K Event Classification

2 items: 1.01, 9.01

2 items

Item 1.01 Entry into a Material Definitive Agreement Business

The company signed a significant contract such as a merger agreement, credit facility, or major partnership.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, or exhibit attachments filed with this report.

Key Figures

Secondary shares sold: 5,000,000 shares Underwriter purchase price: $28.71 per share Shelf registration file number: File No. 333-282178 +3 more

6 metrics

Secondary shares sold 5,000,000 shares Common stock sold by selling stockholders in underwritten offering

Underwriter purchase price $28.71 per share Price to underwriter for Innovex common stock in the offering

Shelf registration file number File No. 333-282178 Form S-3 shelf registration used for the offering

Shelf effectiveness date October 1, 2024 Date Form S-3 shelf registration became effective

Underwriting Agreement date August 6, 2026 Date Innovex executed Underwriting Agreement with selling stockholders and underwriter

Offering closing date August 10, 2026 Date the secondary offering of Innovex common stock closed

Key Terms

Underwriting Agreement, shelf registration statement, base prospectus, prospectus supplement, +1 more

5 terms

Underwriting Agreement financial

"entered into an Underwriting Agreement with certain affiliates of Amberjack Capital Partners"

An underwriting agreement is a contract where a company selling new stocks or bonds hires financial firms to buy those securities and resell them to investors. It matters because the agreement sets the offering price, number of securities, fees and which party bears the risk if sales fall short—think of it as a promise that the sale will happen and a roadmap investors can use to understand how the new securities reach the market.

shelf registration statement regulatory

"made pursuant to the Company’s effective shelf registration statement on Form S-3"

A shelf registration statement is a document a company files with regulators that allows it to sell shares or bonds quickly when it’s a good time to raise money. It’s like having a pre-approved plan ready so the company can act fast without going through lengthy paperwork each time they want to sell, making fundraising more flexible.

base prospectus regulatory

"which consists of a base prospectus, filed with the SEC on September 17, 2024"

A base prospectus is a detailed document that provides essential information about a financial offering, such as a bond or share issue. It acts like a comprehensive guide for investors, explaining what the investment involves, the risks involved, and how the process works. This helps investors make informed decisions before committing their money.

prospectus supplement regulatory

"a preliminary prospectus supplement, filed with the SEC on August 6, 2026"

A prospectus supplement is an additional document provided alongside a company's main offering details, offering updated or extra information about a specific financial product being sold. It helps investors understand the latest terms, risks, and details of the investment, similar to how an update or revision clarifies or expands on original instructions, ensuring they have current and complete information before making a decision.

indemnify the Underwriter financial

"The Company and the Selling Stockholders have agreed to indemnify the Underwriter"

Offering Details

secondary · 5,000,000 shares at $28.71 per share

Offering

Offering Type secondary

Securities Offered Common stock, par value $0.01 per share

Offering Amount 5,000,000 shares at $28.71 per share

Use of Proceeds The Company did not receive any proceeds from the sale of the shares offered by the Selling Stockholders.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What stock transaction did Innovex International (INVX) disclose on August 10, 2026?

Innovex disclosed a secondary offering of 5,000,000 common shares sold by affiliates of Amberjack Capital Partners through Barclays Capital Inc. Innovex itself did not sell shares and received no proceeds from this transaction.

How many Innovex (INVX) shares were sold and at what price?

Selling stockholders sold 5,000,000 shares of Innovex common stock to the underwriter at $28.71 per share. These shares were sold by existing holders, not newly issued by the company.

Did Innovex International (INVX) receive any proceeds from the 5,000,000-share sale?

No. Innovex did not receive any proceeds from the sale of 5,000,000 shares. All shares were sold by the selling stockholders, and the company did not issue stock in this offering.

Who were the selling stockholders and underwriter in Innovex’s (INVX) offering?

Affiliates of Amberjack Capital Partners, L.P. acted as the selling stockholders, and Barclays Capital Inc. served as the underwriter under an Underwriting Agreement dated August 6, 2026.

Under what registration statement was the Innovex (INVX) secondary offering made?

The offering was conducted under Innovex’s Form S-3 shelf registration statement, File No. 333-282178, which became effective on October 1, 2024 and was supplemented by prospectus supplements dated August 6 and August 10, 2026.

When did the Innovex (INVX) 5,000,000-share secondary offering close?

The secondary offering of 5,000,000 shares of Innovex common stock by the selling stockholders closed on August 10, 2026, following execution of the Underwriting Agreement on August 6, 2026.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 08/10/2026 - 04:48 PM Accepted by SEC EDGAR 08/10/2026 - 04:47 PM Learn about SEC filing dates

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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): August 06, 2026

Innovex International, Inc.

(Exact name of Registrant as Specified in Its Charter)

Delaware			001-13439	74-2162088
(State or Other Jurisdiction of Incorporation)			(Commission File Number)	(IRS Employer Identification No.)
19120 Kenswick Drive
Humble, Texas				77338
(Address of Principal Executive Offices)				(Zip Code)

Registrant’s Telephone Number, Including Area Code: 346 398-0000

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common stock, par value $0.01 per share		INVX		New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 1.01 Entry into a Material Definitive Agreement.

On August 6, 2026, Innovex International, Inc. (the “Company”) entered into an Underwriting Agreement (the “Underwriting Agreement”) with certain affiliates of Amberjack Capital Partners, L.P. (the “Selling Stockholders”) and Barclays Capital Inc., as underwriter (the “Underwriter”), relating to the offer and sale by the Selling Stockholders of 5,000,000 shares of common stock, par value $0.01 per share, of the Company (the “Common Stock”), at a price to the Underwriter of $28.71 per share (the “Offering”). The Company did not sell any shares of Common Stock in the Offering and did not receive any proceeds from the sale of the shares offered by the Selling Stockholders.

The Offering closed on August 10, 2026. The Offering was made pursuant to the Company’s effective shelf registration statement on Form S-3 (File No. 333-282178), filed previously with the U.S. Securities and Exchange Commission (the “SEC”) that became effective on October 1, 2024, which consists of a base prospectus, filed with the SEC on September 17, 2024, a preliminary prospectus supplement, filed with the SEC on August 6, 2026, and a final prospectus supplement, filed with the SEC on August 10, 2026.

The Underwriting Agreement contains customary representations and warranties, agreements and obligations, closing conditions and termination provisions. The Company and the Selling Stockholders have agreed to indemnify the Underwriter against certain liabilities and to contribute to payments the Underwriter may be required to make in the event of any such liabilities.

The foregoing description of the Underwriting Agreement does not purport to be complete and is subject to and is qualified in its entirety by reference to the Underwriting Agreement, a copy of which is attached hereto as Exhibit 1.1 and the terms of which are incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.	Description
1.1+	Underwriting Agreement, dated as of August 6, 2026, by and among Innovex International, Inc., the Selling Stockholders and Barclays Capital Inc.
104	Cover Page Interactive Data File (formatted as inline XBRL)

+ Certain schedules, exhibits and similar attachments have been omitted pursuant to Item 601(a)(5) of Regulation S-K. The Company agrees to furnish supplementally a copy of such schedules, or any section thereof, to the SEC upon request.

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 hereunto duly authorized.

			Innovex International, Inc.
Date:	August 10, 2026	By:	/s/ Adam Anderson
			Adam Anderson Chief Executive Officer

Filing Exhibits & Attachments

2 documents

Other Documents

• EX-1.1 EX-1.1 350.7 KB
• EX-101 XBRL TAXONOMY EXTENSION SCHEMA WITH EMBEDDED LINKBASES DOCUMENT 23.3 KB