OPKO Health: About $121M of notes eligible to convert

Q: How much of OPK's 3.75% convertible notes can be converted and until when?

Approximately $121 million of notes is outstanding, and holders may convert through December 31, 2026. OPKO Health, Inc. elected to satisfy conversion obligations in common shares.

Q: How many shares does OPK provide per $1,000 of note principal?

A holder converting $1,000 principal amount receives 869.5652 shares of common stock, plus additional shares applicable on the conversion date under the Indenture's early conversion provisions.

U.S. Bank Trust Company, National Association is the trustee for noteholders and the conversion agent under the Indenture.

Filing Impact

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Filing Sentiment

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Form Type

8-K

Rhea-AI Filing Summary

OPKO Health, Inc. said holders of approximately $121 million of its outstanding 3.75% Convertible Senior Notes due 2029 may convert through December 31, 2026; the company elected to satisfy conversion obligations in common shares.

The conversion right was triggered because the closing price exceeded $1.495, or 130% of the $1.15 applicable conversion price, for at least 20 of 30 consecutive trading days during the quarter ended September 30, 2026. For each $1,000 principal amount converted, a holder receives 869.5652 common shares plus additional shares applicable on the conversion date under the early conversion provisions. The notes may be convertible after December 31, 2026, if one or more Indenture conversion conditions are satisfied during future measurement periods. U.S. Bank Trust Company, National Association is trustee for noteholders and conversion agent under the Indenture.

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8-K Event Classification

Item 8.01 — Other Events

1 item

Item 8.01 Other Events Other

Voluntary disclosure of events the company deems important to shareholders but not covered by other items.

Key Figures

Approximate principal outstanding: Approximately $121 million Stated note rate: 3.75% Maturity year: 2029 +5 more

8 metrics

Approximate principal outstanding Approximately $121 million 3.75% Convertible Senior Notes due 2029

Stated note rate 3.75% Convertible Senior Notes due 2029

Maturity year 2029 Notes due 2029

Conversion eligibility end date December 31, 2026 Holders may convert the notes through this date

Closing-price trigger $1.495 per share 130% of the $1.15 applicable conversion price

Applicable conversion price $1.15 per share Convertible Senior Notes

Trading-day condition At least 20 of 30 consecutive trading days Quarter ended September 30, 2026

Stated shares per $1,000 principal amount 869.5652 shares Plus additional shares applicable on the conversion date under the early conversion provisions

Key Terms

Convertible Senior Notes, conversion price, Indenture, early conversion provisions, +1 more

5 terms

Convertible Senior Notes financial

"3.75% Convertible Senior Notes due 2029"

Convertible senior notes are a type of loan that a company issues to investors, which can be turned into company shares later on. They are called "senior" because they are paid back before other debts if the company runs into trouble. This allows investors to earn interest like a loan but also have the chance to own part of the company if its value rises.

conversion price financial

"applicable conversion price of $1.15"

The conversion price is the fixed price at which a convertible security, like a bond or preferred stock, can be exchanged for shares of common stock. It acts like a set rate that determines how many shares an investor can receive if they choose to convert their investment. This helps investors understand the value and potential benefits of converting their securities into company shares.

Indenture financial

"under the Indenture"

An indenture is a legal agreement between a company that borrows money by issuing bonds and the people who buy those bonds. It explains the rules the company must follow, like paying back the money and keeping certain financial promises. This document helps both sides understand their rights and responsibilities.

early conversion provisions financial

"based on the early conversion provisions in the Indenture"

conversion agent financial

"the conversion agent under the Indenture"

A conversion agent is a third-party service that carries out and records exchanges when a security can be swapped for another — for example, turning convertible bonds or preferred shares into common stock. Think of it as the clerk at a ticket booth who verifies your voucher, gives you the new ticket, and updates the ledger; investors care because the agent controls the timing, accuracy and paperwork of conversions, which affect share counts, ownership and value.

FAQ

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

How much of OPK's 3.75% convertible notes can be converted and until when?

Approximately $121 million of notes is outstanding, and holders may convert through December 31, 2026. OPKO Health, Inc. elected to satisfy conversion obligations in common shares.

How many shares does OPK provide per $1,000 of note principal?

A holder converting $1,000 principal amount receives 869.5652 shares of common stock, plus additional shares applicable on the conversion date under the Indenture's early conversion provisions.

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

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Available on EDGAR 10/02/2026 - 04:13 PM Accepted by SEC EDGAR 10/02/2026 - 04:12 PM

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): September 30, 2026

    

OPKO Health, Inc.

(Exact name of Registrant as Specified in Its Charter)


Delaware	001-33528	75-2402409
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

4400 Biscayne Blvd.
Miami, Florida		33137
(Address of Principal Executive Offices)		(Zip Code)

     Registrant’s Telephone Number, Including Area Code: 305 575-4100

    

(Former Name or Former Address, if Changed Since Last Report)

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	OPK	Nasdaq Global Select Market

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 8.01 Other Events.

On October 1, 2026, OPKO Health, Inc. (the “Company”) determined that its 3.75% Convertible Senior Notes due 2029 (the “Notes”), of which approximately $121 million is outstanding, are convertible by holders of such Notes through December 31, 2026. The Company has elected to satisfy its conversion obligation under the Notes in shares of the Company’s common stock. The conversion right has been triggered because the closing price per share of the Company’s common stock has exceeded $1.495, or 130% of the applicable conversion price of $1.15, for at least 20 of 30 consecutive trading days during the quarter ended September 30, 2026. The Notes will continue to be convertible until December 31, 2026, and may be convertible thereafter, if one or more of the conversion conditions specified in the Indenture, dated as of January 9, 2024, by and between the Company and U.S. Bank Trust Company, National Association (the “Indenture”), is satisfied during future measurement periods. Pursuant to the Indenture, a holder who elects to convert the Notes will receive 869.5652 shares of the Company’s Common Stock plus such number of additional shares as is applicable on the conversion date per $1,000 principal amount of Notes based on the early conversion provisions in the Indenture. A complete explanation of the conversion rights of holders of the Notes, as well as the procedures required to convert the Notes, is set forth in the Indenture.

U.S. Bank Trust Company, National Association is the trustee for the holders of the Notes and the conversion agent under the Indenture. Any questions relating to the mechanics of the conversion for the Notes should be directed to U.S. Bank Trust Company, National Association, Attn: Corporate Trust Department.

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.


	OPKO Health, Inc.

	By:	/s/ Adam Logal
Date: October 2, 2026	Name:	Adam Logal
	Title:	Senior Vice President, Chief Financial Officer

Source: View Original Filing on SEC EDGAR

Filing Exhibits & Attachments

1 document