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Penumbra Inc (PEN) SEC Filings, Jan-Feb 2026

PEN NYSE

Penumbra, Inc. filings document the regulatory record for a NYSE-listed medical-device company focused on thrombectomy technologies for stroke, pulmonary embolism, venous thromboembolism, and acute limb ischemia. Form 8-K reports cover operating results, material-event disclosures, material agreements, capital-structure matters, and clinical or regulatory updates involving its thrombectomy portfolio.

Proxy materials describe shareholder voting matters, governance practices, compensation arrangements, and capital-structure proposals. The filing record also includes disclosures on risk factors, financial condition, executive appointments and compensatory arrangements, and the company's common stock registered under the symbol PEN on the New York Stock Exchange.

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Penumbra Inc President Shruthi Narayan reported equity compensation and related tax share withholding. On February 13, 2026, she received a grant of 2,630 restricted stock units (RSUs) that vest in four equal annual installments on February 15, 2026, 2027, 2028 and 2029, subject to continued service. On February 15, 2026, 705 common shares were withheld at $339.30 per share to satisfy tax obligations upon RSU vesting, a non‑market disposition. On February 17, 2026, she received an additional 2,630 RSUs vesting in four equal annual installments beginning February 15, 2027. The RSU footnotes state that if the Closing defined in the January 14, 2026 merger agreement with Boston Scientific Corporation occurs, any unvested RSUs will fully vest at that Closing, subject to continued service through that date.

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FMR LLC and Abigail P. Johnson report a 4.7% beneficial stake in Penumbra Inc. common stock. As of the January 30, 2026 event date, they report beneficial ownership of 1,826,862.09 shares, with FMR holding sole voting power over 1,822,618 shares and sole dispositive power over 1,826,862.09 shares.

The filing states the securities are held in the ordinary course of business and not for the purpose of changing or influencing control of Penumbra. It also notes that one or more other persons may receive dividends or sale proceeds, but no such person holds more than 5% of the class.

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FMR LLC has filed Amendment No. 10 to its Schedule 13G reporting a significant ownership stake in Penumbra Inc. As of December 31, 2025, FMR LLC and related entities beneficially owned 5,100,142.02 shares of Penumbra common stock, representing 13.0% of the outstanding class.

FMR LLC reported sole voting power over 5,086,654 shares and sole dispositive power over 5,100,142.02 shares. Abigail P. Johnson is also a reporting person, with sole dispositive power over the same 5,100,142.02 shares and no voting power. The filing states the shares were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing control of Penumbra.

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Boston Scientific used its Q4 2025 call to highlight strong growth and the pending acquisition of Penumbra. The Cardiovascular segment grew 16% operationally and organically in the quarter and 21% organic for the full year, reflecting strength in fast-growing markets.

As of December 31, 2025, the company reported cash on hand of $1.965 billion and a gross debt leverage ratio of 1.9x. All three major rating agencies affirmed its single A minus equivalent credit rating, and Fitch raised its outlook from stable to positive.

Management closed the acquisition of Nalu Medical and announced deals for Valencia Technologies and Penumbra, expanding into urology and neurovascular/mechanical thrombectomy adjacencies. The CEO reaffirmed long-range goals for 10%+ organic revenue growth from 2026–2028, about 150 bps margin expansion, and strong double-digit EPS growth, while cautioning that these are forward-looking statements subject to significant risks.

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Boston Scientific Corporation has entered into a definitive agreement to acquire Penumbra, Inc. in a cash-and-stock transaction valued at $14.5 billion. The company plans to fund about 73% of the deal in cash and 27% in stock, and expects the acquisition to close this year, subject to regulatory approvals and other conditions.

The transaction is designed to expand Boston Scientific’s cardiovascular portfolio and re-establish a strong neurovascular business, adding devices that treat stroke-causing blood clots in the brain and pulmonary embolism clots in the lungs. Penumbra expects roughly $1.4 billion of revenue in 2025, growing more than 17% over 2024. Boston Scientific anticipates the deal will slightly dilute profits in the first full year after closing, become neutral to slightly beneficial in the second year, and more beneficial thereafter.

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Penumbra Inc.'s president, Shruthi Narayan, reported a routine tax‑related share withholding. On January 15, 2026, the issuer withheld 286 shares of common stock at $350.49 per share to cover tax obligations arising from the vesting of restricted stock units granted to her. Following this transaction, Narayan beneficially owns 26,317 shares of Penumbra common stock, held directly. This reflects an administrative adjustment tied to equity compensation rather than an open‑market sale.

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Penumbra, Inc. has entered into a definitive agreement to be acquired by Boston Scientific Corporation, with the transaction expected to close in 2026, subject to customary conditions and approvals. Company leaders tell customers, distributors, suppliers and clinical study partners that Penumbra and Boston Scientific will operate independently until closing and that Penumbra’s products, contracts, commitments and clinical trials are expected to continue without change during this period. The messages emphasize ongoing focus on product excellence, innovation and global patient access. Investors are told that Boston Scientific will file a Form S-4 registration statement containing a joint proxy statement/prospectus, and that stockholders should carefully read those materials when available, as well as the detailed risk factors and forward-looking statement disclosures related to the proposed merger.

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Boston Scientific plans to acquire Penumbra for $374 per share in a cash‑and‑stock deal valuing Penumbra at $15 billion. The consideration mix is about $11 billion in cash and $4 billion in Boston Scientific stock, with roughly 41 million new Boston Scientific shares issued, and closing targeted in 2026 subject to customary conditions.

Penumbra expects strong 2025 results, with preliminary Q4 2025 revenue growth of 21.4%–22% and full‑year revenue of about $1.4 billion, up roughly 17.3%–17.5%. Boston Scientific highlights Penumbra’s presence in high‑growth mechanical thrombectomy and neurovascular markets and plans to run Penumbra largely as a standalone business within its cardiovascular group while leveraging its global commercial and manufacturing footprint.

Financially, Boston Scientific projects the deal will be slightly dilutive to adjusted EPS in the first full year post‑close by $0.06–$0.08, turning slightly accretive in year two and increasingly accretive after achieving over $200 million of operating income impact from revenue synergies and cost efficiencies in year three. Management reiterates its goals for double‑digit EPS growth and long‑term margin expansion over 2026–2028.

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Boston Scientific agreed to acquire Penumbra, Inc. through a merger where each Penumbra share will be converted, at the holder’s election and subject to proration, into either $374.00 in cash or 3.8721 Boston Scientific shares. Overall, 73.26% of Penumbra shares are expected to receive cash and 26.74% stock, with Penumbra becoming a wholly owned subsidiary of Boston Scientific if the deal closes. Completion depends on Penumbra stockholder approval, required regulatory clearances (including antitrust reviews), effectiveness of a Form S-4, and New York Stock Exchange listing of the new Boston Scientific shares, along with other customary conditions. The agreement includes a $525 million termination fee payable by Penumbra in certain competing-deal scenarios and a $900 million reverse termination fee payable by Boston Scientific if specified regulatory conditions are not met despite other closing conditions being satisfied.

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FAQ

How many Penumbra (PEN) SEC filings are available on StockTitan?

StockTitan tracks 118 SEC filings for Penumbra (PEN), including 10-K annual reports, 10-Q quarterly reports, 8-K current reports, and Form 4 insider trading disclosures. Each filing includes AI-generated summaries, impact scoring, and sentiment analysis.

When was the most recent SEC filing for Penumbra (PEN)?

The most recent SEC filing for Penumbra (PEN) was filed on February 19, 2026.