Impinj plans $175M convertible notes offering

Impinj, Inc. reported that it has issued a press release announcing its intention to offer $175 million aggregate principal amount of Convertible Senior Notes due 2029.

Accepted by SEC EDGAR 09/02/2025 - 04:06 PM EDT Learn about SEC filing dates

Rhea-AI Filing Summary

Impinj, Inc. reported that it has issued a press release announcing its intention to offer $175 million aggregate principal amount of Convertible Senior Notes due 2029. The notes are expected to be sold in a private placement to qualified institutional buyers under Rule 144A of the Securities Act. The announcement is provided through a press release attached as Exhibit 99.1, giving more detail on this planned financing transaction.

Insights

Capital markets analyst

Impinj plans a $175M private convertible notes financing.

Impinj, Inc. plans to raise $175 million through Convertible Senior Notes due 2029 in a private placement to qualified institutional buyers under Rule 144A. Convertible senior notes are debt that sits high in the capital structure but can convert into equity under specified conditions.

This structure can provide cash to the company without immediately issuing new shares, while still creating potential future equity if the notes convert. The filing only states the intent to offer these securities and references a press release for further details on terms such as interest rate, conversion features, and any purchase options.

8-K Event Classification

2 items: 8.01, 9.01

2 items

Item 8.01 Other Events Other

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

Item 9.01 Financial Statements and Exhibits Exhibits

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

FAQ

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

What financing did Impinj (PI) announce in this 8-K?

Impinj, Inc. announced its intention to offer $175 million aggregate principal amount of Convertible Senior Notes due 2029 in a private placement.

How will Impinj (PI) sell the new Convertible Senior Notes?

The notes are expected to be sold in a private placement to qualified institutional buyers pursuant to Rule 144A under the Securities Act.

What is the maturity of Impinj’s planned Convertible Senior Notes?

The planned issuance consists of Convertible Senior Notes due 2029, as described in the company’s disclosure.

Where can investors find more details on Impinj (PI)’s $175M notes offering?

Additional details are contained in a press release attached as Exhibit 99.1, which is incorporated by reference.

Is the Impinj (PI) $175M notes transaction already completed?

The company disclosed its intention to offer the $175 million of Convertible Senior Notes, indicating a planned private placement rather than a completed sale.

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

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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 2, 2025

Impinj, Inc.

(Exact name of registrant as specified in its charter)

Delaware		001-37824		91-2041398
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

400 Fairview Avenue North, Suite 1200

Seattle, Washington 98109

(Address of principal executive offices, including zip code)

(206) 517-5300

(Registrant’s telephone number, including area code)

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 (see General Instruction A.2. below):

☐	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 $0.001 per share	PI	The 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 September 2, 2025, Impinj, Inc. issued a press release announcing its intention to offer $175 million aggregate principal amount of Convertible Senior Notes due 2029 in a private placement to qualified institutional buyers pursuant to Rule 144A under the Securities Act. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

Exhibit		Description
99.1		Press Release issued by Impinj, Inc., dated September 2, 2025.
104		Cover Page Interactive Data File (formatted as inline XBRL).

SIGNATURE

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.

		Impinj, Inc.
Date: September 2, 2025		By:		/s/ Chris Diorio
				Chris Diorio
				Chief Executive Officer