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Impinj, Inc. 8-K Filings

PI NASDAQ

Every 8-K that Impinj, Inc. (PI) 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 PI 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 PI filings page.

Rhea-AI Summary

Impinj, Inc. (PI) announced privately negotiated exchanges of its 1.125% Convertible Senior Notes due 2027. The company agreed to exchange approximately $56.5 million in cash and about 188,451 shares of common stock, based on a reference share price, for $56.3 million in aggregate principal amount of the 2027 Notes. These cash and share amounts may adjust during a two-day measurement period ending September 14, 2026, depending on the trading price of the stock. Closings are expected on or about September 16, 2026, funded from cash on hand, and will leave approximately $1.0 million principal amount of the 2027 Notes outstanding. The transaction is structured as a private placement to qualified institutional buyers relying on the Section 4(a)(2) exemption and Rule 144A.

Rhea-AI Summary

Impinj, Inc. reported strong second-quarter 2026 results, with revenue of $108.4 million, up from $97.9 million a year earlier.

GAAP net income was $12.2 million, or $0.39 per diluted share, while non-GAAP net income reached $27.0 million, or $0.86 per diluted share. GAAP gross margin was 58.6% and non-GAAP gross margin 60.9%. Adjusted EBITDA was $30.7 million.

For the third quarter of 2026, the company expects revenue of $105.5–$108.5 million, GAAP diluted EPS of $0.07–$0.12, non-GAAP diluted EPS of $0.59–$0.63, and adjusted EBITDA of $20.7–$22.2 million.

Rhea-AI Summary

Impinj, Inc. reported the results of its 2026 annual shareholder meeting. Stockholders holding 26,882,531 shares, about 88.26% of the 30,459,059 shares entitled to vote, were present in person or by proxy.

All seven director nominees were elected, with most receiving over 23 million votes in favor. Stockholders also ratified Ernst & Young LLP as independent registered public accounting firm for the fiscal year ending December 31, 2026. In advisory voting, shareholders approved the compensation of the company’s named executive officers and separately approved the 2026 Equity Incentive Plan, each with more than 24 million votes in favor.

Rhea-AI Summary

Impinj, Inc. reported first-quarter 2026 revenue of $74.3 million, roughly flat year over year, with GAAP gross margin of 49.1% and non-GAAP gross margin of 52.4%. The company posted a GAAP net loss of $25.3 million, or $0.83 per diluted share, largely reflecting an $11.9 million induced conversion expense related to convertible notes. On a non-GAAP basis, Impinj generated net income of $4.4 million, or $0.14 per diluted share, and adjusted EBITDA of $3.4 million. Free cash flow improved to $2.2 million. For the second quarter of 2026, Impinj expects revenue between $103.0 million and $106.0 million, GAAP net income of $7.6 million to $9.1 million, and non-GAAP diluted net income per share of $0.77 to $0.82.

Rhea-AI Summary

Impinj, Inc. disclosed that it entered into privately negotiated agreements with certain holders of its 1.125% Convertible Notes due 2027 to repurchase for cash approximately $40.2 million in aggregate principal amount. The total repurchase cost, including accrued and unpaid interest, is approximately $47.2 million.

After the repurchases close, approximately $57.3 million aggregate principal amount of these notes will remain outstanding, reducing the company’s future debt obligations under this convertible issue. The transaction is structured as a cash repurchase and is described as a partial repurchase of the notes.

8-K
Rhea-AI Summary

Impinj, Inc. filed a current report to furnish a press release announcing its financial results for the fourth quarter and full year ended December 31, 2025. The press release, titled “Impinj Reports Fourth Quarter and Full Year 2025 Financial Results,” is attached as Exhibit 99.1.

The company specifies that this information, including the exhibit, is being furnished rather than filed, meaning it is not subject to certain liability provisions of the Exchange Act and is not automatically incorporated into other Securities Act or Exchange Act filings.

Rhea-AI Summary

Impinj, Inc. filed a current report describing that it has released preliminary, unaudited financial information for the fourth quarter ended December 31, 2025. The company shared this early look at revenue and adjusted EBITDA in a press release titled “Impinj Announces Preliminary Fourth-Quarter 2025 Revenue and Adjusted EBITDA Ahead of Participation at 28th Annual Needham Growth Conference,” issued on January 13, 2026 and attached as an exhibit.

The company notes that its actual fourth-quarter 2025 results are still being finalized and that the preliminary figures may differ materially from management’s expectations once the review is complete. The press release and the related information are furnished rather than filed, which means they are not subject to certain Exchange Act liabilities and are not automatically incorporated into other securities law filings.

Rhea-AI Summary

Impinj entered a Fifth Amendment to its Seattle office lease, extending the term to January 31, 2038 and adding approximately 6,563 rentable sq ft of expansion space. After remeasurement, the company will lease about 70,995 rentable sq ft.

The amendment sets total base rent for the existing premises at approximately $44,000,000 from September 1, 2025 through the lease term, with additional base rent for the expansion space beginning when it is made available for occupancy. Impinj will also pay its proportionate share of operating expenses, insurance, and taxes during the term.

To induce the amendment, the landlord granted an eight‑month base rent abatement for the existing space from September 1, 2025 through April 30, 2026, plus an additional eight‑month abatement for the expansion space once available. The landlord also provided a $5,000,000 tenant improvement allowance for the expansion space, with up to 50% of any unused amount applicable to rent.

Rhea-AI Summary

Impinj, Inc. filed a current report to furnish a press release announcing its financial results for the third quarter ended September 30, 2025. The press release, titled “Impinj Reports Third Quarter 2025 Financial Results,” is included as Exhibit 99.1 and provides the detailed quarterly figures and commentary. The company notes that the information in this report and its exhibit is being furnished, not filed, so it is not subject to certain liability provisions of the Exchange Act or automatically incorporated into other securities filings.

8-K
Rhea-AI Summary

Impinj, Inc. (PI) expanded and refreshed its board. On October 20, 2025, the Board set its size at seven directors and appointed Arthur L. Valdez Jr. as a director, effective immediately, with an initial term expiring at the next annual meeting of stockholders.

The company states there were no arrangements or understandings behind his selection and no related party transactions requiring disclosure. Mr. Valdez will participate in Impinj’s outside director compensation policy and enter into the company’s standard indemnification agreement.

Rhea-AI Summary

Impinj, Inc. completed a private offering of $190 million aggregate principal amount of 0% Convertible Senior Notes due 2029 and entered into an indenture with U.S. Bank Trust Company as trustee. The notes are senior unsecured, mature on September 15, 2029, and are convertible based on an initial rate of 3.7398 shares per $1,000, equivalent to a conversion price of about $267.39 per share, a 37.50% premium to the $194.47 share price on September 3, 2025.

Net proceeds of approximately $183.6 million, together with cash on hand, were used to exchange $190.0 million principal of 1.125% Convertible Senior Notes due 2027 for about $190.5 million in cash and approximately 0.8 million shares of common stock, leaving $97.5 million of the 2027 notes outstanding. Impinj also entered into capped call transactions with several banks, economically matching the notes’ conversion profile with a strike around $267.39 and an initial cap price of about $340.32 per share, designed to reduce potential dilution or offset certain cash payments upon conversion up to that cap.

Rhea-AI 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.