[8-K] SRx Health Solutions, Inc. Reports Material Event
Rhea-AI Filing Summary
SRx Health Solutions, Inc. filed a current report describing the full redemption of its Series A Convertible Preferred Stock. The company redeemed all outstanding preferred shares for an aggregate redemption price of approximately $21,772,500 under the terms of its certificate of designations.
According to the accompanying press release, the redeemed Series A Preferred Stock had represented about 125,000,000 shares of common stock on an as-converted basis, which are now canceled. The company previously issued 19,035 preferred shares in a private placement for roughly $15.23 million in proceeds. Management states that eliminating this class of preferred stock and the associated as-converted common shares improves capital structure flexibility for potential future investments or returning capital to shareholders.
SRx Health notes it has no undisclosed immediate plans for mergers and acquisitions as of the release date, but will continue to evaluate opportunities periodically. The company also expects to file its Form 10-Q for the quarter ended December 31, 2025 on February 13, 2026.
Positive
- None.
Negative
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Insights
SRx Health removes a large preferred overhang, trading cash for simpler equity.
SRx Health redeemed all outstanding Series A Preferred Stock for about
The preferred was originally issued on
Management frames the move as improving balance sheet flexibility for potential M&A or capital returns, while explicitly stating there are no undisclosed immediate M&A plans as of
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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Item 7.01. Regulation FD Disclosure.
On February 9, 2026, SRx Health Solutions, Inc., a Delaware corporation (the “Company”), gave notice to all of the holders of its Series A Convertible Preferred Stock (the “Preferred Stock”) of the Company’s intent to redeem all of the issued and outstanding shares of Preferred Stock pursuant to Section 9 of the Preferred Stock Certificate of Designations filed by the Company with the Secretary of State of the State of Delaware on October 27, 2025. On February 11, 2026, the Company redeemed 17,418 shares of Preferred Stock, representing all of the issued and outstanding shares of Preferred Stock, for an aggregate redemption price of approximately $21,772,500.00.
A press release announcing the Company’s redemption of the Preferred Stock was published on February 11, 2026 and is attached to this report as Exhibit 99.1.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
| Exhibits | Description | |
| 99.1 | Press Release, dated February 11, 2026. | |
| 104 | Cover Page Interactive Data File (Embedded within the Inline XBRL document) |
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.
| SRx Health Solutions, Inc. | ||
| By: | /s/ Carolina Martinez | |
| Name: | Carolina Martinez | |
| Title: | Chief Financial Officer | |
February 11, 2026
Exhibit 99.1
FOR IMMEDIATE RELEASE
SRx Health Solutions Redeems Series A Preferred Stock and Cancels Approximately 125,000,000 Shares of Common Stock, Improving Balance Sheet Flexibility for Investment in M&A or Return of Capital to Shareholders
NORTH PALM BEACH, FL — February 11, 2026 — SRx Health Solutions, Inc. (NYSE American: SRXH) (the “Company”) today announced that it has redeemed 17,500 shares of its Series A Preferred Stock pursuant to the terms of the Series A Preferred Stock, representing approximately 125,000,000 shares of common stock on an as-converted basis. On October 31, 2025 the Company issued and sold in a private placement 19,035 shares of the Series A Preferred Stock for aggregate proceeds of approximately $15.23 million.
The Company expects to file its Form 10-Q with the SEC for its fiscal first quarter for the period ended December 31, 2025 on Friday, February 13, 2026.
Michael Young, Board Member of SRx Health, commented, “The retirement of the preferred and cancellation of approximately 125,000,000 shares of common stock allows for further flexibility of our capital structure for additional investments in the future.”
SRXH does not have immediate plans for M&A as of the date of this release that has not been already disclosed, but will continue to evaluate opportunities from time to time.
Forward-Looking Statements
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Words such as “believe,” “expect,” “intend,” “aim,” “plan,” “may,” “could,” “target,” and similar expressions are intended to identify forward-looking statements. These statements are based on current expectations and assumptions that are subject to risks and uncertainties that could cause actual results to differ materially from those expressed or implied. These risks include, but are not limited to, the ability to complete the proposed transaction, shareholder approvals, market conditions, regulatory considerations, and other risks described in the Company’s filings with the Securities and Exchange Commission. Forward-looking statements speak only as of the date made, and the Company undertakes no obligation to update them, except as required by law.
Company Contact
SRx
Health Solutions, Inc.
Kent Cunningham, Chief Executive Officer
Investor Relations Contact
KCSA
Strategic Communications
Valter Pinto, Managing Director
212-896-1254
valter@kcsa.com
Media Contact
KCSA
Strategic Communications
Kristin Cwalinski, Senior Vice President
EMJX@KCSA.com
Filing Exhibits & Attachments
5 documentsPress Releases
