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Teleflex (NYSE: TFX) starts $250M ASR funded by OEM sale

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Teleflex Incorporated entered into an accelerated share repurchase program with Truist Bank to repurchase $250 million of its common stock, par value $1.00 per share. This transaction is being completed under Teleflex’s previously announced $1 billion share repurchase program.

On August 10, 2026, Teleflex will pay the $250 million repurchase price and receive an initial delivery of shares valued at 80% of that amount, based on the August 6, 2026 closing price. The final share count will be determined using volume-weighted average prices during the ASR term, less a discount and subject to adjustments. At final settlement, Teleflex may receive additional shares or may deliver shares or cash, at its option. The ASR is scheduled to terminate in the fourth quarter of 2026 and will be funded with proceeds from the sale of Teleflex’s Original Equipment Manufacturing and Development Services business.

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Item 8.01 Other Events Other
Voluntary disclosure of events the company deems important to shareholders but not covered by other items.
ASR Repurchase Price $250 million Aggregate value of common stock to be repurchased in the ASR Transaction
Initial delivery proportion 80% Value of initial share delivery as a percentage of the Repurchase Price
Share repurchase program size $1 billion Size of Teleflex’s previously announced share repurchase program
ASR scheduled termination Fourth quarter of 2026 Scheduled end of the accelerated share repurchase term
Common stock par value $1.00 per share Par value of Teleflex common stock covered by the ASR
accelerated share repurchase program financial
"entered into an accelerated share repurchase program with Truist Bank"
An accelerated share repurchase program is a way for a company to buy back its own shares quickly, often in a matter of days or weeks. It typically involves the company paying a financial firm to buy shares on its behalf, which can help boost the company's stock price and reduce the number of shares available to investors. This process is important because it can influence share value and signal confidence in the company's future.
volume-weighted average prices financial
"based on volume-weighted average prices of the Common Stock during the term"
Volume-weighted average price (VWAP) is the average trading price of a stock over a set period, where each trade’s price is weighted by how many shares were exchanged, so large trades influence the average more than small ones. Investors and traders use VWAP like a yardstick to judge whether a trade occurred at a good price relative to the market overall, similar to comparing the average price per pound when shopping where bigger purchases shift the average.
Original Equipment Manufacturing and Development Services business financial
"with proceeds from the sale of its Original Equipment Manufacturing and Development Services business"
par value financial
"common stock, par value $1.00 per share"
Par value is the fixed amount printed on a bond or stock that represents its original value when issued. It’s like the face value of a coin or bill—what the issuer promises to pay back or the starting price of a stock—though it often doesn’t change with market prices. It matters because it helps determine certain financial details, like how much the company will pay back at maturity.

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

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FAQ

What share repurchase agreement did Teleflex (TFX) enter into?
Teleflex entered an accelerated share repurchase program with Truist Bank to buy back $250 million of its common stock. This ASR operates under Teleflex’s broader $1 billion share repurchase program and uses an upfront share delivery followed by a later final settlement.

How will pricing and final shares be determined in Teleflex (TFX)'s ASR?
The total shares in the ASR will be based on volume-weighted average prices of Teleflex common stock during the ASR term, less a discount. After initial delivery, final settlement may result in additional shares to Teleflex or shares/cash delivered by Teleflex.

What initial share delivery will Teleflex (TFX) receive under the ASR?
On August 10, 2026, Teleflex will pay the $250 million repurchase price and receive an initial delivery of common stock valued at 80% of that amount. The value is calculated using the closing share price on August 6, 2026.

When is Teleflex (TFX)'s accelerated share repurchase scheduled to end?
The accelerated share repurchase is scheduled to terminate in the fourth quarter of 2026. However, the program may end earlier if Truist Bank, as the counterparty, elects to conclude the transaction before the scheduled termination date.

How is Teleflex (TFX) funding the $250 million accelerated share repurchase?
Teleflex will fund the $250 million repurchase price using proceeds from the sale of its Original Equipment Manufacturing and Development Services business. This redeploys divestiture proceeds into common stock repurchases under the company’s existing share repurchase authorization.

What obligations might Teleflex (TFX) have at final settlement of the ASR?
At final settlement, Teleflex may be entitled to receive additional shares of common stock from Truist Bank. Under certain circumstances, Teleflex instead may be required to deliver additional shares or make a cash payment, at its option, to the counterparty.
0000096943false00000969432026-08-072026-08-07

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) August 7, 2026

TELEFLEX INCORPORATED
(Exact name of Registrant as Specified in Its Charter)
Delaware1-535323-1147939
(State or Other Jurisdiction
of Incorporation or Organization)
(Commission File Number)
(IRS Employer
Identification No.)
550 E. Swedesford Rd., Suite 400Wayne,PA19087
(Address of Principal Executive Offices)(Zip Code)
Registrant’s Telephone Number, Including Area Code(610)225-6800
Not applicable
(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 classTrading Symbol(s)Name of each exchange on which registered
Common Stock, par value $1 per shareTFXNew York Stock Exchange

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 August 7, 2026, Teleflex Incorporated (the “Company”) entered into an accelerated share repurchase program (the “ASR Transaction”) with Truist Bank (the “Counterparty”) to repurchase an aggregate of $250 million (the “Repurchase Price”) of the Company’s common stock, par value $1.00 per share (the “Common Stock”). The ASR Transaction is being completed under the Company’s previously announced $1 billion share repurchase program.

Under the terms of the ASR Transaction, on August 10, 2026, the Company will make payment of the Repurchase Price to the Counterparty in exchange for an initial delivery of Common Stock with an aggregate value of 80% of the Repurchase Price based on the closing share price of the Common Stock on August 6, 2026. The total number of shares to be repurchased under the ASR Transaction will be based on volume-weighted average prices of the Common Stock during the term of the ASR Transaction, less a discount and subject to customary adjustments. Upon final settlement of the ASR Transaction, the Company may be entitled to receive additional shares of Common Stock from the Counterparty or, under certain circumstances, the Company may be required to deliver shares of Common Stock or make a cash payment, at its option, to the Counterparty.

The ASR Transaction is scheduled to terminate in the fourth quarter of 2026 but may conclude earlier than its scheduled termination date at the election of the Counterparty. The Company will fund the Repurchase Price with proceeds from the sale of its Original Equipment Manufacturing and Development Services business.



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.    
Date: August 7, 2026
TELEFLEX INCORPORATED


By: /s/ John R. Deren
Name: John R. Deren
Title: Executive Vice President and
Chief Financial Officer


Source: View Original Filing on SEC EDGAR

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