Every 8-K that Teleflex Incorporated (TFX) 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 TFX 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 TFX filings page.
Teleflex Incorporated (TFX) reported that its Board of Directors increased its size from eight to nine members and elected Sean M. Salmon to the Board effective September 8, 2026. He was also appointed to the Board’s Growth and Operating Committee, which supports the company’s strategic transformation and operational initiatives.
Mr. Salmon brings more than 30 years of global leadership experience in medical devices and pharmaceuticals, including over 20 years at Medtronic plc, where he most recently led its Cardiovascular Portfolio, a global business with fiscal 2025 revenue of approximately $12.5 billion. Following his appointment, the Teleflex Board consists of nine directors, eight of whom are independent, and one third of the Board has been refreshed in 2026. Teleflex states that his experience in capital allocation, portfolio strategy and operational execution is expected to complement the Board’s existing capabilities.
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.
Teleflex Incorporated reported second-quarter 2026 continuing-operations revenue of $570.3 million, up 28.9% year over year and up 4.7% on a pro forma adjusted constant currency basis. GAAP diluted EPS from continuing operations was $0.96, down from $1.54, while adjusted diluted EPS edged up to $1.76 from $1.73, reflecting margin pressure but slightly higher underlying earnings.
The company completed the sale of its OEM business to Montagu and Kohlberg for $1.5 billion in cash, estimating about $1.25 billion in after-tax proceeds and using this to pay off a $700 million term loan and support share repurchases. In the second quarter it repurchased 1.9 million shares for $250 million and plans a further $250 million accelerated share repurchase under a $1 billion authorization. Teleflex cut 2026 GAAP revenue growth guidance to 13.40%–14.40% and pro forma adjusted constant currency growth to 3.50%–4.50%, but raised adjusted EPS guidance to $6.90–$7.20, targeting about 19% adjusted operating margin. The company also highlighted innovation milestones, including FDA BLA approval of EZPLAZ Freeze Dried Plasma, the first freeze-dried plasma licensed by the FDA, and continued clinical progress for its Freesolve resorbable magnesium scaffold platform.
Teleflex Incorporated provides unaudited pro forma financial information reflecting the completed sale of its Original Equipment Manufacturing and Development Services business, which generated net cash proceeds of $1.5 billion and estimated after-tax net cash proceeds of $1,244.9 million.
The pro forma balance sheet as of March 31, 2026 removes OEM assets and liabilities and applies these proceeds, including an assumed $700.0 million repayment of the term A‑2 loan facility. On this basis, total assets are 6,838,584 thousand, total liabilities 3,013,084 thousand and shareholders’ equity 3,825,500 thousand.
For the three months ended March 31, 2026, income from continuing operations shifts from a reported loss of 4,838 thousand to pro forma income of 1,905 thousand, or $0.04 diluted EPS. For 2025, income from continuing operations increases from 58,530 thousand reported to 86,873 thousand pro forma, with diluted EPS of $1.94. These pro formas exclude the pending Acute Care and Interventional Urology divestiture.
Teleflex Incorporated completed the previously announced divestiture of its Original Equipment Manufacturing and Development Services business to Lotus US Bidco Inc. on August 3, 2026, for $1.5 billion in cash, subject to purchase price adjustments under the equity purchase agreement.
Teleflex estimates after‑tax proceeds of approximately $1.25 billion and states an intent to use the net proceeds to reduce debt by $800 million and help complete its $1 billion share repurchase authorization. At closing, the parties also entered a transition services agreement, a development and manufacturing agreement and a long‑term supply agreement to support ongoing product development and supply. Pro forma financial information reflecting the divestiture will be filed by amendment within four business days of closing, and Teleflex plans to provide updated 2026 financial guidance when it reports second‑quarter results on August 6, 2026.
Teleflex Incorporated entered into a material financing agreement by issuing $500,000,000 aggregate principal amount of 5.875% senior notes due January 15, 2032. The notes pay interest semi-annually on January 15 and July 15, starting January 15, 2027, and are unsecured senior obligations guaranteed by certain wholly-owned domestic subsidiaries.
The notes rank pari passu with Teleflex’s existing senior debt and are effectively subordinated to secured borrowings under its credit agreement. Teleflex may redeem the notes before and after January 15, 2029 at specified premiums, including an equity-offering-related call on up to 40% of the principal. A change of control coupled with a ratings downgrade requires Teleflex to offer to repurchase the notes at 101% of principal plus accrued interest.
Teleflex Incorporated reported that its independent directors approved a special restricted stock unit award for Interim President and Chief Executive Officer Stuart A. Randle. The grant has a stated grant date fair value of $600,000.
The award, granted on June 8, 2026, is meant to recognize Mr. Randle’s contributions in leading operations, governance, investor relations and the search for a permanent CEO, including serving longer than initially expected. The RSUs will vest on the earlier of June 8, 2027 or the date of the Company’s 2027 annual meeting of stockholders.
Teleflex Incorporated is issuing a private offering of $500.0 million aggregate principal amount of 5.875% Senior Notes due 2032, priced at 100.000%. The sale is expected to close on June 15, 2026, subject to customary conditions. Teleflex intends to use the net proceeds, together with cash on hand, to redeem all of its outstanding 4.625% Senior Notes due 2027. The new Notes will be guaranteed by certain wholly-owned domestic subsidiaries and will be offered only to qualified institutional buyers under Rule 144A and to certain non‑U.S. investors under Regulation S. The Notes and related guarantees are not registered under the Securities Act and may not be sold in the United States without registration or an applicable exemption.
Teleflex Incorporated plans a private offering of $500.0 million in senior notes due 2032. The company expects to use the net proceeds, together with cash on hand, to redeem all outstanding 4.625% senior notes due 2027, shifting its debt maturity profile.
Teleflex is also sharing with prospective note investors detailed non‑GAAP metrics, including Adjusted EBITDA, Adjusted Proforma EBITDA, Free Cash Flow and a capitalization table as of March 31, 2026. These figures illustrate leverage, cash generation and pro forma performance, but are presented as illustrative and not indicative of future results.
Teleflex Incorporated entered into a new secured Credit Agreement that refinances its prior facility and updates its long‑term borrowing structure. The agreement includes a five‑year revolving credit facility of $1,000,000,000, a term A‑1 loan of $500,000,000 and a term A‑2 loan of $700,000,000.
The revolver and term A‑1 loans mature on May 26, 2031, while the term A‑2 loan matures on May 26, 2028. Loans bear interest at Term SOFR plus a margin of 1.125%–2.00% or at an alternate base rate plus 0.125%–1.00%, with higher rates on overdue amounts.
Obligations are guaranteed by substantially all material domestic subsidiaries and secured by liens on substantially all of their assets and specified equity interests. The agreement includes covenants, including a maximum total net leverage ratio of 4.50 to 1.00 and a minimum interest coverage ratio of 3.00 to 1.00, as well as customary default and acceleration provisions.
Teleflex Incorporated reported the results of its 2026 annual meeting of stockholders held on May 15, 2026. Shareholders voted on the election of seven directors, an advisory resolution on executive compensation, and the ratification of the company’s independent auditor.
All seven director nominees received strong majority support, with “for” votes around 39.5–40.4 million and similar broker non-votes across nominees. Shareholders also approved, on an advisory basis, the compensation of the named executive officers, with 38,990,583 votes for and 1,632,219 against.
In addition, stockholders ratified the appointment of PricewaterhouseCoopers LLP as Teleflex’s independent registered public accounting firm for 2026, with 40,460,649 votes for, 1,363,926 against and 54,534 abstentions, and no broker non-votes recorded on this item.
Teleflex Incorporated reported mixed first-quarter 2026 results from continuing operations. Revenue reached $548.3 million, up 32.3% year-over-year and 5.1% on a pro forma adjusted constant currency basis, reflecting growth across Vascular Access, Interventional and Surgical categories.
GAAP diluted EPS from continuing operations was a loss of $(0.11), down from earnings of $1.14, driven by higher costs including restructuring, acquisition and amortization charges. Adjusted diluted EPS from continuing operations was $1.39, slightly below $1.44 a year earlier.
The company maintained its 2026 outlook, guiding to GAAP revenue growth of 14.40%–15.40%, pro forma adjusted constant currency revenue growth of 4.50%–5.50%, GAAP EPS of $2.90–$3.20 and adjusted EPS of $6.25–$6.55. Guidance includes about $90 million of stranded costs and excludes benefits from transition and manufacturing services agreements, planned ~$800 million debt reduction and a $1 billion share repurchase program funded largely by pending divestitures. Teleflex expects its Acute Care, Interventional Urology and OEM Strategic Divestitures to close in the second half of 2026 and has appointed Jason Weidman as President and CEO effective June 8, 2026.
Teleflex Incorporated appointed Jason Weidman as its new President and Chief Executive Officer, effective June 8, 2026, succeeding interim CEO Stuart Randle, who will remain on the Board. The Board also expects to appoint Mr. Weidman as a director when he starts.
Mr. Weidman joins from Medtronic, where over nearly two decades he led large coronary, renal denervation, aortic, peripheral and venous businesses and oversaw global growth, product launches and acquisitions. His compensation package includes a $1 million base salary, a target annual bonus equal to 125% of salary and a $7 million annual equity award target beginning in 2027.
The offer includes a $7 million sign-on restricted stock grant and $1 million in stock options with multi‑year vesting, an up to $800,000 cash payment to replace forfeited incentives, relocation benefits and robust severance and change‑of‑control protections. In the company’s accompanying statement, the Chair highlighted Teleflex’s focus on core interventional and critical care markets and referenced an intended $1 billion share buyback and $800 million debt paydown following the close of pending sale transactions.
Teleflex Incorporated used this update to respond to Irenic Capital and restate its strategic plan. The company says it remains open to bona fide acquisition proposals but believes its current strategy will create more value. Teleflex highlights previously announced agreements to sell its Acute Care, Interventional Urology and OEM businesses, which are expected to close in the second half of 2026 and generate about $1.8 billion in after-tax net proceeds. It plans to use these proceeds for a $1.0 billion share repurchase and $800 million of debt reduction. Management also points to a multi-year restructuring plan targeting roughly $50 million in annual pre-tax cost savings by mid-2028, with some benefits beginning in 2026, as it focuses the company on higher-growth, higher-margin medical technology segments.
Teleflex Incorporated outlines regulatory progress for two planned business divestitures. For its Original Equipment and Manufacturing and Development Services business, the Hart-Scott-Rodino waiting period expired at 11:59 p.m. Eastern Time on March 13, 2026, and completion is anticipated in the third quarter of 2026, subject to remaining regulatory approvals and other conditions.
For its Acute Care and Interventional Urology businesses, Teleflex and Intersurgical Limited received Federal Trade Commission Second Requests on March 11, 2026, extending the HSR waiting period until 30 days after each has substantially complied. This transaction is currently anticipated to close in the second half of 2026, subject to regulatory approvals and specified conditions. The two transactions are separate and may close independently.
Teleflex reported strong 2025 results from continuing operations while outlining a major portfolio transformation and restructuring tied to pending business divestitures. GAAP revenue from continuing operations was $1,992.7 million, up 17.2%, and adjusted revenue reached $1,983.7 million, up 16.3%.
GAAP diluted EPS from continuing operations was $1.31, while adjusted diluted EPS rose to $6.98 from $6.42, reflecting higher revenue, improved operating income and a lower tax rate, partly offset by increased interest expense and foreign exchange headwinds. Second-half 2025 pro forma adjusted constant currency revenue grew 4.7%, helped by contribution from the acquired Vascular Intervention business.
For 2026, the company guides GAAP revenue growth of 14.4%–15.4% and pro forma adjusted constant currency revenue growth of 4.5%–5.5%. GAAP EPS from continuing operations is expected at $2.90–$3.20, with adjusted EPS of $6.25–$6.55, reflecting about $90 million of stranded costs after reclassifying divested units as discontinued operations.
In connection with its planned divestitures of the Acute Care, Interventional Urology and OEM businesses, Teleflex’s board approved a multi‑year restructuring plan. The company expects $31–$37 million in restructuring and related charges, mostly cash, and annual pre‑tax savings of $48–$52 million once actions are substantially completed by mid‑2028.
Teleflex Incorporated has finalized the transition of former President and CEO Liam J. Kelly. His departure from the CEO role was effective at the end of the day on January 7, 2026, and he resigned from the Board on January 23, 2026, when he signed a separation agreement and release.
The separation agreement provides Mr. Kelly with the benefits applicable to a termination without cause under his March 31, 2017 severance agreement, contingent on his release of claims. His outstanding equity awards receive age and service-based vesting treatment as provided in existing equity award agreements.
Mr. Kelly will remain an employee through March 31, 2026 in a transition role. During this period he will continue to receive base salary, remain eligible for his existing health, welfare and 401(k) benefits, be paid any 2025 Annual Incentive Plan bonus that becomes payable during the transition, and vest in equity awards scheduled to vest in that timeframe, but will receive no new equity grants. Existing restrictive covenants under his severance agreement remain in effect.
Teleflex Incorporated disclosed a major leadership change and shared that it has issued estimated preliminary financial information for the full year ended December 31, 2025 via a separate press release. The filing reports that Liam J. Kelly has departed his roles as President and Chief Executive Officer, effective at the end of the day on January 7, 2026.
Effective January 8, 2026, long‑time director Stuart A. Randle has been appointed Interim President and Chief Executive Officer, while continuing to serve on the Board. The Board also named Stephen K. Klasko, M.D., as independent Chair and engaged search firm Spencer Stuart to help identify a permanent CEO.
Under a letter agreement, Mr. Randle will receive a stipend of $140,000 per month and a restricted stock grant with a grant date fair value of $1.5 million, vesting on the earlier of the permanent CEO’s start date or the first anniversary of grant, subject to continued service. Mr. Kelly’s severance and equity treatment will follow his existing 2017 severance agreement, contingent on his executing a release of claims.
Teleflex Incorporated announced two major divestitures and a large capital return plan. The company agreed to sell its Original Equipment Manufacturing and Development Services business to an affiliate of Montagu and Kohlberg for $1,500,000,000 in cash, subject to customary adjustments, with a potential $90,000,000 termination fee payable to Teleflex if the buyer fails to close under certain conditions. It also agreed to sell its acute care and interventional urology segments to Intersurgical Limited for $530,000,000 in cash, also subject to customary adjustments. Both transactions require regulatory approvals and are expected to close in the second half of 2026, with outside dates extending into 2027 for the second deal. Teleflex primarily intends to use net proceeds to return capital to shareholders and reduce debt, and its board authorized a share repurchase program of up to $1 billion, which will be mainly funded from these transactions.
Teleflex Incorporated (TFX) furnished an earnings press release and slide presentation announcing results for the quarter ended September 28, 2025. The materials were provided under Items 2.02 and 7.01.
The press release includes non-GAAP metrics: adjusted revenue growth, adjusted constant currency revenue growth, and adjusted diluted EPS. Adjusted revenue excludes an increase in reserves tied to Italy’s medical device “payback” measure following a recent court ruling. Adjusted diluted EPS excludes, as applicable, restructuring and rationalization, impairment, acquisition/integration/divestiture items, separation costs for the RemainCo/NewCo plan, pension termination charges, EU MDR registration costs, intangible amortization, ERP implementation and related IT transition costs, tax adjustments, and dilutive shares impact.
The information is furnished, not filed, and is not incorporated by reference unless expressly stated. Exhibits include the earnings release (99.1) and conference call slides (99.2).