Varex Imaging Corporation (VREX) reported preliminary results from its October 28, 2026 special meeting: stockholders approved the merger agreement with Teledyne Technologies Incorporated, with 32,425,422 votes for, 30,031 against and 77,671 abstentions. The advisory compensation proposal also passed, with 25,087,617 votes for, 7,406,846 against and 38,661 abstentions. A total of 32,533,124 shares were present or represented by proxy, approximately 77% of the 42,463,446 shares outstanding and entitled to vote as of September 16, 2026.
The agreement provides for Teledyne to acquire Varex through Detect Merger Sub, Inc., with Varex surviving as a wholly owned subsidiary. Completion remains subject to regulatory approvals and waiting-period expirations, the absence of a prohibiting governmental order or law, and other contractual conditions. Teledyne’s obligation also depends on no Company Material Adverse Effect having occurred since the agreement date. The adjournment proposal was not submitted because a quorum was present and enough votes supported adoption; Varex said it will provide final results in an amendment.
Varex Imaging Corporation supplemented its proxy disclosures for the proposed merger with Teledyne Technologies, under which Varex would survive as Teledyne’s wholly owned subsidiary. The stated merger consideration is $18.90 per share; Varex says the supplemental disclosures do not affect the consideration or the special-meeting timing. Stockholders are scheduled to meet October 28, 2026, at 4:30 p.m. Mountain Time to vote on the merger agreement.
The merger is subject to stockholder approval and required regulatory clearances. The HSR waiting period is set to expire at 11:59 p.m. Eastern Time on November 19, 2026, unless terminated earlier or extended; the U.K. NSIA review runs until November 18, 2026, and other antitrust clearances include Austria, China, Germany, Japan, Saudi Arabia and Ukraine. Evercore’s disclosed per-share valuation ranges were $15.00–$21.50 under discounted cash flow analysis, $11.25–$19.50 under selected publicly traded companies analysis, and $13.25–$35.75 under selected transaction analysis, compared with the $18.90 per-share consideration.
Varex Imaging Corp Chief Legal Officer Matthew Aaron Martinez received two direct awards of 5,411 restricted stock units each on October 12, 2026; each unit converts one-for-one into common stock. The four-year award is scheduled to vest 50% on August 15, 2028 and 50% on August 15, 2030, while the three-year cliff award is scheduled to vest on August 15, 2029. If Varex’s acquisition by Teledyne Technologies Incorporated is consummated, units outstanding and unvested immediately before closing vest pro rata. Units vested as of closing are cancelled and converted into the right to receive $18.90 per share in cash; any units remaining unvested are forfeited without consideration.
Varex Imaging Corp is the issuer in an amended Schedule 13G reporting by Allspring Global Investments Holdings, LLC. Allspring reports beneficial ownership of 0 shares of Varex common stock, or 0.0% of the class, and reports zero sole and shared voting and dispositive power.
Varex Imaging Corp (VREX) shares reported by Pzena Investment Management, LLC as beneficially owned totaled 1,785,166 shares, or 4.2% of the class. Pzena reported sole voting power over 1,020,770 shares and sole dispositive power over 1,785,166 shares; shared voting and dispositive power were both zero. Pzena stated its clients have rights to dividends and sale proceeds, and no individual client’s interest exceeds 5% of the class.
Varex Imaging Corporation (VREX) has entered into an Agreement and Plan of Merger under which Teledyne Technologies will acquire Varex for $18.90 in cash per share, via a merger of Detect Merger Sub, Inc. into Varex, which will become a wholly owned subsidiary of Teledyne. A special meeting of stockholders will be held virtually on October 28, 2026 to vote on adopting the Merger Agreement, an advisory vote on merger-related executive compensation, and a possible adjournment to solicit additional proxies. Completion of the merger requires approval by holders of at least a majority of Varex’s outstanding common shares, expiration or termination of specified antitrust and foreign investment review periods, and other customary closing conditions; Teledyne has stated it will fund the transaction with cash on hand and credit-facility borrowings and has no financing condition. If completed, VREX shares will be delisted from Nasdaq, deregistered under the Exchange Act, and converted into the cash consideration (subject to appraisal rights under Delaware law); if the deal terminates in certain circumstances, Varex may owe Teledyne a $25.26 million termination fee.
Varex Imaging Corp (VREX) reported that Chief Financial Officer Shubham Maheshwari exercised 160,944 stock options on September 11, 2026 at an exercise price of $13.61 per share, receiving the same number of common shares. On the same day, 130,000 shares were sold at a weighted average price of $18.462 in a broker-assisted sell-to-cover transaction used solely to pay the option exercise price, related tax withholdings and broker fees, with all remaining shares from the exercise retained. The reported holdings include 2,137 shares acquired through the company’s 2017 Employee Stock Purchase Plan since the prior ownership report, and the options exercised were from a performance grant that finished vesting over four years ending in August 2025.
Varex Imaging Corp (VREX) director Jay K. Kunkel reported selling 8,121 shares of common stock on September 14, 2026 at $18.48 per share in an open-market or private transaction. After this sale, he directly holds 15,329 shares of Varex Imaging Corp, and no Rule 10b5-1 trading plan is reported.
Varex Imaging Corp (VREX) received a notice that director Jay K. Kunkel intends to sell common stock under Rule 144. The filing lists 8,121 shares of common stock associated with Fidelity Brokerage Services LLC and an indicated value of $150,076.08, to be sold on NASDAQ. The shares to be sold arise from restricted stock vesting events on February 11, 2024 (3,246 shares) and February 13, 2025 (4,875 shares), both granted as compensation by the issuer.
Varex Imaging Corp (VREX) is the issuer of common stock for which Shubham Maheshwari has filed a notice under Rule 144 to sell up to 130,000 shares through Fidelity Brokerage Services LLC. The filing lists an aggregate market value of approximately $2,400,074.59 for these shares and references 42,100,000 shares of this class as context for the class size. The planned sale is associated with a stock option exercise and is noted with an expected transaction date of September 11, 2026 on NASDAQ.