Current Report · Items 7.01, 8.01, 9.01 · 8-K

Teleflex Incorporated

TFXNYSEEQUITYCurrent

Regulation FD Disclosure · Other Events

Filed Jun 1, 2026Accepted Jun 1, 2026, 7:59 AM EDTCIK 96943Accession 0001193125-26-249764

Company context

Teleflex is a global provider of medical technologies designed to improve the health and quality of people’s lives. Teleflex is the home of Arrow®, Barrigel®, Deknatel®, LMA®, Pilling®, QuikClot®, Rusch®, UroLift®, and Weck® - trusted brands united by a common sense of purpose.

Current securities

TFXNYSE · EQUITY · Current

Recent company filings

Registered securities in this filing

TELEFLEX INC · 8-K · Filed 2026-06-01

As filed in this accession. Current/historical status below comes from the governed listing record; the cover itself remains exact to this filing.

Common Stock, par value $1.00 per share

Symbol: TFX
Exchange: NYSE
Classification: COMMON
Status: Current

Filing context

Context: duration_2026-06-01_to_2026-06-01

Dimensions: Not supplied

Accession 000119312526249764 · 1 registered-security cover member

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Disclosure sections

Items 7.01, 8.01, 9.01

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Item 7.01Item 7.01 - Regulation FD Disclosure

Item 7.01. Regulation FD Disclosure. In connection with the proposed offering of Notes described in Item 8.01 below, Teleflex Incorporated (the “Company”) is providing potential investors with a preliminary offering memorandum, dated June 1, 2026 (the “Preliminary Offering Memorandum”). The Preliminary Offering Memorandum contains certain financial information not previously publicly disclosed by the Company, including unaudited Adjusted EBITDA and unaudited Adjusted proforma EBITDA and capitalization metrics. The financial information is provided for illustrative and informational purposes only and does not purport to represent what the Company’s actual consolidated results of operations, financial position or capitalization would have been had the applicable transactions and adjustments occurred on the dates assumed, nor is it necessarily indicative of future results of operations, financial position or capitalization for any future period or as of any future date. Actual results may differ significantly from those reflected. This information is included in Exhibit 99.2 attached to this Current Report on Form 8-K, and incorporated herein by reference to be furnished as part of this Regulation FD Disclosure under Item 7.01.

Item 8.01Item 8.01 - Other Events

Item 8.01. Other Events. On June 1, 2026, the Company announced that it intends to offer $500.0 million aggregate principal amount of Senior Notes due 2032 (the “Notes”). The Company intends to use the net proceeds from the offering, together with cash on hand, to redeem all of its outstanding 4.625% Senior Notes due 2027 (the “2027 Notes”). A copy of the press release announcing the offering is attached hereto as Exhibit 99.1 and is incorporated herein by reference. The offering of the Notes will be made in a private transaction in reliance upon an exemption from the registration requirements of the Securities Act of 1933, as amended (the “Securities Act”), in the United States only to investors who are reasonably believed to be “qualified institutional buyers,” as that term is defined in Rule 144A under the Securities Act, or to certain non-U.S. persons in transactions outside the United States pursuant to Regulation S under the Securities Act. The Notes and the related guarantees have not been and will not be registered under the Securities Act or the securities laws of any other jurisdiction and may not be offered or sold in the United States without registration or an applicable exemption from registration requirements. This announcement shall not constitute an offer to sell or the solicitation of an offer to buy the Notes, nor shall there be any sale of the Notes, in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. This Current Report on Form 8-K is not an offer to purchase or a solicitation of an offer to purchase, nor does it constitute a notice of redemption with respect to, the 2027 Notes.

Filed exhibits (2)

EX-99.1 (by filename) d126202dex991.htm

EX-99.1 2 d126202dex991.htm EX-99.1 EX-99.1 Exhibit 99.1 Contact: Lawrence Keusch Vice President, Investor Relations and Strategy Development 610-948-2836 FOR IMMEDIATE RELEASE TELEFLEX INCORPORATED ANNOUNCES PRIVATE OFFERING OF $500 MILLION OF SENIOR NOTES DUE 2032 WAYNE, Pa. - June 1, 2026 - Teleflex Incorporated (NYSE: TFX) (“Teleflex”) announced today the commencement of a private offering of $500.0 million aggregate principal amount of senior notes due 2032 (the “Notes”), subject to market and other conditions. The interest rate and other terms of the Notes will be determined at pricing. The Notes will be guaranteed by each of Teleflex’s existing and future wholly-owned domestic subsidiaries that is a guarantor or other obligor under its credit agreement and certain other indebtedness. Teleflex intends to use the net proceeds from the offering, together with cash on hand, to redeem all of its outstanding 4.625% Senior Notes due 2027 (the “2027 Notes”). The offering of the Notes will be made in a private transaction in reliance upon an exemption from the registration requirements of the Securities Act of 1933, as amended (the “…

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EX-99.2 (by filename) d126202dex992.htm

EX-99.2 3 d126202dex992.htm EX-99.2 EX-99.2 Exhibit 99.2 The following information was included in the preliminary offering memorandum. Adjusted EBITDA and Adjusted Proforma EBITDA The following information is provided for illustrative purposes and does not purport to represent what the actual consolidated results of operations of Teleflex Incorporated (the “Company”) would have been had the respective transactions and adjustments occurred on the date assumed or any other date, nor is it necessarily indicative of the Company’s future results of operations for any future period or as of any future date. Actual results may differ significantly from those reflected. Adjusted EBITDA represents net income before interest expense, provision for income taxes, depreciation and amortization, as further adjusted to exclude unusual items and other adjustments (including the pro forma effect of certain acquisitions) that are required or permitted in determining our ability to engage in certain activities, such as incurring additional debt and incurring liens and engaging in certain sale and lease back transactions under the indenture that governs the 4.25% Senior Notes due 2028 and th…