ITRI ITRON, INC.
8-K Current Report
Filed: February 26, 2026
Health Care
Instruments For Meas & Testing of Electricity & Elec SignalsITRON, INC. (ITRI) 8-K current report filed with SEC EDGAR on February 26, 2026. This page provides AI-powered analysis of reported events and material disclosures, including results of operations, corporate governance changes, agreements, and other triggering events as disclosed under Form 8-K item codes.
Reported 8-K Items3 items
- Item 1.01: Entry into a Material Definitive Agreement
- Item 2.03: Creation of a Direct Financial Obligation
- Item 8.01: Other Events
AI Filing Analysis8-K
Item 1.01 · Entry into a Material Definitive Agreement
- • Itron issued $805M total in 0.00% Convertible Senior Notes due March 2032 ($700M firm + $105M overallotment fully exercised) via Rule 144A private placement
- • Zero-coupon structure means no cash interest cost; conversion price set at ~$123.77/share (8.0793 shares per $1,000 principal), implying ~30% premium to Feb 23 stock price (~$95.21)
Item 2.03 · Creation of a Direct Financial Obligation
- • Item 2.03 covers material financial obligations: new debt, credit facilities, or off-balance sheet arrangements that affect leverage and liquidity
- • Filing text is truncated; no specific terms (amount, rate, maturity, counterparty) are visible to report
Item 8.01 · Other Events
- • Itron launching a Notes Offering with pricing announced same day (Feb 23, 2026), signaling swift debt capital raise execution
- • Details on offering size, interest rate, and maturity found in Exhibits 99.1 and 99.2 — key terms not disclosed in this item
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