8-K current report · filed Aug 5, 2026

RAMBUS INC (RMBS) 8-K Current Report: August 5, 2026

Item 1.01Item 2.03Item EX-99.1RMBS overview

Short answer

RAMBUS INC (RMBS) filed an 8-K current report with the SEC on August 5, 2026 reporting Item 1.01 (Entry into a Material Definitive Agreement), Item 2.03 (Creation of a Direct Financial Obligation), Item EX-99.1 (Exhibit EX-99.1). $100 million accelerated share repurchase agreement with Mizuho, funded upfront by Rambus.

RAMBUS INC 8-K event analysis

AI summary of each reported item and its exhibits

Item 1.01 · Entry into a Material Definitive Agreement

  • $100 million accelerated share repurchase agreement with Mizuho, funded upfront by Rambus
  • Initial delivery of approximately 796,000 shares, reducing shares outstanding and supporting per-share metrics
  • Final repurchased shares tied to volume-weighted average price less a discount, creating settlement variability
  • Program expected to conclude by end of third quarter 2026 under existing board authorization

Item 2.03 · Creation of a Direct Financial Obligation

  • No direct financial obligation details disclosed in the provided Item 2.03 text
  • Filing points to off-balance-sheet arrangement disclosures rather than new debt terms or borrowing proceeds

Item EX-99.1 · Exhibit EX-99.1

  • $100 million accelerated share repurchase initiated with Mizuho Markets Americas
  • Initial delivery of approximately 796,000 shares to Rambus
  • Final shares based on volume-weighted average price less a discount
  • Program expected to conclude by end of Q3 2026
  • Buyback signals management confidence and reduces shares outstanding, subject to final settlement mechanics

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