Short answer
SYNAPTICS Inc (SYNA) filed an 8-K current report with the SEC on June 25, 2026 reporting Item 1.01 (Entry into a Material Definitive Agreement), Item 7.01 (Regulation FD Disclosure), Item EX-99.1 (Exhibit EX-99.1). Onsemi agreement to acquire Synaptics in an all-stock merger at a 1.350-share exchange ratio.
SYNAPTICS Inc 8-K event analysis
AI summary of each reported item and its exhibits
Item 1.01 · Entry into a Material Definitive Agreement
- Onsemi agreement to acquire Synaptics in an all-stock merger at a 1.350-share exchange ratio
- Synaptics shareholders receive Parent common stock, creating exposure to onsemi valuation and share-price volatility
- Transaction requires Synaptics shareholder approval, antitrust clearances, effective Form S-4 registration, and Nasdaq listing approval
- Expected closing deadline June 25, 2027, with regulatory extensions of up to 21 months
- Termination fees: $235 million payable by Synaptics in specified cases, $320 million regulatory fee payable by onsemi
Item 7.01 · Regulation FD Disclosure
- Proposed business combination with onsemi remains subject to Synaptics stockholder and regulatory approvals
- Closing timing remains uncertain, with litigation and transaction-related execution risks
- Potential benefits depend on achieving projected growth and synergies after integration
- S-4 registration statement and proxy statement/prospectus to provide transaction terms and voting details
- Investors directed to SEC filings and company investor-relations websites for definitive transaction information
Item EX-99.1 · Exhibit EX-99.1
- onsemi agreed to acquire Synaptics in an all-stock transaction valued at approximately $7 billion, materially changing Synaptics’ standalone investment case
- Synaptics shareholders receive 1.350 onsemi shares per share, representing an approximately 19% premium and approximately 12% pro forma ownership
- Strategic combination adds Synaptics’ Edge AI, connectivity and interface technologies to onsemi’s power and sensing portfolio
- onsemi projects $30 billion incremental TAM, reaching $243 billion by 2030, plus $200 million annual synergies
- Closing targeted for mid-2027, subject to Synaptics shareholder and regulatory approvals; transaction and premium remain exposed to execution risk
Generated from the filing text and exhibits; verify against the original. What 8-K item codes mean
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