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Form 8-K

sec.gov

8-K — INTEGRA LIFESCIENCES HOLDINGS CORP

Accession: 0001193125-26-419228

Filed: 2026-10-09

Period: 2026-10-09

CIK: 0000917520

SIC: 3841 (SURGICAL & MEDICAL INSTRUMENTS & APPARATUS)

Item: Regulation FD Disclosure

Item: Financial Statements and Exhibits

Documents

8-K — d151933d8k.htm (Primary)

EX-99.1 (d151933dex991.htm)

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8-K

8-K (Primary)

Filename: d151933d8k.htm · Sequence: 1

8-K

INTEGRA LIFESCIENCES HOLDINGS CORP false 0000917520 0000917520 2026-10-09 2026-10-09

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of The Securities Exchange Act of 1934

Date of report (Date of earliest event reported): October 9, 2026

INTEGRA LIFESCIENCES HOLDINGS CORPORATION

(Exact Name of Registrant as Specified in Charter)

Delaware

0-26224

51-0317849

(State or Other Jurisdiction

Of Incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

1100 Campus Road

Princeton, NJ 08540

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (609) 275-0500

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425).

☐

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12).

☐

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240-14d-2(b)).

☐

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240-13e-4(c)).

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading

Symbol(s)

Name of Each Exchange

on Which Registered

Common Stock, Par Value $.01 Per Share

IART

Nasdaq Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

ITEM 7.01

Regulation FD Disclosure

On October 9, 2026, Integra LifeSciences Holdings Corporation (the “Company”) issued a press release announcing the pricing of $450 million aggregate principal amount of 9.500% senior secured notes due 2033 (the “Notes”) in a private placement. A copy of this press release is attached as Exhibit 99.1 to this Current Report on Form 8-K.

The Company expects that the interest rate on the Notes, together with the anticipated interest rates on other elements of the Company’s debt refinancing plan, will result in an increase in the Company’s effective interest rate that is near the high end of the anticipated 100-200 basis points range previously communicated by management.

The information in this Item 7.01, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liability of such section, nor shall it be deemed incorporated by reference in any filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filing, unless expressly incorporated by specific reference in such filing.

Forward-Looking Statements

This Form 8-K contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 that involve risks and uncertainties and reflect the Company’s judgment as of the date of this Form 8-K. All statements, other than statements of historical fact, are statements that could be deemed forward-looking statements. Some of these forward-looking statements may contain words like “will,” “believe,” “may,” “could,” “would,” “might,” “possible,” “should,” “expect,” “intend,” “plan,” “anticipate,” or “continue,” the negative of these words, other terms of similar meaning or they may use future dates. Forward-looking statements contained in this Form 8-K include, but are not limited to, the anticipated interest rates and other elements in the Company’s debt refinancing, plans and prospects for the Company, market and other general economic conditions, and other risks identified under the heading “Risk Factors” included in item 1A of the Company’s Annual Report on Form 10-K for the year ended December 31, 2025, and information contained in subsequent filings with the Securities and Exchange Commission. Such forward-looking statements involve risks and uncertainties that could cause actual results to differ materially from predicted or expected results. These forward-looking statements are made only as of the date hereof, and the Company undertakes no obligation to update or revise the forward-looking statements, whether as a result of new information, future events or otherwise, except as required by applicable law.

Item 9.01

FINANCIAL STATEMENTS AND EXHIBITS

(d) Exhibits

99.1

Press Release, dated October 9, 2026, issued by Integra LifeSciences Holdings Corporation.

104

Cover Page Interactive Data File (embedded within the inline XRBL document).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

INTEGRA LIFESCIENCES HOLDINGS CORPORATION

Date: October 9, 2026

By:

/s/ Lea Knight

Lea Knight

Title:

Executive Vice President and Chief Financial Officer

EX-99.1

EX-99.1

Filename: d151933dex991.htm · Sequence: 2

EX-99.1

Exhibit 99.1

Integra Announces Pricing of Senior Secured Notes

PRINCETON, N.J., October 9, 2026 – Integra LifeSciences Holdings Corporation (NASDAQ:IART) (the “Company”) today announced the pricing

of $450,000,000 aggregate principal amount of 9.500% senior secured notes due 2033 (the “Notes”). The Notes will be general senior secured obligations of the Company and will be guaranteed by the Company’s wholly-owned domestic

subsidiaries that are guarantors under the Company’s senior secured credit facilities.

The sale of the Notes is expected to close on or about

October 19, 2026, subject to customary closing conditions.

The Company intends to use the net proceeds from the offering of Notes, together with

borrowings under a new credit facility, to refinance its existing credit facilities and pay fees and expenses in connection with the foregoing.

The

offering is part of a broader refinancing transaction.

The Notes and the related guarantees have not been, and will not be, registered under the

Securities Act of 1933, as amended (the “Securities Act”), or the securities laws of any state or other jurisdiction. The Notes were offered only to persons reasonably believed to be qualified institutional buyers in reliance on the

exemption from registration provided by Rule 144A of the Securities Act and to certain non-U.S. persons outside of the United States in compliance with Regulation S of the Securities Act.

This press release is being issued pursuant to Rule 135c of the Securities Act and is neither an offer to sell, nor a solicitation of an offer to buy,

any of the securities mentioned above and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offer, solicitation or sale is unlawful. Any offer of the securities mentioned above will be made only by means of a

private offering memorandum.

About Integra

Integra

LifeSciences (Nasdaq: IART) is a global medical technology leader dedicated to restoring lives. We are advancing transformational care through impactful innovation in neurosurgery and tissue reconstruction, specialized fields that demand exceptional

expertise and precision. Our portfolio of highly differentiated, gold-standard technologies is trusted by healthcare professionals to deliver transformative care.

Forward-Looking Statements

This press release contains

forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 that involve risks and uncertainties and reflect the Company’s judgment as of the date of this release. All statements, other than statements

of historical fact, are statements that could be deemed forward-looking statements. Some of these forward-looking statements may contain words like “will,” “believe,” “may,” “could,”

“would,” “might,” “possible,” “should,” “expect,” “intend,” “plan,” “anticipate,” or “continue,” the negative of these words, other terms of

similar meaning or they may use future dates. Forward-looking statements contained in this press release include, but are not limited to, the expectations, plans and prospects for the Company, including whether the Company will consummate the

offering of the Notes on the expected terms or at all, the anticipated use of proceeds of the offering of the Notes, market and other general economic conditions, and other risks identified under the heading “Risk Factors” included in

item 1A of the Company’s Annual Report on Form 10-K for the year ended December 31, 2025, and information contained in subsequent filings with the Securities and Exchange Commission. Such

forward-looking statements involve risks and uncertainties that could cause actual results to differ materially from predicted or expected results. These forward-looking statements are made only as of the date hereof, and the Company undertakes no

obligation to update or revise the forward-looking statements, whether as a result of new information, future events or otherwise, except as required by applicable law.

Investor Relations:

Chris Ward

(609)

772-7736

chris.ward@integralife.com

Media Contact:

Laurene Isip

(609) 208-8121

laurene.isip@integralife.com

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