SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 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 the earliest event reported): January 2, 2026

Bausch Health Companies Inc.

(Exact Name of Registrant as Specified in Its Charter)

British Columbia, Canada

001-14956

98-0448205

(State or Other Jurisdiction of

Incorporation or Organization)

(Commission

File Number)

(I.R.S. Employer

Identification Number)

2150 St. Elzéar Blvd. West

Laval, Quebec

Canada H7L 4A8

(Address of Principal Executive Offices) (Zip Code)

514-744-6792

(Registrant’s telephone number, including area code)

(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:

☐

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 Shares, No Par Value

BHC

New York Stock Exchange, Toronto Stock Exchange

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 1.01.

Entry into a Material Definitive Agreement.

Bausch + Lomb Credit Agreement Refinancing

On January 2, 2026, Bausch + Lomb Corporation (“Bausch + Lomb”), a subsidiary of Bausch Health Companies Inc., entered into an amendment (the “Fourth Amendment”) to the Credit and Guaranty Agreement, dated as of May 10, 2022 (as amended by the First Incremental Amendment, dated as of September 29, 2023, by the Second Incremental Amendment, dated as of November 1, 2024, by the Third Amendment, dated as of June 26, 2025, and as further amended, restated, supplemented or otherwise modified, refinanced or replaced from time to time, the “Credit Agreement”), by and among Bausch + Lomb, certain its subsidiaries as subsidiary guarantors, the lenders and other persons party thereto, and JPMorgan Chase Bank, N.A., as administrative agent, collateral agent, swingline lender and an issuing bank. Terms used herein, but not otherwise defined herein are as defined in the Credit Agreement as amended by the Fourth Amendment.

The Fourth Amendment provides for a new $2,802,125,000 tranche of term loans maturing in 2031 (the “Replacement Term Loans”), the proceeds of which were used to refinance all of Bausch + Lomb’s outstanding term B loans due 2031 (the “Third Amendment Term Loans”) and term B loans due 2028 (the “First Incremental Term Loans”). The amortization rate for the Replacement Term Loans is 1.00% per annum and the first installment shall be payable on June 30, 2026. Pursuant to the Fourth Amendment, the applicable margin is (i) 3.75% per annum for Replacement Term Loans with an interest rate determined by reference to term SOFR and (ii) 2.75% per annum for Replacement Term Loans with an interest rate determined by reference to the alternate base rate. The margin applicable to the Replacement Term Loans represents a 0.50% per annum reduction from the applicable margin that applied to the Third Amendment Term Loans and a 0.25% per annum reduction from the applicable margin that applied to the First Incremental Term Loans. The Replacement Term Loans will mature on January 15, 2031, which is the same maturity date that applied to the Third Amendment Term Loans and which represents an effective maturity extension of the First Incremental Term Loans from September 29, 2028.

The foregoing description of the Fourth Amendment is not complete and is qualified in its entirety by reference to the full text of the Credit Agreement, as amended by the Fourth Amendment, a copy of which is attached as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.

Item 2.03

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

The information included in Item 1.01 above is incorporated by reference into this Item 2.03.

Item 8.01

Other Events.

On January 2, 2026, Bausch + Lomb issued a press release announcing the closing of the Credit Agreement refinancing, consisting of the Replacement Term Loans. A copy of this press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

Item 9.01

Financial Statements and Exhibits

(d) Exhibits

Exhibit Number	Description
10.1	Fourth Amendment to Credit and Guaranty Agreement by and among Bausch + Lomb Corporation, certain subsidiaries of Bausch + Lomb Corporation as subsidiary guarantors, the lenders party thereto and other persons party thereto and JPMorgan Chase Bank, N.A., dated as of January 2, 2026.

99.1	Press Release of Bausch + Lomb Corporation, announcing the closing of the Credit Agreement refinancing, dated January 2, 2026.

104	Cover Page Interactive Data File (embedded within the Inline XBRL document).

Signatures

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

	BAUSCH HEALTH COMPANIES INC.

	By:	/s/ Jean-Jacques Charhon
	Name:	Jean-Jacques Charhon
	Title:	Executive Vice President, Chief Financial Officer

Date: January 2, 2026

Bausch Health Companies Inc. 8-K