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8-KAccepted Sep 23, 8:01 AM ET

Adagio Medical Begins Strategic Review, Cuts Workforce

ADGMAdagio Medical Holdings, Inc.

Accepted (ET)

8:01 AM

Sep 23, 2026

Filed

Sep 23, 2026

Documents

13

Size

178.6 KB

Summary

Adagio Medical Begins Strategic Review, Cuts Workforce

Updated

What Happened Adagio Medical Holdings, Inc. (ADGM) filed an 8-K on September 23, 2026 announcing that it has begun a process to explore a full range of strategic alternatives to enhance shareholder value and has adopted a plan to extend its capital resources. As part of that plan the company reduced its workforce by 25 of 43 full‑time employees effective September 23, 2026, and advised holders of its 13% Senior Secured Convertible Notes that it will lower the applicable Conversion Price during the period beginning September 23, 2026 through October 31, 2026 (subject to extension).

Key Details

  • Workforce reduction: 25 of 43 full‑time employees terminated effective September 23, 2026.
  • Estimated cash costs: Approximately $1.3 million of one‑time cash expenditures (primarily severance, benefits and related costs); excludes non‑cash equity‑based compensation.
  • Convertible notes action: For conversions during Sept. 23–Oct. 31, 2026 (subject to extension), the Conversion Price will be lowered to the Alternate Conversion Price (the lesser of the then‑in‑effect Conversion Price and 85% of the lowest five‑day VWAP prior to conversion), per the terms of the 13% Senior Secured Convertible Notes.
  • Potential additional charges: Company may incur other charges (including impairments) related to the workforce reduction but cannot currently estimate amounts.

Why It Matters These actions are intended to conserve cash and give management time to evaluate strategic options. The workforce reduction will generate one‑time cash costs (~$1.3M) but should reduce ongoing payroll expense going forward. The temporary lowering of the conversion price increases the potential for note‑holder conversions at a lower price, which could lead to greater share dilution if conversions occur. Investors should watch for further updates on the strategic review, any amendments estimating additional charges, and the company’s cash runway and potential financing or transaction outcomes.

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