Innovex International, Inc. 8-K

What Happened

• Innovex International, Inc. (INVX) filed an 8-K reporting an underwriting agreement dated February 25, 2026, among the company, certain affiliates of Amberjack Capital Partners, L.P. (the Selling Stockholders), and J.P. Morgan Securities LLC as representative of the underwriters. The Selling Stockholders offered 5,750,000 shares of common stock at $25.75 per share; the underwriters had a 30-day option to buy up to an additional 862,500 shares, which they exercised in full on February 26, 2026. The offering and a company share repurchase closed on February 27, 2026.

Key Details

• Offering size: 5,750,000 shares at $25.75 per share to the public; underwriters’ option for 862,500 additional shares was fully exercised.
• Company repurchase: Innovex purchased 575,000 shares from the underwriters for approximately $14.1 million under its existing repurchase program.
• Proceeds: The Company did not sell any shares in the offering and received no proceeds from the Selling Stockholders’ sale.
• Repurchase capacity: About $76.6 million remains available under the Company’s share repurchase program. The repurchase was approved by a board committee of independent, disinterested directors.

Why It Matters

• The company did not dilute shareholders or raise capital from this transaction; instead, it used its repurchase program to buy 575,000 shares (≈$14.1M), which reduces outstanding shares and reflects use of cash for buybacks.
• The transaction was driven by Selling Stockholders (Amberjack affiliates) and underwriters (J.P. Morgan), not a company equity issuance; Innovex’s remaining repurchase capacity ($76.6M) gives management flexibility for future buybacks.
• Governance: an independent board committee approved the repurchase, which may be relevant to investors assessing conflicts of interest and oversight.