8-KFiled Aug 4, 8:00 PM ET

Rambus Inc. Enters $100M Accelerated Share Repurchase Program

$RMBS · RAMBUS INC

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Rambus Inc. Enters $100M Accelerated Share Repurchase Program

What Happened

  • Rambus Inc. (NASDAQ: RMBS) announced on August 4, 2026 that it entered into a Supplemental Confirmation under a Master Confirmation with Mizuho Markets Americas LLC (via Mizuho Securities USA LLC) for an accelerated share repurchase (ASR) program totaling approximately $100 million. The Company prepaid $100 million and received an initial delivery of about 796,000 shares. Final settlement shares will be determined by the volume-weighted average price (VWAP) during the transaction term, less a discount. The ASR Program is expected to be completed by the end of the third quarter of 2026. Rambus issued a press release on August 5, 2026 announcing the agreement.

Key Details

  • Parties: Rambus Inc. and Mizuho Markets Americas LLC (agent: Mizuho Securities USA LLC).
  • Aggregate purchase price prepaid: $100 million.
  • Initial shares delivered: ~796,000 common shares; final share amount set by VWAP less a discount.
  • Timing: ASR expected to complete by end of Q3 2026; program is part of an existing board‑authorized repurchase plan.

Why It Matters

  • This transaction immediately uses $100 million of Rambus's cash to accelerate share repurchases and creates a direct financial obligation tied to the ASR agreement.
  • The final number of shares repurchased (and thus the ultimate impact on outstanding shares and per‑share metrics) will depend on Rambus’s stock price during the ASR term (VWAP-based settlement).
  • Investors should note the company is actively deploying capital to buy back stock under an approved repurchase program; watch subsequent filings or disclosures for the final share count and any effects on liquidity.