Inspire Medical Systems, Inc. 8-K

What Happened

• Inspire Medical Systems, Inc. filed a Form 8-K on February 11, 2026 announcing its financial results for the quarter and full year ended December 31, 2025 (press release furnished as Exhibit 99.1).
• The company’s Board approved Amended and Restated Bylaws on February 5, 2026, effective only if stockholders approve a Proposed Charter Amendment at the 2026 Annual Meeting to declassify the Board and move to annual director elections following a phase‑in period.
• The company also disclosed presentation materials that will be used in investor and analyst meetings in February and March 2026 (furnished as Exhibit 99.2 and posted on the investor relations website).

Key Details

• Press release dated February 11, 2026 reports results for the quarter and full year ended December 31, 2025 (Exhibit 99.1).
• Board approved Amended Bylaws on February 5, 2026; Amended Bylaws (Exhibits 3.1 and 3.2) are conditioned on stockholder approval of the Proposed Charter Amendment at the 2026 Annual Meeting.
• The Amended Bylaws remove the existing provision that directors may be removed only for cause; removals would instead be governed by the Proposed Charter Amendment in line with Delaware law.
• Investor presentation materials for Feb–Mar 2026 meetings are furnished as Exhibit 99.2 and available at https://investors.inspiresleep.com.

Why It Matters

• The earnings disclosure gives investors the company’s latest financial performance for Q4 and FY2025 (date-specific results were issued in the February 11 press release), which can affect near-term stock performance and analyst expectations.
• The proposed board declassification is a governance change that, if approved by shareholders, would phase in annual director elections and remove the "only for cause" director-removal restriction — a move that generally increases shareholder influence over board composition.
• The investor presentation and Regulation FD disclosure ensure the company is sharing consistent information with market participants about its results and outlook.