---
schema_version: "secwatch.filing_event.v1"
accession: "0000950142-25-000239"
form_type: "8-K"
ticker: null
cik: "0001468666"
company_name: "SecureWorks Corp"
filed_at: "2025-02-03T23:59:59+00:00"
generated_at: "2026-05-27T03:57:17.710064+00:00"
event_type: "m_and_a"
sentiment: "neutral"
materiality_score: 0.9
calibrated_materiality_score: 0.9
confidence: "high"
source: SEC EDGAR
---

# Sophos completes acquisition of SecureWorks for $859M; $8.50/share cash, premium 28%

## Summary
- All-cash transaction valued at ~$859M; SecureWorks shareholders receive $8.50 per share (28% premium to 90-day VWAP).
- SecureWorks common stock ceased trading on Nasdaq; company becomes wholly owned subsidiary of Sophos (backed by Thoma Bravo).
- Board of directors replaced: Michael Dell, William Cary, and others resigned; Donald Blach, James Dildine, Ira Heffan, Joseph Levy appointed.
- Sophos now claims to be the leading pure-play MDR provider, supporting >28,000 organizations globally.
- Credit agreement with Dell USA L.P. terminated concurrently with closing.

## SEC filing metadata
- accession: 0000950142-25-000239
- form_type: 8-K
- cik: 0001468666
- company_name: SecureWorks Corp
- filed_at: 2025-02-03T23:59:59+00:00
- event_type: m_and_a
- sentiment: neutral
- materiality_score: 0.9
- calibrated_materiality_score: 0.9
- confidence: high
- sec_items: 1.02, 2.01, 3.01, 3.03, 5.01, 5.02, 5.03, 8.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1468666/000095014225000239/0000950142-25-000239-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1468666/000095014225000239/eh250585750_8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0000950142-25-000239
- JSON: https://secwatch.observer/filing/0000950142-25-000239.json
- Plain text: https://secwatch.observer/filing/0000950142-25-000239.txt

## Key facts
- Executive change
  William Cary resigned as Director at SecureWorks Corp.
  - Action: resigned
  - Role: Director
  source text: each of Michael S. Dell, William Cary, Pamela Daley, Mark J. Hawkins, Kyle Paster, Wendy Thomas and Yagyensh C. Pati resigned from his or her respective position as a member of the Company’s Board of Directors, and any committee thereof
  evidence_url: https://www.sec.gov/Archives/edgar/data/1468666/000095014225000239/0000950142-25-000239-index.htm
- Executive change
  Kyle Paster resigned as Director at SecureWorks Corp.
  - Action: resigned
  - Role: Director
  source text: each of Michael S. Dell, William Cary, Pamela Daley, Mark J. Hawkins, Kyle Paster, Wendy Thomas and Yagyensh C. Pati resigned from his or her respective position as a member of the Company’s Board of Directors, and any committee thereof
  evidence_url: https://www.sec.gov/Archives/edgar/data/1468666/000095014225000239/0000950142-25-000239-index.htm
- Executive change
  Pamela Daley resigned as Director at SecureWorks Corp.
  - Action: resigned
  - Role: Director
  source text: each of Michael S. Dell, William Cary, Pamela Daley, Mark J. Hawkins, Kyle Paster, Wendy Thomas and Yagyensh C. Pati resigned from his or her respective position as a member of the Company’s Board of Directors, and any committee thereof
  evidence_url: https://www.sec.gov/Archives/edgar/data/1468666/000095014225000239/0000950142-25-000239-index.htm
- Executive change
  Michael S. Dell resigned as Director at SecureWorks Corp.
  - Action: resigned
  - Role: Director
  source text: each of Michael S. Dell, William Cary, Pamela Daley, Mark J. Hawkins, Kyle Paster, Wendy Thomas and Yagyensh C. Pati resigned from his or her respective position as a member of the Company’s Board of Directors, and any committee thereof
  evidence_url: https://www.sec.gov/Archives/edgar/data/1468666/000095014225000239/0000950142-25-000239-index.htm
- Executive change
  Mark J. Hawkins resigned as Director at SecureWorks Corp.
  - Action: resigned
  - Role: Director
  source text: each of Michael S. Dell, William Cary, Pamela Daley, Mark J. Hawkins, Kyle Paster, Wendy Thomas and Yagyensh C. Pati resigned from his or her respective position as a member of the Company’s Board of Directors, and any committee thereof
  evidence_url: https://www.sec.gov/Archives/edgar/data/1468666/000095014225000239/0000950142-25-000239-index.htm
- Executive change
  Joseph Levy was appointed as Director at SecureWorks Corp.
  - Action: became director
  - Role: Director
  source text: Donald Blach, James Dildine, Ira Heffan and Joseph Levy became directors of the Company
  evidence_url: https://www.sec.gov/Archives/edgar/data/1468666/000095014225000239/0000950142-25-000239-index.htm
- Executive change
  Yagyensh C. Pati resigned as Director at SecureWorks Corp.
  - Action: resigned
  - Role: Director
  source text: each of Michael S. Dell, William Cary, Pamela Daley, Mark J. Hawkins, Kyle Paster, Wendy Thomas and Yagyensh C. Pati resigned from his or her respective position as a member of the Company’s Board of Directors, and any committee thereof
  evidence_url: https://www.sec.gov/Archives/edgar/data/1468666/000095014225000239/0000950142-25-000239-index.htm
- Executive change
  Donald Blach was appointed as Director at SecureWorks Corp.
  - Action: became director
  - Role: Director
  source text: Donald Blach, James Dildine, Ira Heffan and Joseph Levy became directors of the Company
  evidence_url: https://www.sec.gov/Archives/edgar/data/1468666/000095014225000239/0000950142-25-000239-index.htm
- Executive change
  James Dildine was appointed as Director at SecureWorks Corp.
  - Action: became director
  - Role: Director
  source text: Donald Blach, James Dildine, Ira Heffan and Joseph Levy became directors of the Company
  evidence_url: https://www.sec.gov/Archives/edgar/data/1468666/000095014225000239/0000950142-25-000239-index.htm
- Executive change
  Ira Heffan was appointed as Director at SecureWorks Corp.
  - Action: became director
  - Role: Director
  source text: Donald Blach, James Dildine, Ira Heffan and Joseph Levy became directors of the Company
  evidence_url: https://www.sec.gov/Archives/edgar/data/1468666/000095014225000239/0000950142-25-000239-index.htm
- Executive change
  Wendy Thomas resigned as Director at SecureWorks Corp.
  - Action: resigned
  - Role: Director
  source text: each of Michael S. Dell, William Cary, Pamela Daley, Mark J. Hawkins, Kyle Paster, Wendy Thomas and Yagyensh C. Pati resigned from his or her respective position as a member of the Company’s Board of Directors, and any committee thereof
  evidence_url: https://www.sec.gov/Archives/edgar/data/1468666/000095014225000239/0000950142-25-000239-index.htm
- M&A Transactions
  SecureWorks Corp underwent a change of control involving Sophos Inc. for $8.50 per share in cash (closed 2025-02-03).
  - Action: change of control
  - Counterparty: Sophos Inc.
  - Consideration: $8.50 per share in cash
  - Closing: 2025-02-03
  source text: wholly owned subsidiaries or (iii) owned by any direct or indirect wholly owned subsidiary of the Company) was converted into the right to receive cash in an amount equal to $8.50, without interest thereon and less any applicable Tax withholdings (the “Per Share Amount”). Pursuant to the Merger Agreement, at the Effective Time, by virtue of the Merger: (i)
  evidence_url: https://www.sec.gov/Archives/edgar/data/1468666/000095014225000239/0000950142-25-000239-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.