8-K
filed February 19, 2025, 6:59 PM ET
CIK 0001531048
M&A
confidence high
sentiment positive
materiality 1.00
Inari Medical, Inc.: M&A transaction — Stryker completes $4.94B acquisition of Inari Medical; shares delisted
Inari Medical, Inc.
- Tender offer accepted 48.5M shares (81.69%) at $80.00/share; merger closed under DGCL 251(h).
- Total aggregate consideration ~$4.94B cash; funded from Stryker cash and debt.
- Inari Board resigned; William E. Berry Jr. and J. Andrew Pierce appointed directors; officers remain.
- Shares to be delisted from Nasdaq; Form 15 to be filed to suspend SEC reporting.
Key facts
Extracted from this filing and checked against the source text.
Executive change
SEC 8-K Item 5.02
confidence 0.95
Andrew Hykes resigned as Director at Inari Medical, Inc..
- Action
- resigned
- Role
- Director
Exact text from the filing
Donald Milder, Jonathan Root, Cynthia Lucchese, Catherine Szyman, Bill Hoffman, Rebecca Chambers, Dana G. Mead, Jr., Robert K. Warner and Andrew Hykes each resigned from his or her respective position as a member of the Inari Board of Directors and any committee thereof.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Robert K. Warner resigned as Director at Inari Medical, Inc..
- Action
- resigned
- Role
- Director
Exact text from the filing
Donald Milder, Jonathan Root, Cynthia Lucchese, Catherine Szyman, Bill Hoffman, Rebecca Chambers, Dana G. Mead, Jr., Robert K. Warner and Andrew Hykes each resigned from his or her respective position as a member of the Inari Board of Directors and any committee thereof.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
J. Andrew Pierce was appointed as Director at Inari Medical, Inc..
- Action
- appointed
- Role
- Director
Exact text from the filing
the directors of Merger Sub as of immediately prior to the Effective Time, William E. Berry Jr. and J. Andrew Pierce, became the directors of the Surviving Corporation
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
William E. Berry Jr. was appointed as Director at Inari Medical, Inc..
- Action
- appointed
- Role
- Director
Exact text from the filing
the directors of Merger Sub as of immediately prior to the Effective Time, William E. Berry Jr. and J. Andrew Pierce, became the directors of the Surviving Corporation
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Bill Hoffman resigned as Director at Inari Medical, Inc..
- Action
- resigned
- Role
- Director
Exact text from the filing
Donald Milder, Jonathan Root, Cynthia Lucchese, Catherine Szyman, Bill Hoffman, Rebecca Chambers, Dana G. Mead, Jr., Robert K. Warner and Andrew Hykes each resigned from his or her respective position as a member of the Inari Board of Directors and any committee thereof.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Jonathan Root resigned as Director at Inari Medical, Inc..
- Action
- resigned
- Role
- Director
Exact text from the filing
Donald Milder, Jonathan Root, Cynthia Lucchese, Catherine Szyman, Bill Hoffman, Rebecca Chambers, Dana G. Mead, Jr., Robert K. Warner and Andrew Hykes each resigned from his or her respective position as a member of the Inari Board of Directors and any committee thereof.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Donald Milder resigned as Director at Inari Medical, Inc..
- Action
- resigned
- Role
- Director
Exact text from the filing
Donald Milder, Jonathan Root, Cynthia Lucchese, Catherine Szyman, Bill Hoffman, Rebecca Chambers, Dana G. Mead, Jr., Robert K. Warner and Andrew Hykes each resigned from his or her respective position as a member of the Inari Board of Directors and any committee thereof.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Dana G. Mead, Jr. resigned as Director at Inari Medical, Inc..
- Action
- resigned
- Role
- Director
Exact text from the filing
Donald Milder, Jonathan Root, Cynthia Lucchese, Catherine Szyman, Bill Hoffman, Rebecca Chambers, Dana G. Mead, Jr., Robert K. Warner and Andrew Hykes each resigned from his or her respective position as a member of the Inari Board of Directors and any committee thereof.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Catherine Szyman resigned as Director at Inari Medical, Inc..
- Action
- resigned
- Role
- Director
Exact text from the filing
Donald Milder, Jonathan Root, Cynthia Lucchese, Catherine Szyman, Bill Hoffman, Rebecca Chambers, Dana G. Mead, Jr., Robert K. Warner and Andrew Hykes each resigned from his or her respective position as a member of the Inari Board of Directors and any committee thereof.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Cynthia Lucchese resigned as Director at Inari Medical, Inc..
- Action
- resigned
- Role
- Director
Exact text from the filing
Donald Milder, Jonathan Root, Cynthia Lucchese, Catherine Szyman, Bill Hoffman, Rebecca Chambers, Dana G. Mead, Jr., Robert K. Warner and Andrew Hykes each resigned from his or her respective position as a member of the Inari Board of Directors and any committee thereof.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Rebecca Chambers resigned as Director at Inari Medical, Inc..
- Action
- resigned
- Role
- Director
Exact text from the filing
Donald Milder, Jonathan Root, Cynthia Lucchese, Catherine Szyman, Bill Hoffman, Rebecca Chambers, Dana G. Mead, Jr., Robert K. Warner and Andrew Hykes each resigned from his or her respective position as a member of the Inari Board of Directors and any committee thereof.
View on SEC.gov
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.9
Inari Medical, Inc.: Inari's certificate of incorporation was amended and restated in its entirety as of the Effective Time pursuant to the Merger Agreement.
- Change
- charter amendment
Exact text from the filing
as of the Effective Time, Inari’s certificate of incorporation was amended and restated in its entirety.
View on SEC.gov
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.9
Inari Medical, Inc.: Inari's bylaws were amended and restated in their entirety as of the Effective Time pursuant to the Merger Agreement.
- Change
- bylaw amendment
Exact text from the filing
as of the Effective Time, Inari’s bylaws were amended and restated in their entirety.
View on SEC.gov
M&A Transactions
SEC 8-K Item 2.01/5.01
confidence 0.9
Inari Medical, Inc. underwent a change of control involving Stryker Corporation for $80.00 per Share, net to the seller in cash (closed 2025-02-19).
- Action
- change of control
- Counterparty
- Stryker Corporation
- Consideration
- $80.00 per Share, net to the seller in cash
- Closing
- 2025-02-19
Exact text from the filing
commenced a tender offer (the “ Offer ”) to purchase all of the issued and outstanding shares of Inari’s common stock, par value $0.001 per share (the “ Shares ”), at a price of $80.00 per Share, net to the seller in cash, without interest and subject to any applicable tax withholding (the “ Offer Consideration ”). The Offer expired as scheduled at one minute
View on SEC.gov
M&A Transactions
SEC 8-K Item 2.01/5.01
confidence 0.9
Inari Medical, Inc. completed a disposition involving Stryker Corporation for approximately $4.94 billion in cash (closed 2025-02-19).
- Action
- disposition
- Counterparty
- Stryker Corporation
- Consideration
- approximately $4.94 billion in cash
- Closing
- 2025-02-19
Exact text from the filing
The total aggregate consideration paid by Merger Sub in the transaction was approximately $4.94 billion in cash.
View on SEC.gov
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