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SMITH & WESSON BRANDS, INC. (SWBI) Form 8-K — Oct 21, 2026

$SWBIForm 8-KItems 1.01, 2.01, 3.02, 5.02, 7.01, 9.01Filed Oct 21, 2026, 9:05 AM ET0001193125-26-427316Original filing

Smith & Wesson Brands completed its acquisition of firearms maker Savage (Long Range Intermediate LLC) on October 21, 2026, in a stock-and-cash transaction with an adjusted value of approximately $164.9 million, structured as a tax-free reorganization under Section 368(a). Consideration consisted of $42.4 million in cash plus 8,993,968 SWBI shares issued to the Seller (Savarms, L.P., a JDH Capital vehicle), with the share issuance capped at 19.99% of shares outstanding at a reference price of $13.62 per share based on a 45-day VWAP. Amounts remain subject to a customary post-closing cash adjustment.

Key figures

Cash Position
0
Deal Value Usd
164900000
Gross Proceeds
0
Cash paid to seller
$42.4 million
Base transaction value
$160.0 million
Reference price method
45-day VWAP on Nasdaq ending three trading days before closing
Shares issued to seller
8993968
Reference price per share
13.62
Share issuance percent of outstanding
19.99%

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