UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Securities registered pursuant to Section 12(b) of the Act:
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| Item 3.02 | Unregistered Sales of Equity Securities. |
The disclosure under Item 8.01 below is incorporated by reference herein.
Glaukos Corporation (the “Company”) issued the Shares (as defined below) pursuant to separate, privately negotiated exchange agreements (the “Exchange Agreements”), and in reliance on the exemption from the registration requirements of the Securities Act of 1933, as amended (the “Securities Act”), provided by Section 4(a)(2) of the Securities Act. The Shares were issued only to investors that qualified as “qualified institutional buyers” (as such term is defined in Rule 144A of the Securities Act) and institutional “accredited investors” (as such term is defined in Rule 501 of the Securities Act).
| Item 8.01 | Other Events. |
On June 28, 2024, the Company closed the transactions contemplated by the Exchange Agreements that it had previously announced on June 14, 2024 (the “Exchange Transactions”) with certain holders of the Company’s 2.75% Convertible Senior Notes due 2027 (the “Existing Convertible Notes”).
In the Exchange Transactions, the holders exchanged $230,000,000 in aggregate principal amount of the Existing Convertible Notes for consideration consisting of an aggregate of 4,253,423 shares of the Company’s common stock (the “Shares”), and cash in lieu of fractional shares and in respect of accrued interest on the Existing Convertible Notes.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| GLAUKOS CORPORATION | |||
| Date: June 28, 2024 | By: | /s/ Alex R. Thurman | |
| Name: | Alex R. Thurman | ||
| Title: | Senior Vice President & Chief Financial Officer | ||