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NASDAQ: HOOD Robinhood Markets, Inc. 8-K

Robinhood closes $2.2B convertible debt offering, uses $290M for share buyback

Filed June 25, 2026 · Period ending June 22, 2026 · ~1 min read

Key Changes

  • high

    Robinhood issued $2.2B in zero-coupon convertible notes due 2029, convertible at $174.42/share (65% premium to June 22 closing price), representing up to 20.8M shares of potential dilution.

    Item 1.01 — Entry into a Material Definitive Agreement verify on EDGAR →
  • high

    Company used $290M of debt proceeds to repurchase 2.7M shares at $105.71/share, reducing share count while increasing leverage—a capital allocation choice that amplifies per-share metrics but adds financial risk.

    Item 8.01 — Other Events verify on EDGAR →
  • high

    Robinhood purchased $123M in capped call options to defer net dilution until share price exceeds $237.85 (154% above June 25 close); combined with buyback, dilution deferred until $303.95/share.

    Exhibit 99.1 verify on EDGAR →

1 more material change behind this preview — plus the full narrative summary, section-by-section diffs against the prior filing, and verbatim quotes with EDGAR citations.

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Generated by AI · Jun 26, 2026 12:05 AM