Quest Diagnostics Incorporated filed SEC Form 8-K: Other Events, Financial Statements and Exhibits
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
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CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
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Item 8.01 Other Events
On April 27, 2026, Quest Diagnostics Incorporated (the “Company”) issued a press release announcing the pricing of a public offering of $500 million aggregate principal amount of its 5.000% senior notes due 2036 (the “Notes”) under the Company’s shelf registration statement. The Company intends to use the net proceeds from the offering for general corporate purposes, which may include the repayment of indebtedness. The indebtedness the Company may repay includes its $500 million aggregate principal amount of 3.45% Senior Notes that mature on June 1, 2026. The Company expects to receive the net proceeds upon closing of the offering on May 6, 2026, subject to customary closing conditions. A copy of the press release, dated April 27, 2026, is attached to this Current Report on Form 8-K as Exhibit 99.1 and is incorporated by reference into this Current Report on Form 8-K.
In connection with the offering of the Notes, on April 27, 2026, the Company entered into an underwriting agreement (the “Underwriting Agreement”) with Goldman Sachs & Co. LLC, J.P. Morgan Securities LLC and Mizuho Securities USA LLC on behalf of themselves and the other underwriters named therein. The Underwriting Agreement is attached to this Current Report on Form 8-K as Exhibit 1.1 and is incorporated by reference into this Current Report on Form 8-K.
Item 9.01 Financial Statements and Exhibits
| Exhibit | Description | |
| 1.1 | Underwriting Agreement, dated April 27, 2026. | |
| 99.1 | Press Release issued by the Company, dated April 27, 2026. | |
| 104 | The cover page from this current report on Form 8-K, formatted in Inline XBRL. |
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.
May 1, 2026
| QUEST DIAGNOSTICS INCORPORATED | ||
| By: | /s/ Sean D. Mersten | |
| Sean D. Mersten | ||
| Vice President and Corporate Secretary | ||