Varex Imaging files 8-K amid Teledyne merger litigation
Varex Imaging Corporation (NASDAQ: VREX) filed a current report on Form 8-K on October 22, 2026, disclosing two shareholder lawsuits and 13 demand letters challenging its definitive proxy statement for the pending acquisition by Teledyne Technologies Incorporated. The filings allege that the proxy document, submitted to the Securities and Exchange Commission on September 21, 2026, contains misleading information and disclosure deficiencies regarding the merger. The legal actions were filed in the Supreme Court of the State of New York, County of New York, with the first complaint, Stevens v. Varex Imaging Corporation et al., recorded on October 6, 2026, and the second, Clark v. Varex Imaging Corporation et al., recorded on October 7, 2026. The plaintiffs seek to enjoin the consummation of the merger until additional information is disclosed, as well as rescission or damages if the deal proceeds. The company states that it believes these claims are without merit and that no additional disclosures are legally required. However, to avoid potential delays to the special meeting or the merger and to minimize associated expenses, Varex is voluntarily providing supplemental disclosures in the 8-K filing. The company explicitly denies any liability or wrongdoing and asserts that the supplemental information is immaterial under applicable laws. The merger agreement, entered into on August 10, 2026, provides for Teledyne Technologies Incorporated to acquire Varex through a merger with Detect Merger Sub, Inc., a wholly owned subsidiary of Teledyne. Varex will survive the transaction as a wholly owned subsidiary of Teledyne. A special meeting of Varex stockholders is scheduled to be held virtually on October 28, 2026, at 4:30 p.m. Mountain Time. At this meeting, stockholders will vote on proposals to adopt the merger agreement and an advisory compensation proposal. The Varex board of directors continues to recommend that stockholders vote in favor of adopting the merger agreement and the compensation proposal. The supplemental disclosures do not alter the merger consideration paid to stockholders or the timing of the special meeting. The company noted that it does not intend to announce the receipt or filing of each additional similar demand letter or complaint, nor any amended complaints.
Varex Imaging Corporation (NASDAQ: VREX) filed a current report on Form 8-K on October 22, 2026, disclosing two shareholder lawsuits and 13 demand letters challenging its definitive proxy statement for the pending acquisition by Teledyne Technologies Incorporated. The filings allege that the proxy document, submitted to the Securities and Exchange Commission on September 21, 2026, contains misleading information and disclosure deficiencies regarding the merger. The legal actions were filed in the Supreme Court of the State of New York, County of New York, with the first complaint, Stevens v. Varex Imaging Corporation et al., recorded on October 6, 2026, and the second, Clark v. Varex Imaging Corporation et al., recorded on October 7, 2026. The plaintiffs seek to enjoin the consummation of the merger until additional information is disclosed, as well as rescission or damages if the deal proceeds. The company states that it believes these claims are without merit and that no additional disclosures are legally required. However, to avoid potential delays to the special meeting or the merger and to minimize associated expenses, Varex is voluntarily providing supplemental disclosures in the 8-K filing. The company explicitly denies any liability or wrongdoing and asserts that the supplemental information is immaterial under applicable laws. The merger agreement, entered into on August 10, 2026, provides for Teledyne Technologies Incorporated to acquire Varex through a merger with Detect Merger Sub, Inc., a wholly owned subsidiary of Teledyne. Varex will survive the transaction as a wholly owned subsidiary of Teledyne. A special meeting of Varex stockholders is scheduled to be held virtually on October 28, 2026, at 4:30 p.m. Mountain Time. At this meeting, stockholders will vote on proposals to adopt the merger agreement and an advisory compensation proposal. The Varex board of directors continues to recommend that stockholders vote in favor of adopting the merger agreement and the compensation proposal. The supplemental disclosures do not alter the merger consideration paid to stockholders or the timing of the special meeting. The company noted that it does not intend to announce the receipt or filing of each additional similar demand letter or complaint, nor any amended complaints.
Filed by the newsroom of MarketPR on October 22, 2026. Source: sec.gov. Indicative figures are not investment advice.