SharkNinja Files 6-K for Shareholder Sale

TL;DR

SharkNinja shareholders selling 5.5M shares via J.P. Morgan & BofA on Aug 20.

AI Summary

On August 20, 2025, SharkNinja, Inc. entered into an underwriting agreement with J.P. Morgan Securities LLC and BofA Securities, Inc. as underwriters. This agreement facilitates the sale of an aggregate of 5,500,000 shares by selling shareholders JS&W Global Holding Limited Partnership and JS&W Capital Holding Limited Partnership.

Why It Matters

This filing indicates a significant sale of shares by major shareholders, which could impact the stock's supply and demand dynamics.

Risk Assessment

Risk Level: medium — The sale of a large block of shares by existing shareholders can create downward pressure on the stock price.

Key Numbers

• 5,500,000 — Shares Sold (Aggregate number of shares to be sold by selling shareholders.)

Key Players & Entities

• SharkNinja, Inc. (company) — Registrant
• J.P. Morgan Securities LLC (company) — Underwriter
• BofA Securities, Inc. (company) — Underwriter
• JS&W Global Holding Limited Partnership (company) — Selling Shareholder
• JS&W Capital Holding Limited Partnership (company) — Selling Shareholder
• 5,500,000 (dollar_amount) — Number of shares to be sold
• August 20, 2025 (date) — Date of underwriting agreement

FAQ

Key Financial Figures

• $0.0001 — of 5,500,000 ordinary shares, par value $0.0001 per share, of the Company (“Ordin
• $116.00 — rdinary Shares, at an offering price of $116.00 per share, less underwriting discounts

Filing Documents

• tm2524164d1_6k.htm (6-K) — 15KB
• tm2524164d1_ex1-1.htm (EX-1.1) — 241KB
• tm2524164d1_ex5-1.htm (EX-5.1) — 48KB
• tm2524164d1_ex5-1img001.jpg (GRAPHIC) — 12KB
• tm2524164d1_ex5-1img002.jpg (GRAPHIC) — 17KB
• 0001104659-25-081875.txt ( ) — 345KB

From the Filing

UNITED SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2025 Commission File Number: 001-41754 SHARKNINJA, INC. (Translation of registrant’s name into English) 89 A Street Needham, MA 02494 (Address of principal executive office) Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F. Form 20-F Form 40-F Explanatory Note On August 20, 2025, SharkNinja, Inc. (the “Company”) entered into an underwriting agreement (the “Underwriting Agreement”) with J.P. Morgan Securities LLC and BofA Securities, Inc., as underwriters (together, the “Underwriters”), and JS&W Global Holding Limited Partnership and JS&W Capital Holding Limited Partnership (together, the “Selling Shareholders”) pursuant to which the Selling Shareholders agreed to sell an aggregate of 5,500,000 ordinary shares, par value $0.0001 per share, of the Company (“Ordinary Shares”), and granted the Underwriters a 30-day option to purchase up to an additional 825,000 Ordinary Shares, at an offering price of $116.00 per share, less underwriting discounts and commissions (collectively, the “Offering”). The Offering closed on August 22, 2025. The Offering was made pursuant to an effective shelf registration filed with the Securities and Exchange Commission (the “SEC”). The Company will not receive any proceeds from the sale of shares by the Selling Shareholders. The Underwriting Agreement contains customary representations, warranties, covenants and agreements by the parties, customary conditions to closing, indemnification obligations of the parties, including for liabilities under the Securities Act of 1933, as amended, other obligations of the parties and termination provisions. The representations, warranties and covenants contained in the Underwriting Agreement were made only for purposes of such agreement and as of specific dates, were solely for the benefit of the parties to such agreement, and may be subject to limitations agreed upon by the contracting parties. The foregoing description of the Underwriting Agreement is not complete and is qualified in its entirety by reference to the full text of the Underwriting Agreement, a copy of which is filed as Exhibit 1.1 to this report on Form 6-K and is incorporated by reference herein. The information contained in this report on Form 6-K of the Company is incorporated by reference into the Company’s Registration Statements on Form F-3ASR (File No. 333-289729) and into the Company’s Registration Statements on Form S-8 (File No. 333-273518 and No. 333-286263), filed with the SEC, to be a part thereof from the date on which this report is furnished to the SEC, to the extent not superseded by documents or reports subsequently filed or furnished. EXHIBIT INDEX Exhibit Description of Exhibit 1.1 Underwriting Agreement, dated as of August 20, 2025, by and among SharkNinja, Inc., J.P. Morgan Securities LLC and BofA Securities, Inc., as underwriters and the several shareholders listed in Schedule II thereto. 5.1 Opinion of Maples and Calder (Cayman) LLP. 23.1 Consent of Maples and Calder (Cayman) LLP (included in Exhibit 5.1). 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, thereunto duly authorized. SHARKNINJA, INC. By: /s/ Pedro J. Lopez-Baldrich Date: August 22, 2025 Name: Pedro J. Lopez-Baldrich Title: Chief Legal Officer

View Full Filing

View this 6-K filing on SEC EDGAR