Invesco Ltd. Files 8-K: Material Agreement & Exhibits

TL;DR

Invesco (IVZ) filed an 8-K on Dec 8th for a material agreement and exhibits. Watch for details.

AI Summary

On December 8, 2025, Invesco Ltd. filed an 8-K report. The filing indicates an entry into a material definitive agreement and includes financial statements and exhibits. The report was filed on December 9, 2025.

Why It Matters

This 8-K filing signals a significant contractual development for Invesco Ltd., potentially impacting its business operations and financial standing.

Risk Assessment

Risk Level: low — The filing is a standard 8-K reporting a material definitive agreement and exhibits, with no immediate indication of negative financial events.

Key Players & Entities

• Invesco Ltd. (company) — Registrant
• December 8, 2025 (date) — Earliest event reported
• December 9, 2025 (date) — Filing date
• Bermuda (jurisdiction) — State of Incorporation
• 98-0557567 (identifier) — I.R.S. Employer Identification No.
• 1331 Spring Street, NW Suite 2500, Atlanta, GA 30309 (address) — Principal Executive Offices
• 404-892-0896 (phone_number) — Registrant's telephone number

FAQ

Key Financial Figures

• $500 million — urchase Agreement for the repurchase of $500 million of the Company's outstanding 5.9% Fixed
• $2.5 billion — utstanding, and it will continue to own $2.5 billion of Preferred Shares after the repurchas
• $1,000.00 — res ") with a liquidation preference of $1,000.00 per share; and WHEREAS, Invesco and Ma
• $1,180.00 — for a purchase price per share equal to $1,180.00 (the " Per Share Cash Price "). NOW, T

Filing Documents

• ivz-20251208.htm (8-K) — 80KB
• invesco-repurchaseagreemen.htm (EX-10) — 50KB
• ivz-20251208_g1.jpg (GRAPHIC) — 15KB
• 0001628280-25-055946.txt ( ) — 306KB
• ivz-20251208.xsd (EX-101.SCH) — 2KB
• ivz-20251208_lab.xml (EX-101.LAB) — 22KB
• ivz-20251208_pre.xml (EX-101.PRE) — 13KB
• ivz-20251208_htm.xml (XML) — 3KB

01 Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement On December 8, 2025, Invesco Ltd. (the "Company") and Massachusetts Mutual Life Insurance Company ("MassMutual") entered into a Preferred Share Repurchase Agreement for the repurchase of $500 million of the Company's outstanding 5.9% Fixed Rate Non-Cumulative Perpetual Series A Preference Shares (the "Preferred Shares") held by MassMutual at a 18% premium to their liquidation preference per share. The repurchase of the Preferred Shares is expected to close around the middle of December 2025. MassMutual is a significant shareholder of the Company, owning approximately 18.3% of the Company's common shares outstanding, and it will continue to own $2.5 billion of Preferred Shares after the repurchase. As dividends on the Preferred Shares are payable in arrears, the Preferred Share Repurchase Agreement provides that the dividend for the fourth quarter of 2025 on the Preferred Shares being repurchased will be prorated from December 1, 2025, the date on which the dividend for the third quarter of 2025 was paid, through the closing date of the repurchase. The prorated dividend will be reflected in the first quarter 2026 dividend payable on March 2, 2026. The foregoing description of the Preferred Share Repurchase Agreement does not purport to be complete and is qualified in its entirety by reference to the Preferred Share Repurchase Agreement, which is filed as Exhibit 10.1 below.

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. (d) Exhibits. Exhibit Number Description 10.1 Preferred Share Repurchase Agreement, dated as of December 8, 2025, among the company and MassMutual 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) 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. Invesco Ltd. By: /s/ Jeffrey H. Kupor Jeffrey H. Kupor Company Secretary Date: December 9, 2025 PREFERRED SHARE REPURCHASE AGREEMENT BY AND BETWEEN INVESCO LTD. AND MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY Dated as of December 8, 2025 LEGAL02/45918448v4 PREFERRED SHARE REPURCHASE AGREEMENT THIS PREFERRED SHARE REPURCHASE AGREEMENT (this " Agreement ") is made and entered into as of December 8, 2025 by and between Invesco Ltd (" Invesco ") and Massachusetts Mutual Life Insurance Company (" MassMutual "). All terms used herein but not defined herein shall have the meanings set forth in the Shareholder Agreement (as defined below). WHEREAS, MassMutual and Invesco are parties to that certain shareholder agreement dated as of May 24, 2019 (the " Shareholder Agreement "); WHEREAS, MassMutual is the Beneficial Owner of approximately 3,000,000 5.900% Fixed Rate Non-Cumulative Perpetual Series A Preference Shares of Invesco (the " Preferred Shares ") with a liquidation preference of $1,000.00 per share; and WHEREAS, Invesco and MassMutual propose to enter into a transaction (the " Repurchase Transaction ") whereby MassMutual shall sell to Invesco, and Invesco shall purchase from MassMutual, 500,000 Preferred Shares (the " Sale Preferred Shares ") for a purchase price per share equal to $1,180.00 (the " Per Share Cash Price "). NOW, THEREFORE, in consideration of the foregoing, of the mutual promises herein set forth, and for other good and valuable consideration, the receipt

View Full Filing

View this 8-K filing on SEC EDGAR