INTEL CORP 8-K Filing

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0000050863-25-000204.txt : 20251229 0000050863-25-000204.hdr.sgml : 20251229 20251229061704 ACCESSION NUMBER: 0000050863-25-000204 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 13 CONFORMED PERIOD OF REPORT: 20251226 ITEM INFORMATION: Unregistered Sales of Equity Securities FILED AS OF DATE: 20251229 DATE AS OF CHANGE: 20251229 FILER: COMPANY DATA: COMPANY CONFORMED NAME: INTEL CORP CENTRAL INDEX KEY: 0000050863 STANDARD INDUSTRIAL CLASSIFICATION: SEMICONDUCTORS & RELATED DEVICES [3674] ORGANIZATION NAME: 04 Manufacturing EIN: 941672743 STATE OF INCORPORATION: DE FISCAL YEAR END: 1227 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-06217 FILM NUMBER: 251602551 BUSINESS ADDRESS: STREET 1: 2200 MISSION COLLEGE BLVD STREET 2: RNB-4-151 CITY: SANTA CLARA STATE: CA ZIP: 95054 BUSINESS PHONE: 4087658080 MAIL ADDRESS: STREET 1: 2200 MISSION COLLEGE BLVD STREET 2: RNB-4-151 CITY: SANTA CLARA STATE: CA ZIP: 95054 8-K 1 intc-20251226.htm 8-K intc-20251226 0000050863 false 0000050863 2025-12-26 2025-12-29 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 26, 2025 INTEL CORPORATION (Exact name of registrant as specified in its charter) Delaware 000-06217 94-1672743 (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.)   2200 Mission College Boulevard , Santa Clara , California 95054-1549 (Address of principal executive offices)  (Zip Code) Registrant's telephone number, including area code: (408) 765-8080 Not Applicable (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions ( see General Instruction A.2. below): ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4c)) Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol(s) Name of each exchange on which registered Common stock, $0.001 par value INTC Nasdaq Global Select Market Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).     Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨ Item 3.02    Unregistered Sales of Equity Securities. On December 26, 2025, Intel Corporation (the “Company”) completed the issuance and sale of 214,776,632 shares of the Company’s common stock, par value $0.001 per share (the “Shares”), to NVIDIA Corporation (“NVIDIA”), for an aggregate purchase price in cash of $5.0 billion, representing a price per share of $23.28 per share. The issuance and sale were undertaken pursuant to a Securities Purchase Agreement (the “Purchase Agreement”), dated September 15, 2025, between the Company and NVIDIA, in a private placement relying upon the exemption provided by Section 4(a)(2) of the Securities Act of 1933 as a transaction not involving a public offering, as previously disclosed by the Company in a Current Report on Form 8-K