Icon Plc

Share repurchase program On February 18, 2025, the Company's Board of Directors authorized an additional share repurchase program under which the Company may repurchase up to $750.0 million of the outstanding ordinary shares of the Company by way of redemption.

SEC original ↗Icon Plc — Earnings release (6-K report)6-KOct 23, 2025

Along with unutilized amounts under previous authorizations, this authorized the Company as of February 18, 2025 to repurchase up to $1.0 billion worth of ordinary shares.

SEC original ↗Icon Plc — Earnings release (6-K report)6-KOct 23, 2025

During March 2025, 1,360,537 shares were redeemed by the Company under our repurchase program for a total consideration of $250.0 million.

SEC original ↗Icon Plc — Earnings release (6-K report)6-KOct 23, 2025

During June 2025, a further 1,717,181 shares were redeemed by the Company under our repurchase program for a total consideration of $250.0 million.

SEC original ↗Icon Plc — Earnings release (6-K report)6-KOct 23, 2025

On July 22, 2025, the Company's Board of Directors authorized a further additional share repurchase program under which the Company could repurchase up to $500.0 million of the outstanding ordinary shares of the Company by way of redemption.

SEC original ↗Icon Plc — Earnings release (6-K report)6-KOct 23, 2025

During August and September 2025, 1,426,612 shares were redeemed by the Company under our repurchase program for a total consideration of $250.0 million.

SEC original ↗Icon Plc — Earnings release (6-K report)6-KOct 23, 2025

We specialize in the strategic development, management and analysis of programs that support all stages of the clinical development process, from compound selection to Phase I-IV clinical studies.

SEC original ↗Icon Plc — Earnings release (6-K report)6-KOct 23, 2025

We began operations in 1990 and have expanded our business through organic growth, together with a number of strategic acquisitions to enhance our capabilities and expertise in certain areas of the clinical development process.

SEC original ↗Icon Plc — Earnings release (6-K report)6-KOct 23, 2025

A three-level fair value hierarchy that prioritizes the inputs used to measure fair value is described below.

SEC original ↗Icon Plc — Earnings release (6-K report)6-KOct 23, 2025

The New Notes and the guarantees are secured on a first-lien basis by substantially all of the existing and future assets of the Issuer and the Guarantors that also secure the Issuer s and the Guarantors obligations under the Senior Secured Credit Facilities and the 2026 Notes on a pari passu basis, subject to permitted liens, and the liens on the collateral securing the New Notes rank equally in priority with the liens on the collateral securing borrowings and guarantees under the Senior Secured Credit Facilities, the 2026 Notes and any other future pari passu first lien indebtedness.

SEC original ↗Icon Plc — Earnings release (6-K report)6-KOct 23, 2025

The Senior Secured Credit Facilities are secured by a lien on substantially all of ICON s, the Borrowers and each of the subsidiary guarantor s assets (subject to certain exceptions), and the Senior Secured Credit Facilities will have a first-priority lien on such assets, which will rank pari passu with the lien securing the 2026 Notes and the New Notes subject to other permitted liens.

SEC original ↗Icon Plc — Earnings release (6-K report)6-KOct 23, 2025

Please also refer to the section entitled "Risk Factors" of our Form 20-F filed on February 21, 2025 for a discussion of some of the principal risks that could adversely affect our business, operations and financial results including the termination or delay of a large contract, or of multiple contracts which could have a material adverse effect on our revenue and profitability.

SEC original ↗Icon Plc — Earnings release (6-K report)6-KOct 23, 2025

Please refer to the section entitled "Risk Factors" of our Form 20-F filed on February 21, 2025 for a discussion of some of the principal risks that could adversely affect our business, operations and financial results including 'impairment of goodwill and intangible assets may adversely impact future results of operations'.

SEC original ↗Icon Plc — Earnings release (6-K report)6-KOct 23, 2025

During such audits, local tax authorities may challenge the positions taken by us in our tax returns.

SEC original ↗Icon Plc — Earnings release (6-K report)6-KOct 23, 2025