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Amneal Pharmaceuticals, Inc.

For the period ended Aug 10, 2026. Filed Aug 10, 2026.

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About this filing

A notice of a major event between regular reports, such as results, a deal or a change of executives. It is often the first formal record of the news.

Aug 10, 2026 · Filed Aug 10, 2026

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AMRX$20.14+3.5%Stored close · as of Nov 6, 2026
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Introductory Note

This Current Report on Form 8-K (this “Report”) is being filed in connection with the completion of the transactions contemplated by the previously announced Membership Interest Purchase Agreement, dated as of April 21, 2026 (as it may be amended from time to time, the “Purchase Agreement”), by and among Amneal Pharmaceuticals, Inc., a Delaware corporation (“Amneal”), Kashiv BioSciences, LLC (“Kashiv”), KB Seller Representative, LLC (the “Seller Representative”) and the equityholders of Kashiv named therein (the “Sellers”). On August 10, 2026 (the “Closing Date”), pursuant to the Purchase Agreement, Amneal Pharmaceuticals LLC, a Delaware limited liability company and wholly owned subsidiary of Amneal (“Amneal LLC”), acting pursuant to the terms and conditions of a previously executed assignment and assumption agreement between it, Amneal, Kashiv and the Seller Representative, purchased from the Sellers, and the Sellers sold, conveyed, assigned, transferred and delivered to Amneal LLC, 100% of the issued and outstanding membership interests of Kashiv (the “Acquisition”). Pursuant to the Purchase Agreement, at the closing of the Acquisition (the “Closing”), (i) Amneal LLC was required to pay to the Sellers $375,000,000 in cash, subject to certain purchase price adjustments including for cash, the funding of operations between signing and closing (subject to a specified cap, calculated on the basis of the period from the date of the Purchase Agreement until the Closing), indebtedness, transaction expenses and working capital fluctuations (relative to a target), and (ii) Amneal was required to issue to the Sellers 28,942,108 shares of its Class A common stock, par value $0.01 per share, subject to adjustments for fractional shares. The Sellers will also be eligible to receive up to an additional $350,000,000 in potential contingent payments upon the achievement of certain regulatory milestones in the United States for up to six designated Kashiv product candidates. In addition, during the 12-year period following the Closing, the Sellers will be eligible to receive certain potential contingent royalty payments equal to 25% of the amount by which annual aggregate gross profits for certain products exceed specified gross profit hurdle amounts for the corresponding annual royalty period.

As previously reported, certain of the Sellers are affiliates of the Amneal Group (as defined in Amneal’s proxy statement for its 2026 annual meeting of stockholders, which was filed with the Securities and Exchange Commission (the “SEC”) on March 25, 2026).

The foregoing description of the Purchase Agreement and the Acquisition do not purport to be complete and are qualified in their entirety by reference to the full text of the Purchase Agreement, a copy of which was filed as Exhibit 2.1 to the Current Report on Form 8-K filed by Amneal on April 22, 2026 and is incorporated herein by reference.

Item 1.01Entry into a Material Definitive Agreement.

The information set forth under the Introductory Note of this Report is incorporated into this Item 1.01 by reference.

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