8-K – 2026-02-13 – axon-20260210.htm

axon-20260210 0001069183 FALSE 0001069183 2026-02-10 2026-02-10

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
February 10, 2026
Date of Report (Date of earliest event reported)
________________________________________________________
Axon Enterprise, Inc.
(Exact name of registrant as specified in its charter)

Delaware 001-16391 86-0741227
(State or other jurisdiction of
incorporation) (Commission File Number) (IRS Employer
Identification No.)

17800 N. 85 th St.
Scottsdale , Arizona 85255
(Address of principal executive offices, including zip code)
( 480 ) 991-0797
(Registrant’s telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)
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, $0.00001 Par Value AXON The NASDAQ Stock Market LLC

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:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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 o
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. o

Item 8.01 Other Events

Pursuant to a notice of redemption dated December 18, 2025, in respect of the 0.50% convertible senior notes due 2027 (the “Convertible Notes”) of Axon Enterprise, Inc. (the “Company”), the Company redeemed $840,000 aggregate principal amount of Convertible Notes on February 10, 2026, with cash, at a redemption price equal to 100% of the principal amount thereof, together with accrued and unpaid interest to, but excluding, February 10, 2026.

Further, pursuant to the notice of redemption with respect to the Convertible Notes and the indenture governing the Convertible Notes, the Company settled conversions in respect of $80,270,000 aggregate principal amount of Convertible Notes on February 11, 2026, delivering approximately $80.3 million in cash and 211,870 shares. In connection with these conversions of the Convertible Notes, the Company received 41,139 shares from option counterparties in connection with exercises of the Convertible Note hedges entered into in connection with the issuance of the Convertible Notes.

As a result of the redemptions and conversions of Convertible Notes referred to above, no Convertible Notes remain outstanding.

Item 9.01 Financial Statements and Exhibits
(d) Exhibits

Exhibit
Number
Exhibit Description
104 The cover page from this Current Report on Form 8-K, formatted as Inline XBRL

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.

Dated: February 13, 2026 Axon Enterprise, Inc.

By:  /s/ BRITTANY BAGLEY
Brittany Bagley
Chief Operating Officer and Chief Financial Officer