SCHEDULE: Masimo Corp Goes Private in $180 Per Share Merger
Merger Completion and Exit
Politan Capital Management has fully exited its position in Masimo Corp following the completion of a merger that converted all shares into $180.00 cash per share.
Summary
- Masimo Corp successfully consummated its merger on June 10, 2026, becoming a wholly owned subsidiary of the Parent company.
- All outstanding shares of Common Stock were cancelled and converted into the right to receive $180.00 per share in cash.
- Politan Capital Management and its affiliates, including Quentin Koffey, have ceased to be beneficial owners of the company.
- The 4,590,873 shares previously held by the reporting persons were liquidated as part of the transaction.
- Quentin Koffey's 1,119 restricted share units were also cancelled and converted into cash at the $180.00 per share rate.
Sentiment
Score: 10
Explanation: StockSavvy.ai views this as a highly positive outcome for the reporting persons, as it represents a successful and complete cash exit at a specific valuation.
Positives
- Shareholders received a definitive cash payout of $180.00 per share.
- The transaction provides immediate liquidity and a clean exit for investors.
- Successful execution of the merger agreement without reported price adjustments or delays.
Negatives
- Public investors no longer have the opportunity to participate in the future growth or upside of Masimo as a public entity.
Risks
- There are no remaining market risks for the reporting persons as their equity position has been entirely converted to cash.
Future Outlook
Masimo Corp will operate as a private, wholly owned subsidiary of the Parent company and will no longer be subject to public reporting requirements or stock exchange listings.
Management Comments
- Each share of Common Stock issued and outstanding immediately prior to the Effective Time was automatically cancelled, extinguished and converted into the right to receive an amount in cash equal to $180.00 per share.
- The Reporting Persons ceased to beneficially own any shares of Common Stock as a result of the merger.
Industry Context
StockSavvy.ai notes that this merger represents a significant exit for activist investor Politan Capital Management, highlighting a trend where activist pressure in the medical technology sector often culminates in a strategic sale or privatization to unlock shareholder value.
Comparison to Industry Standards
- The $180.00 per share cash consideration provides a fixed valuation benchmark compared to peers in the medical device industry that remain subject to market volatility.
- The successful completion of the merger aligns with standard M&A timelines for mid-to-large cap healthcare technology companies.
Management Changes
| Role | Previous Person | New Person | Effective Date | Reason |
|---|---|---|---|---|
| Non-employee Director | Quentin Koffey | NA | 2026-06-10 | Completion of the merger and conversion of restricted share units to cash. |
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Corporate Structure | Transition from a public corporation to a wholly owned subsidiary of Parent. | 2026-06-10 | The company is no longer a standalone public entity and will no longer have a public board of directors. |
Legal Proceedings
- No new litigation or regulatory matters were disclosed in this amendment.
Related Party Transactions
- The conversion of Quentin Koffey's 1,119 restricted share units into cash at the merger price was the only related party transaction noted.
Stakeholder Impact
- Shareholders receive immediate cash liquidity at $180.00 per share.
- Politan Capital Management has successfully liquidated its multi-year investment.
- The company transitions to private ownership, potentially changing its long-term strategic focus.
Next Steps
- Final distribution of cash consideration to all former shareholders of record.
- Formal delisting of Masimo Corp common stock from the relevant stock exchange.
Key Dates
| Date | Description |
|---|---|
| 2022-08-16 | Initial Schedule 13D filing by the reporting persons. |
| 2026-06-10 | Closing date of the merger and effective time of share conversion. |
| 2026-06-11 | Filing of Amendment No. 17 confirming the total exit of reporting persons. |
Keywords
Masimo Corp, Merger, Acquisition, Politan Capital Management, Quentin Koffey, Cash Consideration, Schedule 13D, Privatization
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