Palo Alto Networks Inc 8-K

What Happened Palo Alto Networks filed an 8-K (Item 8.01) reporting that, under the Indenture governing CyberArk Software Ltd.’s 0.00% Convertible Senior Notes due 2030, CyberArk notified holders, the trustee and the conversion agent on March 23, 2026 that the Default Settlement Method will be “Combination Settlement.” The notice sets the Specified Dollar Amount at $1,000 per $1,000 principal amount of Notes for any conversion with a Conversion Date on or after March 23, 2026. The Base Indenture is dated June 10, 2025 and was supplemented by a First Supplemental Indenture dated February 11, 2026 among CyberArk, U.S. Bank Trust Company, N.A. (the trustee, paying agent and conversion agent), and Palo Alto Networks.

Key Details

• Notes affected: CyberArk’s 0.00% Convertible Senior Notes due 2030.
• Effective notice date: March 23, 2026; Settlement method applies to conversions with Conversion Date on/after that date.
• Settlement terms: Default Settlement Method = Combination Settlement with a Specified Dollar Amount of $1,000 per $1,000 principal amount.
• Governing documents: Base Indenture (June 10, 2025) and First Supplemental Indenture (Feb 11, 2026); trustee/conversion agent = U.S. Bank Trust Company, N.A.

Why It Matters This disclosure clarifies how conversions of CyberArk’s convertible notes will be settled going forward: a combination of cash and equity with a fixed cash component of $1,000 per $1,000 principal amount for conversions on or after March 23, 2026. For investors, the change affects the mechanics of conversions—how much cash and how many shares are delivered when notes convert—and could influence potential cash outflows and equity issuance tied to these notes. The Combination Settlement remains in effect until it is changed in accordance with the Indenture.