Align Technology, Inc. filed a Form 8-K on November 6, 2026, disclosing that on November 5, 2026, it entered into a $270 million accelerated share repurchase agreement with Goldman Sachs & Co. LLC.

Key Highlights

  • $270 million prepayment: Align Technology will make a $270 million prepayment to Goldman Sachs under the accelerated share repurchase (ASR) contract.
  • Initial share delivery: The company will receive an initial delivery of approximately 1.44 million shares of common stock.
  • Repurchase program authority: The ASR contract draws from the company's $1.0 billion stock repurchase program approved by the Board of Directors in April 2025.
  • $600 million remaining: As of November 5, 2026, $600 million remained available for repurchase under the April 2025 program.
  • Expected settlement deadline: Final settlement is expected to occur no later than approximately December 29, 2026.
  • Price mechanism: The total shares repurchased will be based generally upon the average daily volume-weighted average price during the repurchase period, less a discount, subject to adjustments.

Align Technology Enters $270 Million ASR Contract with Goldman Sachs

According to the filing, Align Technology, Inc. (NASDAQ:ALGN) entered into an accelerated share repurchase agreement with Goldman Sachs & Co. LLC on November 5, 2026. The company disclosed that it will make a $270 million prepayment to Goldman Sachs and will receive an initial delivery of approximately 1.44 million shares of common stock. The repurchase is authorized under the company's $1.0 billion stock repurchase program that the Board of Directors approved in April 2025.

The filing states that as of November 5, 2026, the April 2025 program had $600 million remaining available for repurchase, and the $270 million ASR contract represents a portion of that amount. The exact number of shares to be repurchased will be determined "based generally upon the average daily volume-weighted average price of the Company's common stock during the repurchase period, less a discount and subject to adjustments pursuant to the terms and conditions of the ASR Contract," according to the filing.

The filing further discloses that at settlement, under certain circumstances, Goldman Sachs may be required to deliver additional shares to the company, or alternatively, the company may be required either to deliver shares or make a cash payment to Goldman Sachs. The filing notes that the terms of the accelerated share repurchases are subject to adjustment if the company enters into or announces certain types of transactions or takes certain corporate actions. Final settlement is expected no later than approximately December 29, 2026. The filing was signed by John Morici, Chief Financial Officer and Executive Vice President, Global Finance.

What Was Disclosed

Align Technology disclosed the entry into a $270 million accelerated share repurchase agreement with Goldman Sachs on November 5, 2026, drawing from an existing $1.0 billion Board-approved repurchase program, with an initial delivery of approximately 1.44 million shares and expected final settlement by approximately December 29, 2026.