Intel Corporation filed a current report on Form 8-K on August 12, 2026, disclosing the launch, pricing, and full exercise of an underwriter overallotment option in connection with a public offering of common stock entered into on August 10, 2026.

Key Highlights

  • Offering size: Intel agreed to issue and sell 210,526,315 shares of common stock at $95.00 per share.
  • Overallotment option exercised in full: Underwriters were granted a 30-day option to purchase up to an additional 31,578,947 shares; that option was exercised in full on August 11, 2026.
  • Lead underwriters: J.P. Morgan Securities LLC, Goldman Sachs & Co. LLC, Morgan Stanley & Co. LLC, and Citigroup Global Markets Inc. served as representatives of the underwriters.
  • Shelf registration: The offering was made pursuant to a shelf registration statement on Form S-3 initially filed August 10, 2026, bearing Registration No. 333-298165.
  • Signed by: The filing was signed by David Zinsner, Executive Vice President and Chief Financial Officer, on August 12, 2026.

Intel's Public Common Stock Offering: Terms and Structure

According to the filing, Intel Corporation (NASDAQ:INTC) entered into an underwriting agreement on August 10, 2026, with J.P. Morgan Securities LLC, Goldman Sachs & Co. LLC, Morgan Stanley & Co. LLC, and Citigroup Global Markets Inc. acting as representatives of the underwriters. Under that agreement, the company agreed to issue and sell 210,526,315 shares of its common stock, par value $0.001 per share, at a price of $95.00 per share.

The filing further disclosed that Intel granted the underwriters a 30-day option to purchase up to an additional 31,578,947 shares of common stock. On August 11, 2026, the underwriters exercised that option in full, the filing stated. The combined base offering and fully exercised overallotment option total 242,105,262 shares at the stated offering price.

The offering was conducted pursuant to a shelf registration statement on Form S-3 initially filed with the Securities and Exchange Commission on August 10, 2026, Registration No. 333-298165, along with a base prospectus and prospectus supplement each dated August 10, 2026, according to the filing. The filing noted that the description of the underwriting agreement "does not purport to be complete and is qualified in its entirety by reference to the full text of the Underwriting Agreement," which was filed as Exhibit 1.1. A validity opinion from Gibson, Dunn & Crutcher LLP was filed as Exhibit 5.1.

What Was Disclosed

Intel's 8-K reported the pricing and underwriting terms of a public common stock offering at $95.00 per share, with 210,526,315 base shares and an additional 31,578,947 shares subject to an overallotment option that was fully exercised on August 11, 2026.