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8-K filings in February 2025, explained

1,027 material Form 8-K filings that 835 companies we cover made with the SEC in February 2025, each read and summarized by AI: what happened, the key figures, whether it reads positive or negative for shareholders, and how big a deal it is (impact 1-5). All of them were written later, when past filings were added: a selection, not every 8-K of the month (see the note below).

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17 of 1,027 briefs match

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NVTnVent Electric plc Feb 4, 4:40 PM ET

nVent completes $1.7 billion sale of Thermal Management unit to Brookfield affiliate

Neutral m&a Written later 2.01

nVent completed the sale of its Thermal Management business on January 30, 2025, to BCP VI Summit Holdings LP, an affiliate of funds managed by Brookfield Asset Management. The company received approximately $1.7 billion in cash, subject to customary post-closing adjustments. The filing's unaudited pro forma statements present Thermal Management as discontinued operations, which shows how nVent's results would look without the business.

  • Sale closed January 30, 2025, under a Share and Asset Purchase Agreement dated July 31, 2024.
  • nVent received approximately $1.7 billion in cash, subject to post-closing adjustments expected within about 150 days of closing.
  • Pro forma nine-month results to September 30, 2024 show net income from continuing operations of $257.3 million and diluted EPS from continuing operations of $1.53.
Read the filing on SEC.gov ↗
OIO-I Glass, Inc. /DE/ Feb 4, 4:30 PM ET

O-I Glass 2024 adjusted EPS fell to $0.81 on lower sales; 2025 guidance $1.20-$1.50

Mixed earnings Written later 2.02

O-I Glass reported 2024 net sales of $6.5 billion, down about 8 percent, and a net loss attributable to the company of $0.69 per share, compared with a $0.67 loss in 2023. Adjusted EPS was $0.81, down from $3.09, and the company guided 2025 adjusted EPS to $1.20 to $1.50 and free cash flow to $150 million to $200 million, but management said it remains cautious about the commercial outlook.

  • Full-year 2024 net sales were $6.5 billion, down from $7.1 billion; net loss attributable to the company was $106 million ($0.69 per share) versus $103 million ($0.67 per share) in 2023.
  • Adjusted EPS of $0.81 in 2024 slightly exceeded guidance of $0.70 to $0.80, compared with $3.09 in 2023.
  • Fourth-quarter 2024 net loss was $1.00 per share, versus $3.05 per share a year earlier; adjusted results were a loss of $0.05 per share.
  • 2025 guidance calls for adjusted EPS of $1.20 to $1.50 and free cash flow of $150 million to $200 million, compared with a $128 million use of cash in 2024.
Read the filing on SEC.gov ↗
DXCDXC Technology Co Feb 4, 4:17 PM ET

DXC Technology revenue falls 5.1% to $3.23 billion; raises full-year EPS guidance

Mixed earnings Written later 2.02

DXC Technology reported third quarter fiscal 2025 results for the quarter ended December 31, 2024, with revenue down 5.1% year-over-year to $3.23 billion and GAAP diluted EPS down 61.7% to $0.31. Non-GAAP diluted EPS rose 7.0% to $0.92, and the company raised its full-year fiscal 2025 non-GAAP EPS, adjusted EBIT margin and free cash flow guidance.

  • Q3 revenue $3.23 billion, down 5.1% year-over-year (down 4.2% organic); GAAP diluted EPS $0.31 vs. $0.81 a year earlier
  • Non-GAAP diluted EPS $0.92, up 7.0% year-over-year; adjusted EBIT $286 million, up 11.7%
  • Full-year fiscal 2025 non-GAAP diluted EPS guidance raised to ~$3.35 from $3.00 to $3.25
  • Full-year free cash flow guidance raised to ~$625 million from approximately $550 million
Read the filing on SEC.gov ↗

Mueller Water Q1 net sales rise 18.7% to $304.3 million; raises fiscal 2025 guidance

Positive earnings Written later 2.02

Mueller Water Products reported fiscal 2025 first-quarter results for the quarter ended December 31, 2024, with net sales up 18.7% to $304.3 million and reported net income per diluted share of $0.22, compared with $0.09 a year earlier. The company raised its fiscal 2025 guidance for net sales and adjusted EBITDA, but operating cash flow and free cash flow declined from the prior year quarter.

  • Net sales rose 18.7% to $304.3 million from $256.4 million; net income per diluted share was $0.22 versus $0.09, and adjusted net income per diluted share was $0.25 versus $0.13.
  • Fiscal 2025 guidance raised: consolidated net sales of $1,370 million to $1,390 million and adjusted EBITDA of $310 million to $315 million.
  • Net cash provided by operating activities fell to $54.1 million from $67.9 million, and free cash flow decreased to $42.2 million from $62.2 million.
  • At December 31, 2024, total debt was $449.5 million and cash and cash equivalents were $338.2 million; the company had no ABL borrowings outstanding.
Read the filing on SEC.gov ↗

Mondelēz sees 2025 adjusted EPS down about 10%; FY 2024 net revenues up 1.2%

Mixed guidance Written later 2.02

Mondelēz reported fourth-quarter and full-year 2024 results, with net revenues up 1.2% for the year and diluted EPS down 5.5% to $3.42. The company expects 2025 Adjusted EPS to decline about 10% on a constant currency basis due to cocoa cost inflation, which weighs on the outlook for shareholders.

  • FY 2024 net revenues rose 1.2% to $36.4 billion, with Organic Net Revenue up 4.3%.
  • Q4 2024 Adjusted EPS was $0.65, down 15.9% on a constant currency basis; Q4 diluted EPS was $1.30.
  • 2025 outlook: Organic Net Revenue growth of about 5%, Adjusted EPS down about 10% constant currency, and Free Cash Flow of $3+ billion.
Read the filing on SEC.gov ↗

Air Products names Eduardo Menezes CEO, effective February 7, succeeding Seifi Ghasemi

Neutral leadership Written later 5.02

Air Products said Eduardo F. Menezes will succeed Seifollah "Seifi" Ghasemi as chief executive officer effective February 7, 2025, and will join the board and its executive committee. The board also named Wayne T. Smith chairman and Dennis H. Reilley vice chairman, and Mr. Ghasemi is leaving the company under his existing employment agreement.

  • Mr. Menezes, age 61, previously served as executive vice president of Linde plc for Europe, the Middle East and Africa, with over $8 billion in sales and 18,000 employees
  • Initial base salary of $1,270,000 and fiscal 2025 annual incentive target of 145% of base salary, pro-rated for partial year
  • Fiscal 2025 equity incentive with an aggregate grant date fair value of $9,888,000, pro-rated, split 60% performance shares and 40% restricted stock units
  • Mr. Ghasemi will receive severance and benefits under his Amended and Restated Employment Agreement dated May 17, 2023
Read the filing on SEC.gov ↗
ALGTAllegiant Travel CO Feb 4, 4:01 PM ET

Allegiant Q4 net loss of $216.2 million on Sunseeker charge; adjusted EPS $2.10

Mixed earnings Written later 2.027.01

Allegiant Travel Company reported a fourth-quarter 2024 GAAP diluted loss of $(12.00) per share, driven by a Sunseeker Resort impairment charge of about $322 million, while revenue rose 2.7% to $627.7 million. The company also issued 2025 guidance, including full-year adjusted airline-only EPS of $7.75 to $10.25, and said it has launched a process to sell at least a majority interest in Sunseeker Resort.

  • Q4 2024 GAAP diluted loss per share of $(12.00), net loss of $216.2 million, including a Sunseeker Resort impairment of $321.8 million
  • Q4 2024 total operating revenue of $627.7 million, up 2.7%; adjusted diluted EPS of $2.10 versus $0.11 a year earlier
  • Full-year 2024 GAAP diluted loss per share of $(13.49); adjusted diluted EPS of $2.48, down 66.1%
  • 2025 guidance: full-year adjusted airline-only EPS of $7.75 to $10.25; first quarter adjusted airline-only EPS of $1.75 to $2.75
Read the filing on SEC.gov ↗
CRUSCIRRUS LOGIC, INC. Feb 4, 4:00 PM ET

Cirrus Logic Q3 revenue $555.7 million tops guidance; March-quarter outlook falls

Mixed earnings Written later 2.025.027.01

Cirrus Logic reported fiscal third-quarter revenue of $555.7 million, up 3% from the prior quarter but down 10% from a year earlier, and above the top of its guidance range. GAAP diluted EPS was $2.11, up from $1.83 in the prior quarter but down from $2.50 a year earlier, and the company guided March-quarter revenue to $350 million to $410 million, down 32% sequentially at the midpoint. The filing also names Jeff Woolard as chief financial officer effective February 24, 2025, replacing interim CFO Ulf Habermann, who remains principal accounting officer.

  • Q3 FY25 revenue $555.7 million: up 3% sequentially, down 10% year over year; GAAP diluted EPS $2.11, non-GAAP $2.51
  • Q4 FY25 revenue guided to $350 million to $410 million; GAAP gross margin guided to 51% to 53%
  • Jeff Woolard named CFO effective February 24, 2025, with $475,000 base salary and $200,000 cash hiring bonus
  • Ulf Habermann steps down as interim CFO and remains principal accounting officer and treasurer
Read the filing on SEC.gov ↗
CNHCNH Industrial N.V. Feb 4, 8:04 AM ET

CNH Industrial Q4 revenue falls 28% and net income drops to $176 million

Negative earnings Written later 2.027.01

CNH Industrial reported fourth-quarter 2024 revenue of $4.88 billion, down 28%, and net income of $176 million, down from $583 million a year earlier. For full year 2024, revenue fell 20% to $19.84 billion and net income fell 45% to $1,259 million, and the company expects 2025 Agriculture net sales to fall 13% to 18%, which points to further weakness for shareholders.

  • Q4 2024 diluted EPS was $0.14 versus $0.44 in Q4 2023; adjusted diluted EPS was $0.15 versus $0.39
  • Full year 2024 diluted EPS was $0.99 versus $1.69 in 2023; adjusted diluted EPS was $1.05 versus $1.63
  • 2025 outlook: Agriculture net sales down 13% to 18%, Construction net sales down 5% to 10%, adjusted diluted EPS of $0.65 to $0.75
  • Management said challenging market conditions will continue at least through the first half of 2025
Read the filing on SEC.gov ↗
ELESTEE LAUDER COMPANIES INC Feb 4, 7:51 AM ET

Estée Lauder swings to Q2 loss on $861 million impairment, expands restructuring

Negative restructuring Written later 2.022.05

Estée Lauder reported fiscal 2025 second-quarter net sales of $4.0 billion, down 6%, and a diluted net loss of $1.64 per share, compared with earnings of $0.87 per share a year earlier. It also expanded its Profit Recovery and Growth Plan, now estimating restructuring and other charges of $1.2 billion to $1.6 billion and a net reduction of 5,800 to 7,000 positions. The company's third-quarter adjusted EPS outlook of $0.20 to $0.30 is well below the $0.97 reported a year earlier.

  • Q2 net sales fell 6% to $4.0 billion; operating loss was $580 million versus operating income of $574 million a year earlier
  • Diluted loss of $1.64 per share versus $0.87 earnings; adjusted diluted EPS was $0.62, down from $0.88
  • Expanded restructuring: $1.2 billion to $1.6 billion in charges and annual gross benefits of $0.8 billion to $1.0 billion once fully implemented
  • Q3 fiscal 2025 GAAP EPS outlook is $0.04 to $0.17 and adjusted EPS outlook is $0.20 to $0.30, versus $0.97 a year earlier
Read the filing on SEC.gov ↗
ADMArcher-Daniels-Midland Co Feb 4, 7:35 AM ET

ADM full-year 2024 adjusted EPS falls 32% to $4.74; 2025 guidance $4.00 to $4.75

Negative earnings Written later 2.02

ADM reported fourth-quarter and full-year 2024 results on February 4, 2025. Full-year adjusted EPS fell 32% to $4.74 and GAAP EPS fell 43% to $3.65, and the company guided to 2025 adjusted EPS of $4.00 to $4.75, citing weaker market fundamentals and biofuel and trade policy uncertainty. ADM also announced targeted actions to deliver $500 million to $750 million in cost savings over three to five years and a 2% increase in its quarterly dividend.

  • Full-year 2024 net earnings attributable to ADM were $1.8 billion, compared with $3.5 billion in 2023.
  • Fourth-quarter 2024 adjusted EPS was $1.14, down 16%, while GAAP EPS was $1.17, up 10%.
  • 2025 adjusted EPS guidance is $4.00 to $4.75 per share, which the filing ties to weaker market fundamentals and policy uncertainty.
Read the filing on SEC.gov ↗

Regeneron Q4 revenue up 10% to $3.79 billion; GAAP EPS falls to $8.06

Mixed earnings Written later 2.028.01

Regeneron reported fourth-quarter 2024 revenue of $3.79 billion, up 10% from a year earlier, but GAAP diluted EPS fell 21% to $8.06 on unrealized losses on equity securities. Full-year 2024 revenue rose 8% to $14.20 billion and GAAP diluted EPS rose 10% to $38.34. The board started a quarterly cash dividend of $0.88 per share and added a $3.0 billion buyback, bringing total repurchase capacity to about $4.5 billion.

  • Q4 2024 GAAP net income was $918 million, down 21%; non-GAAP diluted EPS was $12.07, up 2%
  • Full-year 2024 GAAP net income was $4.413 billion, up 12%, and total revenue was $14.20 billion, up 8%
  • Dividend of $0.88 per share is payable March 20, 2025 to holders of record on February 20, 2025
  • Share repurchase capacity is about $4.5 billion after the new $3.0 billion program; the company repurchased $976 million of stock in Q4 2024
Read the filing on SEC.gov ↗
ENRENERGIZER HOLDINGS, INC. Feb 4, 6:54 AM ET

Energizer Q1 sales rise 2.1% to $731.7 million; raises organic sales outlook

Positive earnings Written later 2.02

Energizer reported fiscal first-quarter 2025 results for the quarter ended December 31, 2024. Net sales rose 2.1% to $731.7 million, and net earnings were $22.3 million, up from $1.9 million a year earlier. The company raised its fiscal 2025 organic net sales outlook to 2% to 3% and reaffirmed its Adjusted EBITDA and Adjusted earnings per share targets.

  • Net sales were $731.7 million versus $716.6 million a year earlier, with organic net sales up 3.8%.
  • Diluted earnings per share were $0.30 versus $0.03; Adjusted diluted earnings per share were $0.67 versus $0.59.
  • Fiscal 2025 organic net sales outlook raised to up 2% to 3%; Adjusted EBITDA ($625 million to $645 million) and Adjusted earnings per share ($3.45 to $3.65) outlook reaffirmed.
  • Gross margin was 36.8% reported and 40.0% adjusted; the reported figure includes $14.0 million of network transition costs.
Read the filing on SEC.gov ↗
JJACOBS SOLUTIONS INC. Feb 4, 6:42 AM ET

Jacobs swings to $17.1 million Q1 loss on Amentum charge; raises EPS outlook

Mixed earnings Written later 2.028.01

Jacobs reported gross revenue up 4.4% to $2.9 billion for the fiscal first quarter ended December 27, 2024, but a GAAP net loss from continuing operations of $17.1 million, or $0.10 per diluted share, reflected $145 million in mark-to-market losses on its Amentum stake. The company raised its fiscal 2025 adjusted EPS range to $5.85-$6.20 from $5.80-$6.20, and its board authorized a new $1.5 billion share repurchase program. Shareholders also get a quarterly dividend raised 10% to $0.32 per share.

  • Gross revenue of $2.9 billion, up 4.4% year over year; backlog of $21.8 billion, up 18.9%
  • GAAP net loss from continuing operations of $17.1 million ($0.10 per diluted share), compared with earnings of $128.3 million a year earlier; adjusted EPS of $1.33, down 8.3%
  • Fiscal 2025 adjusted EPS range raised to $5.85-$6.20 from $5.80-$6.20; other fiscal 2025 outlook reiterated
  • Board authorized an incremental $1.5 billion repurchase program over three years; quarterly dividend of $0.32 payable March 21, 2025
Read the filing on SEC.gov ↗
MPCMarathon Petroleum Corp Feb 4, 6:32 AM ET

Marathon Petroleum Q4 profit drops to $371 million, or $1.15 per share

Negative earnings Written later 2.02

Marathon Petroleum reported fourth-quarter 2024 net income attributable to MPC of $371 million, or $1.15 per diluted share, down from $1.5 billion, or $3.84 per share, a year earlier. Adjusted EBITDA fell to $2.1 billion from $3.6 billion, and the Refining & Marketing segment cited lower market crack spreads. The company returned $1.6 billion to shareholders in the quarter and $10.2 billion in 2024, and it expects MPLX distributions in 2025 to cover its dividends and standalone capital outlook.

  • Q4 2024 net income attributable to MPC was $371 million, or $1.15 per diluted share, versus $1.5 billion, or $3.84 per share, in Q4 2023.
  • Q4 2024 adjusted net income was $249 million, or $0.77 per adjusted diluted share, versus $1.5 billion, or $3.98, a year earlier.
  • Refining & Marketing segment adjusted EBITDA was $559 million in Q4 2024, versus $2.2 billion in Q4 2023, driven primarily by lower market crack spreads.
  • In Q4 2024, MPC returned $1.6 billion to shareholders ($1.3 billion in share repurchases and $292 million in dividends); $7.8 billion remains under repurchase authorizations.
Read the filing on SEC.gov ↗
AMCRAmcor plc Feb 4, 6:14 AM ET

Amcor Q2 adjusted EBIT rises 5% on comparable basis; reaffirms FY25 outlook

Positive earnings Written later 2.02

Amcor reported fiscal second-quarter 2025 results (quarter ended December 2024) with net sales of $3,241 million, flat on a reported basis, and adjusted EBIT of $363 million, up about 5% on a comparable constant currency basis. The company reaffirmed its fiscal 2025 guidance of adjusted EPS of 72 to 76 cents and adjusted free cash flow of $900 million to $1,000 million, and said it remains on track to close its combination with Berry Global in mid calendar 2025.

  • Q2 net sales $3,241 million, in line with last year on a reported basis; volumes up 2.3%
  • Q2 GAAP net income $163 million; GAAP diluted EPS 11.3 cents; adjusted EPS 16.1 cents, up 5% on a comparable basis
  • Fiscal 2025 guidance reaffirmed: adjusted EPS 72 to 76 cents; adjusted free cash flow $900 million to $1,000 million
  • Berry Global combination announced with $650 million of identified synergies; closing expected mid calendar 2025
Read the filing on SEC.gov ↗
WTWWILLIS TOWERS WATSON PLC Feb 4, 6:00 AM ET

WTW posts $88 million full-year GAAP loss on over $1.0 billion TRANZACT sale impairment

Mixed earnings Written later 2.027.01

WTW reported fourth-quarter and full-year 2024 results. Revenue rose 5% to $9.9 billion for the year and adjusted diluted EPS rose 17% to $16.93, but the company swung to a GAAP net loss of $88 million, driven mainly by impairment charges of over $1.0 billion tied to the sale of TRANZACT. The filing also gives 2025 expectations, including about $1.5 billion of planned share repurchases.

  • Full-year 2024 revenue was $9.93 billion, up 5%; organic revenue growth was 5%.
  • Full-year diluted loss per share was $0.96, versus diluted EPS of $9.95 in 2023, mainly due to impairment charges of over $1.0 billion related to the TRANZACT sale.
  • Full-year adjusted diluted EPS was $16.93, up 17% from $14.49.
  • Fourth-quarter diluted EPS was $12.25, up 105%; adjusted diluted EPS was $8.13, up 9%.
Read the filing on SEC.gov ↗

Briefs are written by AI from the filing text and can contain mistakes — open the filing before acting on anything. Impact (1-5) and tone are the AI's reading of the filing for shareholders, not a price forecast. Not investment advice.

Briefs marked “Written later” were written in November 2026 for filings that were by then more than three weeks old, so months before mid-October 2026 hold a selection: every material 8-K of the past year for the 100 largest companies we cover and the last 15 important 8-Ks of every other one. Briefs the number check holds back are not shown or counted. Also: the last 45 days, briefs by company, A–Z and the live SEC filings wire.