Every material Form 8-K Axalta filed with the SEC in 2026, 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). Newest first; each brief links to its own page and to the filing on SEC.gov.
Axalta reported third-quarter 2026 net sales of $1.3 billion, up 2% year over year, while net income fell $15 million to $95 million and diluted EPS dropped to $0.44 from $0.51. The company cited $14 million more in merger and acquisition-related expenses, tied to its proposed combination with AkzoNobel, and lower volumes in Performance Coatings. Shareholders also received fourth-quarter and full-year 2026 outlook figures, including full-year Adjusted EBITDA of $1,100 million to $1,110 million.
Q3 2026 net sales were $1.3 billion, up 2%; Adjusted EBITDA was $282 million, down 4%, with a 21.5% margin
Diluted EPS was $0.44 versus $0.51 a year earlier; Adjusted Diluted EPS was $0.63, down 6%
Mobility Coatings posted record quarterly net sales of $493 million; Performance Coatings Adjusted EBITDA fell to $188 million from $211 million
Outlook: Q4 2026 Adjusted EBITDA of $254 million to $264 million; full-year 2026 Adjusted EBITDA of $1,100 million to $1,110 million and Adjusted Diluted EPS of about $2.45
Axalta reported second-quarter 2026 net sales of $1.35 billion, up 3% year over year, and a record Adjusted EBITDA of $305 million. GAAP net income fell to $89 million from $110 million and diluted EPS to $0.41 from $0.50, mainly due to $31 million in higher merger and acquisition costs. The company's full-year 2026 outlook calls for Adjusted Diluted EPS of $2.55 to $2.70, and shareholders are asked to attend a Special General Meeting on August 5 on the merger of equals with AkzoNobel.
Net sales of $1.35 billion, up 3% year over year; Adjusted EBITDA of $305 million, a quarterly record, up 5%
Diluted EPS of $0.41 versus $0.50 a year earlier; net income of $89 million versus $110 million, reflecting an incremental $31 million in merger and acquisition costs
Adjusted Diluted EPS of $0.72, a record quarter and up 13% year over year
Full-year 2026 outlook: Adjusted EBITDA $1,140 million to $1,170 million; Adjusted Diluted EPS $2.55 to $2.70; Special General Meeting on August 5
On July 23, 2026, Axalta entered Amendment No. 2 to its merger agreement with AkzoNobel, changing governance terms for the combined company. The amendment sets annual re-election of all MergeCo directors after an initial three-year period and a two-thirds non-executive director approval threshold for specified matters during that period. The companies said the changes leave the August 5, 2026 AkzoNobel EGM and Axalta SGM on schedule, so shareholder votes are not affected by the amendment.
Annual re-election of all MergeCo directors after the initial three-year period; the press release says this was previously contemplated after five years.
Two-thirds non-executive director approval threshold during the initial three years for director appointments and dismissals, CEO, Deputy CEO and CFO changes, Chair and Vice Chair titles, and remuneration policy amendments; the press releas
AkzoNobel EGM and Axalta SGM planned for August 5, 2026 are proceeding with existing agenda items unaffected.
On May 27, 2026, Axalta entered into Amendment No. 1 to its merger agreement with AkzoNobel, which changes how the combination would be structured. The amendment adds a second wholly owned AkzoNobel subsidiary and a second merger in which Axalta would merge into that subsidiary after the first merger, and it sets out how independent directors would join the combined company's board. The company says these changes are meant to optimize tax integration but do not change the tax consequences for Axalta shareholders.
Amendment No. 1 to the Merger Agreement was signed May 27, 2026, amending the original agreement dated November 18, 2025.
The amendment adds AkzoNobel Sub 2 and a Second Merger in which Axalta's surviving company merges into it, becoming a direct wholly owned AkzoNobel subsidiary.
Axalta says the changes do not alter the tax consequences of the transaction for Axalta shareholders.
A preliminary proxy statement/prospectus was filed with the SEC on May 27, 2026; a definitive version is to be mailed to shareholders when available.
Axalta reported first-quarter 2026 results on April 30, 2026. Net sales were $1.25 billion, down $8 million year over year, and net income fell $8 million to $91 million, with diluted EPS of $0.42 versus $0.45, though adjusted EBITDA of $259 million was slightly above the company's first-quarter guidance. The company also gave full-year 2026 adjusted EBITDA guidance of $1.14 billion to $1.17 billion and said it remains on track for the proposed merger of equals with AkzoNobel.
Net sales of $1.25 billion, down $8 million year over year; net income of $91 million versus $99 million in Q1 2025
Diluted EPS of $0.42 versus $0.45; adjusted diluted EPS of $0.56, down $0.03 year over year
Adjusted EBITDA of $259 million, down $11 million, with a 20.6% margin; operating cash flow of $68 million, up $42 million
Full-year 2026 guidance: adjusted EBITDA $1.14 billion to $1.17 billion; adjusted diluted EPS $2.55 to $2.70; Q2 2026 adjusted EBITDA $280 million to $290 million
Axalta reported fourth quarter 2025 net sales of $1,262 million, down 4% year over year, and net income of $60 million versus $137 million a year earlier. For full year 2025, it reported record Adjusted EBITDA of $1,128 million but diluted EPS of $1.74, down 2%, and it gave 2026 guidance of $2.55 to $2.70 in Adjusted Diluted EPS while the pending AkzoNobel merger of equals is expected to close in late 2026 or early 2027.
Q4 2025 net sales were $1,262 million, down 4%; diluted EPS was $0.28 versus $0.63, and Adjusted Diluted EPS was $0.59 versus $0.60.
Full year 2025 net sales were $5,117 million, down 3%; net income was $379 million and diluted EPS was $1.74, while Adjusted Diluted EPS was a company record $2.49.
Q4 net income decline was driven mainly by higher income tax expense, lower net sales and higher merger-related costs.
FY 2026 guidance includes Adjusted EBITDA of $1,140 million to $1,170 million and Adjusted Diluted EPS of $2.55 to $2.70.
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