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BKR 8-K filings, explained
Every material Form 8-K Baker Hughes has filed with the SEC since January 30, 2025, 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.
Baker Hughes Company announced its third-quarter 2026 financial results, reporting revenue of $8.0 billion and net income attributable to the company of $411 million, alongside the completion of the Chart Industries acquisition. Driven by strong commercial momentum, the company raised its full-year Industrial & Energy Technology order guidance and Horizon 2 order outlook to over $50 billion. Shareholders gain insight into segment performance across Oilfield Services & Equipment, IET, and Chart, with total remaining performance obligations ending at $46.4 billion.
Reported third-quarter 2026 revenue of $8.0 billion and GAAP diluted EPS of $0.41.
Generated $1,005 million in cash flows from operating activities and $769 million in free cash flow.
Raised full-year Industrial & Energy Technology order guidance and Horizon 2 order outlook to $50 billion plus.
Total remaining performance obligations reached $46.4 billion as of September 30, 2026.
Baker Hughes reported second-quarter 2026 revenue of $6,742 million, down 2% from a year earlier, and GAAP net income of $681 million, down 3%. Adjusted EBITDA rose 2% to $1,231 million, and orders reached $10.5 billion, up 49%, with the company raising its full-year IET order outlook to more than $45 billion. For shareholders, the year-over-year sales and GAAP profit declines contrast with stronger orders, adjusted profit and a larger order outlook.
Revenue was $6,742 million, up 2% sequentially and down 2% year over year; GAAP diluted EPS was $0.68 versus $0.71 a year earlier.
Adjusted diluted EPS was $0.64, up from $0.63 in the second quarter of 2025; adjusted EBITDA was $1,231 million.
IET orders were $7,088 million, and the company raised its Horizon 2 (2026-2028) IET orders outlook to more than $45 billion.
The Chart Industries acquisition closed in July 2026, and the sale of Waygate Technologies to Hexagon was announced for about $1.45 billion before closing adjustments.
Baker Hughes completed its acquisition of Chart Industries on July 16, 2026, with Chart stockholders receiving $210.00 in cash per share. To help fund the deal, subsidiary Baker Hughes Holdings LLC entered two term loan agreements on July 15, 2026, borrowed $2.0 billion under them, and terminated a previous $2.6 billion term loan facility with no termination penalties. The company is taking on more debt, and the filing says it targets $325 million in annualized cost synergies within three years and net leverage of 1.0-1.5x within 24 months.
Chart stockholders receive $210.00 in cash per share under the merger agreement
Baker Hughes Holdings borrowed $2.0 billion under two term loans, each maturing 2 years from funding
Target of $325 million in annualized cost synergies within three years after close
Chart reported $4.3 billion in revenue for fiscal 2025; Jim Apostolides named senior vice president to lead the Chart segment
At its May 19, 2026 annual meeting, Baker Hughes stockholders approved the 2026 Long-Term Incentive Plan and the amended Employee Stock Purchase Plan, and elected all ten nominated directors to one-year terms. The LTIP reserves 9,500,000 new Class A common shares, and the ESPP increases its share reserve by 9,500,000 shares to 14,408,532 shares in total, which would add to potential share issuance for shareholders.
2026 LTIP reserves 9,500,000 new Class A common shares, plus unused shares from the 2021 plan as of March 16, 2026
ESPP reserve increases by 9,500,000 shares to an aggregate 14,408,532 shares
Advisory say-on-pay vote: 806,679,306 for and 62,794,771 against
KPMG LLP ratified as independent auditor for fiscal 2026 with 907,322,622 votes for
Baker Hughes reported first-quarter 2026 revenue of $6.6 billion, up 2% from a year earlier but down 11% from the fourth quarter of 2025. GAAP net income attributable to the company was $930 million, helped by a $721 million gain on business dispositions, while adjusted EBITDA rose 12% year over year to $1.2 billion. The company said its outlook for business fundamentals is unchanged, excluding ongoing Middle East impacts.
Revenue of $6.6 billion was up 2% year over year and down 11% sequentially.
GAAP diluted EPS was $0.93 versus $0.40 a year earlier; the quarter included a $721 million gain on business dispositions.
Adjusted diluted EPS was $0.58, up from $0.51 a year earlier but down from $0.78 in the fourth quarter of 2025.
Adjusted EBITDA was $1.2 billion, up 12% year over year; a conference call is set for Friday, April 24, 2026 at 9:30 a.m. Eastern Time.
Baker Hughes subsidiaries closed sales of $6.5 billion and €3 billion of senior unsecured notes on March 11, 2026, guaranteed by Baker Hughes Company. The company says it will use the proceeds, along with cash on hand and possible term loan borrowings, mainly to fund part of the cash consideration for its pending acquisition of Chart Industries and to repay Chart's debt.
$6.5 billion in five U.S. dollar tranches maturing 2029 to 2056, and €3 billion in four euro tranches maturing 2030 to 2046
Proceeds are intended to fund part of the cash consideration for the Chart Industries acquisition, pay transaction fees and expenses, and repay Chart's outstanding indebtedness
Notes carry a special mandatory redemption at 101% of principal if the Chart acquisition is not completed
The company terminated about $11.0 billion of bridge facility commitments that had been set up to fund the Chart acquisition
Baker Hughes reported fourth-quarter 2025 results on January 25, 2026, with revenue flat year-over-year at $7.4 billion and GAAP net income down 26% to $876 million. Adjusted diluted EPS rose 12% to $0.78, and full-year adjusted EBITDA reached a record $4.8 billion, up 5%. The company projects mid-single-digit organic adjusted EBITDA growth for 2026.
Q4 2025 revenue was $7,386 million, flat year-over-year; IET revenue rose 9% while OFSE revenue fell 8%.
GAAP diluted EPS was $0.88 versus $1.18 a year earlier; adjusted diluted EPS was $0.78 versus $0.70.
Full-year 2025 free cash flow was $2,732 million, and IET orders reached a record $14.9 billion.
For 2026, the company expects mid-single-digit organic adjusted EBITDA growth, IET margins reaching its 20% target, and OFSE roughly flat.
Baker Hughes reported third-quarter 2025 revenue of $7,010 million, up 1% from a year earlier, and orders of $8.2 billion, up 23%. GAAP net income attributable to Baker Hughes fell 20% to $609 million and GAAP diluted EPS was $0.61, while adjusted diluted EPS rose 3% to $0.68. The company also said it intends to acquire Chart Industries for approximately $13.6 billion.
Revenue of $7,010 million, up 1% year-over-year; Industrial & Energy Technology revenue rose 15% while OFSE revenue fell 8%.
GAAP diluted EPS of $0.61 versus $0.77 a year earlier; adjusted diluted EPS of $0.68 versus $0.67.
Orders of $8.2 billion, up 23% year-over-year, including $4.1 billion of IET orders; remaining performance obligations were $35.3 billion.
Announced intent to acquire Chart Industries for approximately $13.6 billion; conference call scheduled for October 24, 2025 at 9:30 a.m. Eastern Time.
Baker Hughes said Executive Vice President Ganesh Ramaswamy resigned on October 7, 2025 to pursue another opportunity, and that Maria Claudia Borras will take over his role as Executive Vice President, Industrial & Energy Technology on an interim basis effective October 24, 2025, while keeping her Chief Growth and Experience Officer title. The change affects a senior operating role, but the filing does not describe any financial impact.
Ganesh Ramaswamy resigned as Executive Vice President, Industrial & Energy Technology on October 7, 2025, to pursue another opportunity
Maria Claudia Borras, age 56, becomes interim Executive Vice President, Industrial & Energy Technology effective October 24, 2025
Borras remains Chief Growth and Experience Officer and has more than 30 years of experience with Baker Hughes
Baker Hughes Holdings LLC and parent Baker Hughes Company signed a $2.6 billion senior unsecured delayed draw term loan on August 15, 2025, with Goldman Sachs Bank USA as administrative agent. The loan is meant to help finance the previously announced acquisition of Chart Industries, and the funds can be used only if that acquisition closes, so shareholders will see added debt only if the deal proceeds.
Facility size: $2.6 billion in aggregate lending commitments, fully guaranteed by Baker Hughes Company
Interest: Term SOFR plus a 10 bps credit spread adjustment and a 62.5 to 112.5 bps margin based on credit ratings, or an alternate base rate plus 0 to 12.5 bps
Loans mature 2 years from the funding date; commitments end if the Chart acquisition closes without funding or if the merger agreement is terminated
The Chart merger agreement is dated July 28, 2025; the loan is available only if the acquisition closes concurrently
Baker Hughes agreed to buy Chart Industries in an all-cash deal valued at $13.6 billion in enterprise value, with Chart shareholders receiving $210 per share. Baker Hughes has a $14.9 billion bridge loan commitment to fund the deal, and the companies expect to complete it by mid-year 2026, subject to Chart shareholder and regulatory approvals.
Chart shareholders will receive $210 per share in cash; enterprise value is $13.6 billion
Baker Hughes has a bridge loan commitment of up to $14.9 billion, expected to be replaced with permanent debt financing before close
Baker Hughes projects net leverage of 2.25x at close, de-leveraging to 1.0-1.5x within 24 months after close
Chart would pay Baker Hughes a $250 million termination fee under specified circumstances; Baker Hughes would pay $500 million in certain regulatory or legal failure cases
Baker Hughes reported second-quarter 2025 GAAP net income attributable to the company of $701 million, up 21% from a year earlier, while revenue fell 3% year-over-year to $6.9 billion. The company raised its full-year revenue and EBITDA guidance for Industrial & Energy Technology and reestablished full-year guidance for Oilfield Services & Equipment, and it announced three portfolio transactions during the quarter.
GAAP diluted EPS was $0.71 versus $0.58 a year earlier; adjusted diluted EPS was $0.63 versus $0.57.
Adjusted EBITDA was $1,212 million, up 7% year-over-year; free cash flow was $239 million.
Full-year revenue and EBITDA guidance was raised for IET, and full-year guidance was reestablished for OFSE.
Announced deals include a sale of the PSI product line to Crane Company for about $1.15 billion and an agreement to acquire Continental Disc Corporation for about $540 million.
Baker Hughes reported first-quarter 2025 results on April 22, 2025, with revenue of $6,427 million, flat year over year. GAAP net income attributable to the company fell 12% to $402 million, while adjusted diluted EPS rose 19% to $0.51 on adjusted EBITDA of $1,037 million, up 10%. Management said its outlook is tempered by broader macro and trade policy uncertainty, and a conference call is set for April 23, 2025.
Revenue of $6,427 million, up $9 million year over year and down 13% sequentially.
GAAP diluted EPS of $0.40, versus $0.45 in the first quarter of 2024; adjusted diluted EPS of $0.51, versus $0.43.
Adjusted EBITDA of $1,037 million, up 10% year over year; free cash flow of $454 million.
Shareholder returns of $417 million in the quarter, including $188 million of share repurchases.
Baker Hughes said director Lynn L. Elsenhans will not stand for re-election at the 2025 Annual Meeting, and the Board elected Ilham Kadri as a director effective May 1, 2025, expanding the Board from ten to eleven members. The company said Elsenhans' decision is not due to any disagreement with the Company, and the filing describes this as a board-composition change with no financial figures disclosed.
Lynn L. Elsenhans informed the company on March 28, 2025 that she will not stand for re-election; she serves as a director until the 2025 Annual Meeting
Ilham Kadri elected to the Board on March 28, 2025, with a term beginning May 1, 2025; Board size rises from ten to eleven
Kadri, age 56, is CEO of Syensqo S.A. and will serve on the Audit and Human Capital and Compensation Committees
Baker Hughes appointed Ahmed Moghal, previously CFO of its Industrial & Energy Technology business, as chief financial officer effective February 24, 2025, replacing Nancy Buese by mutual agreement. The company also reaffirmed the financial outlook it gave on January 31, 2025, so the change does not alter the stated guidance.
Moghal's base salary is $750,000, with a target bonus of 100% of base salary.
Moghal will receive top-up equity awards with a grant date value of $2,155,000.
Buese stays as an adviser through April 30, 2025, at a monthly fee of $200,000, and receives 12 months of base salary as severance under her separation agreement.
The company reaffirmed its 2025 outlook, including a 20% EBITDA margin target for OFSE in 2025 and a 60% to 80% free cash flow return to shareholders.
Baker Hughes reported fourth-quarter 2024 revenue of $7.4 billion, up 8% year-over-year, and GAAP diluted EPS of $1.18 versus $0.43 a year earlier, with the GAAP figure boosted by a $664 million U.S. tax valuation allowance release. Full-year 2024 revenue was $27.8 billion, up 9%, and the company said it will raise its quarterly dividend 10% to $0.23. Shareholders see higher revenue, profit and a larger dividend, though fourth-quarter operating income fell 29% sequentially after a $281 million restructuring, impairment and other charge.
Q4 2024 revenue of $7,364 million, up 8% year-over-year; orders of $7,496 million, up 9%.
GAAP diluted EPS of $1.18 vs. $0.43 a year earlier; adjusted diluted EPS of $0.70, up 37%.
Q4 GAAP income tax benefit of $398 million reflects a $664 million valuation allowance release; restructuring, impairment and other charges were $281 million.
Quarterly dividend to increase 10% to $0.23 per share; full-year 2024 adjusted diluted EPS was $2.35.
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