Every material Form 8-K BorgWarner 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.
BorgWarner reported third-quarter 2026 results on October 29, 2026. Net sales fell about 2.9% to $3,487 million, while adjusted earnings per diluted share rose 12.1% to $1.39, and the company raised its full-year adjusted EPS guidance to $5.20-$5.35, citing share repurchases and a lower tax rate. For shareholders, expected per-share earnings rose, but the company expects 2026 net sales of $14.0 billion to $14.2 billion, down from approximately $14.3 billion in 2025.
Q3 2026 net sales were $3,487 million, down about 2.9% from $3,591 million in Q3 2025.
Q3 2026 U.S. GAAP diluted EPS was $1.08, up 47.9%; adjusted diluted EPS was $1.39, up 12.1%.
2026 adjusted EPS guidance raised to $5.20-$5.35 from $5.05-$5.30; net sales guidance narrowed to $14.0-$14.2 billion from $14.0-$14.3 billion.
Q3 2026 free cash flow was $195 million, and the company repurchased about $175 million of its shares.
BorgWarner reported second quarter 2026 results with U.S. GAAP net sales of $3,648 million, up approximately 0.3% from a year earlier, while organic net sales fell 1.2%. The company raised its full-year 2026 adjusted earnings per share guidance to $5.05 to $5.30 from $5.00 to $5.20 and increased its share repurchase authorization by $1 billion, to approximately $1.35 billion, through 2029.
Q2 2026 adjusted EPS was $1.42, up 17.4% from $1.21; GAAP EPS was $1.34, up 30.1% from $1.03.
Q2 2026 U.S. GAAP operating margin was 10.1%, up 220 basis points; adjusted operating margin was 11.3%, up 100 basis points.
2026 adjusted EPS guidance raised to $5.05 to $5.30; net sales guidance of $14.0 billion to $14.3 billion and cash flow expectations were maintained.
Board authorized a $1 billion increase to the share repurchase program, bringing the total to approximately $1.35 billion.
BorgWarner's board increased its size from eight to nine members on July 30, 2026, and appointed Rajesh Kalathur as an independent director to fill the new seat. The board also declared a quarterly cash dividend of $0.17 per share, payable September 15, 2026, to holders of record on September 1, 2026. The filing does not yet name the board committees Mr. Kalathur will serve on.
Board expanded from eight to nine members; Rajesh Kalathur appointed as independent director on July 30, 2026
Mr. Kalathur most recently served as President of John Deere Financial and CIO of Deere & Company, retiring in 2026
Quarterly cash dividend of $0.17 per share declared July 30, 2026
Dividend payable September 15, 2026, to stockholders of record on September 1, 2026
BorgWarner appointed Stefan Demmerle to a new role as Vice President, President and General Manager of Battery Energy Systems, and Chief Technology Officer, effective July 1, 2026. He previously led BorgWarner PowerDrive Systems and has held a vice president role since 2015, and the filing says his employment terms, including compensation, are otherwise unchanged.
Appointment announced in filing dated May 28, 2026; decision made May 26, 2026
New role effective July 1, 2026: Battery Energy Systems president and general manager, plus Chief Technology Officer
Prior role: Vice President and President and General Manager of BorgWarner PowerDrive Systems since 2015
Filing states no changes to his employment terms or compensatory arrangements beyond the title and responsibilities
BorgWarner reported first-quarter 2026 net sales of $3,533 million, up about 1% from a year earlier, with U.S. GAAP diluted earnings of $1.16 per share versus $0.72 a year earlier. The company maintained its full-year 2026 guidance, including adjusted earnings per share of $5.00 to $5.20, and returned about $185 million to shareholders in the quarter.
Adjusted EPS was $1.24, up about 12% from $1.11 in Q1 2025; organic net sales fell 4.2%.
GAAP operating margin was 9.5%, down 280 basis points; adjusted operating margin was 10.5%, up 50 basis points.
Full-year 2026 guidance was maintained: net sales of $14.0 billion to $14.3 billion and adjusted EPS of $5.00 to $5.20.
Shareholder returns in Q1 2026 totaled about $185 million, including about $150 million in share repurchases and a $35 million dividend.
At its April 29, 2026 annual meeting, BorgWarner stockholders elected eight directors, approved the amended and restated 2023 Stock Incentive Plan, and approved the company's named executive officer pay on an advisory basis. The Board also declared a $0.17 per share quarterly cash dividend, which gives shareholders a set cash payment date and record date.
Quarterly cash dividend of $0.17 per share declared April 29, 2026; payable June 15, 2026 to holders of record on June 1, 2026.
Stockholders approved the amended and restated 2023 Stock Incentive Plan, which adds 8.3 million shares reserved for issuance.
All eight director nominees were elected, including Alexis P. Michas with 168,149,322 votes for and 6,986,400 against.
A stockholder proposal on action by written consent received 7,092,158 votes for and 167,086,447 against.
BorgWarner reported fourth-quarter and full-year 2025 results and issued 2026 guidance. The fourth-quarter GAAP net loss of $262 million, or $(1.23) per diluted share, reflected $582 million of impairment charges, while adjusted earnings per share rose to $1.35 from $1.01. For shareholders, 2026 guidance calls for net sales of $14.0 billion to $14.3 billion, at or below 2025 sales of $14.3 billion, but adjusted earnings of $5.00 to $5.20 per diluted share compared with $4.91 in 2025.
Q4 2025 net sales were $3,572 million, up 3.9% from Q4 2024, with a GAAP net loss of $(1.23) per diluted share versus $(1.84) a year earlier.
Full-year 2025 GAAP EPS was $1.28 and adjusted EPS was $4.91, up approximately 14% from 2024; full-year impairment charges totaled $624 million.
2026 guidance: net sales of $14.0 billion to $14.3 billion, GAAP EPS of $4.74 to $4.91, and adjusted EPS of $5.00 to $5.20 per diluted share.
BorgWarner signed a master supply agreement with TurboCell, a subsidiary of Endeavour, for a turbine generator system; production is expected to begin in early 2027 with estimated first-year sales of more than $300 million.
Briefs are written by AI from the filing text (each brief's own page names the model) and can contain mistakes — open the filing before acting on anything. Impact (1-5) and tone are the model's reading of the filing for shareholders, not a price forecast. Not investment advice.
Only material 8-Ks get a brief: results, deals, executive changes, restructuring, impairments, delisting notices, restatements, cybersecurity incidents and other disclosed events. Routine filings (vote results, exhibits only) are skipped. Every BorgWarner filing is on SEC EDGAR ↗. 8-K briefs of other companies →