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CMI 8-K filings, explained
Every material Form 8-K Cummins has filed with the SEC since May 02, 2024, 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.
Cummins Inc. reported third quarter 2026 revenues of $9.4 billion and net income of $1.14 billion, or $8.25 per diluted share, reflecting strong power generation demand despite weakness in North American pickup truck markets. The company updated its full-year revenue growth guidance to approximately 10 percent, down from a prior range of 10 to 13 percent, while returning $661 million to shareholders via dividends and share repurchases.
Third quarter 2026 revenues reached $9.4 billion, representing a 13 percent increase compared to the third quarter of 2025.
GAAP net income attributable to Cummins was $1.14 billion, or $8.25 per diluted share, up from $536 million, or $3.86 per diluted share, a year earlier.
Full-year 2026 revenue growth is now expected to be approximately 10 percent, while EBITDA margins are projected to be approximately 18.2 percent.
The company returned $661 million to shareholders in the third quarter through cash dividends and share repurchases.
Cummins reported second-quarter 2026 revenue of $9.5 billion, up 9% from a year earlier, and net income attributable to Cummins of $932 million, or $6.73 per diluted share, compared with $890 million, or $6.43, in 2025. The company raised its full-year 2026 revenue growth guidance to 10% to 13% from 8% to 11%, and narrowed its EBITDA margin range to 18.0% to 18.5% from 17.75% to 18.5%, which may matter to shareholders because it signals stronger expected demand and profit.
Q2 2026 revenue was $9.5 billion, up 9%; Power Systems sales rose 19% to $2.3 billion.
Q2 EBITDA margin was 17.5% of sales, down from 18.4% a year ago, which the company attributed mainly to higher incentive compensation.
Full-year 2026 revenue is now expected to rise 10% to 13%, up from the prior 8% to 11% range.
The quarterly cash dividend rises from $2.00 to $2.20 per share, and the company returned $501 million to shareholders in Q2.
Cummins reported first-quarter 2026 revenue of $8.4 billion, up 3% from a year earlier, but net income attributable to Cummins fell to $654 million, or $4.71 per diluted share, from $824 million, or $5.96, a year earlier. The results include a $199 million charge, or $1.44 per diluted share, tied to the sale of its low-pressure fuel cell business, and the company raised its full-year 2026 revenue and EBITDA guidance.
Q1 2026 revenue was $8.4 billion, up 3%; North America sales fell 6% while international revenue rose 16%.
Net income attributable to Cummins was $654 million, or $4.71 per diluted share, versus $824 million, or $5.96, in Q1 2025.
Full-year 2026 revenue guidance was raised to up 8% to 11%, from up 3% to 8%.
Full-year 2026 EBITDA is now expected at 17.75% to 18.50% of sales, up from 17.0% to 18.0%, excluding fuel cell charges.
Cummins reported fourth-quarter 2025 net income of $593 million, or $4.27 per diluted share, up from $418 million, or $3.02, a year earlier, on revenue of $8.5 billion, up 1%. Full-year 2025 net income fell to $2.8 billion, or $20.50 per diluted share, from $3.9 billion, or $28.37, a year earlier, when results included a $1.3 billion gain from the Atmus separation; 2025 also absorbed $458 million of Electrolyzer charges. The company expects 2026 revenue to rise 3% to 8%, with EBITDA of 17.0% to 18.0% of sales.
Q4 2025 revenue of $8.5 billion, up 1% from Q4 2024; diluted EPS of $4.27 versus $3.02
Q4 2025 included $218 million, or $1.54 per diluted share, of Electrolyzer charges within the Accelera segment
Full-year 2025 revenue of $33.7 billion, down 1%; diluted EPS of $20.50 versus $28.37 in 2024
2026 outlook: revenue up 3% to 8% and EBITDA of 17.0% to 18.0% of sales
Cummins reported third-quarter 2025 revenue of $8.3 billion, down 2% from a year earlier, and net income attributable to Cummins of $536 million, or $3.86 per diluted share, versus $809 million, or $5.86 per share, in 2024. The results include $240 million of non-cash charges in its Accelera electrolyzer business, and the company will not give a revenue or profit outlook for the rest of 2025, which lowers visibility for shareholders until it reinstates guidance in February.
Q3 revenue of $8.3 billion, down 2%; Engine segment sales down 11% and Distribution sales up 7%
Accelera charges of $240 million, or $1.73 per diluted share, including a $210 million goodwill impairment and a $30 million inventory write-down
No outlook for revenue or profitability for the rest of 2025; guidance to return in February with the 2026 outlook
Quarterly dividend raised from $1.82 to $2.00 per share
Cummins reported second quarter 2025 results on August 5, 2025, with net income attributable to the company up to $890 million from $726 million a year earlier, while revenue fell 2% to $8.6 billion. The company will not reinstate a full-year 2025 outlook for revenue or profitability, citing continued economic uncertainty, and it raised its quarterly dividend from $1.82 to $2.00 per share.
Diluted EPS was $6.43, compared with $5.26 in the second quarter of 2024.
EBITDA was $1.6 billion, or 18.4% of sales, compared with $1.3 billion, or 15.3% of sales, a year earlier.
North America sales fell 6%, while international revenues rose 5%.
Quarterly common dividend increased to $2.00 per share from $1.82.
Cummins Inc. elected Matthew Tsien, a former General Motors executive, to its board on July 14, 2025, to serve until the next annual shareholder meeting. The board determined he is independent and appointed him to the Audit, Safety, Environment and Technology, and Governance and Nominating committees.
Tsien was elected to the board on July 14, 2025, serving until the next annual shareholder meeting.
He previously served as Executive Vice President and Chief Technology Officer at General Motors and as President of GM Ventures.
He will be paid under the company's standard non-employee director compensation policies described in the 2025 Proxy Statement filed March 31, 2025.
Cummins Inc. entered two new unsecured revolving credit agreements on June 2, 2025, each allowing up to $2.0 billion in borrowings outstanding at any time, with JPMorgan Chase Bank as administrative agent. The 5-year agreement replaces a prior facility dated June 3, 2024, and the 3-year agreement replaces a 364-day facility that expired on June 2, 2025. The filing describes ongoing access to committed bank credit and does not report any borrowings drawn.
5-Year Credit Agreement: up to $2.0 billion, matures June 2, 2030
3-Year Credit Agreement: up to $2.0 billion, matures June 2, 2028
Borrowings are not secured by company or subsidiary assets; Cummins guarantees subsidiary borrowings
Financial covenant: consolidated net debt to total capital not greater than 0.65:1 at each fiscal quarter end
Cummins reported first-quarter 2025 revenue of $8.2 billion, down 3% from a year earlier, and net income attributable to Cummins of $824 million, or $5.96 per diluted share, compared with $2.0 billion, or $14.03 per share, in the prior-year quarter. The prior-year figure included a $1.3 billion gain from the Atmus separation. The company withdrew its full-year forecast, citing growing economic uncertainty driven by tariffs, so shareholders have no revenue or profitability outlook for the rest of 2025.
First-quarter revenue was $8.2 billion, down 3%; EBITDA was $1.5 billion, or 17.9% of sales, versus 30.6% a year earlier
Net income attributable to Cummins was $824 million, or $5.96 per diluted share, versus $2.0 billion, or $14.03 per share, in 2024
The 2024 quarter included a $1.3 billion Atmus separation gain, or $9.08 per diluted share
Power Systems sales rose 19% to $1.6 billion, while the Accelera segment posted an EBITDA loss of $86 million
Cummins said Chief Administrative Officer Sharon Barner will retire effective May 31, 2025, after 13 years with the company. The company has not yet named a replacement, which it said will happen in the coming weeks.
Sharon Barner, Chief Administrative Officer, retires effective May 31, 2025
Barner joined Cummins in 2012 and became Chief Administrative Officer in 2021
Replacement to be named in the coming weeks, per the press release
Cummins reported fourth-quarter 2024 revenue of $8.4 billion, down 1% from a year earlier, and net income attributable to Cummins of $418 million, or $3.02 per diluted share, compared with a net loss of $1.4 billion a year earlier. The quarter included $312 million of Accelera reorganization charges, most of them non-cash, and the company projected 2025 revenue of down 2% to up 3%, with EBITDA of 16.2% to 17.2% of sales.
Q4 2024 revenue of $8.4 billion, down 1% from Q4 2023; diluted EPS of $3.02 versus a loss of $(10.01) a year earlier
Q4 results include $312 million, or $2.14 per diluted share, of Accelera strategic reorganization actions, of which $305 million were non-cash charges
Full year 2024 revenue of $34.1 billion, flat versus 2023; diluted EPS of $28.37, including a $1.3 billion gain on the Atmus separation
2025 outlook: revenue down 2% to up 3%; EBITDA 16.2% to 17.2% of sales; long-term goal of returning 50% of operating cash flow to shareholders
Cummins reported third-quarter 2024 revenue of $8.5 billion, flat year over year, and net income attributable to Cummins of $809 million, up from $656 million a year earlier. The company now expects full-year 2024 EBITDA of about 15.5% of sales, at the top of its prior 15.0% to 15.5% range, while keeping its full-year revenue guidance of down 3% to flat. The company also raised its quarterly dividend from $1.68 to $1.82 per share.
Q3 2024 diluted EPS was $5.86, compared with $4.59 in Q3 2023; net income attributable to Cummins was $809 million versus $656 million.
Q3 2024 EBITDA was 16.4% of sales, compared with 14.6% a year earlier.
Full-year 2024 EBITDA guidance is about 15.5%, versus the prior range of 15.0% to 15.5%; revenue guidance of down 3% to flat was maintained.
Quarterly common stock dividend increased from $1.68 to $1.82 per share.
Cummins reported record second-quarter revenue of $8.8 billion, up 2% from a year earlier, and diluted EPS of $5.26, up from $5.05. The company raised its full-year 2024 revenue and EBITDA margin guidance and increased its quarterly dividend to $1.82 per share from $1.68, but still expects slowing demand in the North America heavy-duty truck market in the second half.
Q2 net income attributable to Cummins was $726 million, versus $720 million a year earlier; diluted EPS was $5.26 versus $5.05.
Full-year 2024 revenue is now expected to be down 3% to flat; EBITDA is expected at 15.0% to 15.5% of sales, up from a prior range of 14.5% to 15.5%.
Quarterly common stock dividend raised from $1.68 to $1.82 per share, the 15th consecutive year of increases.
Power Systems segment EBITDA rose to $301 million from $201 million, or 18.9% of sales versus 13.8%.
On June 3, 2024, Cummins entered into a new 5-year credit agreement and a new 364-day credit agreement, each allowing borrowings of up to $2.0 billion outstanding at any time, with JPMorgan Chase Bank as administrative agent. Both agreements replace earlier versions, and the company will guarantee all borrowings by its subsidiary borrowers. The filing describes the agreements as a source of committed borrowing capacity and does not report any amount drawn.
5-year credit agreement allows up to $2.0 billion outstanding and matures June 3, 2029.
364-day credit agreement allows up to $2.0 billion outstanding until its Commitment Termination Date of June 2, 2025, with an option to convert revolving loans into term loans maturing one year later for a 0.5% fee.
Each facility can be increased by up to $1.0 billion, subject to conditions including lender consent.
Based on current A2 (Moody's) and A (S&P) senior unsecured ratings, the applicable rates would be 0.75% (364-day) and 0.875% (5-year), and a financial covenant caps the net debt to total capital ratio at 0.65:1.
Cummins Inc. said senior vice president Tony Satterthwaite will retire, effective September 15, 2024, after 36 years in leadership positions with the company. The filing reports a departure of a senior executive but no change to financial results, guidance or the company's leadership at the chief executive level.
Senior Vice President Tony Satterthwaite will retire effective September 15, 2024.
Satterthwaite joined Cummins in 1988 and has held sales, regional and business leadership roles, including President and Chief Operating Officer and Vice Chairman.
Chair and CEO Jennifer Rumsey praised his leadership, including his role during the COVID-19 pandemic.
The announcement was made in a press release dated May 30, 2024, filed as Exhibit 99.
Cummins reported first-quarter 2024 revenue of $8.4 billion, down 1% from a year earlier, while net income attributable to Cummins rose to $2.0 billion, mainly because of a $1.3 billion non-taxable gain from the March 18 divestiture of its remaining Atmus stake. The company raised its 2024 EBITDA guidance to 14.5% to 15.5% of sales but left its revenue decline forecast of 2% to 5% unchanged, and EBITDA excluding special items fell to $1.3 billion from $1.4 billion.
Q1 revenue was $8.4 billion, down 1% from Q1 2023; diluted EPS was $14.03 versus $5.55 a year earlier.
The results include a $1.3 billion gain ($9.08 per diluted share) from the Atmus separation and $29 million of restructuring expenses.
EBITDA excluding special items was $1.3 billion, or 15.5% of sales, compared with $1.4 billion, or 16.3%, in Q1 2023.
2024 guidance: revenue to fall 2% to 5% (unchanged), and EBITDA raised to 14.5% to 15.5% of sales from 14.4% to 15.4%.
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