Every material Form 8-K Carpenter Technology has filed with the SEC since August 13, 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.
Carpenter Technology reported fiscal first-quarter 2027 results for the period ended September 30, 2026, with net sales of $798.2 million, up 9% from a year earlier, and operating income of $196.4 million, up 28%. Diluted earnings per share were $3.25 versus $2.43, and the company maintained its fiscal 2027 operating income outlook of $850 million to $880 million, though free cash flow was negative $24.8 million as capital spending rose.
Operating income of $196.4 million was up 28% year over year and down 5% sequentially from $206.9 million in the fourth quarter of fiscal 2026.
Diluted earnings per share were $3.25, compared with $2.43 in the prior year first quarter; net sales were $798.2 million, up 9%.
Fiscal 2027 operating income outlook of $850 million to $880 million was maintained; second-quarter operating income is expected between $192 million and $197 million.
The company repurchased $133.9 million of stock in the quarter and had $985.0 million remaining under its $1.0 billion program; free cash flow was negative $24.8 million.
Carpenter Technology reported first quarter fiscal 2027 results on October 22, 2026. Operating income rose to $196.4 million from $153.3 million a year earlier, and diluted earnings per share were $3.25 versus $2.43, with net sales of $798.2 million compared with $733.7 million. The company also set a fiscal 2027 operating income outlook of $850 million to $880 million and authorized a new $1.0 billion share repurchase program.
Operating income of $196.4 million vs. $153.3 million a year earlier; diluted EPS of $3.25 vs. $2.43
Net sales of $798.2 million, down from $851.0 million in Q4 FY26 but up from $733.7 million in Q1 FY26
FY27 operating income outlook of $850 million to $880 million; Q2 FY27 SAO operating income expected at $214 million to $218 million
Repurchased $133.9 million of stock in the quarter and authorized a new $1.0 billion program; free cash flow was negative $24.8 million
Carpenter Technology said General Counsel and Secretary James D. Dee will retire effective December 31, 2026, and remain with the company through that date. The board appointed Deputy General Counsel Jed S. Freeman as Vice President, General Counsel and Secretary, effective January 1, 2027, providing a planned succession in the legal leadership role.
James D. Dee notified the company on October 12, 2026 of his decision to retire effective December 31, 2026
Jed S. Freeman, who joined the company in 2007 and is currently Deputy General Counsel, takes the role effective January 1, 2027
The company said Mr. Dee's retirement was not the result of any disagreement on operations, policies or practices
The press release announcing the change is furnished as Exhibit 99.1 under Item 7.01
Carpenter Technology appointed Kenneth J. Giacobbe, former Executive Vice President and Chief Financial Officer of Howmet Aerospace, to its Board of Directors effective August 11, 2026. Directors Howard Yu and Colleen Pritchett also said they will leave the board at the October 6, 2026 annual meeting, with Yu stepping down and Pritchett not standing for re-election; the filing says neither departure was due to a disagreement with the company.
Ken Giacobbe appointed to the Board effective August 11, 2026 as a Class III director, term ending at the 2028 annual meeting; he is independent and has no committee assignments yet
Howard Yu will step down as a director effective October 6, 2026; Colleen Pritchett will not run for re-election at the 2026 annual meeting
After October 6, 2026, the Board will have 10 members, 9 of them independent, down from 12 members with 11 independent
Carpenter Technology reported fiscal fourth quarter 2026 operating income of $206.9 million, up from $151.4 million a year earlier, and diluted earnings per share of $3.23, up from $2.21. For fiscal 2027, the company expects operating income of $850 million to $880 million and adjusted free cash flow of $400 million to $430 million, and it set a fiscal 2029 operating income target of $1.2 billion to $1.3 billion.
Q4 fiscal 2026 net sales were $851.0 million, up from $755.6 million, and diluted EPS was $3.23 versus $2.21.
Fiscal 2026 operating income was $702.0 million, up from $521.8 million, and diluted EPS was $10.52 versus $7.42.
Fiscal 2027 outlook: operating income of $850 million to $880 million and adjusted free cash flow of $400 million to $430 million.
Q4 share repurchases totaled $45.2 million; $119.0 million remained available under the $400.0 million program as of June 30, 2026.
Carpenter Technology said its President and CEO, Brian Malloy, died suddenly on July 24, 2026. The Board appointed Tony Thene, who previously served as CEO from 2015 through June 2026, to return as CEO, and also named him Chairman and President. For shareholders, the filing marks an unplanned leadership change at the top of the company.
Brian J. Malloy, President, CEO and a director, passed away suddenly and unexpectedly on July 24, 2026.
On July 26, 2026, the Board appointed Tony R. Thene as CEO, Chairman of the Board and President.
Thene previously served as CEO from 2015 through June 2026.
The press release announcing the passing and appointment is dated July 27, 2026 and is furnished as Exhibit 99.1.
Carpenter Technology reported fiscal third-quarter 2026 results for the period ended March 31, 2026, with net sales of $811.5 million, up 12% from a year earlier, and diluted EPS of $2.77 versus $1.88. The company raised its fiscal 2026 operating income guidance to $700 million to $705 million and its adjusted free cash flow outlook to approximately $350 million, which signals higher expected earnings and cash generation for shareholders.
Net sales were $811.5 million, up from $727.0 million in the prior-year quarter; diluted EPS was $2.77 versus $1.88.
Specialty Alloys Operations operating income was $208.0 million, with an adjusted operating margin of 35.6%.
Fourth-quarter fiscal 2026 operating income is expected to be between $205 million and $210 million.
The company repurchased $52.7 million of stock in the quarter, leaving $164.2 million under its $400.0 million program.
Carpenter Technology reported third quarter fiscal 2026 results on April 29, 2026, with net income of $139.6 million and diluted EPS of $2.77, up from $95.4 million and $1.88 a year earlier. The company raised its fiscal 2026 adjusted free cash flow outlook to approximately $350 million and expects fiscal 2026 operating income of $700 million to $705 million.
Q3 fiscal 2026 net sales were $811.5 million, up from $727.0 million in Q3 fiscal 2025; operating income was $186.5 million versus $137.8 million
Diluted EPS was $2.77 versus $2.09 in Q2 fiscal 2026 and $1.88 in Q3 fiscal 2025
Expects fiscal 2026 adjusted free cash flow of approximately $350 million, and operating income of $700 million to $705 million
Repurchased $133.9 million of stock year to date in fiscal 2026 against a $400.0 million authorization
Carpenter Technology's board increased its size from 11 to 12 directors and appointed Brian J. Malloy, the company's current President and Chief Operating Officer, as a director effective July 1, 2026. On the same date, Malloy becomes President and Chief Executive Officer, and current CEO Tony R. Thene becomes Executive Chairman of the Board, so the company's top executive role changes hands.
On April 13, 2026, the board expanded from 11 to 12 directors and appointed Malloy as a Class III director, with a term ending at the 2028 annual meeting; he has no committee appointments yet.
Malloy will become President and CEO on July 1, 2026, with a $1,000,000 base salary, a 125% target cash bonus and an equity award with a $4,500,000 grant date fair value for the fiscal year ending June 30, 2027.
Thene will become Executive Chairman on July 1, 2026, with a $1,000,000 base salary, a 100% target cash bonus and an equity award with a $2,000,000 grant date fair value for the same fiscal year.
Chief Executive Officer Tony Thene resigned from the CEO post effective July 1, 2026, and the Board named President and Chief Operating Officer Brian Malloy as his successor on that date. Thene will remain with the company as Executive Chairman of the Board, which the company says provides continuity in strategic oversight.
Tony Thene notified the company of his CEO resignation on February 12, 2026, effective July 1, 2026.
Brian Malloy, currently President and Chief Operating Officer, will become President and CEO effective July 1, 2026.
Thene will become Executive Chairman of the Board effective July 1, 2026.
The changes were announced in a press release dated February 17, 2026; the filing reports no financial results.
Carpenter Technology reported fiscal second quarter 2026 operating income of $155.2 million, up from $118.9 million a year earlier, and diluted earnings per share of $2.09 versus $1.66. Adjusted EPS was $2.33 after excluding a $15.6 million debt extinguishment loss. The company raised its fiscal 2026 operating income guidance to $680 million to $700 million, which signals stronger expected profit for shareholders.
Operating income was $155.2 million, up 31% from $118.9 million in the prior-year quarter; net sales were $728.0 million, up 8%.
Diluted EPS was $2.09 versus $1.66; adjusted diluted EPS was $2.33, excluding a $15.6 million debt extinguishment loss.
Fiscal 2026 operating income guidance was raised to $680 million to $700 million, and adjusted free cash flow is expected to be at least $280 million.
Third-quarter fiscal 2026 operating income is expected between $177 million and $182 million; $216.9 million remains under the $400.0 million buyback program.
Carpenter Technology reported second quarter fiscal 2026 results on January 29, 2026, with net sales of $728.0 million and EPS of $2.09, up from $1.66 a year earlier, while sequential EPS fell from $2.43. The company raised its outlook for adjusted free cash flow to at least $280 million for fiscal 2026 and expects fiscal 2026 operating income 30% to 33% above fiscal 2025.
Q2 fiscal 2026 net sales were $728.0 million, up from $676.9 million a year earlier, and operating income was $155.2 million, up 31% year over year.
Diluted EPS was $2.09 versus $1.66 a year earlier; excluding a $12.0 million after-tax debt extinguishment loss, adjusted EPS was $2.33.
The company now expects at least $280 million of adjusted free cash flow in fiscal 2026 and fiscal 2026 operating income 30% to 33% higher than fiscal 2025.
During the quarter, Carpenter repurchased $32.1 million of stock; $183.1 million of the $400.0 million authorization has been completed.
Carpenter Technology closed a $700.0 million offering of 5.625% senior notes due 2034 and amended its credit facility, raising revolving commitments from $350 million of secured commitments to $500 million of unsecured commitments. The company plans to use the note proceeds and cash on hand to redeem in full its 6.375% notes due 2028 and 7.625% notes due 2030. The filing describes a refinancing of existing debt and does not report earnings or guidance.
$700.0 million of 5.625% senior notes due March 1, 2034 closed November 20, 2025, with semiannual interest starting March 1, 2026.
Proceeds, with cash on hand, will redeem in full the 6.375% senior notes due 2028 and the 7.625% senior notes due 2030.
Revolving commitments rise from $350 million secured to $500 million unsecured, with an uncommitted accordion of up to $650 million and maturity extended to 2030.
Notes can be redeemed before March 1, 2029 with a make-whole premium; certain change of control events require an offer to purchase at 101% of principal.
Carpenter Technology reported first quarter fiscal 2026 results on an October 23, 2025 earnings call. Net sales rose to $733.7 million from $717.6 million a year earlier, and net income rose to $122.5 million, or $2.43 per diluted share, from $84.8 million, or $1.67. The company said it remains confident in its fiscal 2026 and fiscal 2027 earnings guidance.
Net sales were $733.7 million, up from $717.6 million in Q1 FY25 and down from $755.6 million in Q4 FY25.
Net income was $122.5 million, or $2.43 per diluted share, compared with $84.8 million, or $1.67, in Q1 FY25.
Q2 FY26 operating income for the SAO segment is expected to be $168 million to $172 million.
Fiscal 2026 adjusted free cash flow is expected to be $240 million to $280 million; Q1 adjusted free cash flow was negative $3.4 million.
Carpenter Technology reported fiscal first-quarter 2026 results for the period ended September 30, 2025, with operating income of $153.3 million, up from $113.6 million a year earlier, and diluted earnings per share of $2.43, up from $1.67. The company also issued fiscal 2026 operating income guidance of $660 million to $700 million, while adjusted free cash flow was negative $3.4 million as capital spending rose on its brownfield expansion.
Net sales were $733.7 million, up 2% from $717.6 million a year earlier.
Fiscal 2026 operating income is projected at $660 million to $700 million, a 26% to 33% increase over fiscal 2025.
Adjusted free cash flow was negative $3.4 million, compared with $13.3 million a year earlier, reflecting capital expenditures of $42.6 million.
The company repurchased $49.1 million of stock in the quarter, with $249.0 million remaining under its $400.0 million program.
Chairman I. Martin Inglis will retire from the board and not stand for re-election at the 2025 Annual Meeting, which is currently expected on October 7, 2025. CEO Tony R. Thene will become chairman while continuing as CEO, and Chief Operating Officer Brian J. Malloy will become president and chief operating officer, changes that set the company's leadership structure for the coming year.
I. Martin Inglis, chairman since 2021 and a director since 2003, will not stand for re-election; the filing says his decision is not due to any disagreement with the company or board
Tony R. Thene, President and CEO, will be chairman of the board and remain CEO, effective immediately before the 2025 Annual Meeting
Brian J. Malloy, Senior Vice President and COO, will become President and COO; Steven M. Ward becomes Lead Independent Director
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