Every material Form 8-K EnerSys has filed with the SEC since February 05, 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.
EnerSys agreed to acquire Ultralife through a tender offer followed by a merger, at $16.00 per share in cash, with a total enterprise value of about $320 million. The deal will be funded from cash on hand and is expected to close in the first quarter of calendar 2027, subject to conditions including regulatory clearances.
Offer price is $16.00 per Ultralife share in cash, a 166% premium to the unaffected closing price on October 26, 2026
Enterprise value of approximately $320 million, funded through cash on hand
EnerSys expects $15 million to $20 million in annual run-rate cost synergies within the first 18 months
Ultralife would pay a $10,300,000 termination fee in specified circumstances; the outside date is April 27, 2027
EnerSys reported first quarter fiscal 2027 net sales of $935.6 million, up 4.8% from a year earlier, and GAAP diluted EPS of $3.09 versus $1.46. Adjusted diluted EPS of $3.66 came in above the company's May 20 guidance range of $2.80 to $2.90. The Board also raised the quarterly dividend 10% to $0.2875 per share, and the company guided second quarter net sales to $955 million to $995 million.
Net sales of $935.6 million, up 4.8% from $893.0 million; GAAP diluted EPS of $3.09 versus $1.46.
Adjusted diluted EPS of $3.66, above the $2.80 to $2.90 guidance range; results include $30.9 million of tariff refunds.
Second quarter fiscal 2027 outlook: net sales of $955 million to $995 million and adjusted diluted EPS of $3.15 to $3.25.
Quarterly dividend raised 10% to $0.2875 per share, payable October 2, 2026, to holders of record as of September 18, 2026.
EnerSys announced on May 28, 2026 that it has consolidated its four operating segments into three, effective May 28, 2026, with the new structure applying from the first quarter of fiscal 2027. The company said its consolidated balance sheets, income statements and cash flow statements are not affected, and its first-quarter fiscal 2027 guidance issued May 20, 2026 is unchanged.
Four segments reduced to three: Network & Infrastructure Solutions (NIS), Industrial Mobility Solutions (IMS) and Precision Power Solutions (PPS), effective May 28, 2026
Guidance for the quarter ending June 28, 2026, issued May 20, 2026, is unchanged and not affected by the realignment
Keith D. Fisher, Chad C. Uplinger and Mark E. Matthews take new titles tied to the realignment, including Mark E. Matthews as Chief Technology Officer and President, Precision Power Solutions
Exhibit 99.2 recasts unaudited segment results for eight fiscal quarters, from June 30, 2024 through March 31, 2026
EnerSys reported fourth-quarter fiscal 2026 net sales of $988.0 million, up 1.3%, and adjusted diluted EPS of $3.19, above its $2.95 to $3.05 guidance. GAAP diluted EPS fell 15% to $2.05 because of $42.8 million in net-of-tax highlighted charges, and the company guided first-quarter fiscal 2027 net sales to $915 million to $955 million. The board also declared a $0.2625 quarterly dividend.
Q4 net sales $988.0 million, up 1.3%, at the low end of the $960 million to $1,000 million guidance range
Q4 adjusted diluted EPS $3.19 vs. guidance of $2.95 to $3.05; GAAP diluted EPS $2.05 vs. $2.41 a year earlier
Fiscal 2026 net sales $3,751.4 million, up 3.7%; GAAP diluted EPS $7.70 vs. $8.99
Q1 fiscal 2027 outlook: net sales $915 million to $955 million; adjusted diluted EPS $2.70 to $2.90. Dividend of $0.2625 payable July 2, 2026, to holders of record June 19, 2026
EnerSys said it will close its lead-acid battery manufacturing facility in Tijuana, Mexico, and move most production to its Springfield, Missouri plant. The company expects a pre-tax charge of about $37 million, of which $14 million is non-cash, and an estimated annual pre-tax benefit of about $20 million starting in fiscal 2028. Shareholders face the near-term charge in exchange for projected cost savings, and the restructuring is expected to be substantially complete by December 2027.
Pre-tax charge of about $37 million: $14 million non-cash, mainly equipment write-offs, and about $23 million in cash charges
Estimated annual pre-tax benefit of about $20 million, beginning in fiscal year 2028
Reduction of about 474 employees upon completion; the company also plans to sell the Tijuana land and buildings and possibly plant and equipment
Restructuring expected to be substantially complete by December 2027, with most charges incurred by the second half of fiscal year 2027
EnerSys reported fiscal third-quarter 2026 net sales of $919.1 million, up 1.4%, with GAAP diluted EPS of $2.40, down from $2.88, and adjusted diluted EPS of $2.77, down from $3.12 but within its $2.71 to $2.81 guidance range. The company also guided fourth-quarter net sales of $960 million to $1 billion and adjusted diluted EPS of $2.95 to $3.05, and declared a quarterly dividend of $0.2625 per share.
Q3 net sales $919.1 million, up 1.4%; pricing up 3%, foreign currency up 2%, organic volume down 4%
Q3 GAAP diluted EPS $2.40 vs $2.88 a year earlier; adjusted diluted EPS $2.77 vs $3.12 a year earlier
Q4 fiscal 2026 outlook: net sales $960 million to $1 billion; adjusted diluted EPS $2.95 to $3.05
Quarterly dividend of $0.2625 per share payable March 27, 2026, to holders of record as of March 13, 2026
EnerSys amended its receivables purchase agreement on December 15, 2025, increasing the committed amount that the purchasers will pay to its subsidiary seller from up to $150 million to $250 million. A further $50 million accordion feature is uncommitted and subject to conditions, and PNC Bank and Truist Bank were added as purchasers. The filing describes the terms as otherwise unchanged, so the larger facility gives the company more committed receivables financing capacity.
Committed capacity rose from up to $150 million to $250 million under the amendment dated December 15, 2025.
An additional $50 million accordion feature is uncommitted and subject to certain additional conditions.
PNC Bank, National Association and Truist Bank were added as purchasers alongside Wells Fargo Bank, National Association.
The amended agreement has an initial term of three years from the amendment date.
EnerSys reported fiscal second-quarter 2026 net sales of $951.3 million, up 7.7% from a year earlier and above its guidance range of $870 million to $910 million. GAAP diluted EPS fell to $1.80 from $2.01 because of $28.6 million in unfavorable highlighted items, while adjusted diluted EPS rose to $2.56 from $2.12. The company gave third-quarter guidance but kept full-year quantitative guidance paused, citing the macroeconomic environment.
Net sales of $951.3 million, up 7.7%, above the $870 million to $910 million guidance range
GAAP diluted EPS of $1.80 versus $2.01 a year earlier; adjusted diluted EPS of $2.56 versus guidance of $2.33 to $2.43
Third-quarter fiscal 2026 outlook: net sales of $920 million to $960 million and adjusted diluted EPS of $2.71 to $2.81; full-year quantitative guidance paused
Quarterly dividend of $0.2625 per share, payable December 26, 2025, to holders of record as of December 12, 2025
EnerSys and certain subsidiaries signed a Sixth Amendment to their Credit Agreement with Bank of America, N.A. as administrative agent. The amendment provides an upsized $1.0 billion revolving credit facility, a $150 million increase, maturing September 30, 2030, and repays all outstanding term loans and revolving loans under the prior agreement.
Revolving credit facility increased to $1.0 billion aggregate committed amount, up $150 million, maturing September 30, 2030
All outstanding term loans and revolving loans under the Existing Credit Agreement were repaid in full
Borrowing rates are tied to the consolidated total net leverage ratio; initial pricing is Level 2 (1.375% for term SOFR loans, 0.375% for base rate loans)
EnerSys reported first-quarter fiscal 2026 net sales of $893.0 million, up 4.7%, and adjusted diluted EPS of $2.08, up 5%, while GAAP diluted EPS fell to $1.46 from $1.71. The Board also approved a new $1 billion share repurchase authorization over five years and raised the quarterly dividend 9% to $0.2625 per share, which matters to shareholders because it adds capacity for buybacks and higher cash payouts. The company paused full-year quantitative guidance.
Net sales of $893.0 million, up 4.7%, above the $830 million to $870 million first-quarter guidance range given May 21, 2025
GAAP diluted EPS of $1.46 versus $1.71 a year earlier; adjusted diluted EPS of $2.08 versus $1.98, within the $2.03 to $2.13 guidance range
Board approved a $1 billion repurchase authorization over five years and a dividend of $0.2625 per share payable September 26, 2025, to holders of record as of September 12, 2025
Second-quarter fiscal 2026 outlook: net sales of $870 million to $910 million and adjusted diluted EPS of $2.33 to $2.43; full-year quantitative guidance remains paused
EnerSys announced a reduction in force affecting about 575 employees, or 11% of its non-production global workforce, mainly corporate and management roles, as part of a restructuring under its new leadership. The company estimates one-time charges of $15 million to $20 million, mostly in the second and third quarters of fiscal 2026, and expects about $80 million in annualized savings beginning in fiscal 2026 together with other non-headcount actions.
About 575 employees, or 11% of non-production global workforce, affected, focused on corporate and management positions
One-time charges estimated at $15 million to $20 million, mainly severance, notice period payments and benefits
Expected fiscal 2026 savings of $30 million to $35 million, with about $80 million in annualized savings from the combined actions
Actions expected to be substantially complete by end of second quarter of fiscal 2026; details to be discussed with fiscal first quarter 2026 results on August 6, 2025
EnerSys said David M. Shaffer retired as CEO and director effective May 22, 2025, and Shawn M. O'Connell became President and CEO and a Class III director effective May 23, 2025. The filing also raises O'Connell's base salary and expands his severance terms, which may matter to shareholders as the company's leadership changes.
Shawn M. O'Connell appointed President and CEO effective May 23, 2025, succeeding David M. Shaffer, who retired effective May 22, 2025.
O'Connell's annual base salary increased to $950,000 and his 2026 incentive payout percentage increased to 115% of base salary.
O'Connell's severance agreement was amended to a lump sum of two times his base compensation plus target annual bonus, with COBRA reimbursement extended to two years.
Andrea J. Funk, CFO, received restricted stock units with a fair market value of $1.5 million on May 23, 2025.
EnerSys reported fiscal fourth-quarter 2025 net sales of $974.8 million, up 7.0%, and GAAP diluted EPS of $2.41, up 63%. Adjusted EPS of $2.97 exceeded the company's $2.75 to $2.85 guidance range. The company paused full-year quantitative guidance, citing the evolving policy environment, and gave a first-quarter fiscal 2026 outlook with lower sales and EPS ranges, while CEO David Shaffer's successor takes over May 22, 2025.
Q4 fiscal 2025 net sales $974.8 million, up 7.0%; GAAP diluted EPS $2.41 vs. $1.48 a year earlier
Adjusted diluted EPS $2.97 vs. guidance of $2.75 to $2.85 given February 5, 2025
Q1 fiscal 2026 outlook: net sales $830 million to $870 million; adjusted diluted EPS $2.03 to $2.13; full-year guidance paused
Shawn O'Connell becomes President and CEO May 22, 2025; quarterly dividend $0.24 per share payable June 27, 2025 to holders of record June 13, 2025
EnerSys said its board approved closing its flooded motive power battery plant in Monterrey, Mexico, with production moving to its Richmond, Kentucky facility. The company expects a pre-tax charge of about $20 million, mostly recorded in the first half of 2025, and about 269 employees to be reduced when the plan is complete. The company expects an estimated pre-tax benefit of $19 million annually beginning in fiscal 2027, which shareholders will need to weigh against the near-term charge.
Pre-tax charge of about $20 million, of which $7.6 million is non-cash and $12.4 million is cash
Monterrey facility closure and production moved to Richmond, Kentucky; plan expected to be substantially complete in calendar 2025
About 269 employees to be reduced upon completion
Estimated pre-tax benefit of $19 million annually, beginning fiscal 2027; separate $4.5 million investment in Bielsko-Biala, Poland
On March 26, 2025, EnerSys separated employment with Joern Tinnemeyer, its Senior Vice President and Chief Technology Officer. The same day, it appointed Mark Matthews, its President, Specialty Global, as Acting Chief Technology Officer while he keeps his other responsibilities. The filing does not give a reason for the departure, name a permanent successor, or include any financial figures.
Joern Tinnemeyer, Senior Vice President and Chief Technology Officer, separated employment on March 26, 2025
Mark Matthews, President, Specialty Global, appointed Acting Chief Technology Officer on March 26, 2025, in addition to his other responsibilities
The filing gives no reason for the departure and names no permanent replacement
8-K filed March 28, 2025 and signed by CFO Andrea J. Funk
EnerSys reported third-quarter fiscal 2025 net sales of $906.2 million, up 5.2% from a year earlier but below its $920 million to $960 million guidance, and adjusted diluted EPS of $3.12, above its $3.00 to $3.10 guidance. The company cut its full-year net sales forecast to $3,603 million to $3,643 million from $3,675 million to $3,765 million, while raising its full-year adjusted EPS forecast to $9.97 to $10.07 from $9.65 to $9.95, and declared a $0.24 quarterly dividend.
Q3 net sales $906.2 million, up 5.2%, but below the $920 million to $960 million guidance
Q3 adjusted diluted EPS $3.12 versus $2.56 a year earlier and guidance of $3.00 to $3.10; GAAP diluted EPS $2.88
Full-year fiscal 2025 net sales guidance lowered to $3,603 million to $3,643 million; adjusted EPS guidance raised to $9.97 to $10.07
Quarterly dividend of $0.24 per share payable March 28, 2025 to holders of record as of March 14, 2025
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