Every material Form 8-K Eaton has filed with the SEC since November 20, 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.
Eaton Corp plc reported third-quarter 2026 net sales of $8.9 billion, driven by 19% organic growth and contributions from recent acquisitions. Diluted earnings per share were $2.77, while adjusted earnings per share reached a record $3.68. The company also raised its full-year 2026 organic growth and earnings guidance, reflecting strong end-market demand and record order levels.
Third-quarter 2026 net sales rose 28% year-over-year to a record $8.9 billion, with organic sales growing 19%.
Diluted earnings per share were $2.77 and record adjusted earnings per share were $3.68 for the quarter ended September 30, 2026.
Full-year 2026 adjusted earnings per share are expected to be between $13.70 and $13.80.
Operating cash flow reached $1.31 billion and free cash flow was $1.03 billion for the third quarter of 2026.
Eaton filed a Form 8-K on October 16, 2026 to recast segment information in its 2025 Form 10-K, combining the legacy Vehicle and eMobility segments into one Mobility segment after a first-quarter 2026 reorganization. The company says the changes are not a restatement of its financial statements, and the filing does not update results or events after the original 10-K. For shareholders, this changes how segment results are presented rather than reporting new performance.
Exhibit 99.1 recasts Items 1, 7, 8 and 15 of the 2025 Form 10-K, which was originally filed February 26, 2026
Vehicle and eMobility segments are combined into a new Mobility segment, effective with the reorganization in the first quarter of 2026
The filing states it does not amend or restate the audited 2025 financial statements; the auditor's report is dual-dated October 16, 2026
Eaton Corp plc said its controller Adam Wadecki is moving to a non-executive role as Senior Vice President, Finance, Electrical, and Andrea Trabacchin has been named Senior Vice President and Controller, serving as principal accounting officer, effective October 5, 2026. The filing describes a routine change in the company's accounting leadership with no change to reported financial results, and it does not indicate any effect on shareholders beyond the compensation disclosed.
Andrea Trabacchin, 48, was appointed Senior Vice President and Controller on October 1, 2026, effective October 5, 2026.
Trabacchin previously served as Senior Vice President, Finance, Industrial at Eaton from April 2024 to October 2026.
Trabacchin will receive an annual base salary of $485,000 and a target short-term incentive of 60% of base salary, prorated for 2026.
Adam Wadecki moved from principal accounting officer to a non-executive role as Senior Vice President, Finance, Electrical, effective October 5, 2026.
Eaton reported record second-quarter 2026 sales of $8.5 billion, up 21% from a year earlier, and adjusted earnings per share of $3.15, a second-quarter record. GAAP earnings per share fell to $2.11 from $2.51, mainly due to acquisition-related and amortization charges, and the company raised its full-year adjusted EPS guidance to $13.40 to $13.60. The company also agreed to separate its Mobility business through a Reverse Morris Trust transaction with Dana, expected to close in the first quarter of 2027.
Q2 2026 sales were $8.5 billion, up 21%, including 14% organic growth and 7% from acquisitions.
GAAP diluted EPS was $2.11 versus $2.51 a year earlier; adjusted EPS was $3.15 versus $2.95.
Full-year 2026 adjusted EPS guidance was raised to $13.40 to $13.60; GAAP EPS guidance is $10.36 to $10.56.
Mobility business to be combined with Dana in a deal expected to close in the first quarter of 2027; Eaton shareholders expected to own at least 50.1% of the combined company.
On June 10, 2026, Eaton agreed to separate its Mobility segment and combine it with Dana Incorporated in a Reverse Morris Trust transaction. Eaton will receive an approximately $1.1 billion cash distribution, and its shareholders will own at least 50.1% of the combined company. The transaction is expected to close in the first quarter of 2027, subject to Dana shareholder approval and regulatory clearances.
Eaton receives an approximately $1.1 billion cash distribution, funded by newly issued debt of the Mobility Group
Mobility Group valued at approximately $5.1 billion; combined company valued at over $10 billion in enterprise value
Expected close in the first quarter of 2027, subject to Dana shareholder approval and regulatory clearances
Combined company to operate as Dana Incorporated under the NYSE ticker DAN, led by CEO Byron Foster and CFO Timothy Kraus
Eaton reported first quarter 2026 sales of $7.5 billion, up 17% from a year earlier, and raised its 2026 organic growth guidance to 9-11%. Diluted earnings per share fell to $2.22 from $2.45, while adjusted earnings per share rose to $2.81 from $2.72, which the company called a first quarter record. Full-year 2026 EPS guidance is $10.88 to $11.33, and adjusted EPS guidance is $13.05 to $13.50.
Q1 2026 diluted EPS was $2.22 versus $2.45 in Q1 2025; adjusted EPS was $2.81 versus $2.72.
Sales were $7.5 billion, up 17%, including 10% organic growth, 4% from acquisitions and 3% from foreign exchange.
Full-year 2026 guidance: EPS of $10.88 to $11.33 and adjusted EPS of $13.05 to $13.50; Q2 2026 EPS guidance is $2.29 to $2.39.
The company closed $11 billion of acquisitions in the quarter, including Boyd Thermal and Ultra PCS Limited.
Eaton's board committee set the performance measures for the 2026 executive incentive program, which will pay awards only if goals are met after the performance period. The filing covers compensation design and does not report financial results or change any officer roles.
Metrics for the 2026 Program are Adjusted EBITDA, Adjusted Operating Cash Flow and Organic Growth, set on February 25, 2026.
About 3,500 other salaried employees participate alongside executive officers.
CEO Paulo Ruiz's target incentive is 150% of base pay; Heath Monesmith's is 105%, and Olivier Leonetti's is 100%, prorated for his 2026 employment.
Eaton Corporation plc appointed David B. Foster as Executive Vice President and Chief Financial Officer, effective March 2, 2026. He succeeds Olivier Leonetti, who remains in a senior advisory role until March 13, 2026, when he departs the company. The filing discloses Foster's pay package and a $233,600 consulting fee he received from the company, which matters to shareholders as a change in the principal financial officer.
Foster, 54, previously worked at Eaton from 1993 until retiring in 2022, last serving as SVP, Finance and Planning for the Industrial Sector.
Base salary of $815,000, target annual incentive of 100% of salary, and equity grants of $875,000 in stock options, $875,000 in RSUs and $1,750,000 in PSUs at target, with a grant date of April 1, 2026.
Foster received or will receive about $233,600 for consulting services to the company from January 1, 2025 through March 2, 2026, including work on the proposed Mobility segment spin-off.
Leonetti informed the company on November 14, 2025 that he would leave on April 1, 2026; the filing says he will depart on March 13, 2026.
Eaton entered into an $8 billion senior unsecured delayed draw term loan on February 6, 2026, with a December 31, 2026 maturity. The same day, the company's $3 billion revolving credit agreement was increased to $4 billion. The filing says the new term loan can be drawn in a single draw on the closing date, and that the company will pay ticking fees on the undrawn amount starting 60 days after February 6, 2026. For shareholders, this adds up to $8 billion in committed borrowing that the company may draw on, and the filing does not state the purpose of the funds.
$8 billion senior unsecured delayed draw term loan dated February 6, 2026, maturing December 31, 2026, with Citibank as administrative agent
Revolving credit commitments increased from $3 billion to $4 billion under a Commitment Increase Agreement, on terms otherwise unchanged
Ticking fees apply from 60 days after February 6, 2026 until the earlier of maturity or funding, based on Eaton's senior unsecured debt ratings from S&P and Moody's
Eaton reported fourth quarter 2025 sales of $7.1 billion, up 13%, and diluted earnings per share of $2.91, up 19%, both records. The company also guided 2026 EPS to $11.57 to $12.07 and adjusted EPS to $13.00 to $13.50, which the filing says is up 13% and 10% at the midpoint over 2025, respectively.
Q4 2025 diluted EPS $2.91 (up 19% year over year); adjusted EPS $3.33 (record)
Q4 2025 sales $7.1 billion, up 13%; full-year 2025 sales a record $27.4 billion
Eaton said it intends to separate its Vehicle and eMobility segments, together called the Mobility Group, into an independent, publicly traded company. The spin-off is expected to be completed by the end of the first quarter of 2027, subject to approvals and an effective Form 10 registration statement, and is planned to be tax-free to Eaton shareholders for U.S. federal income tax purposes. The filing does not disclose Mobility revenue, earnings or a valuation, so the financial effect on shareholders cannot yet be measured.
Eaton intends to separate its Vehicle and eMobility segments (Mobility Group) into an independent, publicly traded company.
Completion is expected by the end of the first quarter of 2027, subject to Board approval and effectiveness of a Form 10 registration statement.
The planned separation is expected to be tax-free to Eaton shareholders for U.S. federal income tax purposes.
Eaton will report fourth quarter 2025 earnings on February 3, 2026, with a conference call at 11:00 a.m. ET that day.
Eaton said its Executive Vice President and Chief Financial Officer, Olivier Leonetti, will leave the company on April 1, 2026, as part of a planned transition, and he will remain in his role until a successor is named. The company is running a search, with a third-party firm, for a new CFO and will announce a successor when the search concludes. Eaton also reaffirmed its full-year 2025 guidance, which matters to shareholders because it signals no change to the outlook alongside the leadership change.
CFO Olivier Leonetti informed the company on November 14, 2025, of his intention to leave on April 1, 2026
Leonetti will continue in his current role until a successor is named
Eaton re-affirmed full-year 2025 guidance, as provided on its Q3 earnings call
Leonetti joined Eaton in January 2024, after almost five years on the board
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