Every material Form 8-K PHINIA filed with the SEC in 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.
PHINIA reported third quarter 2025 results, with net sales up 8.2% to $908 million, while net earnings fell to $13 million after a one-time loss tied to a separation-related claim settlement. The company also updated its full-year 2025 guidance to include the Swedish Electromagnet Invest AB (SEM) acquisition, which it completed in the quarter for approximately $47 million.
Q3 net sales were $908 million, up from $839 million, with adjusted sales up 5.1% excluding currency and the SEM acquisition.
Q3 diluted EPS was $0.33 versus $0.70 a year earlier; adjusted diluted EPS was $1.59 versus $1.17.
Full-year 2025 guidance: net sales $3.39 billion to $3.45 billion; net earnings $100 million to $110 million; adjusted EBITDA $465 million to $480 million.
Cash and cash equivalents were $349 million and total debt was $992 million at September 30, 2025.
PHINIA agreed on October 15, 2025 to settle claims BorgWarner brought in Delaware Superior Court over pre-spin-off tax refunds, under which PHINIA will make Settlement Payments totaling $78 million through 2026 and receive about $7 million from BorgWarner. The company expects to record a $39 million loss in the third quarter of 2025 and to exclude it from adjusted EBITDA and adjusted free cash flow as a separation-related charge.
Settlement Payments: $31 million in Q4 2025, $21 million in Q1 2026, and $26 million over 2026 as refunds are received
BorgWarner to pay PHINIA about $7 million for pre-spin-off corporate income tax reimbursement in Q4 2025
Expected third-quarter 2025 loss of about $39 million, net of amounts previously recorded
Company believes research and development credits could bring up to about $29 million in cash by end of 2026
PHINIA reported second-quarter 2025 results with net sales of $890 million, up 2.5% from a year earlier, and diluted earnings per share of $1.14, compared with $0.31 in Q2 2024. The company also refined its 2025 net sales outlook to $3.33 billion to $3.43 billion, and said it agreed on June 10, 2025 to acquire Swedish Electromagnet Invest AB for about $47 million. Operating cash flow and adjusted free cash flow fell sharply, which shareholders may watch closely.
Q2 2025 net earnings of $46 million versus $14 million in Q2 2024; adjusted EPS of $1.27 versus $0.88
Adjusted EBITDA of $126 million, up from $117 million, with an adjusted EBITDA margin of 14.2%
Adjusted free cash flow of $20 million versus $108 million in Q2 2024; operating cash flow of $57 million, down $52 million
2025 guidance: net earnings of $140 million to $170 million and adjusted EBITDA of $455 million to $485 million
PHINIA reported first-quarter 2025 net sales of $796 million, down 7.8% from $863 million a year earlier, and net earnings of $26 million, down from $29 million. Adjusted EBITDA fell to $103 million from $131 million, and adjusted diluted EPS was $0.94 versus $1.08. The company reaffirmed its full-year 2025 guidance, which calls for net sales of $3.23 billion to $3.43 billion.
Net sales were $796 million, down 7.8%; excluding currency and ended contract manufacturing agreements, sales fell $34 million or 4.1% on lower OEM sales in all regions.
Adjusted EBITDA was $103 million, down $28 million, with an adjusted EBITDA margin of 12.9%, citing lower sales, a nonrecurring supplier settlement, higher stand-alone costs and tariff impacts.
Diluted EPS was $0.63 versus $0.62; adjusted diluted EPS was $0.94 versus $1.08 in Q1 2024.
Returned $111 million to shareholders, including $100 million of share repurchases; cash and equivalents ended the quarter at $373 million and total debt at $989 million.
PHINIA reported fourth-quarter 2024 net sales of $833 million, down 5.6% from a year earlier, and net earnings of $5 million, or $0.12 per diluted share, compared with $33 million, or $0.70 per share, in Q4 2023. For full year 2024, net sales were $3.40 billion and net earnings were $79 million, down from $102 million, and the company guided to 2025 net earnings of $140 million to $170 million. The board also raised the quarterly dividend 8% to $0.27 per share and increased its share repurchase authorization by $200 million.
Q4 2024 net earnings were $5 million, or $0.12 per diluted share, versus $33 million, or $0.70 per share, in Q4 2023.
Full year 2024 net sales were $3.40 billion, down 2.8%, and net earnings were $79 million, versus $102 million in 2023.
2025 guidance: net sales of $3.23 billion to $3.43 billion and net earnings of $140 million to $170 million.
Quarterly dividend raised to $0.27 per share from $0.25; repurchase program increased by $200 million, with about $320 million available.
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 PHINIA filing is on SEC EDGAR ↗. 8-K briefs of other companies →