Every material Form 8-K Gibraltar Industries has filed with the SEC since August 19, 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.
Gibraltar reported third-quarter 2026 net sales of $479.6 million, up 54.3% from a year earlier, mainly due to the OmniMax acquisition. Diluted adjusted EPS fell to $1.01 from $1.14, and the company lowered its 2026 outlook for the Infrastructure-inclusive business, citing weaker results and a slower fourth quarter. The move matters to shareholders because the company's profit and earnings outlook are both lower, even as sales rose.
Q3 2026 net sales $479.6 million, up 54.3%; net income from continuing operations $20.6 million, down 38.0%
Diluted GAAP EPS $0.69 vs $1.11; adjusted EPS $1.01 vs $1.14, down 11.4%
2026 adjusted EPS outlook (including Infrastructure) revised to $2.70-$2.85 from $3.65-$4.05 originally
Infrastructure business (D.S. Brown) to be sold for $208 million, expected to close in Q4 2026
Gibraltar Industries said Chief Financial Officer Joseph Lovechio will resign effective November 20, 2026, to pursue another opportunity, and that the filing states his departure was not due to any disagreement on operations, financial reporting, policies or practices. Treasurer Jeffrey Watorek will serve as Interim Chief Financial Officer while the company searches for a permanent successor. The change is a senior finance leadership transition, but the filing includes no financial results or guidance.
Joseph A. Lovechio resigns as Vice President and CFO, effective November 20, 2026
Jeffrey J. Watorek, Vice President and Treasurer, appointed Interim CFO, with $5,750 additional biweekly cash compensation
Lori Rizzo, Vice President and Corporate Controller, appointed principal accounting officer effective November 20, 2026
Company has commenced a search for its next Chief Financial Officer
Gibraltar Industries agreed on October 14, 2026 to sell its D.S. Brown infrastructure business to a subsidiary of Saint-Gobain for $208.0 million in cash, subject to customary adjustments. The company said it plans to use the proceeds to reduce debt, and it will update its 2026 outlook for the sale with its third quarter 2026 report.
Purchase price is $208.0 million in cash, subject to adjustments for working capital, indebtedness, cash and transaction expenses
Closing is expected in the fourth quarter of 2026, subject to regulatory approvals; either party may terminate if closing has not occurred by January 31, 2027
Gibraltar says proceeds will be used to accelerate debt reduction; no stockholder vote is required
2026 outlook will be updated for the sale in the third quarter 2026 report
Gibraltar reported second-quarter 2026 results with net sales up 64.6% to $509.5 million, driven mainly by the OmniMax acquisition, while GAAP diluted EPS from continuing operations fell 7.1% to $0.92 and adjusted EPS fell 1.8% to $1.11. The company reiterated its full-year 2026 outlook, which implies net sales of $1.76 billion to $1.83 billion and adjusted EBITDA of $310 million to $326 million, so shareholders are weighing a sharp revenue gain against lower per-share earnings.
Net sales were $509.5 million versus $309.5 million a year earlier; organic growth was 5%.
GAAP diluted EPS from continuing operations was $0.92 versus $0.99; adjusted EPS was $1.11 versus $1.13.
Adjusted EBITDA rose 59.7% to $88.0 million; the company recorded $5.8 million of pretax integration and restructuring costs in the quarter.
Full-year 2026 outlook reiterated: net sales $1.76 billion to $1.83 billion, GAAP EPS $2.40 to $2.80, adjusted EPS $3.65 to $4.05.
Gibraltar reported first-quarter 2026 results that include two months of the OmniMax acquisition, which closed February 2. Net sales and adjusted EBITDA rose, but adjusted EPS fell 50% on higher interest expense and aluminum costs, and the company posted a GAAP loss from continuing operations. The company reiterated its full-year 2026 guidance and raised its synergy commitment to $26 million.
Net sales were $356.3 million, up 44.6%, and adjusted EBITDA was $49.0 million, up 16.1%.
GAAP loss from continuing operations was $(12.1) million, or $(0.40) per diluted share, versus income of $23.1 million, or $0.76 per share, a year earlier.
Adjusted EPS was $0.45 versus $0.90, with the company citing a $14.6 million net interest impact.
2026 guidance reiterated: net sales $1.76 to $1.83 billion and adjusted EBITDA $310 million to $326 million.
Gibraltar Industries reported fourth-quarter 2025 net sales of $268.7 million, up 16.0%, while adjusted diluted EPS fell 14.6% to $0.76 and adjusted EBITDA fell 7.6% to $36.6 million. The company also issued 2026 guidance that includes OmniMax International, which closed on February 2, 2026, with adjusted EPS expected between $3.65 and $4.05 versus $3.92 in 2025.
Q4 2025 net sales $268.7 million (up 16.0%); GAAP income from continuing operations $11.8 million (down 75.1%)
Full-year 2025 net sales $1.14 billion (up 11.0%); GAAP diluted EPS $3.25 versus $4.39 in 2024
2026 guidance: net sales $1.76 billion to $1.83 billion; adjusted EPS $3.65 to $4.05 versus $3.92 in 2025
Full-year 2025 net loss of $44.4 million, including a $141.9 million loss from discontinued operations
Gibraltar closed its all-cash acquisition of OmniMax International, valued at $1.335 billion and subject to customary adjustments, on February 2, 2026. The deal was funded with new credit facilities, including $1.3 billion in term loans and a $500 million revolver, and the company's prior credit facility was terminated and repaid, so shareholders will see substantially higher debt alongside the company's stated synergy and deleveraging targets.
Acquisition closed February 2, 2026 at a value of $1.335 billion, all cash, subject to customary post-closing adjustments
New Credit Agreement with Bank of America, N.A. as administrative agent includes $500.0 million revolver, $650.0 million Term Loan A and $650.0 million Term Loan B
Management targets $27 million of cost synergies, with $35 million by the end of year three, and deleveraging to 2.0-2.5x within 24 months
Credit agreement sets maximum total net leverage of 5.25:1.00, stepping down to 4.25:1.00, and minimum interest coverage of 3.00:1.00
Gibraltar Industries reported preliminary, unaudited 2025 results that came in below its previous guidance for both net sales and EPS. Full-year 2025 net sales are estimated at $1,128 million to $1,138 million, versus prior guidance of $1,150 million to $1,175 million, and GAAP EPS is estimated at $3.21 to $3.26, versus prior guidance of $3.67 to $3.77. Shareholders should note the figures may change after audit procedures, and management points to a $115 million cash balance and the pending Omnimax acquisition.
2025 net sales estimate of $1,128 million to $1,138 million, below previous guidance of $1,150 million to $1,175 million
2025 GAAP EPS estimate of $3.21 to $3.26, below previous guidance of $3.67 to $3.77 and 2024 GAAP EPS of $4.58
Fourth-quarter net sales estimate of $261 million to $271 million, below previous guidance of $283 million to $308 million
Omnimax acquisition now expected to close in the first quarter of 2026; cash balance above $115 million
Gibraltar Industries agreed on November 16, 2025 to acquire OmniMax International, a residential roofing accessories and rainwater products maker, from Arundel Square Garden LLC for $1.335 billion in cash, subject to customary adjustments. The company expects the deal to close in the first half of 2026 and says it will not need a shareholder vote, but it will rely on about $1.8 billion of committed bank financing and expects post-deal leverage of 3.7x 2025 adjusted EBITDA including synergies.
Purchase price is $1.335 billion in cash; the company cites an effective multiple of 8.4x OmniMax's expected 2025 adjusted EBITDA of $110 million.
Committed financing from Bank of America, Wells Fargo and KeyBanc Capital Markets totals $1.8 billion, including $1.3 billion of term loans and a $500 million revolving credit facility.
Expected closing is in the first half of 2026, subject to HSR Act waiting period expiration and other conditions; the agreement can be terminated after November 16, 2026, with a $55 million termination fee in certain cases.
Gibraltar expects $35 million of cost synergies by the end of 2028 and targets leverage of 2.0-2.5x within 24 months of closing.
Gibraltar Industries reported third-quarter 2025 results for continuing operations, with GAAP net sales up 12.2% to $310.9 million and GAAP diluted EPS of $1.11 versus $1.10 a year earlier. Adjusted diluted EPS fell 0.9% to $1.14, and the company posted a net loss of $89.1 million after a $122.3 million loss from its discontinued Renewables business. It also narrowed its 2025 outlook, giving a full-year net sales range of $1.15 billion to $1.175 billion and adjusted EPS of $4.20 to $4.30, which sets the expected range for shareholders.
Q3 GAAP net sales were $310.9 million, up 12.2%; adjusted net sales rose 13.2%.
Q3 GAAP diluted EPS was $1.11 versus $1.10; adjusted diluted EPS was $1.14, down 0.9%.
Q3 net loss was $89.1 million, including a $122.3 million loss from discontinued operations.
2025 outlook narrowed to net sales of $1.15 billion to $1.175 billion and adjusted EPS of $4.20 to $4.30.
Gibraltar reported second-quarter 2025 results for continuing operations, with net sales up 13.1% to $309.5 million and adjusted diluted EPS up 10.8% to $1.13. GAAP diluted EPS from continuing operations was $0.99, down from $1.01, as acquisition integration costs weighed on GAAP net income. The company kept its full-year 2025 outlook, which shareholders can compare with the results for continuing operations after the planned Renewables sale.
Net sales were $309.5 million, up from $273.6 million, while GAAP net income fell 5.2% to $29.4 million, mainly due to acquisition integration-related costs.
Adjusted diluted EPS was $1.13, up 10.8% from $1.02; GAAP diluted EPS from continuing operations was $0.99 versus $1.01.
Full-year 2025 guidance for continuing operations calls for consolidated net sales of $1.15 billion to $1.20 billion and GAAP EPS of $3.67 to $3.91.
Operating cash flow was $44 million in the quarter, and the board approved a plan on June 30, 2025 to sell the Renewables business.
Gibraltar reported first-quarter 2025 net sales of $290.0 million, down 0.9% from a year earlier, with adjusted net sales flat. GAAP net income fell 15.3% to $21.1 million, mainly due to acquisition and restructuring costs, while adjusted net income rose 17.1% to $28.8 million. The company reiterated its full-year 2025 earnings guidance and its board approved a new $200 million share repurchase program running through April 30, 2028.
Net sales were $290.0 million versus $292.5 million a year earlier, down 0.9%
Diluted EPS was $0.69 versus $0.81 (down 14.8%); adjusted diluted EPS was $0.95 versus $0.80 (up 18.8%)
Full-year 2025 guidance reiterated: GAAP EPS of $4.25 to $4.50 and adjusted EPS of $4.80 to $5.05
Board authorized up to $200 million of share repurchases on April 29, 2025, over a three-year period ending April 30, 2028
Gibraltar reported fourth-quarter 2024 net sales of $302.1 million, down 8.1% from a year earlier, while GAAP diluted EPS rose to $1.50 from $0.63 and adjusted diluted EPS rose 17.4% to $1.01. For 2025 it guided to net sales of $1.40 billion to $1.45 billion and adjusted EPS of $4.80 to $5.05, compared with $4.25 in 2024.
Q4 2024 net sales were $302.1 million, down 8.1%, driven by Renewables and continued Residential softness
Q4 2024 GAAP net income was $46.2 million, or $1.50 per diluted share, versus $19.4 million, or $0.63, a year earlier
Full-year 2024 net sales were $1.31 billion, and operating cash flow was $174 million
2025 guidance: net sales $1.40 billion to $1.45 billion; GAAP EPS $4.25 to $4.50; adjusted EPS $4.80 to $5.05
Gibraltar reported third-quarter 2024 net sales of $361.2 million, down 7.6% from a year earlier, and GAAP diluted EPS of $1.11, down from $1.28. The company confirmed its updated 2024 outlook, with GAAP EPS of $3.57 to $3.71 and adjusted EPS of $4.11 to $4.25. The filing also reports the appointment of James S. Metcalf to the Board of Directors effective October 25, 2024.
Q3 2024 net sales $361.2 million, down 7.6%; GAAP net income $34.0 million, down 13.5%
Diluted EPS $1.11 GAAP and $1.27 adjusted, versus $1.28 and $1.37 in Q3 2023
2024 outlook confirmed: net sales $1.31 billion to $1.33 billion; GAAP EPS $3.57 to $3.71
James S. Metcalf appointed to the Board effective October 25, 2024
Gibraltar Industries said preliminary third-quarter 2024 net sales were $359 million to $362 million, down from $390.7 million a year earlier, and GAAP EPS was $1.09 to $1.12 versus $1.28. It also lowered its full-year 2024 net sales and EPS guidance, citing solar industry headwinds and a slower residential market, which points to weaker results for shareholders.
Preliminary Q3 2024 net sales of $359 million to $362 million, versus $390.7 million in Q3 2023; GAAP EPS of $1.09 to $1.12, versus $1.28.
Updated 2024 net sales guidance of $1,310 million to $1,330 million, down from prior guidance of $1,380 million to $1,420 million.
Updated 2024 GAAP EPS guidance of $3.57 to $3.71 (prior $4.04 to $4.29); adjusted EPS guidance of $4.11 to $4.25 (prior $4.57 to $4.82).
Third-quarter 2024 results and conference call scheduled for October 30, 2024, at 9:00 a.m. ET.
Gibraltar Industries, Inc. appointed Joseph A. Lovechio as Vice President and Chief Financial Officer, effective August 19, 2024. He succeeds Timothy F. Murphy, who has announced plans to retire; Murphy will stay through early 2025 to oversee the transition. Lovechio, previously CFO of Whirlpool Corporation's North America Region, will receive a $480,000 base salary and the equity and cash awards described in the filing.
Joseph A. Lovechio, 50, becomes CFO effective August 19, 2024, after 20 years at Whirlpool Corporation, where he was CFO, North America Region, since 2018.
Initial compensation includes a $480,000 base salary and a target annual bonus of 60% of base salary, prorated for 2024.
One-time awards include a $150,000 cash incentive payable in October 2024 and restricted stock units with an approximate grant date value of $250,000, vesting ratably over three years.
Timothy F. Murphy will remain with the company through early 2025 to oversee the onboarding and transition.
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