Every material Form 8-K Waste Management has filed with the SEC since February 28, 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.
Waste Management reported its third quarter 2026 financial results, posting revenue of $6.85 billion and net income of $820 million, or $2.05 per diluted share. The company returned $957 million to shareholders during the quarter through share repurchases and cash dividends, and affirmed its full-year 2026 financial guidance.
Total company revenue grew 6.3% to $6.85 billion for the third quarter of 2026.
Net cash provided by operating activities reached $4.87 billion for the first nine months of the year.
The company returned $957 million to shareholders during the third quarter, consisting of $580 million in share repurchases and $377 million in cash dividends.
WM expects full-year 2026 revenue to be at the high end of its guidance range of $26.275 to $26.475 billion.
WM said CEO Jim Fish will retire as chief executive and resign from the board effective January 4, 2027, and will serve in an advisory role until mid-February 2027. The board named President John Morris, Jr. to succeed him as President and CEO and as a director on the same date, which matters to shareholders as a planned leadership transition to an internal candidate; the filing gives no financial results or guidance.
Jim Fish steps down as CEO and resigns from the board effective January 4, 2027; advisory role expected until mid-February 2027.
John J. Morris, Jr., age 57, has been WM President since May 2025 and will become President, CEO and a director on January 4, 2027.
Morris was previously President and Chief Operating Officer (May 2025 to May 2026) and Executive Vice President and Chief Operating Officer (January 2019 to May 2025).
The filing states Morris was not appointed under any arrangement with another person and has no family relationship with any director or executive officer; it includes no financial results or guidance.
WM reported second-quarter 2026 revenue of $6.7 billion, up 4.0%, and diluted EPS of $1.95 versus $1.80 a year earlier. The company kept its full-year adjusted operating EBITDA ($8.15 billion to $8.25 billion) and free cash flow ($3.75 billion to $3.85 billion) outlooks but lowered its revenue outlook by approximately 0.6%, which matters to shareholders because it trims the top-line forecast even as profit measures improved.
Q2 2026 revenue $6,684 million vs. $6,430 million in Q2 2025; diluted EPS $1.95 vs. $1.80 as reported
Q2 2026 net cash provided by operating activities $1.73 billion vs. $1.55 billion; free cash flow $1.10 billion vs. $818 million
Full-year 2026 revenue outlook now $26.275 billion to $26.475 billion, a reduction of approximately 0.6%; adjusted operating EBITDA and free cash flow outlooks unchanged
Company returned $1.04 billion to shareholders in Q2, including $659 million in share repurchases and $379 million in dividends; webcast set for July 29, 2026 at 10:00 a.m. ET
WM's Board promoted Tara Hemmer, an WM veteran since 1999, to Executive Vice President and Chief Operating Officer, replacing John Morris, who voluntarily resigned from that role and remains President. Healthcare Solutions leader Rafael Carrasco will retire on July 17, 2026, and that business will report directly to Morris. The filing describes a leadership change and a compensation package for Hemmer, but gives no financial results.
Tara Hemmer, age 53, promoted to EVP and Chief Operating Officer; base salary raised to $850,000 with a 105% target annual cash incentive
Hemmer receives RSUs with a $575,000 grant value on May 20, 2026, vesting 34%, 33% and 33% over three years
Rafael Carrasco, SVP Enterprise Strategy and President of WM Healthcare Solutions, retires effective July 17, 2026
John Morris voluntarily resigned as Chief Operating Officer and remains WM President
WM reported first-quarter 2026 revenue of $6.227 billion, up from $6.018 billion a year earlier, and diluted EPS of $1.79 versus $1.58. The company said it reaffirmed its full-year 2026 financial outlook, and free cash flow rose to $920 million from $475 million, which shareholders received through $729 million in dividends and buybacks.
Revenue $6.227 billion vs. $6.018 billion, up 3.5%, with core price up 6.3%
Diluted EPS $1.79 vs. $1.58; adjusted diluted EPS $1.81 vs. $1.67
Free cash flow $920 million vs. $475 million; $729 million returned to shareholders, including $385 million in dividends and $344 million in share repurchases
Full-year 2026 financial outlook reaffirmed; results webcast set for April 29, 2026 at 10 a.m. ET
On March 20, 2026, Waste Management entered into Amendment No. 2 to its revolving credit agreement with Bank of America as administrative agent. The amendment lets the company add back equity-based compensation and interest accretion as non-cash items when calculating its leverage ratio covenant, which the company says aligns its approach with certain industry peers.
Amendment No. 2 dated March 20, 2026, modifies the EBIT and EBITDA definitions in the Seventh Amended and Restated Revolving Credit Agreement dated May 8, 2024
Equity-based compensation and interest accretion can now be added back as non-cash items for the leverage ratio financial covenant under Section 9
Bank of America, N.A. is administrative agent; the filing does not state any dollar amounts or borrowing changes
Waste Management disclosed that former Executive Vice President and Chief Financial Officer Devina Rankin, who resigned effective November 1, 2025, received a $1 million cash bonus on March 13, 2026. The bonus recognizes her role in the orderly transition to her successor and her contributions to the integration of the Healthcare Solutions business, and is in addition to her 2025 annual cash incentive.
Devina Rankin resigned as CFO effective November 1, 2025, after 23 years with the company, including nearly nine years as CFO.
She served as an executive advisor at her prior base salary through March 13, 2026.
A $1 million cash transition success bonus was paid on March 13, 2026, under a letter agreement filed as Exhibit 10.1.
On March 3, 2026, Waste Management granted performance share units, stock options and annual cash incentive awards to its CEO, CFO and other named executive officers. The grants are routine annual compensation, and the filing does not report any change in officer roles.
CEO James C. Fish, Jr. received 49,350 performance share units and 57,034 stock options, with an exercise price of $241.55.
PSUs pay out from 0% to 200% of target after the performance period ends December 31, 2028, based 50% on cash flow generation and 50% on total shareholder return relative to the S&P 500.
Annual cash incentives for 2026 are tied to operating EBITDA, income from operations margin and internal revenue growth, with payouts from zero to 200% of target.
WM reported fourth-quarter 2025 revenue of $6.3 billion, up 7.1%, and diluted EPS of $1.83 versus $1.48 a year earlier. Full-year GAAP diluted EPS slipped to $6.70 from $6.81, though adjusted EPS rose to $7.50 from $7.23. For 2026, WM projects revenue of $26.425 billion to $26.625 billion and free cash flow of $3.750 billion to $3.850 billion, and expects to resume share repurchases with about $2 billion planned for the year.
Q4 2025 revenue was $6.313 billion, up 7.1%; GAAP diluted EPS was $1.83 versus $1.48 in Q4 2024.
Full-year 2025 GAAP diluted EPS was $6.70 versus $6.81 in 2024; adjusted diluted EPS was $7.50 versus $7.23.
2026 outlook: revenue of $26.425 billion to $26.625 billion and free cash flow of $3.750 billion to $3.850 billion.
WM plans to return about $3.5 billion to shareholders in 2026 through dividends and share repurchases, including a $0.48 per share dividend increase to $3.78.
WM reported third-quarter 2025 revenue of $6.443 billion, up 14.9% from $5.609 billion a year earlier, with growth including the WM Healthcare Solutions business acquired through Stericycle. GAAP diluted EPS fell to $1.49 from $1.88, while adjusted diluted EPS rose to $1.98 from $1.96, and the company affirmed its full-year adjusted operating EBITDA and free cash flow guidance but expects 2025 revenue at the low end of its prior range.
Q3 2025 GAAP diluted EPS was $1.49 versus $1.88 a year earlier; adjusted diluted EPS was $1.98 versus $1.96.
Q3 income from operations was $989 million, down from $1.119 billion, including a $213 million loss from divestitures, asset impairments and unusual items.
2025 adjusted operating EBITDA guidance of $7.475 billion to $7.625 billion and free cash flow guidance of $2.8 billion to $2.9 billion were affirmed.
Full-year 2025 revenue is now expected at about $25.275 billion, the low end of prior guidance, mainly due to lower recycled commodity prices and lower WM Healthcare Solutions revenue expectations.
Waste Management approved a one-time retention award of restricted stock units valued at $2,100,000 for Senior Vice President and Chief Sustainability Officer Tara J. Hemmer, to be granted September 2, 2025. The units vest 50% on the second anniversary and 50% on the third anniversary of the grant, which ties Ms. Hemmer's compensation to continued service and to the share price.
Award value: $2,100,000 in restricted stock units to Tara J. Hemmer, granted September 2, 2025
Share count set by dividing the award value by the average of the high and low price over the 30 trading days before grant
Vesting: 50% on the second anniversary and 50% on the third anniversary of grant; dividends accrue and are paid in cash on payout
Unvested units are forfeited on resignation or termination for cause
WM's Executive Vice President and Chief Financial Officer Devina Rankin gave notice on August 21, 2025 that she will resign, effective November 1, 2025 or the day after the Form 10-Q for the quarter ended September 30, 2025 is filed if later, and will remain an executive advisor through March 2026. The Board elected David L. Reed, currently Vice President and Business Partner for the West Tier operations, to succeed her as CFO, with a base salary of $700,000 and a target annual cash incentive of 100% of base salary.
Devina Rankin resignation effective November 1, 2025 (or the day after the Q3 2025 Form 10-Q filing, if later); executive advisor through March 2026
David L. Reed, age 47, elected EVP and CFO effective on the same date; previously WM Vice President and Treasurer from July 2017 to December 2022
Reed's base salary to rise to $700,000; RSU award valued at $565,000 to be granted November 3, 2025, vesting 34%, 33%, 33% over three years
CEO Jim Fish cited Rankin's role on senior leadership since becoming CFO in 2017
WM reported second-quarter 2025 revenue of $6.43 billion, up from $5.40 billion, and diluted EPS of $1.80 versus $1.69 a year earlier, with net income attributable to the company of $726 million versus $680 million. The company affirmed its 2025 adjusted operating EBITDA guidance midpoint of $7.550 billion and raised its free cash flow projection, but lowered its total revenue outlook, citing lower recycled commodity prices and harsh winter weather.
Q2 2025 revenue was $6.43 billion versus $5.40 billion in Q2 2024; WM Healthcare Solutions contributed $646 million.
Diluted EPS was $1.80 as reported and $1.92 as adjusted, versus $1.69 and $1.82 in the prior year quarter.
2025 total revenue outlook is now $25.275 billion to $25.475 billion, a decrease from prior expectations.
Adjusted operating EBITDA guidance midpoint of $7.550 billion was affirmed; free cash flow is now projected at $2.8 billion to $2.9 billion, up $125 million from initial guidance.
WM's Board promoted Executive Vice President and Chief Operating Officer John J. Morris, Jr. to President, reporting to CEO James C. Fish, Jr., who voluntarily resigned as President. Morris will serve as both President and COO, and his pay and equity award were increased. The change alters the company's senior leadership structure, and the filing sets out the compensation terms that apply to Morris.
Morris, age 55, has been Executive Vice President and COO since 2019 and now also serves as President.
Morris's annual base salary increased to $1 million; target annual cash incentive is 125% of base salary.
RSU award valued at $1.05 million with a May 20, 2025 grant date, vesting 34%, 33% and 33% on the first, second and third anniversaries.
WM reported first quarter 2025 revenue of $6.02 billion, up 16.7% from $5.16 billion a year earlier, with WM Healthcare Solutions, from the Stericycle acquisition, contributing $619 million. Diluted EPS fell to $1.58 from $1.75, and net income attributable to WM fell to $637 million from $708 million, so higher sales did not translate into higher per-share profit for shareholders. The company said the results give it confidence it is on pace to achieve its 2025 outlook.
Revenue of $6.02 billion, up 16.7%; WM Legacy Business revenue rose 4.7% to $5.40 billion
Diluted EPS of $1.58 versus $1.75 a year earlier; adjusted diluted EPS of $1.67 versus $1.75
Interest expense, net, was $232 million versus $130 million; free cash flow was $475 million versus $714 million
Company said results put it on pace to achieve its 2025 outlook; the release does not state a change to that outlook
On February 25, 2025, Waste Management's Compensation Committee granted annual incentive awards to its named executive officers, including performance share units (PSUs), stock options and annual cash incentives under its 2023 Stock Incentive Plan. The filing is a routine annual grant that sets out the award terms, and it does not change the company's executive roster.
CEO James C. Fish, Jr. received 43,636 PSUs and 50,580 stock options, with options priced at $231.195 (fair market value on the grant date).
PSUs are split 50% on cash flow generation and 50% on total shareholder return relative to the S&P 500, measured through December 31, 2027, with payouts from 0% to 200% of target.
Stock options vest 34% after one year, 33% after two years and 33% after three years, and have a 10-year term.
Annual cash incentive payouts range from zero to 200% of target, based on operating EBITDA, income from operations excluding depreciation and amortization margin and internal revenue growth.
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 Waste Management filing is on SEC EDGAR ↗. 8-K briefs of other companies →