Eaton Corporation plc (ETN) Q2 FY2026 8-K Filings and Company Events

Filings that contain financial statements

• 8-K dated July 31, 2026 (accession 0001551182-26-000027, Exhibit 99): quarterly results for the quarter ended June 30, 2026, consolidated statements of income, business segment information, and condensed consolidated balance sheets (three- and six-month periods, with June 30, 2025 and December 31, 2025 comparatives).
• 8-K dated May 5, 2026 (accession 0001551182-26-000010, Exhibit 99): quarterly results for the quarter ended March 31, 2026, consolidated statements of income, business segment information, and condensed consolidated balance sheets (with March 31, 2025 and December 31, 2025 comparatives).
• 8-K dated February 3, 2026 (accession 0001551182-26-000002, Exhibit 99): quarterly and full-year results for the quarter and year ended December 31, 2025, consolidated statements of income, business segment information, and condensed consolidated balance sheets (with fourth-quarter and full-year 2024 comparatives).
• 8-K dated November 4, 2025 (accession 0001551182-25-000033, Exhibit 99): quarterly results for the quarter ended September 30, 2025, consolidated statements of income, business segment information, and condensed consolidated balance sheets (with September 30, 2024 comparatives).
• 8-K dated August 5, 2025 (accession 0001551182-25-000025, Exhibit 99): quarterly results for the quarter ended June 30, 2025, consolidated statements of income, business segment information, and condensed consolidated balance sheets (with June 30, 2024 comparatives).

Portfolio transformation: Mobility separation and Dana combination

• January 26, 2026 (accession 0001140361-26-002286): Eaton announced its intention to separate its Mobility business (Vehicle and eMobility segments) into an independent, publicly traded company via a tax-free spin-off, targeted for completion by the end of the first quarter of 2027. Management framed the move as sharpening the company's focus on its higher-growth, higher-margin Electrical and Aerospace businesses.
• June 10-11, 2026 (accession 0000950142-26-001733): Eaton entered into definitive agreements to combine its Mobility business with Dana Incorporated (NYSE: DAN) in a Reverse Morris Trust transaction. The deal values the combined company at over $10 billion in enterprise value and Eaton's Mobility Group at approximately $5.1 billion (8.3x 2026 estimated pro forma adjusted EBITDA, or 5.9x fully synergized). Eaton will receive approximately $1.1 billion in cash and Eaton shareholders will own at least 50.1% of the combined company, which will operate as Dana Incorporated (NYSE: DAN). Expected run-rate synergies are $250 million. The transaction, agreed but not yet closed, is expected to close in the first quarter of 2027, subject to Dana shareholder approval, regulatory clearances, and customary closing conditions. As of the June 30, 2026 quarter, this remained an agreement in place, not a completed transaction; Mobility continued to be reported as an Eaton segment.

Earnings and guidance

• August 5, 2025 (accession 0001551182-25-000025): Q2 2025 results, EPS of $2.51 (adjusted $2.95), sales of $7.0 billion, up 11%, 8% organic growth. Full-year 2025 guidance: EPS of $10.41-$10.61, adjusted EPS of $11.97-$12.17.
• November 4, 2025 (accession 0001551182-25-000033): Q3 2025 results, EPS of $2.59 (adjusted $3.07), sales of $7.0 billion, up 10%, record segment margins of 25.0%. Full-year 2025 guidance narrowed and lowered to EPS $10.29-$10.49 from the prior $10.41-$10.61, while adjusted EPS guidance of $11.97-$12.17 was reiterated.
• February 3, 2026 (accession 0001551182-26-000002): Q4 and full-year 2025 results, Q4 EPS of $2.91 (adjusted $3.33), both records. Full-year 2025 sales were a record $27.4 billion, up 10%, with EPS of $10.45 (adjusted $12.07). The company issued initial full-year 2026 guidance of EPS $11.57-$12.07 and adjusted EPS $13.00-$13.50, implying roughly 13% and 10% growth at the midpoints, respectively. The planned Mobility spin-off (see above) was disclosed a week earlier in a separate Item 7.01 Form 8-K furnished January 26, 2026 (accession 0001140361-26-002286), not in this earnings announcement.
• May 5, 2026 (accession 0001551182-26-000010): Q1 2026 results, EPS of $2.22 (adjusted $2.81, a first-quarter record), sales of $7.5 billion, up 17%, organic growth of 10% above the high end of guidance. The company raised full-year 2026 organic growth guidance to 10% from 8% at the midpoint and adjusted EPS to $13.05-$13.50, while lowering GAAP EPS guidance to $10.88-$11.33 from $11.57-$12.07 on higher acquisition-related charges.
• July 31, 2026 (accession 0001551182-26-000027): Q2 2026 results, EPS of $2.11 (adjusted $3.15, a second-quarter record), sales of a record $8.5 billion, up 21%, with 14% organic growth above the high end of guidance. Segment margins of 23.1% were above the high end of guidance. The company again raised its full-year 2026 organic growth guidance (to 11-13%) and raised full-year adjusted EPS guidance to $13.40-$13.60 (up 12% at the midpoint over 2025), while full-year GAAP EPS guidance was reduced again, to $10.36-$10.56 from $10.88-$11.33 in the prior quarter, reflecting higher intangible amortization and acquisition-related charges tied to the Boyd Thermal and Ultra PCS acquisitions.

Acquisitions

• Boyd Thermal: Agreement to acquire signed November 2, 2025 for $9.5 billion (disclosed in the Q3 2025 and Q4 2025 earnings releases); the acquisition closed on March 12, 2026 (disclosed in the Q1 2026 earnings release, accession 0001551182-26-000010), funded in part by the debt issuances described below. Boyd Thermal is reported within the Electrical Global segment.
• Ultra PCS Limited: Agreement to acquire signed June 16, 2025 for $1.55 billion; the acquisition closed on January 23, 2026 for $1.53 billion net of cash acquired (disclosed in the Q4 2025 and Q1 2026 earnings releases). Ultra PCS is reported within the Aerospace segment.
• Resilient Power Systems Inc.: Agreement to acquire signed July 11, 2025; the acquisition closed August 6, 2025 for $86 million (disclosed in the Q3 2025 earnings release, accession 0001551182-25-000033). Resilient is reported within the Electrical Americas segment.
• SPAN investment: On January 15, 2026, Eaton invested $75 million for an approximately 7% stake in SPAN, a smart panel and power controls manufacturer (disclosed in the Q1 2026 earnings release).

Debt issuance and credit facilities

• September 29, 2025 (accession 0001140361-25-036514): Eaton Corporation entered into a new $3.0 billion five-year revolving credit agreement with Citibank as administrative agent, replacing an existing $2.5 billion facility, and terminated its prior 364-day $500 million revolving facility.
• February 6, 2026 (accession 0001140361-26-004227): The revolving credit agreement's commitment was increased from $3.0 billion to $4.0 billion. Separately, Eaton Corporation entered into a new $8.0 billion senior unsecured delayed-draw term credit agreement maturing December 31, 2026, intended to help fund the Boyd Thermal acquisition.
• March 6-10, 2026 (accession 0001140361-26-008836): Eaton Corp and Eaton Capital Unlimited Company closed offerings of approximately $8.5 billion in U.S. dollar senior notes (due 2028, 2029, 2031, 2033, 2036, and 2056) and €1.2 billion in euro-denominated senior notes (due 2034 and 2038). Net proceeds were approximately $8.4 billion (U.S. tranche) and €1.19 billion (euro tranche), earmarked for general corporate purposes including funding the Boyd Thermal acquisition. In connection with the notes issuance, the $8.0 billion term credit agreement entered on February 6, 2026 was terminated on March 6, 2026, with no amounts having been drawn and no penalties incurred.

Management changes

• November 14, 2025 (accession 0001140361-25-042797; amended December 16, 2025, accession 0001140361-25-045707): Chief Financial Officer Olivier Leonetti informed the company of his intention to leave effective April 1, 2026, as part of a planned transition. Full-year 2025 guidance was reaffirmed at the time of the announcement. The Form 8-K/A disclosed his departure compensation arrangements, including a payment equal to two times his salary and target annual incentive, prorated long-term incentive eligibility, and continued vesting of unvested equity awards.
• March 2, 2026 (accession 0001140361-26-007206): David B. Foster, a 29-year Eaton veteran who had retired in 2022, was appointed Executive Vice President and Chief Financial Officer effective March 2, 2026, succeeding Leonetti. His compensation package includes an $815,000 base salary, a 100%-of-salary target incentive, and equity grants totaling $3.5 million in stock options, restricted stock units, and performance share units.

Governance and compensation

• February 25, 2026 (accession 0001140361-26-007362): The board's Compensation and Organization Committee set 2026 executive incentive plan metrics (Adjusted EBITDA, Adjusted Operating Cash Flow, and Organic Growth) for the roughly 3,500-participant Executive Incentive Compensation Plan, with target incentive opportunities of 150% of base pay for CEO Paulo Ruiz and 105% for President and COO Heath Monesmith.
• April 22, 2026 (accession 0001140361-26-016399): At Eaton's Annual General Meeting, shareholders elected all eleven director nominees, ratified Ernst & Young LLP as independent auditor for 2026, approved executive compensation on an advisory basis, and approved routine Irish-law share-issuance and share-purchase authorizations.

Note on scope

No going-concern, covenant, impairment, or material litigation disclosures were identified in the Form 8-K filings reviewed. The 5.9x/8.3x EBITDA valuation multiples cited for the Dana combination, and Eaton's resulting ownership share of "at least 50.1%," are the terms disclosed as of the signing; the final exchange ratio and definitive closing terms had not yet been finalized in the filings reviewed and remain subject to the transaction's stated closing conditions.