The Home Depot, Inc. (HD) Q2 FY2026 8-K Filings and Company Events

Filings that contain financial statements

• 8-K, accession 0000354950-26-000145 (filed August 18, 2026), Exhibit 99.1 press release furnishes condensed consolidated statements of earnings, balance sheets, and cash flows for the fiscal quarter and six months ended August 2, 2026 (fiscal Q2 2026), with comparatives for the quarter/six months ended August 3, 2025.
• 8-K, accession 0000354950-26-000101 (filed May 19, 2026), Exhibit 99.1 press release furnishes condensed consolidated statements of earnings, balance sheets, and cash flows for the fiscal quarter ended May 3, 2026 (fiscal Q1 2026), with comparatives for the quarter ended May 4, 2025.
• 8-K, accession 0000354950-26-000026 (filed February 24, 2026), Exhibit 99.1 press release furnishes condensed consolidated statements of earnings, balance sheets, and cash flows for the fourth quarter and full fiscal year ended February 1, 2026 (fiscal 2025), with comparatives for the quarter/year ended February 2, 2025.
• 8-K, accession 0000354950-25-000238 (filed November 18, 2025), Exhibit 99.1 press release furnishes condensed consolidated statements of earnings, balance sheets, and cash flows for the fiscal quarter and nine months ended November 2, 2025 (fiscal Q3 2025), with comparatives for the quarter/nine months ended October 27, 2024.
• 8-K, accession 0000354950-25-000195 (filed August 19, 2025), Exhibit 99.1 press release furnishes results for the fiscal quarter ended August 3, 2025 (fiscal Q2 2025).
• 8-K, accession 0000354950-25-000133 (filed May 20, 2025), Exhibit 99.1 press release furnishes results for the fiscal quarter ended May 4, 2025 (fiscal Q1 2025).
• 8-K, accession 0000354950-25-000030 (filed February 25, 2025), Exhibit 99.1 press release furnishes condensed consolidated statements of earnings, balance sheets, and cash flows for the fourth quarter and full fiscal year ended February 2, 2025 (fiscal 2024), with comparatives for the quarter/year ended January 28, 2024.

Earnings and guidance

• August 18, 2026, Second quarter fiscal 2026 results (accession 0000354950-26-000145). Net sales of $47.9 billion, up 5.7% year over year; comparable sales up 1.7% (U.S. up 1.3%). Net earnings of $4.8 billion, or $4.79 per diluted share, versus $4.6 billion, or $4.58 per diluted share, a year earlier. Adjusted diluted EPS was $4.92 versus $4.68. The company reaffirmed its fiscal 2026 guidance, including total sales growth of approximately 2.5% to 4.5%, comparable sales growth of approximately flat to 2.0%, and diluted EPS growth of approximately flat to 4.0% from $14.23 in fiscal 2025; guidance reflects an assumption that IEEPA tariff refunds will partially offset unplanned fuel, energy, and other product input costs.
• May 19, 2026, First quarter fiscal 2026 results (accession 0000354950-26-000101). Net sales of $41.8 billion, up 4.8%; comparable sales up 0.6%. Net earnings of $3.3 billion, or $3.30 per diluted share, down from $3.4 billion, or $3.45 per diluted share, a year earlier. The company reaffirmed the fiscal 2026 guidance issued with fourth-quarter results.
• February 24, 2026, Fourth quarter and full-year fiscal 2025 results; dividend increase; fiscal 2026 guidance issued (accession 0000354950-26-000026). Fourth-quarter sales were $38.2 billion, down 3.8% (the quarter had 13 weeks versus 14 weeks a year earlier); comparable sales rose 0.4%. Full-year fiscal 2025 sales were $164.7 billion, up 3.2%, with comparable sales up 0.3%. Full-year net earnings were $14.2 billion, or $14.23 per diluted share, down from $14.8 billion, or $14.91 per diluted share, in fiscal 2024. The board approved a 1.3% increase in the quarterly dividend, to $2.33 per share ($9.32 annualized), payable March 26, 2026 to shareholders of record March 12, 2026, the company's 156th consecutive quarterly dividend. The company issued initial fiscal 2026 guidance: total sales growth of approximately 2.5% to 4.5%, comparable sales growth of approximately flat to 2.0%, gross margin of approximately 33.1%, operating margin of approximately 12.4% to 12.6%, and diluted EPS growth of approximately flat to 4.0% from the $14.23 fiscal 2025 base.
• November 18, 2025, Third quarter fiscal 2025 results; guidance updated downward (accession 0000354950-25-000238). Sales of $41.4 billion, up 2.8%, including approximately $900 million (about eight weeks) of sales from the recently acquired GMS Inc. Comparable sales rose 0.2%. Net earnings were $3.6 billion, or $3.62 per diluted share, roughly flat with the prior year's $3.67. Management said results missed expectations "primarily due to the lack of storms in the third quarter" and cited continued consumer uncertainty and housing-market pressure. The company lowered its full-year fiscal 2025 outlook, guiding to total sales growth of approximately 3.0%, comparable sales "slightly positive" for the comparable 52-week period, and diluted EPS to decline approximately 6.0% from fiscal 2024's $14.91.
• A related 8-K filed the same day (accession 0000354950-25-000240) disclosed that a third-party service-provider outage disrupted part of the November 18, 2025 earnings conference call webcast; a replay and transcript were made available on the company's investor relations site.
• August 19, 2025, Second quarter fiscal 2025 results (accession 0000354950-25-000195) and May 20, 2025, First quarter fiscal 2025 results (accession 0000354950-25-000133) were each furnished via Item 2.02 8-Ks with the standard quarterly press release and financial statement exhibits.

Leadership transition

• August 12, 2026 (accession 0000354950-26-000141). The company announced that Chair, President and CEO Edward P. Decker will take a temporary medical leave of absence, expected to last a few months. During his absence, Ann-Marie Campbell, Senior Executive Vice President, will oversee day-to-day operations, and Richard V. McPhail, Executive Vice President and CFO, will oversee financial management and the Pro subsidiaries and has been designated interim principal executive officer for SEC purposes. Independent lead director Gregory D. Brenneman will chair the board during the leave. No compensation changes were made to Ms. Campbell or Mr. McPhail in connection with these responsibilities.
• August 20, 2026 (accession 0000354950-26-000148). Following the July 30, 2026 announcement of expanded executive responsibilities, the company disclosed that William D. Bastek (EVP – Merchandising) assumed responsibility for product development and private brands, Jordan Broggi (EVP – Interconnected Retail) assumed responsibility for loyalty, credit services, and payments, and Richard V. McPhail (EVP and CFO) assumed responsibility for the Office of Pro Acceleration coordinating Home Depot Pro, HD Supply, SRS Distribution, and Construction Resources. The Leadership Development and Compensation Committee granted each executive a restricted stock award with a grant-date fair value of $500,000, vesting on the second anniversary of grant, subject to continued employment.

Capital markets and debt

• September 8–15, 2025 (accessions 0001104659-25-089060 and 0001104659-25-090021). The company entered into an underwriting agreement and then completed a public offering of $2.0 billion in aggregate principal amount of senior notes: $500 million of 3.750% notes due 2028, $500 million of 3.950% notes due 2030, and $1.0 billion of 4.650% notes due 2035, issued under its existing 2005 indenture and 2024 shelf registration statement. Per the fiscal 2025 Form 10-K, proceeds were used to repay commercial paper borrowings that had funded the GMS Inc. acquisition.
• May 6, 2025 (accession 0000354950-25-000130). The company terminated its $2.0 billion 364-day revolving credit facility (originally entered in May 2024 to help finance the SRS Distribution acquisition, which closed in June 2024), under which no borrowings were outstanding. Simultaneously, the company terminated its remaining revolving credit facilities and entered into two new revolving credit facility agreements providing an aggregate $7.0 billion of commitments to backstop its commercial paper program.

Governance

• May 21–22, 2025 and 2026 Annual Meetings (accessions 0000354950-25-000167 and 0000354950-26-000105). Shareholders re-elected all twelve director nominees, ratified KPMG LLP as independent auditor, and approved advisory "say-on-pay" votes at both the 2025 and 2026 annual meetings. Various shareholder proposals (on board chair independence, biodiversity, plastics packaging, data privacy, healthcare access, and discrimination in charitable support) were not approved in either year. At the 2026 meeting, shareholders also approved charter amendments adding limited officer exculpation and other miscellaneous changes; the restated certificate of incorporation became effective May 21, 2026.
• November 20, 2025 (accession 0000354950-25-000247). Item 5.03 of this Form 8-K disclosed that the board adopted amended and restated by-laws effective November 20, 2025, updating advance-notice windows and other procedural provisions for shareholder proposals and director nominations; the same 8-K's Item 8.01 disclosed the company's correspondingly updated deadlines for the next annual meeting's shareholder proposals and nominations.

Acquisitions closed but not separately reported on Form 8-K

The company's periodic reports describe two acquisitions that were completed during the period covered by this brief. Neither closing appears to have been the subject of a standalone Form 8-K in the company's recent filing history; they are disclosed instead in the notes to the condensed consolidated financial statements in the Form 10-K (filed March 18, 2026, accession 0001628280-26-019436) and Form 10-Q (filed August 25, 2026, accession 0001628280-26-058715).

• GMS Inc., Completed September 4, 2025, for total purchase consideration of $5.1 billion, comprising approximately $4,257 million paid for the outstanding shares and $824 million of GMS debt repaid on change of control, with a further $354 million of GMS long-term debt repaid at closing and treated as an assumed liability, bringing aggregate cash consideration to approximately $5.5 billion. GMS is a distributor of specialty building products (drywall, ceilings, steel framing, and related construction products) and now forms the "interior and construction products" line of business within the company's SRS distribution operations.
• Mingledorff's, LLC, Completed May 11, 2026, through the company's SRS Distribution subsidiary, for total preliminary cash purchase consideration of approximately $1.1 billion. Mingledorff's is a wholesale distributor of HVAC equipment, parts, and supplies across the southeastern United States, and its acquisition created a new HVAC products line of business within SRS.

Per the Form 10-Q's MD&A (accession 0001628280-26-058715), GMS contributed approximately $1.4 billion of incremental net sales in the second quarter of fiscal 2026 and approximately $2.8 billion in the first six months.