Johnson Controls International plc (JCI)

Business

From the fiscal 2025 Form 10-K, accession 0000833444-25-000097.

Johnson Controls International plc, headquartered in Cork, Ireland, engineers, manufactures, installs and services the systems that run commercial buildings: commercial HVAC equipment, industrial refrigeration, building controls and management systems, integrated electronic security, and fire detection and fire suppression. It sells to commercial, industrial, data center, institutional and governmental customers worldwide, plus a residential security subscriber business in EMEA and marine customers. Alongside the equipment it sells a large technical service business, inspection, scheduled maintenance, repair, retrofit and replacement of mechanical and control systems, and energy-management consulting, and its OpenBlue software platform, which layers artificial intelligence and machine learning onto the installed base for remote diagnostics, predictive maintenance, workplace management, compliance monitoring and risk assessment. In fiscal 2025, products and systems accounted for approximately 68% of continuing-operations sales and services for 32%.

Distribution is unusual for the industry: the bulk of sales move through an extensive direct channel of global sales and service offices rather than through distributors, with significant additional volume through third-party distributors of air-conditioning, controls, security and fire products. The direct channel is the core of the economic model, it creates a large installed base, and that base generates repeat maintenance, retrofit and replacement revenue over the life of the building. The brand portfolio includes YORK, Metasys, Ansul, Frick, FM:Systems, PENN, Sabroe, Silent-Aire, Simplex and Grinnell.

Segments

Effective April 1, 2025, in connection with the divestiture of the Residential and Light Commercial ("R&LC") HVAC business, the company realigned from four reportable segments (Global Products, Building Solutions North America, Building Solutions EMEA/LA, Building Solutions APAC) into three regional reportable segments. Fiscal 2025 results:

Each segment designs, manufactures, sells, installs and services the same portfolio, HVAC, controls, building management, refrigeration, integrated security, fire detection and suppression, and digital solutions, into its own region. EMEA additionally carries the residential security subscriber business and marine customers.

Segment EBITA and Segment EBIT are the two measures the chief operating decision maker (the CEO) uses. Segment EBITA excludes corporate expenses, restructuring and impairment costs, AFFF settlement costs and insurance recoveries, gains or losses on divestitures, net pension/asbestos-investment mark-to-market, net financing charges and amortization. Segment EBIT adds amortization of intangible assets back. Neither is a GAAP measure. Assets are not reported by segment because they are not provided to the CODM.

Strategy and portfolio simplification

The stated objective is to become a pure-play provider of comprehensive solutions for commercial buildings. Two divestitures in 2024 and 2025 executed that: the Air Distribution Technologies business, and on July 31, 2025 the R&LC HVAC business, sold to Robert Bosch GmbH for net cash proceeds of approximately $5.6 billion after tax and transaction expenses. The R&LC business comprised the North America Ducted business and Johnson Controls-Hitachi Air Conditioning Holding (UK) Ltd., the global residential joint venture with Hitachi Global Life Solutions.

The remaining strategy has three stated planks: monetizing the whole building lifecycle (install, service, retrofit, replace) through cross-selling and recurring revenue; accelerating in high-growth verticals, data centers, hospitals, university campuses, advanced manufacturing, class A offices and airports; and sustaining a high-performance, customer-centric culture. Management points to data centers, sustainable and smart buildings and mission-critical environments as the demand trends it intends to capture, with OpenBlue as the digital layer.

A multi-year restructuring plan committed to in the fourth quarter of fiscal 2024 addresses stranded costs from the divestitures and right-sizes global operations: approximately $400 million of one-time costs across fiscal 2025–2027, for expected annual savings of approximately $500 million on full completion. Costs fall across all segments and Corporate.

Backlog, orders and other operating facts

• Backlog was $16.6 billion at September 30, 2025; remaining performance obligations were $22.7 billion. The two differ because remaining performance obligations capture the full 25–35 year term of multi-purpose hospital/school/government contracts (backlog counts roughly five years), exclude short-duration and freely cancellable service contracts (backlog includes them), and include the full remaining term of service contracts with substantial termination penalties (backlog counts one year).
• Raw materials: steel, aluminum, brass, copper, polypropylene, fluorochemicals for fire-suppression agents, semiconductors and electronic components. Costs have risen from tariffs and reciprocal tariffs; management states it has largely mitigated tariffs enacted to date.
• Competition is fragmented and broad. Larger competitors named: Honeywell International, Siemens Smart Infrastructure, Schneider Electric, Carrier Global, Trane Technologies, Vertiv Holdings, API Group and Daikin Industries. Contracts are largely negotiated or competitively bid, awarded on system and service performance, quality, price, design, reputation, technology, engineering capability, financing availability and project management.
• Seasonality is modest: air conditioning demand rises in summer months, mitigated by the rest of the portfolio.
• Employees: approximately 87,000 worldwide at September 30, 2025, roughly 31,000 in the United States and 56,000 outside it. Headcount fell from 2024 primarily on divestitures, R&LC HVAC included. Approximately 18,000 employees are covered by collective bargaining agreements or works councils. Fiscal 2025 safety metrics: total recordable incident rate 0.34, lost-time incident rate 0.15.

Risk factors

From the fiscal 2025 Form 10-K, accession 0000833444-25-000097 (Item 1A), as updated in the Form 10-Q for the quarter ended June 30, 2026, accession 0000833444-26-000087 (Part II, Item 1A).

Business operations

• Product and technology development. Future growth depends on developing or acquiring competitive, increasingly complex products quickly and cost-effectively, energy efficiency, cooling technology including liquid cooling, AI and machine learning are named explicitly. Development diverts resources, may not deliver on time, and new products may not satisfy customers or may fail.
• Execution of the operating model. Results depend on driving organizational improvement through restructuring, integration, digital transformation, portfolio reviews, productivity initiatives and management changes, including the multi-year restructuring plan and the fiscal 2025 realignment into three regional segments. Named risks: execution delays, unexpected costs, lost customer relationships, fewer productivity gains than estimated, change fatigue, organizational strain, and damage to morale and retention.
• Quality and on-time delivery. Quality failures expose the company to recalls, field corrective actions, warranty, product liability and personal injury claims, in many jurisdictions uncapped and potentially in excess of insurance. The company states it has conducted recalls and field corrective actions in the past and may again. Inability to deliver on time costs sales and constrains manufacturing capacity.
• Supply chain. Steel, copper, aluminum, semiconductors, electronic components and rare-earth-mineral components come from suppliers worldwide; some key parts are single- or limited-source and not all arrangements guarantee supply. The company has experienced input cost increases, component shortages and delays; subcontractor disruptions have impaired its ability to complete projects and convert backlog. Because backlog pricing is typically fixed, cost inflation between order and conversion is borne by the company.
• Personnel. Growth requires hiring and retaining a high-performance workforce, with an emphasis on digital and consultative outcome-based selling skills, plus skilled trade workers for the direct channel field business. Labor shortages have occurred and could limit the ability to scale and convert backlog.
• Cybersecurity. The 10-Q supplements this factor. Threats range from individual attempts to advanced persistent threats aimed at the company, its products, customers and third-party providers. AI and machine-learning tools are named as a new aggravating factor: threat actors are using them to find previously undetected vulnerabilities in short time spans, creating zero-day exposure and compressing the detection window. The company states it has experienced cybersecurity incidents and will likely continue to, that incidents have remained undetected for extended periods, and that losses could exceed available insurance. OpenBlue and the growing population of interconnected products enlarge the exposure and could produce third-party claims that product failures damaged customers.
• Data privacy. A September 2023 cybersecurity event affected certain data, primarily employee, job applicant and personal information; the company notified individuals and regulators. Conflicting privacy regimes across U.S. states and foreign jurisdictions must each be complied with; proposed restrictions on biometric security technology could affect the security product line. Some contracts lack limitations of liability.
• Artificial intelligence. AI is being incorporated into products, services and processes. Risks named: regulatory scrutiny, litigation, compliance, ethical and confidentiality concerns, improper use by personnel without the company's knowledge, loss or theft of intellectual property, output that appears correct but is factually inaccurate or biased, and competitive disadvantage if rivals deploy AI more effectively. The 10-Q adds that lawmakers in jurisdictions where the company operates are moving to regulate AI, with monitoring costs and non-compliance consequences that could be material.
• Intellectual property. Protection rests on trademarks, trade secrets, patents, copyrights, know-how and confidentiality provisions; effective protection may be unavailable or limited in some countries of operation, continued AI use may affect protections, and patent expiry opens products to competition. The company is also periodically subject to infringement claims by practicing and non-practicing entities.
• Direct channel dependence. Unlike many competitors, a substantial portion of revenue comes from the direct installation channel. Failure to maintain and grow that installed base would reduce installation revenue and, downstream, product pull-through and service, monitoring, solutions and retrofit revenue.
• Climate change and regulation. Physical effects could raise material, insurance and operating costs. Emissions regulation targeting refrigerant global warming potential, equipment energy efficiency and fossil-fuel combustion falls predominantly on the HVAC business. Inconsistent climate and refrigerant transition legislation creates regulatory and economic uncertainty in both directions, discontinued incentives could reduce demand for energy-efficient buildings, while rollback of existing rules could raise the cost of adapting the portfolio for different markets.
• Sustainability commitments. Public commitments include net zero Scope 1 and 2 carbon emissions by 2040 and science-based targets for Scope 1 and 2 and for Scope 3 category 11 (use of sold products). Meeting them may require significant spending; the company may prioritize other investments; failure could draw adverse reaction from investors, activist groups and customers.
• Catastrophic and geopolitical disruption, particularly at monitoring and manufacturing facilities, could prevent responding to alarm signals, filling orders, converting backlog and collecting revenue.
• Labor force. Approximately 21% of the roughly 87,000 employees are covered by collective bargaining agreements or works councils. A work stoppage at a supplier, or at a customer, would also hurt.

Macroeconomic and political conditions

• Cyclicality. Demand is driven by commercial, institutional, industrial, data center and governmental construction, facility expansion, retrofit and maintenance, all heavily dependent on general economic conditions, localized real estate demand and the availability of credit and public funding. Developers rely on project financing; falling real estate values or rising rates can cut financing availability even where demand exists. Industrial customers delay capital projects in downturns. Governmental and institutional customers have faced budgetary constraints that have reduced demand and may again.
• Trade policy. The United States has imposed tariffs and reciprocal tariffs on products from Canada, China, the European Union, Japan and Mexico among others, and other countries have responded in kind; tariffs have been and may be paused, reimposed, decreased or increased. If actual and potential tariffs are implemented, the company expects negative pressure on revenue growth and margins through higher costs, lower demand and other adverse economic effects, plus renewed cost inflation, component shortages and supply chain delay. Trade restrictions can arrive with little or no notice.
• Non-U.S. operations. Significant operations sit outside the U.S., some in emerging markets. Softening economic conditions in China negatively affected the APAC segment in fiscal 2024 and fiscal 2025. A significant portion of revenues and expenses is denominated in non-U.S. currencies; hedging does not insulate transactional exposure completely and translation exposure from non-dollar functional-currency subsidiaries cannot be hedged.
• Capital markets. Capital and credit markets supply liquidity beyond operating cash flow. The company has experienced increased capital costs from global interest rate fluctuations; constrained access or higher cost from rate moves, ratings downgrades or market volatility would affect financial condition and cash flows.
• Commodity prices. Because backlog prices are typically fixed, commodity increases erode the profitability of orders already booked and short-term ability to adjust is limited. Conversely, unfavorable hedge positions during falling commodity prices can compress margins as prices are reduced to market.

Strategic transactions

• Portfolio simplification may not deliver. The Air Distribution Technologies and R&LC HVAC divestitures carry separation difficulties, management distraction, business disruption, loss of key employees and retention of uncertain environmental and other contingent liabilities. Some divestitures, the R&LC HVAC divestiture included, are or may be dilutive to earnings, and restructuring to offset that dilution may not succeed. Divestitures may produce significant goodwill and intangible impairment charges; a business that cannot be sold may have to be wound down.
• Acquisitions and joint ventures. These are expected to contribute to future growth, but attractive targets may not be identified or financed, competition for deals may raise costs, and integration carries the standard catalogue of risks, management distraction, systems and control integration, cultural and compensation conformity, employee and customer retention, unrealized synergies, larger-than-expected contingent liabilities including earn-outs, and unknown liabilities. Goodwill and long-lived assets recorded in past acquisitions were significant and impairment could be material.

Government regulation

Operations are subject to U.S. federal, state and local licensing laws, codes and standards and their foreign equivalents; non-compliance can bring substantial fines or revocation of operating permits and licenses, and competition or other regulatory investigations can run for years. The international footprint pulls in U.S. Customs and Border Protection, the Bureau of Industry and Security, the Office of Foreign Assets Control and non-U.S. agencies across export controls, anti-trust, customs, currency exchange control and transfer pricing. Environmental and safety regulation carries significant capital, operating and compliance cost and may tighten. Anti-bribery exposure under the FCPA and U.K. Bribery Act is elevated because the company operates in regions recognized as having governmental and commercial corruption. Selling to U.S. federal, state and local governments adds dependence on government spending levels, procurement and security regulation, contracts terminable at the government's convenience, and the risk of suspension from bidding if charged with wrongdoing following an investigation.

Litigation

• Environmental contamination. Remediation projects are underway at multiple current and former manufacturing and testing facilities, including the Fire Technology Center and the Stanton Street manufacturing facility in Marinette, Wisconsin, arsenic, solvent, oil, metal, lead, PFOS, PFOA and other PFAS, plus structure decontamination, demolition and asbestos abatement. Governments are increasingly regulating PFAS, which is contained in certain legacy firefighting foam products. Future expense could be considerably higher than the accrued liability.
• AFFF firefighting foam. The company has been named, with others, in numerous class actions and other lawsuits over the use of firefighting foam by the U.S. Department of Defense, the U.S. military and others. As set out in the June 30, 2026 quarterly report: more than 16,515 individual or "mass" actions are pending against Chemguard, Tyco Fire Products and other defendants, originating from 53 states and territories, the vast majority consolidated in or transferred to the multidistrict litigation; state and territory attorneys general litigation includes four New York suits, Alaska, six North Carolina suits and 35 further lawsuits filed by 33 other states and territories; tribal actions (Kalispel Tribe, Red Cliff Band, Fond du Lac Band, Leech Lake Band) and Canadian and Belgian proceedings are also pending. The company is defending all of these and asserting statutes of limitations, the government contractor defense and medical, scientific and other defenses. It is pursuing insurance coverage under a historical general liability program, has settled with certain insurers, and remains in discussions and litigation with the rest. It states it cannot predict the outcome or ultimate financial exposure beyond the water systems AFFF settlement, and that there is no assurance the exposure will not be material.
• Asbestos. The company and certain subsidiaries are defendants in personal injury lawsuits alleging exposure to asbestos-containing materials, and continue to evaluate strategies including entity restructuring and judicial relief. Liabilities are estimated through 2068, the company's best estimate of the period over which claims will be filed against its affiliates, and discounted to present value. At June 30, 2026: total asbestos-related liabilities of $381 million against total asbestos-related assets of $350 million, a net liability of $31 million (from $48 million at September 30, 2025).
• Other. Legal proceedings and commercial disputes arise in the ordinary course. Because fire and security products and services are intended to protect lives and property, exposure to liability for employee acts or omissions and system failures is greater than in other businesses. Separately, a putative class action by former Johnson Controls, Inc. stockholders over the 2016 Tyco merger (Gumm v. Molinaroli) was dismissed in its entirety on March 28, 2025; plaintiffs have appealed.

Tax

The effective tax rate is exposed to legislative and regulatory change in the U.S. and other jurisdictions, including any override of relied-upon tax treaties or broadening of the circumstances in which the company would be treated as a U.S. resident. OECD Pillar Two, a 15% global minimum tax on multinationals with annual global revenue above €750 million, has been enacted by a number of countries including Ireland and applies to the company from fiscal 2025; continuing legislative updates, administrative guidance and adoption by additional countries could raise the rate. Because the company is Irish-organized, Section 7874 of the U.S. Internal Revenue Code is a standing risk: the IRS may assert that, as a result of the 2016 Merger, Johnson Controls International plc should be treated as a U.S. corporation for U.S. federal tax purposes, or that U.S. affiliates' ability to use net operating losses and tax credits is limited. The company expects Section 7874 does not apply but notes the determination is complex and no assurance can be given. Changes to the U.S. model income tax treaty could cause double taxation and raise worldwide tax liability. Deterioration in profitability in particular jurisdictions could force changes to valuation allowances, and future business sales could reverse outside basis differences adversely.

Jurisdiction of incorporation

Irish law may afford holders less protection than U.S. law. There is no U.S.–Ireland treaty for reciprocal recognition and enforcement of civil judgments, so a U.S. money judgment would not automatically be enforceable in Ireland, and it may not be possible to enforce U.S. civil-liability judgments against the company in Ireland. Under the Irish Companies Act, directors' and officers' duties are generally owed to the company only, and shareholders generally have no personal right of action against them. Certain share transfers attract Irish stamp duty at 1% of price or market value, payable by the buyer (transfers between beneficial holders through DTC are not subject to it). Dividends may be subject to Irish dividend withholding tax, currently 25%, unless the shareholder qualifies for exemption and has filed a valid form.

General

The insolvency or financial distress of counterparties could force replacement of commitments at worse terms. A further list of factors could each be material on its own: loss of or failure to perform under guaranteed performance contracts with major customers; cancellation of or significant delay in backlog projects; delays in new product development; failure to realize restructuring benefits; debt downgrades or material increases in indebtedness; defined benefit retirement plan risk; unrecoverable cost increases; changes in energy costs or regulation that reduce the incentive for customers to upgrade building control systems; and natural or man-made disasters.

Management's discussion, fiscal 2025

From the fiscal 2025 Form 10-K, accession 0000833444-25-000097 (Item 7). All figures are continuing operations unless noted.

Results, fiscal 2025 versus fiscal 2024

The 3% sales increase was higher organic sales of $1,430 million offset by $786 million of net acquisition and divestiture impact. Excluding currency translation and M&A, net sales rose 6%, driven by Services growth across all segments plus Products and Systems growth led by the Americas.

Gross profit rose on margin improvement in Products and Systems and higher volumes in both Products and Systems and Services.

SG&A rose on higher costs to support operations ($277 million), higher transformation costs ($180 million) and the unfavorable comparison to prior-year earn-out adjustments ($68 million), partly offset by a $422 million net favorable swing from the prior-year water systems AFFF settlement and related insurance recoveries.

Restructuring and impairment of $546 million comprised goodwill and other intangible impairments of $206 million, other impairments of $176 million and restructuring and related costs of $164 million.

The effective tax rate rose from 7% to 12% primarily because fiscal 2024 carried non-recurring tax benefits. Ireland has enacted Pillar Two legislation applicable to the company from fiscal 2025.

Discontinued operations income of $1,789 million was driven by the gain on sale of the R&LC HVAC business.

Segment analysis, fiscal 2025 versus fiscal 2024

• Americas: organic growth of $1,058 million was largely offset by $799 million of divestiture impact and $34 million of unfavorable currency; excluding those, sales rose 7%, led by Applied HVAC and Controls. EBITA and EBIT rose on higher-margin backlog conversion and volumes, partly offset by prior-year earn-out adjustments.
• EMEA: organic growth of $295 million, favorable currency of $40 million and $13 million of net M&A; underlying growth was led by 8% Services growth. EBITA and EBIT rose on productivity improvements and favorable mix from Services.
• APAC: organic growth of $77 million, partly offset by unfavorable currency; underlying growth was led by 12% Services growth. EBITA and EBIT were flat as volume gains were offset by pricing challenges.

Macroeconomic and demand drivers cited by management

Demand depends on general economic conditions, localized real estate demand and the availability of credit, public funding and other financing. U.S. and reciprocal tariffs are a live margin and revenue risk; the company has largely mitigated the tariffs enacted to date and is responding by strengthening in-region-for-region manufacturing, pivoting to local sourcing, accelerating pricing actions and asserting contractual rights through change orders. On the positive side, management points to increased demand for smart, safe, efficient and sustainable buildings driven by government tax incentives, building performance standards and emissions regulation, the EU Energy Efficiency Directive and EU Heat Transition among them, and, specifically, to the increased maturity and adoption of AI and high-performance computing, which is driving demand for hyperscale and data center cooling solutions. Offsetting that, governmental and institutional customers have shown increased uncertainty over future spending because of budget reductions, spending reprioritization, interest rates and economic uncertainty, which has impaired the company's ability to forecast revenue and backlog for those customers.

Liquidity and capital resources at September 30, 2025

• Working capital was consistent with the prior year: lower short-term debt and higher receivables and other current assets offset by lower cash, working capital associated with dispositions and various current liabilities.
• Operating cash flow rose on higher net income and favorable receivables changes, partly offset by the timing of accrued income tax payments. Cash used by investing rose primarily because fiscal 2024 included proceeds from the Air Distribution Technologies divestiture. Cash used by financing rose on the accelerated share repurchase transactions. Cash from discontinued operations rose on the R&LC HVAC sale proceeds.
• Capital return. The approximately $5.6 billion of net R&LC HVAC proceeds were returned to shareholders through $5.0 billion of accelerated share repurchase transactions launched in August 2025 and expected to complete in the second quarter of fiscal 2026. Approximately $4.8 billion remained available under the repurchase authorization. Dividends declared in fiscal 2025 were $1.51 per share, with quarterly dividends intended to continue in fiscal 2026.
• Liquidity. Cash and cash equivalents were $379 million. Commercial paper outstanding was $400 million (versus $350 million a year earlier). Committed revolving facilities were a $2.5 billion syndicated facility expiring December 2028 and a $500 million facility expiring December 2025, neither drawn. Interest payable on long-term debt outstanding was $326 million in the following twelve months and $3.3 billion thereafter. Purchase obligations were approximately $2 billion payable within twelve months and $0.2 billion thereafter. Expected pension and postretirement contributions were $23 million in the next twelve months and $162 million thereafter.
• Covenants. Revolving credit facilities require minimum consolidated shareholders' equity attributable to Johnson Controls of at least $3.5 billion at all times and cap debt secured by liens at 10% of that equity. The company was in compliance with all covenants and expects to remain so. No debt agreement limits access to stated borrowing levels or requires accelerated repayment on a ratings decrease.
• Critical accounting estimates are over-time revenue recognition using a cost-to-cost input method (with monthly review and cumulative catch-up adjustments), goodwill and indefinite-lived intangibles, pension plans, loss contingencies, asbestos-related contingencies and insurance receivables, and income taxes. The fiscal 2025 annual goodwill impairment test as of July 31 was qualitative for all reporting units and no quantitative test was required. At September 30, 2025 the company carried a $6.3 billion valuation allowance for continuing operations, $5.9 billion against net operating and capital loss carryforwards primarily in France, Ireland, Luxembourg, Mexico and the United Kingdom, and a $1.9 billion liability for its best estimate of the probable loss on certain tax positions.
• Market risk. Substantially all outstanding debt carries fixed rates; a 100 basis point move in the average rate on variable rate debt would be immaterial to interest expense. The company hedges 70% to 90% of the nominal amount of each known foreign exchange transactional exposure. An unfavorable 10% change in exchange rates would have decreased net unrealized gains by approximately $214 million at September 30, 2025 (approximately $144 million in 2024).

Current quarter, third quarter of fiscal 2026

From the Form 10-Q for the three and nine months ended June 30, 2026, accession 0000833444-26-000087, and the results release furnished on Form 8-K, accession 0000833444-26-000083. All figures are continuing operations unless noted.

How management now describes the company

The quarterly report's self-description has shifted from the annual report's. Management now presents Johnson Controls as "a global leader in thermal management, mission-critical building systems, energy efficiency, and decarbonization" and as "a fully integrated industrial technology company," helping customers create, maintain and optimize indoor operating environments that support "the precise, reliable and resilient operating conditions in rapidly expanding industries such as data centers, healthcare, pharmaceuticals, advanced manufacturing, and higher education." The emphasis has moved from "smart, healthy and sustainable buildings" toward lifecycle management of critical indoor environments, design and commissioning through service and retrofit, delivered by a large global field workforce and system integration expertise. Chief Executive Officer Joakim Weidemanis attributes the quarter's performance to the early deployment of "our proprietary business system."

Results

Adjusted EPS, a non-GAAP measure reported in the results release, was $1.42 for the quarter, against GAAP EPS of $1.23. Adjusted net income from continuing operations attributable to Johnson Controls was $868 million against GAAP net income from continuing operations attributable to Johnson Controls of $749 million.

Sales. The 9% quarterly increase was organic growth of $582 million and favorable currency of $26 million, less $46 million of divestiture impact. Excluding currency and divestitures, sales rose 10%, with growth across all three segments led by strength in Applied HVAC; Products and Systems rose 11% and Services 7%. Year to date, the 8% increase was organic growth of $1,253 million and favorable currency of $226 million less $80 million of net M&A impact, 7% excluding currency and M&A, with Products and Systems and Services both up 7%.

Gross profit rose on organic growth, productivity improvements and better operating leverage.

SG&A fell in absolute dollars. The quarterly decrease was primarily AFFF insurance recoveries related to the previously disclosed water systems settlement, which were $16 million higher than the prior-year quarter; the nine-month decrease reflected recoveries $135 million higher than the prior year, the $70 million gain on the ADT Mexico divestiture, and benefits from ongoing cost actions. Water systems AFFF insurance recoveries were $17 million in the quarter and $148 million year to date (versus $1 million and $13 million in the prior-year periods).

Restructuring. The multi-year plan committed to in the fourth quarter of fiscal 2024 is now expected to be completed in fiscal 2027, with total one-time costs of approximately $400 million and expected annual savings of approximately $500 million on full completion. The quarter carried $45 million of restructuring and related costs plus $35 million of other impairments; year to date, $118 million and $106 million.

Tax. The effective rate rose to 18.0% for the quarter and 18.7% year to date, from 12.3% and 9.9%.

Segment results

Nine-month sales were Americas $12,468 million (+8%), EMEA $3,807 million (+5%), APAC $2,278 million (+13%); nine-month Segment EBIT was Americas $2,096 million (+19%), EMEA $502 million (+28%), APAC $427 million (+31%).

• Americas: organic growth of $454 million plus $8 million of favorable currency; excluding currency, sales rose 11%, led by continued strength across Applied HVAC, with Products and Systems up 12% and Services up 10%. Margin expansion was driven by strong operating leverage on higher revenue. Adjusted Segment EBITA (non-GAAP, excluding transformation costs) was $951 million at a 21.1% margin, up 260 basis points.
• EMEA: the reported 1% sales decline was $41 million of divestiture impact against $17 million of organic growth and $15 million of favorable currency. Excluding currency and divestitures, sales rose 1%, growth constrained by continued pressure in the region from the conflicts in the Middle East, with both Products and Systems and Services up 1%. Margins rose on favorable pricing and productivity improvements, partly offset by divestitures. Adjusted Segment EBITA was $181 million at a 14.3% margin, up 20 basis points.
• APAC: organic growth of $111 million plus $3 million of favorable currency, less $5 million of divestiture impact; excluding currency, sales rose 15%, led by 20% growth in Products and Systems and continued strength in Applied HVAC. Margins rose on productivity improvements, favorable mix and higher revenue. Adjusted Segment EBITA was $179 million at a 21.2% margin, up 180 basis points.

Total Segment EBIT was $1,190 million for the quarter ($3,025 million year to date) and Segment EBITA $1,280 million ($3,289 million). Corporate expense was $167 million versus $141 million (adjusted, excluding certain transaction/separation and transformation costs, $100 million versus $93 million), the increase driven by higher incentive compensation accruals and the timing of certain corporate expenses.

Orders and backlog

Changes exclude acquisitions, divestitures and currency. Orders rose 27%, reflecting sustained demand in large projects across core markets including large-scale data center projects; the Americas increase was led by 55% growth in Products and Systems against 4% in Services. Backlog rose 32%, led by Products and Systems, within the Americas' 40% increase, Products and Systems backlog rose 47% while Services backlog fell 1%. Remaining performance obligations were $27.1 billion at June 30, 2026, up from $22.7 billion at September 30, 2025. Orders and backlog metrics relate to the Solutions and Services businesses; orders prior to the first quarter of fiscal 2026 exclude certain equipment-only sales for longer-cycle projects, and backlog has been restated to include that category.

Portfolio activity during fiscal 2026 to date

• Acquisitions. In the third quarter of fiscal 2026 the company closed the acquisitions of Alloy Enterprises and Nantum AI for total aggregate consideration, net of cash acquired, of approximately $291 million, of which a meaningful component related to Alloy Enterprises. Alloy Enterprises is a thermal, mechanical and materials sciences technology company that designs and manufactures advanced direct liquid cooling components; Nantum AI expands capabilities within the OpenBlue digital ecosystem. Both are reported within the Americas segment. The company recorded $193 million of goodwill, primarily for expected synergies, and $127 million of definite-lived developed-technology intangibles amortized straight-line over 15 years.
• ADT United Kingdom Residential Security, pending. In the third quarter of fiscal 2026 the company signed a definitive agreement to sell this business and classified it as held for sale. The transaction is expected to close in fiscal 2027. It was not classified as a discontinued operation because the divestiture does not represent a strategic shift with a major effect on operations and results. At June 30, 2026, $229 million of assets and $39 million of liabilities were presented as held for sale. Estimated fair value less costs to sell exceeded carrying value, so no adjustment was required.
• ADT Spain Security, completed. Sold April 1, 2026 for net proceeds of $98 million, with no gain or loss recorded. Because estimated fair value less costs to sell was below carrying value, the company recorded a $50 million non-cash impairment in the first quarter of fiscal 2026 within restructuring and impairment costs.
• ADT Mexico Security, completed. Sold October 31, 2025 for net proceeds of $207 million, with a $70 million pre-tax gain recognized in SG&A in the nine months ended June 30, 2026.
• R&LC HVAC. In the three months ended June 30, 2026 the company paid approximately $155 million in final purchase price adjustments associated with the sale of the R&LC HVAC business to the Bosch Group. Discontinued operations recorded a $27 million loss for the nine months ended June 30, 2026, reflecting post-closing working capital, net debt and other adjustments.

Liquidity and capital structure at June 30, 2026

Nine-month cash flows from continuing operations: operating $2,572 million (from $1,586 million), investing $(235) million (from $(302) million), financing $(1,946) million (from $(1,111) million). The operating improvement reflects higher net income and favorable changes in accounts payable, accrued liabilities and other assets, partly offset by higher receivables. The investing change reflects the ADT Mexico and ADT Spain proceeds and lower capital expenditures, partly offset by the Alloy Enterprises and Nantum AI acquisitions. Higher financing outflows reflect net debt activity, partly offset by lower stock repurchases. For the quarter alone, the results release reports cash provided by operating activities of $1,289 million, free cash flow of $1,194 million and adjusted free cash flow of $1,179 million, both non-GAAP.

Working capital moved from $(779) million to $(2) million, on higher cash and receivables and lower accrued compensation and current long-term debt, partly offset by higher deferred revenue and payables. Accounts receivable net was $6,970 million (+11%), inventories $1,955 million (+7%), accounts payable $3,917 million (+8%).

• Capital return. The $5.0 billion accelerated share repurchase program was completed in the second quarter of fiscal 2026; in total the company repurchased 43,693,817 shares at an average price of $114.43. Open market repurchases resumed after final ASR settlement: $635 million in the quarter and $850 million year to date, repurchased and immediately retired. Approximately $3.9 billion remains under the authorization the Board approved in June 2025. A dividend of $0.40 per share was declared in the quarter, and dividends of $245 million were paid; the company intends to continue paying dividends through fiscal 2026.
• Debt. In February 2026 the company repaid $538 million of 3.90% Notes due 2026. Short-term debt comprised $200 million of commercial paper (from $400 million) and $665 million of term loans (from $320 million), at a weighted average rate of 3.5% (from 4.5%). The $2.5 billion revolving credit facility expiring December 2028 was undrawn. Credit ratings were BBB+/A-2, stable outlook (S&P) and Baa1/P-2, stable outlook (Moody's). The company was in compliance with all covenants.
• Within the co-issued notes disclosure, the company notes that $17 billion of intercompany loans were canceled as the result of a distribution by a non-obligor subsidiary in October 2025.

Tariffs and the macro picture this quarter

Management repeats that it has been largely able to mitigate enacted tariffs and adds a new development: in February 2026 certain tariffs imposed under the International Emergency Economic Powers Act were invalidated by the U.S. Supreme Court, but the United States has since imposed new tariffs and duties in their place. The company is participating in the IEEPA refund process. To date, tariffs enacted by the United States and other countries and refunds claimed under the refund process have not had a material impact on financial performance for the periods presented. India is added to the list of countries whose products are subject to announced U.S. tariffs. Ongoing conflicts in the Middle East have disrupted energy supplies and supply chains, raised costs and created capital markets volatility, and, per the segment discussion, directly constrained EMEA growth. On the demand side, management states that AI and high-performance computing adoption driving hyperscale and data center cooling demand has contributed to the increases in orders and backlog.

There were no material changes to critical accounting estimates or assumptions since the annual report, and no adverse changes in market risk exposures. Disclosure controls and procedures were concluded effective as of June 30, 2026, with no significant changes in internal control over financial reporting during the quarter.

Guidance

From the results release furnished on Form 8-K, accession 0000833444-26-000083 (July 29, 2026). All guidance measures are non-GAAP and relate to continuing operations; the company states it cannot provide a quantitative reconciliation to forward-looking GAAP measures without unreasonable effort.

Fiscal 2026 full year, raised:

• Organic sales growth of approximately 8% (previously approximately 6%)
• Operating leverage of 45% to 50% (previously approximately 50%)
• Adjusted EPS of approximately $5.05 (previously approximately $4.85)
• Adjusted free cash flow conversion of approximately 100% (unchanged)

Fiscal 2026 fourth quarter, initiated:

• Organic sales growth of 9% to 10%
• Operating leverage of 45% to 50%
• Adjusted EPS of approximately $1.55

Subsequent events

The quarterly report for the three and nine months ended June 30, 2026 (accession 0000833444-26-000087) contains no subsequent-events note: its eighteen notes run from Basis of Presentation to Commitments and Contingencies, and the filing discloses no post-period acquisition, divestiture, financing, borrowing or litigation outcome as an event occurring after the June 30, 2026 balance sheet date.

Three matters in that filing and in the results release furnished the same day, July 29, 2026, extend past the quarter end and are the forward-looking items a reader should carry:

• The ADT United Kingdom Residential Security sale is signed but not closed. A definitive agreement was signed in the third quarter of fiscal 2026 and the business is classified as held for sale at June 30, 2026 with $229 million of assets and $39 million of liabilities; the transaction is expected to close in fiscal 2027. The purchase price is not disclosed in the filing.
• Guidance for the fourth quarter and full fiscal 2026 was raised on July 29, 2026: full-year organic sales growth of approximately 8% (from approximately 6%) and adjusted EPS of approximately $5.05 (from approximately $4.85), with fourth-quarter organic sales growth of 9% to 10% and adjusted EPS of approximately $1.55 initiated. These are non-GAAP measures.
• The restructuring plan runs to fiscal 2027, with approximately $400 million of total one-time costs and approximately $500 million of expected annual savings on full completion; $224 million of restructuring and impairment costs had been recorded in the first nine months of fiscal 2026.

Filings that contain financial statements

Each 8-K earnings release exhibit listed under "Earnings and guidance" below furnishes a "Financial Statements" section with consolidated statements of income, a condensed consolidated statement of financial position, and consolidated statements of cash flows for the quarter and year-to-date period covered: accession 0000833444-26-000083 (Q3 FY2026, three and nine months ended June 30, 2026), 0000833444-26-000047 and the revised 0000833444-26-000054 (Q2 FY2026, three and six months ended March 31, 2026), 0000833444-26-000014 (Q1 FY2026, three months ended December 31, 2025), 0000833444-25-000084 (Q4 and full-year FY2025, ended September 30, 2025), 0000833444-25-000055 (Q3 FY2025, three and nine months ended June 30, 2025), and 0000833444-25-000029 (Q2 FY2025, three and six months ended March 31, 2025).

Johnson Controls is a domestic SEC filer (Ireland-incorporated, NYSE-listed); its reviewed and audited quarterly and annual financial statements are filed in Forms 10-Q and 10-K. The earnings release exhibits summarized below add segment-level results, cash flow highlights, and guidance.

Earnings and guidance

• July 29, 2026, Q3 FY2026 results (Form 8-K, accession 0000833444-26-000083). Sales rose 9% to $6.6 billion (organic sales +10%); GAAP EPS was $1.23 and adjusted EPS was $1.42. Orders grew 27% organically and backlog reached $21.0 billion, up 32% organically year-over-year. The company raised its full-year fiscal 2026 guidance: organic sales growth of approximately 8% (previously ~6%), operating leverage of 45%-50% (previously ~50%), and adjusted EPS of approximately $5.05 (previously ~$4.85).

• May 7, 2026, correction to Q2 FY2026 earnings release (Form 8-K/A, accession 0000833444-26-000054). Johnson Controls filed an amendment to its May 6, 2026 Form 8-K to correct a clerical error in the reported fiscal third-quarter 2026 operating leverage guidance. The corrected guidance is approximately 45%, not the approximately 50% originally reported in the May 6 press release.

• May 6, 2026, Q2 FY2026 results (Form 8-K, accession 0000833444-26-000047; revised release furnished May 7, 2026 under accession 0000833444-26-000054). Sales rose 8% to $6.1 billion (organic sales +6%); GAAP EPS was $0.99 and adjusted EPS was $1.19. Orders grew 30% organically and backlog reached a record $20.0 billion, up 26% organically. The company raised full-year fiscal 2026 guidance: organic sales growth of approximately 6% (previously mid-single digits), adjusted EPS of approximately $4.85 (previously ~$4.70); operating leverage guidance of approximately 50% was left unchanged in this release (later corrected to ~45% for the Q3 guide only, per the amendment above).

• February 4, 2026, Q1 FY2026 results (Form 8-K, accession 0000833444-26-000014). Sales rose 7% to $5.8 billion (organic sales +6%); GAAP EPS was $0.90 and adjusted EPS was $0.89. Orders grew 39% organically and backlog reached $18.2 billion, up 20% organically. The company raised full-year fiscal 2026 guidance, with adjusted EPS of approximately $4.70 (previously ~$4.55). Separately, the release disclosed that the company had completed the sale of its ADT Mexico Security business on October 31, 2025, for net proceeds of $207 million, recognizing a pre-tax gain of $70 million.

• November 5, 2025, Q4 and full-year FY2025 results (Form 8-K, accession 0000833444-25-000084). Q4 sales rose 3% to $6.4 billion (organic +4%); full-year sales rose 3% to $23.6 billion (organic +6%). Q4 GAAP EPS from continuing operations was $0.42 and adjusted EPS was $1.26; full-year GAAP EPS from continuing operations was $2.63 and adjusted EPS was $3.76 (total GAAP diluted EPS including discontinued operations, which carried the gain on the R&LC HVAC sale, was higher for the full year). The company initiated fiscal 2026 guidance: organic sales growth of mid-single digits, operating leverage of approximately 50%, and adjusted EPS of approximately $4.55.

• July 29, 2025, Q3 FY2025 results (Form 8-K, accession 0000833444-25-000055). Sales rose 3% to $6.1 billion (organic +6%); GAAP EPS from continuing operations was $0.94 and adjusted EPS was $1.05. The company raised its full-year fiscal 2025 guidance and initiated fiscal Q4 2025 guidance. It also repurchased 3.8 million shares for $310 million during the quarter.

• May 7, 2025, Q2 FY2025 results (Form 8-K, accession 0000833444-25-000029). Sales rose 1% (organic sales +7%); GAAP EPS was $0.71 and adjusted EPS was $0.82. Orders grew 5% organically and Building Solutions backlog reached $14.0 billion, up 12% organically. The company raised full-year fiscal 2025 guidance and initiated fiscal Q3 2025 guidance.

Portfolio and capital actions

• August 1, 2025, completed sale of Residential and Light Commercial HVAC business (Form 8-K, accession 0000833444-25-000058). Johnson Controls completed the previously announced sale of its Residential and Light Commercial (R&LC) HVAC business, including the North America ducted business and its residential joint venture with Hitachi, to the Bosch Group in an all-cash transaction. The total transaction was valued at $8.1 billion (company's portion approximately $6.7 billion per the August 1 release; the subsequent Q4 FY25 release cited $8.3 billion in cash with the company's portion at approximately $6.9 billion), with net cash proceeds to Johnson Controls reported at approximately $5.0 billion after tax and transaction-related expenses in the August 1, 2025 release; the fiscal 2025 Form 10-K (accession 0000833444-25-000097) subsequently reported net cash proceeds of approximately $5.6 billion after tax and transaction-related expenses. The company returned the $5.6 billion of net proceeds to shareholders through the $5.0 billion accelerated share repurchase described below. The sale agreement was originally dated July 23, 2024, and the transaction closed July 31, 2025.

• August 7, 2025, $5.0 billion accelerated share repurchase (Form 8-K, accession 0000833444-25-000066). Johnson Controls entered into accelerated share repurchase (ASR) transactions with Bank of America, Barclays, JPMorgan Chase and Morgan Stanley to repurchase an aggregate $5.0 billion of ordinary shares, funded with proceeds from the R&LC HVAC sale. The company received an initial delivery of approximately 43.1 million shares on August 11, 2025; the ASR transactions were scheduled to terminate in the second quarter of fiscal 2026.

• October 31, 2025, ADT Mexico Security business sale completed, for net proceeds of $207 million and a pre-tax gain of $70 million (disclosed February 4, 2026 within the Q1 FY2026 earnings release, accession 0000833444-26-000014).

• May 12, 2025, segment realignment historical data (Form 8-K, accession 0000833444-25-000035). Following its April 1, 2025 reorganization into three regional reporting segments (Americas, EMEA, APAC) from four prior segments, the company furnished unaudited historical financial information recast under the new structure for the three months ended March 31, 2025.

Management and board

• June 3, 2026, new board member (Form 8-K, accession 0000833444-26-000064). The board increased its size to 12 directors and appointed Irene Esteves, former CFO of Spirit AeroSystems and Time Warner Cable, to the board and its Audit Committee, effective immediately.

• May 11, 2026, new long-term executive incentive program (Form 8-K, accession 0000833444-26-000058). The Compensation and Talent Development Committee approved a Value Growth Incentive (VGI) Program granting performance-based share options tied to aggressive net-sales and market-capitalization growth targets over fiscal 2026-2030. Named executive officers receiving awards with a May 15, 2026 grant date include CEO Joakim Weidemanis ($10.5 million target grant date fair value), CFO Marc Vandiepenbeeck ($5.3 million), and EVP/Chief Human Resources Officer Chris Scalia ($5.3 million).

• May 1, 2026, officer departure (Form 8-K, accession 0000833444-26-000040). Lei Schlitz, Vice President and President, Global Products & Solutions, will leave the company as part of a planned transition tied to changes in the company's operating model; she is expected to remain through October 1, 2026.

• March 4, 2026, annual general meeting results (Form 8-K, accession 0000833444-26-000029). Shareholders re-elected the slate of director nominees and approved the ratification of PricewaterhouseCoopers LLP as auditor, share repurchase authorization, treasury share re-allotment pricing, a non-binding advisory vote on executive compensation, authority to allot shares, and a waiver of pre-emption rights. Following the meeting, board size was reduced from 12 to 11 directors after Patrick Decker did not stand for re-election.

• September 19, 2025, leadership transition (Form 8-K, accession 0000833444-25-000076). Nathan Manning, Vice President and President, Americas, will leave the company; Todd Grabowski, President of Global Data Centers & Applied Equipment, assumed the Vice President and President, Americas role effective October 1, 2025. Manning was expected to remain in a special advisor role through December 31, 2025.

No other material acquisitions, impairments, restructuring charges, dividend changes, debt issuances/redemptions, or legal/regulatory outcomes were disclosed in Johnson Controls' Form 8-K filings over this period.

About this file

JCI annual income statement, balance sheet and cash flow

Taken from the SEC filings and normalized to actual dollars.

JCI quarterly income statement, balance sheet and cash flow

Taken from the SEC filings and normalized to actual dollars.

JCI year-to-date income statement and cash flow

Taken from the SEC filings and normalized to actual dollars.

JCI trailing twelve month income statement and cash flow

Derived by AI from the figures the filings report. No filing prints these, so none of them is linked.

• Derivation. fiscal 2025 plus the nine months ended June 30, 2026 less the nine months ended June 30, 2025

Adjustments

Prior year to date

Taken from the SEC filings and normalized to actual dollars.

Notes

• Johnson Controls reports on a fiscal year ending September 30, and its fiscal quarters end on the calendar quarter ends. This record covers the third quarter of fiscal 2026, the three months ended June 30, 2026, together with the fiscal years the company's most recent annual report presents.
• Annual figures are taken from the fiscal 2025 Form 10-K (accession 0000833444-25-000097). That report's income statement and cash flow statement each print three years, fiscal 2025, 2024 and 2023, while its balance sheet prints only September 30, 2025 and September 30, 2024. Fiscal 2023 therefore carries no balance sheet here, because the annual report does not print one.
• Quarterly income statement, balance sheet and segment figures are taken from the third-quarter fiscal 2026 Form 10-Q (accession 0000833444-26-000087). The balance sheet in that filing is dated June 30, 2026, so it belongs to the third quarter of fiscal 2026 and is carried only there; the quarter ended June 30, 2025 has no balance sheet in this record because no filing read here prints one at that date.
• The 10-Q's cash flow statement is presented for the nine months ended June 30 only and prints no three-month column. The discrete three-month cash flow figures in each quarterly entry, operating cash flow, capital expenditures, free cash flow, dividends paid, share repurchases and the net investing and financing lines, are taken from the consolidated statements of cash flows in the third-quarter fiscal 2026 earnings release (accession 0000833444-26-000083), which prints three-month and nine-month columns side by side on the same basis as the 10-Q. Each quarterly entry records that accession in 'cash_flow_source_accession'; its nine-month columns agree with the 10-Q line for line.
• Free cash flow is operating cash flow less capital expenditures, both on a continuing-operations basis. The company publishes the figure itself for the quarter and the nine months in its earnings release; for the fiscal years it is computed here from the 10-K's own operating cash flow and capital expenditure lines, because the annual report does not print a free cash flow line.
• Adjusted free cash flow is a measure the company defines in its earnings release, and is not a generally accepted accounting principles measure. It starts from free cash flow and excludes the cash flows of the company's JC Capital financing activity and certain other items the release identifies. It appears here only for the periods that release prints it, and is absent from the fiscal years and from the trailing-twelve-month view.
• Johnson Controls' income statement does not present an operating income line, so none is reported here. The statement runs from gross profit through selling, general and administrative expenses, restructuring and impairment costs, net financing charges and equity income to income from continuing operations before income taxes, and that is how the income statement blocks are laid out. The company's own profitability measures for its segments, Segment EBIT and Segment EBITA, are not generally accepted accounting principles measures; they are carried inside each period's 'segments' block and reconcile to income from continuing operations before income taxes in the filings.
• In July 2025 Johnson Controls sold its Residential and Light Commercial HVAC business, including the North America Ducted business and the global residential joint venture with Hitachi Global Life Solutions. That business is presented as a discontinued operation and earlier periods have been recast on the same basis. Fiscal 2025 income from discontinued operations of $1.789 billion is dominated by the gain on that sale, which is why fiscal 2025 net income attributable to Johnson Controls of $3.291 billion sits far above the $1.721 billion the continuing business earned. Continuing-operations figures are the comparable basis across the periods in this record.
• The operating, investing and financing cash flow figures reported here are the continuing-operations sections of the statements, which is how the filings subtotal them. Cash flows of discontinued operations are carried separately as 'discontinued_operations_net_cash_flow'.
• On April 1, 2025 the company realigned into three reportable segments, Americas, EMEA and APAC, from four (Global Products, Building Solutions North America, Building Solutions EMEA/LA and Building Solutions APAC). The company recast comparative segment information onto the new basis, and the segment figures here, for every period including fiscal 2024 and fiscal 2023, are as recast.
• Total liabilities is not printed as a single line on these balance sheets, which show current liabilities and noncurrent liabilities as subtotals instead. The 'total_liabilities' figure here is the sum of those two printed subtotals; it equals total assets less total equity in every period reported.
• Total debt is the sum of the three debt lines the balance sheet prints: short-term debt, the current portion of long-term debt, and long-term debt. At June 30, 2026 that is $9.475 billion, against $9.880 billion at September 30, 2025.
• Capital expenditures, dividends paid and share repurchases are stated as positive amounts of cash spent. The net investing and financing cash flow lines keep the sign the statements print, so a negative figure there is a net use of cash.
• The trailing-twelve-month view is derived, not filed: fiscal 2025 plus the nine months ended June 30, 2026 less the nine months ended June 30, 2025. Its per-share amounts are the sum of the same three components' printed per-share figures, and it carries no weighted-average share count, because weighted averages struck over different periods cannot be added.
• The third-quarter fiscal 2026 10-Q discloses a revision to the prior year's cash flow presentation: amounts reported as proceeds from debt and repayments of debt for the nine months ended June 30, 2025 were revised because certain short-term debt transactions had been presented on a net basis. The company states that cash provided by financing activities and the total change in cash were unchanged for all affected periods and that it does not consider the presentation to have been material. No figure reported here for that period is affected, because this record does not carry the individual proceeds and repayment lines.
• The September 30, 2025 balance sheet as printed in the annual report and as printed in the comparative column of the third-quarter fiscal 2026 10-Q agree line for line, so no restatement of that balance sheet has occurred and fiscal 2025 is reported as the annual report presents it.
• Because Johnson Controls retires the shares it repurchases rather than holding them in treasury, repurchases are charged against retained earnings and capital in excess of par value. Fiscal 2025 share repurchases and retirements of $5.991 billion of cash were charged $3.164 billion against retained earnings, $2.826 billion against capital in excess of par value and $1 million against the ordinary share par value account. That took retained earnings to zero at September 30, 2025 and reduced capital in excess of par value from $17.475 billion to $14.865 billion. Retained earnings remained at zero at June 30, 2026. The balance sheet also carries an ordinary shares held in treasury, at cost line, $1.268 billion at September 30, 2024, $1.302 billion at September 30, 2025 and $1.364 billion at June 30, 2026, which does not arise from those repurchases: the fiscal 2025 statement of shareholders' equity charges none of the repurchases and retirements to treasury. In fiscal 2023 through fiscal 2025 the only movement in that account was ordinary shares withheld to cover employee equity-based compensation withholding taxes, $34 million in fiscal 2025, $28 million in fiscal 2024 and $37 million in fiscal 2023. In the nine months ended June 30, 2026 the only movement was again ordinary shares withheld to cover employee equity-based compensation withholding taxes, $62 million, which is the whole of the move from $1.302 billion to $1.364 billion.
• Noncontrolling interests on the balance sheet fell from $1.263 billion at September 30, 2024 to $27 million at September 30, 2025. The fiscal 2025 statement of shareholders' equity attributes the change to an $805 million divestiture of a noncontrolling interest, $562 million of dividends attributable to noncontrolling interests and $190 million of comprehensive income attributable to them. Separately, the annual report states that the Residential and Light Commercial HVAC business sold in July 2025 included the global residential joint venture with Hitachi Global Life Solutions, of which Johnson Controls owned 60% and Hitachi owned 40%.
• Share counts: the 10-Q cover page states 605,741,470 ordinary shares outstanding at June 30, 2026. The fiscal 2025 and fiscal 2024 balance sheets state ordinary shares issued and ordinary shares held in treasury, both of which are carried in those years' balance sheet blocks (ordinary_shares_held_in_treasury is the share count; ordinary_shares_held_in_treasury_at_cost is the separate dollar balance at cost); outstanding shares at those dates are the difference between issued and the share count.
• The line item named 'net_income_attributable_to_shareholders' in every period is the statement's 'Net income attributable to Johnson Controls' line, the earnings the parent's shareholders own, and the figure the reported earnings per share is struck on. 'net_income' is the statement's total, which also includes the earnings of consolidated subsidiaries the company does not wholly own.

Uncertainties

• The quarter ended June 30, 2025 carries an income statement, a cash flow statement and segment figures but no balance sheet. The filings read for this record present balance sheets only at June 30, 2026, September 30, 2025 and September 30, 2024, so no balance sheet at that earlier quarter end was available to report.
• Fiscal 2023 carries an income statement, a cash flow statement and segment figures but no balance sheet, for the same reason: the fiscal 2025 annual report prints only two balance sheet columns.
• The trailing-twelve-month figures are arithmetic, not a filed period, and the company does not publish them in this form. Its per-share amounts are sums of printed per-share figures rather than earnings divided by a share count, so they will not reproduce exactly if recomputed from the trailing-twelve-month earnings and a share count of the reader's choosing. No adjusted free cash flow is given for the trailing twelve months because the annual report does not publish one for fiscal 2025.
• Segment EBIT, Segment EBITA and adjusted free cash flow are measures Johnson Controls defines itself and are not generally accepted accounting principles measures; they are reported here as the filings print them and may not be comparable to similarly titled measures used by other companies.
• Income from discontinued operations for the three months ended June 30, 2026 is reported as zero because the income statement prints a dash in that column. For the nine months it is a loss of $27 million.
• Dividends declared per ordinary share are carried here as the statements of shareholders' equity print them (declared, not paid), and the cash 'dividends paid' figure in the cash flow blocks is a separate, cash-basis measure that will not equal the declared amount times the share count in any given period.

Company details

Fiscal period

Source filings