← Philip Morris International Inc. (PM)

events.md

Published

# Philip Morris International (PM) — Current Events, February–July 2026

## Filings that contain financial statements

- **8-K, accession 0001628280-26-049107 (filed July 22, 2026)** — furnishes the second-quarter and first-half 2026 results (period ended June 30, 2026) via Exhibit 99.1 (press release with a summarized income statement, segment revenue/gross profit/operating income build, and EPS reconciliations) and Exhibit 99.2 (non-GAAP glossary and reconciliations). This is a summarized results release, not the full unaudited financial statements — those are furnished in the Form 10-Q for the quarter ended June 30, 2026 (accession 0001628280-26-049493, filed July 24, 2026).
- **8-K, accession 0001628280-26-026385 (filed April 22, 2026)** — furnishes first-quarter 2026 results (period ended March 31, 2026) via Exhibit 99.1 (summarized results) and Exhibit 99.2 (glossary/reconciliations). Full unaudited statements for the quarter are in the corresponding Form 10-Q.
- **8-K, accession 0001628280-26-017497 (filed March 13, 2026)** — furnishes recast historical shipment volume and financial information for 2025 vs. 2024 (Exhibit 99.1) and 2024 vs. 2023 (Exhibit 99.2), reflecting a segment realignment effective January 1, 2026 (see below). This is supplemental recast information, not a restatement.
- **Form 10-K, accession 0001628280-26-005939 (filed February 6, 2026, period ended December 31, 2025)** and **Form 10-Q, accession 0001628280-26-049493 (filed July 24, 2026, period ended June 30, 2026)** carry the Company's full audited/unaudited financial statements for the respective periods.

## Second-quarter and first-half 2026 results (July 22, 2026)

PMI reported second-quarter 2026 net revenues of $11.2 billion, up 10.4% (7.6% organically), with net revenues exceeding $11 billion for the first time. Reported diluted EPS declined 7.7% to $1.80, while adjusted diluted EPS grew 15.2% to $2.20 (13.6% excluding currency). The reported EPS decline reflects a $511 million non-cash impairment charge (33 cents per diluted share) taken in the quarter against PMI's equity investment in its deconsolidated Canadian affiliate Rothmans, Benson & Hedges (RBH), after RBH's Plan Administrator received updated five-year financial projections showing the investment's estimated fair value below carrying value; RBH's remaining carrying value was $51 million as of June 30, 2026.

International Smoke-Free segment net revenue grew 14.2% (11.8% organically) on 8.0% volume growth, led by IQOS, which reached 9.2% of combined cigarette/HTU industry volumes in its markets. International Combustibles net revenue grew 9.8% (6.4% organically) on 10.0% pricing and a 1.1% volume increase, partly offset by geographic mix. The U.S. segment posted a 0.7% net revenue decline (0.9% organically), with ZYN shipments up 1.8% to 2.9 billion pouches; PMI launched ZYN ULTRA in June and received FDA Modified Risk Tobacco Product authorization for 20 variants of the flagship ZYN range on June 30, 2026.

PMI updated its 2026 full-year adjusted diluted EPS forecast for currency only: reported diluted EPS is now forecast at $7.19–$7.34 and adjusted diluted EPS at $8.26–$8.41 (versus $8.36–$8.51 previously), reflecting a now-smaller favorable currency impact of $0.15 per share (previously $0.20) as transactional gains were more than offset by translational effects of a strengthening U.S. dollar. Underlying volume, revenue and operating-income growth assumptions were essentially maintained or modestly firmed (full-year cigarette shipment decline narrowed to 2%–3% from "around 3%").
Source: 8-K, accession 0001628280-26-049107, and Exhibit 99.1.

## First-quarter 2026 results (April 22, 2026)

PMI reported first-quarter 2026 net revenues of $10.1 billion, up 9.1% (2.7% organically). Reported diluted EPS declined 9.3% to $1.56, mainly due to a non-cash fair value adjustment on PMI's minority shareholding in India; adjusted diluted EPS grew 16.0% to $1.96 (5.3% excluding currency). International Smoke-Free net revenue grew 24.7% (15.8% organically); International Combustibles volumes declined 5.1% against a strong prior-year comparison but net revenue still grew 6.8% on 8.5% pricing; U.S. segment shipment volumes fell 21.2% (ZYN shipments down 23.5% to 2.3 billion pouches / 155 million cans) on inventory normalization and a difficult promotional comparison, which PMI said reflected timing rather than a change in underlying consumer offtake (ZYN offtake volumes, per Nielsen, grew 10%). PMI's initial 2026 full-year forecast called for reported diluted EPS of $7.56–$7.71 and adjusted diluted EPS of $8.36–$8.51, including organic net revenue growth of 5%–7% and organic operating income growth of 7%–9%; it also flagged no share repurchases planned for 2026 and a target net debt/adjusted EBITDA ratio of close to 2.0x by year-end 2026.
Source: 8-K, accession 0001628280-26-026385, and Exhibit 99.1.

## Segment realignment and recast historical information (March 13, 2026)

Effective January 1, 2026, PMI reorganized into two primary business units — International and U.S. — and replaced its four previously reported geographic segments with three new reportable segments: International Smoke-Free, International Combustibles, and U.S. The Company's consolidated statement of earnings now includes a new "Corporate expenses and other" caption (foreign currency gains/losses and share-based compensation expense reclassified out of Cost of sales and Marketing, Administration and Research costs). PMI stated explicitly that this recast has no impact on previously reported consolidated financial position or results of operations and does not represent a restatement of the financial statements included in the 2025 Form 10-K; consolidated shipment volumes and financial results are unchanged from what was previously disclosed. Recast 2025-vs-2024 and 2024-vs-2023 historical shipment and financial information, reflecting the new segment structure, was posted to the Company's website and furnished as exhibits to this filing.
Source: 8-K, accession 0001628280-26-017497.

## Leadership transition: Group CFO succession

- **May 18/20, 2026** — The Board approved the appointment of Massimo Andolina, then President, Europe Region, as Group Chief Financial Officer, replacing Emmanuel Babeau, effective August 1, 2026. Mr. Babeau will remain with the Company as Strategic Advisor to Group CEO Jacek Olczak through March 31, 2027.
- **June 16, 2026 (Form 8-K/A, Amendment No. 1)** — Discloses the terms of Mr. Andolina's Employment Agreement with PMI Management Sàrl, effective August 1, 2026: annual base salary increasing to CHF 1,050,010 (approximately $1,324,483), an annual cash incentive target of 125% of base salary, and an equity award target of 275% of base salary (60% performance share units / 40% restricted share units) — terms otherwise unchanged from PMI's standard executive program.
- **July 9, 2026** — Discloses the Separation Agreement and Release entered into by Mr. Babeau on July 6, 2026, covering his transition through the March 31, 2027 separation date. Under the agreement he continues his current base salary of CHF 1,260,012 (approximately $1,563,423) and remains eligible for his 2026 annual incentive (target 125% of base salary) and the restricted-share-unit portion (40%) of his 2027 equity award, all subject to continued employment through the separation date. As provided under his original 2020 Employment Agreement, his separation is treated as a termination without cause, entitling him to a lump-sum severance payment equal to his base salary plus a pro-rated 2027 incentive payment of CHF 393,754 (approximately $488,570), and full vesting of outstanding equity awards, in exchange for a 24-month non-competition covenant and standard confidentiality, non-disparagement and release provisions.

Source: 8-K, accession 0001628280-26-036721 (May 20, 2026); 8-K/A, accession 0001628280-26-043531 (June 16, 2026) and its Exhibit 10.1; 8-K, accession 0001628280-26-047782 (July 9, 2026) and its Exhibit 10.1.

## Capital actions

- **April 29, 2026** — PMI issued $750 million aggregate principal amount of 4.125% Notes due 2029 and $750 million aggregate principal amount of 4.875% Notes due 2036, under its existing 2008 indenture with HSBC Bank USA, National Association, as trustee, pursuant to a Terms Agreement dated April 27, 2026 with Barclays Capital, Mizuho Securities USA, SMBC Nikko Securities America, Morgan Stanley & Co., Santander US Capital Markets and Standard Chartered Bank as underwriter representatives. Interest on the 2029 Notes is payable semiannually beginning October 27, 2026; on the 2036 Notes, beginning October 29, 2026. PMI said proceeds would be added to general funds for general corporate purposes, including possible repayment of commercial paper, refinancing of its outstanding 0.875% Notes due 2026, or working-capital needs.
  Source: 8-K, accession 0001104659-26-051491.
- **June 29, 2026** — PMI prepaid €1.0 billion (approximately $1.1 billion) of principal and accrued interest under the 5-year tranche of its June 2022 senior unsecured term loan facility. €1.5 billion (approximately $1.7 billion) remains outstanding under that tranche, maturing June 23, 2027.
  Source: 8-K, accession 0001104659-26-078814.
- **Quarterly dividends** — PMI's Board declared regular quarterly dividends of $1.47 per common share on March 5, 2026 (paid April 13, 2026, to holders of record March 19, 2026) and June 11, 2026 (paid July 20, 2026, to holders of record June 25, 2026).
  Source: 8-K, accession 0001628280-26-014994, and Exhibit 99.1; 8-K, accession 0001628280-26-042357, and Exhibit 99.1.
- The Q1 2026 forecast release (April 22, 2026) stated PMI planned no share repurchases in 2026 while targeting a net debt-to-adjusted-EBITDA ratio of close to 2.0x by year-end 2026.

## Annual meeting (May 6, 2026)

At PMI's 2026 Annual Meeting of Shareholders, held May 6, 2026, all ten director nominees were elected, the advisory vote on executive compensation was approved, and PricewaterhouseCoopers SA was ratified as independent auditor for fiscal year 2026. A shareholder proposal requesting a report on filter cleanup costs and extended producer responsibility laws for cigarette filters was defeated.
Source: 8-K, accession 0001628280-26-032644.

## Investor conferences

PMI management presented at the Consumer Analyst Group of New York (CAGNY) Conference on February 18, 2026 (with Group CEO Jacek Olczak and then-Group CFO Emmanuel Babeau), the dbAccess Global Consumer Conference on June 2, 2026, and reiterated first-quarter and full-year commentary in a press release issued alongside the May 6, 2026 Annual Meeting. These filings furnished press releases and/or presentation slides and did not disclose new financial results beyond what had already been reported in the corresponding quarterly earnings releases.
Source: 8-K, accession 0001628280-26-008790 and 0001628280-26-008831 (February 18, 2026); 8-K, accession 0001628280-26-039666 (June 2, 2026); 8-K, accession 0001628280-26-030959, Item 7.01 and Exhibit 99.1 (May 6, 2026 press release).