Management's Discussion and Analysis of Financial Condition and Results of Operations
Cummins Inc. and its consolidated subsidiaries are hereinafter sometimes referred to as "Cummins," "we," "our" or "us."
CAUTIONARY STATEMENTS REGARDING FORWARD-LOOKING INFORMATION
Certain parts of this quarterly report contain forward-looking statements intended to qualify for the safe harbors from liability established by the Private Securities Litigation Reform Act of 1995. Forward-looking statements include those that are based on current expectations, estimates and projections about the industries in which we operate and management's beliefs and assumptions. Forward-looking statements are generally accompanied by words such as "anticipates," "expects," "forecasts," "intends," "plans," "believes," "seeks," "estimates," "could," "should," "may" or words of similar meaning. These statements are not guarantees of future performance and involve certain risks, uncertainties and assumptions, which we refer to as "future factors," which are difficult to predict. Therefore, actual outcomes and results may differ materially from what is expressed or forecasted in such forward-looking statements. Some future factors that could cause our results to differ materially from the results discussed in such forward-looking statements are discussed below and shareholders, potential investors and other readers are urged to consider these future factors carefully in evaluating forward-looking statements. Readers are cautioned not to place undue reliance on forward-looking statements, which speak only as of the date hereof. Future factors that could affect the outcome of forward-looking statements include the following:
GOVERNMENT REGULATION
•any adverse consequences resulting from entering into agreements with the U.S. Environmental Protection Agency (EPA), California Air Resources Board (CARB), the Environmental and Natural Resources Division of the U.S. Department of Justice (DOJ) and the California Attorney General's Office to resolve certain regulatory civil claims regarding our emissions certification and compliance process for certain engines primarily used in pick-up truck applications in the U.S., which became final and effective in April 2024, (collectively, the Settlement Agreements), including required additional mitigation projects, adverse reputational impacts and potential resulting legal actions;
•increased scrutiny from regulatory agencies, as well as unpredictability in the adoption, implementation and enforcement of emission standards around the world;
•evolving environmental and climate change legislation and regulatory initiatives;
•any adverse consequences from changes in tariffs and other trade disruptions;
•changes in international, national and regional trade laws, regulations and policies;
•emissions deregulation;
•changes in taxation;
•global legal and ethical compliance costs and risks;
•future bans or limitations on the use of diesel-powered products;
BUSINESS CONDITIONS / DISRUPTIONS
•raw material, transportation and labor price fluctuations and supply shortages;
•aligning our capacity and production with our demand;
•the actions of, and income from, joint ventures and other investees that we do not directly control;
•large truck manufacturers' and original equipment manufacturers' customers discontinuing outsourcing their engine supply needs or experiencing financial distress, or change in control;
PRODUCTS AND TECHNOLOGY
•product recalls;
•variability in material and commodity costs;
•the development of new technologies that reduce demand for our current products and services or not successfully developing new technologies and products to effectively address the energy transition;
•lower than expected acceptance of new or existing products or services;
•product liability claims;
•our sales mix of products;
GENERAL
•climate change, global warming, more stringent climate change regulations, accords, mitigation efforts, greenhouse gas regulations or other legislation designed to address climate change;
•our plan to reposition our portfolio of product offerings through exploration of strategic acquisitions, divestitures or exiting the production of certain product lines or product categories and related uncertainties of such decisions;
•increasing interest rates;
•challenging markets for talent and ability to attract, develop and retain key personnel;
•exposure to potential security breaches or other disruptions to our information technology (IT) environment and data security;
•the use of artificial intelligence (AI) in our business and in our products, services and features, and challenges with properly managing its use;
•political, economic and other risks from operations among, between and within numerous countries including political, economic and social uncertainty and the evolving globalization of our business;
•competitor activity;
•increasing competition, including increased global competition among our customers in emerging markets;
•failure to meet sustainability expectations or standards, or achieve our sustainability goals;
•labor relations or work stoppages;
•foreign currency exchange rate changes;
•the performance of our pension plan assets and volatility of discount rates;
•the price and availability of energy;
•continued availability of financing, financial instruments and financial resources in the amounts, at the times and on the terms required to support our future business; and
Shareholders, potential investors and other readers are urged to consider these factors carefully in evaluating the forward-looking statements and are cautioned not to place undue reliance on such forward-looking statements. The forward-looking statements made herein are made only as of the date of this quarterly report and we undertake no obligation to publicly update any forward-looking statements, whether as a result of new information, future events or otherwise.
ORGANIZATION OF INFORMATION
•EXECUTIVE SUMMARY AND FINANCIAL HIGHLIGHTS
•RESULTS OF OPERATIONS
•REPORTABLE SEGMENT RESULTS
•OUTLOOK
•LIQUIDITY AND CAPITAL RESOURCES
•APPLICATION OF CRITICAL ACCOUNTING ESTIMATES
•RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS
EXECUTIVE SUMMARY AND FINANCIAL HIGHLIGHTS
Overview
We are a global power leader committed to powering a more prosperous world. Since 1919, we have delivered innovative solutions that move people, goods and economies forward. Our five reportable segments - Engine, Components, Distribution, Power Systems and Accelera - offer a broad portfolio, including advanced diesel, electric and hybrid powertrains; integrated power generation systems; critical components such as aftertreatment, turbochargers, fuel systems, controls, transmissions, axles and brakes; and zero emissions technologies like battery and electric powertrain systems. With a global footprint, deep technical expertise and an extensive service network, we deliver dependable, cutting-edge solutions tailored to our customers' needs, supporting them through the energy transition with our Destination Zero strategy. We sell our products to original equipment manufacturers (OEMs), distributors, dealers and other customers worldwide. We have long-standing relationships with many of the leading manufacturers in the markets we serve, including PACCAR Inc., Traton Group, Daimler Trucks AG and Stellantis N.V. We serve our customers through a service network of approximately 640 wholly-owned, joint venture and independent distributor locations and more than 13,000 Cummins certified dealer locations in approximately 190 countries and territories.
Our segment reporting structure is organized according to the products and markets each segment serves. The Engine segment produces engines (15 liters and smaller) and associated parts for sale to customers in on-highway and various off-highway markets. Our engines are used in trucks of all sizes, buses and recreational vehicles, as well as in various industrial applications, including construction, agriculture, power generation systems and other off-highway applications. The Components segment sells axles, drivelines, brakes and suspension systems for commercial diesel and natural gas applications, aftertreatment systems, turbochargers, fuel systems, valvetrain technologies, automated transmissions and electronics. The Distribution segment includes wholly-owned and partially-owned distributorships engaged in wholesaling engines, generator sets and service parts, as well as performing service and repair activities on our products, maintaining relationships with various OEMs throughout the world and providing selected sales and aftermarket support for our Accelera business. The Power Systems segment is an integrated power provider, which designs, manufactures and sells standby and prime power generators, engines (16 liters and larger) for standby and prime power generator sets and industrial applications (including mining, oil and gas, marine, rail and defense), alternators and other power components. The Accelera segment designs, manufactures, sells and supports electrified power systems with innovative components and subsystems, including battery and electric powertrain technologies. The Accelera segment is currently in the early stages of commercializing these technologies with efforts primarily focused on the development of electrified power systems and related components and subsystems. We continue to serve all our markets as they adopt electrification, meeting the needs of our OEM partners and end customers.
Our financial performance depends, in large part, on varying conditions in the markets we serve, particularly the on-highway, off-highway, power generation and general industrial markets. Demand in these markets tends to fluctuate in response to overall economic conditions. Our sales may also be impacted by OEM inventory levels, production schedules, stoppages and supply chain challenges. Economic downturns in markets we serve generally result in reduced sales of our products and can result in price reductions in certain products and/or markets. As a worldwide business, our operations are also affected by geopolitical risks, currency fluctuations, political and economic uncertainty, tariffs and related trade disruptions, public health crises (epidemics or pandemics) and regulatory matters, including adoption and enforcement of environmental and emission standards. As part of our growth strategy, we invest in businesses in certain countries that carry higher levels of these risks such as China, Brazil, India, Mexico and other countries in Europe, the Middle East and Africa. At the same time, our geographic diversity and broad product and service offerings have helped
limit the impact from a drop in demand in any one industry, region, customer or the economy of any single country on our consolidated results.
Global Trade Environment
As disclosed in Part I, "Item 1A. Risk Factors" in our Annual Report on Form 10-K for the year ended December 31, 2025, we operate our business on a global basis and changes in international, national and regional trade laws, regulations and policies affecting and/or restricting international trade, including higher tariffs, trade disruptions (such as embargoes, sanctions and export controls) and broader geopolitical tensions, could adversely impact the demand for our products and our competitive position. In 2025, the U.S. imposed tariffs on certain countries and products, which was followed by retaliatory tariffs and other trade actions against U.S. goods and services. On February 20, 2026, the U.S. Supreme Court ruled that U.S. tariffs imposed under the International Emergency Economic Powers Act (IEEPA) on goods imported into the U.S. were unauthorized. After this ruling, new tariffs were subsequently imposed under different statutes. The global trade environment has contributed to ongoing market volatility and heightened concerns about potential economic impacts. Our primary risks include reduced global movement of goods impacting freight activity, increased costs for suppliers and end-users and uncertainty around supply availability. These factors could lead to a decline in business confidence, reduced demand for our products and increased product costs. We continue to pursue mitigation strategies, including leveraging available government tariff offset programs, engaging with our suppliers, exploring alternative sourcing and negotiating agreements with our customers to recover tariff-related costs. The financial impact of tariffs, net of mitigation actions and U.S. government tariff refunds (net of amounts to be returned to customers), was immaterial to our profitability and operating cash flows during the three and nine months ended September 30, 2026. However, continued and increasing tariff costs, the effectiveness of our mitigation efforts and ongoing market volatility could materially and adversely affect our results of operations, financial condition and cash flows in the future. We continue to monitor developments and take actions to minimize the related impacts to our business to the extent possible. See the "OUTLOOK" section for a discussion of the potential tariff impacts for the remainder of 2026.
2026 Third Quarter Results
A summary of our results is as follows:
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Three months ended
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Nine months ended
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September 30,
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September 30,
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In millions, except per share amounts
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2026
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2025
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2026
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2025
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Net sales
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$
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9,438
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$
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8,317
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$
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27,293
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$
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25,134
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Net income attributable to Cummins Inc.
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1,140
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536
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2,726
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2,250
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Earnings per common share attributable to Cummins Inc.
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Basic
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$
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8.29
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$
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3.88
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$
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19.77
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$
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16.33
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Diluted
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8.25
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3.86
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19.70
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16.23
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Net income attributable to Cummins Inc. was $1.1 billion, or $8.25 per diluted share, on sales of $9.4 billion for the three months ended September 30, 2026, versus the comparable prior year period net income attributable to Cummins Inc. of $536 million, or $3.86 per diluted share, on sales of $8.3 billion. The increases in net income attributable to Cummins Inc. and earnings per diluted share were primarily driven by higher sales leading to improved gross margin and the absence of the Accelera goodwill impairment charge and inventory write-down recorded during the third quarter of 2025, partially offset by higher compensation expenses. Diluted earnings per common share for the three months ended September 30, 2026, benefited $0.01 from fewer weighted-average shares outstanding due to the stock repurchase program.
Net income attributable to Cummins Inc. was $2.7 billion, or $19.70 per diluted share, on sales of $27.3 billion for the nine months ended September 30, 2026, versus the comparable prior year period net income attributable to Cummins Inc. of $2.3 billion, or $16.23 per diluted share, on sales of $25.1 billion. The increases in net income attributable to Cummins Inc. and earnings per diluted share were primarily driven by higher sales leading to improved gross margin and the absence of the Accelera goodwill impairment charge and inventory write-down recorded during the third quarter of 2025, partially offset by higher compensation expenses and the loss on the sale of our low pressure fuel cell business and settlement of current and future customer obligations. Diluted earnings per common share for the nine months ended September 30, 2026, benefited $0.09 from fewer weighted-average shares outstanding due to stock repurchase programs. See NOTE 14, "ACCELERA ACTIONS" to our Condensed Consolidated Financial Statements for additional information on the Accelera goodwill impairment charge and inventory write-down and the sale of our low pressure fuel cell business.
The table below presents our consolidated net sales by geographic area based on the location of the customer:
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Three months ended
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Favorable/
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Nine months ended
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Favorable/
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September 30,
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(Unfavorable)
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September 30,
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(Unfavorable)
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In millions
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2026
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2025
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Amount
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Percent
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2026
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2025
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Amount
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Percent
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United States and Canada
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$
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5,730
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$
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4,972
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$
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758
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15
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%
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$
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16,098
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$
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15,215
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$
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883
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6
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%
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International
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3,708
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3,345
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363
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11
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%
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11,195
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9,919
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1,276
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13
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%
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Total net sales
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$
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9,438
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$
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8,317
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$
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1,121
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13
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%
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$
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27,293
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$
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25,134
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$
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2,159
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9
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%
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Worldwide revenues increased by 13 percent in the three months ended September 30, 2026, compared to the same period in 2025, primarily due to improved demand in North American medium and heavy-duty truck markets and higher demand for power generation equipment, especially in data center applications. Net sales in the U.S. and Canada improved 15 percent driven by higher demand in medium and heavy-duty truck and power generation markets. International sales (excludes the U.S. and Canada) improved 11 percent mainly due to higher sales in China, Asia Pacific and Latin America. The increase in international sales was primarily due to higher demand for power generation equipment.
Worldwide revenues increased by 9 percent in the nine months ended September 30, 2026, compared to the same period in 2025, mainly due to higher demand for power generation equipment, especially in data center applications, and in North American medium and heavy-duty truck and international construction markets. International sales (excludes the U.S. and Canada) improved 13 percent primarily due to higher sales in China, Asia Pacific and Europe. The increase in international sales was driven by higher demand for power generation and construction equipment as well as favorable foreign currency fluctuations of 3 percent (primarily the Chinese renminbi, Euro and Brazilian real, partially offset by Indian rupee). Net sales in the U.S. and Canada improved 6 percent mainly due to higher demand in power generation and medium and heavy-duty truck markets.
The following tables contain sales and EBITDA (defined as earnings or losses before interest expense, income taxes, depreciation and amortization and noncontrolling interests) by reportable segment for the three and nine months ended September 30, 2026 and 2025. See NOTE 15, "REPORTABLE SEGMENTS," to our Condensed Consolidated Financial Statements for additional information and a reconciliation of our segment information to the corresponding amounts in our Condensed Consolidated Statements of Net Income.
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Three months ended September 30,
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Reportable Segments
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2026
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2025
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Percent change
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Percent
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Percent
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2026 vs. 2025
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In millions
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Sales
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of Total
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EBITDA
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Sales
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of Total
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EBITDA
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Sales
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EBITDA
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Engine
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$
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3,130
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27
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%
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$
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422
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$
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2,605
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25
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%
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$
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261
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20
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%
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62
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%
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Components
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2,856
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24
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%
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408
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2,329
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23
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%
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292
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23
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%
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40
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%
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Distribution
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3,310
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28
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%
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461
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3,172
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31
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%
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492
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4
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%
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(6)
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%
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Power Systems
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2,289
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20
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%
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582
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1,996
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20
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%
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457
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15
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%
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27
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%
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Accelera
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103
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1
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%
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(56)
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121
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1
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%
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(336)
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(1)
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(15)
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%
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83
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%
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Total segments
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11,688
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100
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%
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1,817
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10,223
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100
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%
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1,166
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14
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%
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56
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%
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Intersegment eliminations
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(2,250)
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(31)
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(1,906)
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21
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18
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%
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NM
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Total
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$
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9,438
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$
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1,786
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|
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$
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8,317
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|
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$
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1,187
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13
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%
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50
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%
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"NM" - not meaningful information
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(1) Included a $210 million goodwill impairment charge and a $30 million inventory write-down. See NOTE 14, "ACCELERA ACTIONS," to our Condensed Consolidated Financial Statements for additional information.
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|
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|
|
Nine months ended September 30,
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Reportable Segments
|
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2026
|
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2025
|
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Percent change
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Percent
|
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Percent
|
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2026 vs. 2025
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In millions
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Sales
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of Total
|
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EBITDA
|
|
Sales
|
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of Total
|
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EBITDA
|
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Sales
|
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EBITDA
|
|
Engine
|
|
$
|
8,886
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|
26
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%
|
|
$
|
1,087
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|
|
$
|
8,275
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|
|
27
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%
|
|
$
|
1,119
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|
|
7
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%
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(3)
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%
|
|
Components
|
|
8,277
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|
25
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%
|
|
1,126
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|
|
7,704
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25
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%
|
|
1,071
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|
|
7
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%
|
|
5
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%
|
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Distribution
|
|
9,752
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|
29
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%
|
|
1,356
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|
|
9,120
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|
|
29
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%
|
|
1,313
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|
|
7
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%
|
|
3
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%
|
|
Power Systems
|
|
6,500
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|
|
19
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%
|
|
1,711
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|
|
5,534
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|
|
18
|
%
|
|
1,276
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|
|
17
|
%
|
|
34
|
%
|
|
Accelera
|
|
349
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|
|
1
|
%
|
|
(402)
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|
(1)
|
329
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|
1
|
%
|
|
(522)
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|
(2)
|
6
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%
|
|
23
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%
|
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Total segments
|
|
33,764
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|
|
100
|
%
|
|
4,878
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|
|
30,962
|
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|
100
|
%
|
|
4,257
|
|
|
9
|
%
|
|
15
|
%
|
|
Intersegment eliminations
|
|
(6,471)
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|
|
|
|
(149)
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|
|
(5,828)
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|
|
|
|
(23)
|
|
|
11
|
%
|
|
NM
|
|
Total
|
|
$
|
27,293
|
|
|
|
|
$
|
4,729
|
|
|
$
|
25,134
|
|
|
|
|
$
|
4,234
|
|
|
9
|
%
|
|
12
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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|
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"NM" - not meaningful information
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|
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|
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|
|
|
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|
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(1) Included a $199 million net charge related to the sale of our low pressure fuel cell business and settlement of current and future obligations. See NOTE 14, "ACCELERA ACTIONS," to our Condensed Consolidated Financial Statements for additional information.
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(2) Included a $210 million goodwill impairment charge and a $30 million inventory write-down. See NOTE 14, "ACCELERA ACTIONS," to our Condensed Consolidated Financial Statements for additional information.
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2026 Highlights
We generated $3.2 billion in cash from operations for the nine months ended September 30, 2026, compared to $2.1 billion for the comparable period in 2025. See the section titled "Cash Flows" in the "LIQUIDITY AND CAPITAL RESOURCES" section for a discussion of items impacting cash flows.
Our debt to capital ratio (total capital defined as debt plus equity) at September 30, 2026, was 34.4 percent, compared to 36.0 percent at December 31, 2025. The decrease was primarily due to an increased equity balance from strong earnings since December 31, 2025. At September 30, 2026, we had $4.2 billion in cash and marketable securities on hand and access to our $4.0 billion credit facilities (net of $348 million of commercial paper outstanding), if necessary, to meet working capital, investment, acquisition and funding needs.
In July 2026, the Board of Directors (the Board) authorized an increase to our quarterly dividend of 10 percent from $2.00 per share to $2.20 per share.
In the first nine months of 2026, we repurchased $833 million, or 1.4 million shares, of common stock.
In the first nine months of 2026, we entered into a series of interest rate swaps to convert $550 million of our senior notes, due in 2054, from a fixed rate of 5.45 percent to a floating rate equal to the daily Secured Overnight Financing Rate (SOFR) plus a spread. See NOTE 13, "DERIVATIVES," to our Condensed Consolidated Financial Statements.
On March 31, 2026, we sold our low pressure fuel cell business to a customer, cancelled future commitments and resolved certain claims against us with that customer resulting in a net payment by us of $175 million. These transactions resulted in a net charge of $199 million, which is reflected in other operating expense, net in our Condensed Consolidated Statements of Net Income.
As of the date of this filing, our credit ratings and outlooks from the credit rating agencies remain unchanged. See the section titled "Credit Ratings" in the "LIQUIDITY AND CAPITAL RESOURCES" section for our current ratings.
RESULTS OF OPERATIONS
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|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended
|
|
Favorable/
|
|
Nine months ended
|
|
Favorable/
|
|
|
|
|
September 30,
|
|
(Unfavorable)
|
|
September 30,
|
|
(Unfavorable)
|
|
In millions, except per share amounts
|
|
2026
|
|
2025
|
|
Amount
|
|
Percent
|
|
2026
|
|
2025
|
|
Amount
|
|
Percent
|
|
NET SALES
|
|
$
|
9,438
|
|
|
$
|
8,317
|
|
|
$
|
1,121
|
|
|
13
|
%
|
|
$
|
27,293
|
|
|
$
|
25,134
|
|
|
$
|
2,159
|
|
|
9
|
%
|
|
Cost of sales
|
|
6,823
|
|
|
6,188
|
|
|
(635)
|
|
|
(10)
|
%
|
|
19,970
|
|
|
18,569
|
|
|
(1,401)
|
|
|
(8)
|
%
|
|
GROSS MARGIN
|
|
2,615
|
|
|
2,129
|
|
|
486
|
|
|
23
|
%
|
|
7,323
|
|
|
6,565
|
|
|
758
|
|
|
12
|
%
|
|
OPERATING EXPENSES AND INCOME
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Selling, general and administrative expenses
|
|
868
|
|
|
789
|
|
|
(79)
|
|
|
(10)
|
%
|
|
2,606
|
|
|
2,339
|
|
|
(267)
|
|
|
(11)
|
%
|
|
Research, development and engineering expenses
|
|
400
|
|
|
345
|
|
|
(55)
|
|
|
(16)
|
%
|
|
1,143
|
|
|
1,046
|
|
|
(97)
|
|
|
(9)
|
%
|
|
Equity, royalty and interest income from investees
|
|
127
|
|
|
104
|
|
|
23
|
|
|
22
|
%
|
|
429
|
|
|
353
|
|
|
76
|
|
|
22
|
%
|
|
Other operating expense, net
|
|
30
|
|
|
247
|
|
|
217
|
|
|
88
|
%
|
|
331
|
|
|
321
|
|
|
(10)
|
|
|
(3)
|
%
|
|
OPERATING INCOME
|
|
1,444
|
|
|
852
|
|
|
592
|
|
|
69
|
%
|
|
3,672
|
|
|
3,212
|
|
|
460
|
|
|
14
|
%
|
|
Interest expense
|
|
81
|
|
|
83
|
|
|
2
|
|
|
2
|
%
|
|
237
|
|
|
247
|
|
|
10
|
|
|
4
|
%
|
|
Other income, net
|
|
57
|
|
|
61
|
|
|
(4)
|
|
|
(7)
|
%
|
|
212
|
|
|
207
|
|
|
5
|
|
|
2
|
%
|
|
INCOME BEFORE INCOME TAXES
|
|
1,420
|
|
|
830
|
|
|
590
|
|
|
71
|
%
|
|
3,647
|
|
|
3,172
|
|
|
475
|
|
|
15
|
%
|
|
Income tax expense
|
|
251
|
|
|
271
|
|
|
20
|
|
|
7
|
%
|
|
830
|
|
|
835
|
|
|
5
|
|
|
1
|
%
|
|
CONSOLIDATED NET INCOME
|
|
1,169
|
|
|
559
|
|
|
610
|
|
|
NM
|
|
2,817
|
|
|
2,337
|
|
|
480
|
|
|
21
|
%
|
|
Less: Net income attributable to noncontrolling interests
|
|
29
|
|
|
23
|
|
|
(6)
|
|
|
(26)
|
%
|
|
91
|
|
|
87
|
|
|
(4)
|
|
|
(5)
|
%
|
|
NET INCOME ATTRIBUTABLE TO CUMMINS INC.
|
|
$
|
1,140
|
|
|
$
|
536
|
|
|
$
|
604
|
|
|
NM
|
|
$
|
2,726
|
|
|
$
|
2,250
|
|
|
$
|
476
|
|
|
21
|
%
|
|
Diluted Earnings Per Common Share Attributable to Cummins Inc.
|
|
$
|
8.25
|
|
|
$
|
3.86
|
|
|
$
|
4.39
|
|
|
NM
|
|
$
|
19.70
|
|
|
$
|
16.23
|
|
|
$
|
3.47
|
|
|
21
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
"NM" - not meaningful information
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended
|
|
Favorable/
(Unfavorable)
|
|
Nine months ended
|
|
Favorable/
(Unfavorable)
|
|
|
|
September 30,
|
|
|
September 30,
|
|
|
Percent of sales
|
|
2026
|
|
2025
|
|
Percentage Points
|
|
2026
|
|
2025
|
|
Percentage Points
|
|
Gross margin
|
|
27.7
|
%
|
|
25.6
|
%
|
|
2.1
|
|
|
26.8
|
%
|
|
26.1
|
%
|
|
0.7
|
|
|
Selling, general and administrative expenses
|
|
9.2
|
%
|
|
9.5
|
%
|
|
0.3
|
|
|
9.5
|
%
|
|
9.3
|
%
|
|
(0.2)
|
|
|
Research, development and engineering expenses
|
|
4.2
|
%
|
|
4.1
|
%
|
|
(0.1)
|
|
|
4.2
|
%
|
|
4.2
|
%
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Sales
Net sales for the three months ended September 30, 2026, increased by $1.1 billion versus the comparable period in 2025. The primary drivers were as follows:
•Components segment sales increased 23 percent mainly due to higher demand in North American truck markets.
•Engine segment sales increased 20 percent largely due to increased demand in North American truck markets.
•Power Systems segment sales increased 15 percent primarily due to higher demand for power generation equipment, especially in North America and China.
•Distribution segment sales increased 4 percent principally due to higher demand for power generation equipment, especially in North America.
Net sales for the nine months ended September 30, 2026, increased $2.2 billion versus the comparable period in 2025. The primary drivers were as follows:
•Power Systems segment sales increased 17 percent primarily due to higher demand for power generation equipment, especially in China and North America.
•Distribution segment sales increased 7 percent principally due to higher demand for power generation equipment, especially in North America.
•Engine segment sales increased 7 percent largely due to increased demand in construction markets in China and medium-duty truck markets in North America.
•Components segment sales increased 7 percent mainly due to higher demand in emission solutions and components and software markets in North America, China and India.
Sales to international markets (excludes the U.S. and Canada), based on location of customers, for the three and nine months ended September 30, 2026, were 39 percent and 41 percent of total net sales compared with 40 percent and 39 percent of total net sales for the comparable periods in 2025. A more detailed discussion of sales by segment is presented in the "REPORTABLE SEGMENT RESULTS" section.
Cost of Sales
The types of expenses included in cost of sales are the following: parts and material consumption, including direct and indirect materials; compensation and related expenses, including variable compensation, salaries and fringe benefits; depreciation on production equipment and facilities and amortization of technology intangibles; estimated costs of warranty programs and campaigns; production utilities; production-related purchasing; warehousing, including receiving and inspection; freight costs; engineering support costs; repairs and maintenance; net tariff costs; production and warehousing facility property insurance and rent for production facilities and other production overhead.
Gross Margin
Gross margin increased $486 million and $758 million, and increased 2.1 and 0.7 points as a percentage of sales, respectively, for the three and nine months ended September 30, 2026, versus the comparable periods in 2025. The increases in gross margin and gross margin as a percentage of sales were primarily due to higher volumes and favorable pricing, partially offset by increased compensation expenses.
The provision for base warranties issued as a percentage of sales for the three and nine months ended September 30, 2026, was 1.9 percent and 1.9 percent, respectively, compared to 1.8 percent and 1.9 percent for the comparable periods in 2025.
Selling, General and Administrative Expenses
Selling, general and administrative expenses increased $79 million for the three months ended September 30, 2026, and decreased 0.3 points as a percentage of net sales, versus the comparable period in 2025. The increase in selling, general and administrative expenses was primarily due to higher compensation expenses. The decrease in selling, general and administrative expenses as a percentage of net sales was due to sales increasing faster than selling, general and administrative expenses, despite higher compensation expenses. Compensation and related expenses included salaries, fringe benefits and variable compensation.
Selling, general and administrative expenses increased $267 million for the nine months ended September 30, 2026, and increased 0.2 points as a percentage of net sales, versus the comparable period in 2025. The increases were primarily due to higher compensation expenses and increased consulting costs.
Research, Development and Engineering Expenses
Research, development and engineering expenses increased $55 million for the three months ended September 30, 2026, and increased 0.1 points as a percentage of net sales, versus the comparable period in 2025. The increases were primarily due to higher spending on prototypes, increased consulting expenses and higher compensation expenses. Compensation and related expenses included salaries, fringe benefits and variable compensation.
Research, development and engineering expenses increased $97 million for the nine months ended September 30, 2026, and remained flat as a percentage of net sales, versus the comparable periods in 2025. The increase in research, development and engineering expenses was primarily due to higher compensation expenses and increased spending on prototypes.
Research activities continue to focus on development of new products and improvements of current technologies to meet future emission standards around the world, improvements in fuel economy performance of diesel and natural gas-powered engines and related components, as well as development activities around electrified power systems with innovative components and systems including battery and electric power technologies.
Equity, Royalty and Interest Income from Investees
Equity, royalty and interest income from investees increased $23 million for the three months ended September 30, 2026, versus the comparable period in 2025, primarily due to increased earnings at Chongqing Cummins Engine Co., Ltd. and Tata Cummins Ltd.
Equity, royalty and interest income from investees increased $76 million for the nine months ended September 30, 2026, versus the comparable period in 2025, mainly due to increased earnings at Chongqing Cummins Engine Co., Ltd., Dongfeng Cummins Engine Co., Ltd. and Beijing Foton Cummins Engine Co., Ltd.
Other Operating Expense, Net
Other operating expense, net for the three months ended September 30, 2026, decreased $217 million, versus the comparable period in 2025, primarily due to absence of the Accelera goodwill impairment charge, recorded in the third quarter of 2025. See NOTE 14, "ACCELERA ACTIONS," to our Condensed Consolidated Financial Statements for additional information.
Other operating expense, net for the nine months ended September 30, 2026, was relatively flat versus the comparable period in 2025, as the loss on the sale of our low pressure fuel cell business was offset by the absence of the Accelera goodwill impairment charge, recorded in the third quarter of 2025. See NOTE 14, "ACCELERA ACTIONS," to our Condensed Consolidated Financial Statements for additional information.
Income Tax Expense
Our effective tax rate for 2026 is expected to approximate 23.0 percent, excluding all discrete items and the unfavorable tax impact of the $199 million loss on the sale of our low pressure fuel cell business and settlement of current and future customer obligations for which no tax benefit was recognized.
Our effective tax rates for the three and nine months ended September 30, 2026, were 17.7 percent and 22.8 percent, respectively. Our effective tax rates for the three and nine months ended September 30, 2025, were 32.7 percent and 26.3 percent, respectively.
The three months ended September 30, 2026, contained net favorable discrete items of $75 million, primarily due to $38 million of favorable adjustments for uncertain tax positions and $37 million of favorable return to provision adjustments.
The nine months ended September 30, 2026, included an unfavorable tax impact due to the $199 million loss on the sale of our low pressure fuel cell business and settlement of current and future customer obligations for which no tax benefit was recognized. Discrete tax items were a net favorable $53 million, primarily due to $32 million of favorable adjustments for uncertain tax positions, $14 million of favorable return to provision adjustments and $7 million of other favorable discrete tax items. See NOTE 14, "ACCELERA ACTIONS," for additional information on the sale of our low pressure fuel cell business.
The three months ended September 30, 2025, contained net unfavorable discrete tax items of $4 million, primarily due to $32 million of unfavorable return to provision adjustments and net $1 million of other unfavorable tax items, partially offset by $25 million of favorable adjustments for uncertain tax positions and $4 million of favorable adjustments for share-based compensation.
The nine months ended September 30, 2025, contained net favorable discrete tax items of $6 million, primarily due to $30 million of favorable adjustments for uncertain tax positions and $12 million of favorable adjustments for share-based compensation, partially offset by $32 million of unfavorable return to provision adjustments and net $4 million of other unfavorable tax items.
Comprehensive Income - Foreign Currency Translation Adjustment
The foreign currency translation adjustment was a net loss of $35 million and $121 million for the three and nine months ended September 30, 2026, respectively, compared to a net loss of $67 million and a net gain of $247 million for the three and nine months ended September 30, 2025, respectively, driven by the following:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended
|
|
|
|
September 30,
|
|
|
|
2026
|
|
2025
|
|
In millions
|
|
Translation adjustment
|
|
Primary currency driver vs. U.S. dollar
|
|
Translation adjustment
|
|
Primary currency driver vs. U.S. dollar
|
|
Wholly-owned subsidiaries
|
|
$
|
(37)
|
|
|
Indian rupee, Brazilian real, Euro and Swedish krona
|
|
$
|
(49)
|
|
|
Indian rupee
|
|
Equity method investments
|
|
8
|
|
|
Chinese renminbi, partially offset by Brazilian real
|
|
-
|
|
|
|
|
Consolidated subsidiaries with a noncontrolling interest
|
|
(6)
|
|
|
Indian rupee
|
|
(18)
|
|
|
Indian rupee
|
|
Total
|
|
$
|
(35)
|
|
|
|
|
$
|
(67)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Nine months ended
|
|
|
|
September 30,
|
|
|
|
2026
|
|
2025
|
|
In millions
|
|
Translation adjustment
|
|
Primary currency driver vs. U.S. dollar
|
|
Translation adjustment
|
|
Primary currency driver vs. U.S. dollar
|
|
Wholly-owned subsidiaries
|
|
$
|
(107)
|
|
|
Indian rupee, Euro and British pound, partially offset by Brazilian real
|
|
$
|
241
|
|
|
Euro, Brazilian real and British pound
|
|
Equity method investments
|
|
18
|
|
|
Chinese renminbi, partially offset by Indian rupee
|
|
20
|
|
|
Chinese renminbi
|
|
Consolidated subsidiaries with a noncontrolling interest
|
|
(32)
|
|
|
Indian rupee
|
|
(14)
|
|
|
Indian rupee
|
|
Total
|
|
$
|
(121)
|
|
|
|
|
$
|
247
|
|
|
|
REPORTABLE SEGMENT RESULTS
Our reportable segments consist of the Engine, Components, Distribution, Power Systems and Accelera segments. This reporting structure is organized according to the products and markets each segment serves. We use segment EBITDA as the basis for the Chief Operating Decision Maker to evaluate the performance of each of our reportable segments. We believe EBITDA is a useful measure of our operating performance as it assists investors and debt holders in comparing our performance on a consistent basis without regard to financing methods, capital structure, income taxes or depreciation and amortization methods, which can vary significantly depending upon many factors. Segment amounts exclude certain expenses not specifically identifiable to segments. See NOTE 15, "REPORTABLE SEGMENTS," to our Condensed Consolidated Financial Statements for additional information and a reconciliation of our segment information to the corresponding amounts in our Condensed Consolidated Statements of Net Income.
Tariff related costs and recoveries were evaluated independently of all other drivers included in the disclosures below and all references to "price" and "material cost" variances exclude these separately evaluated tariff costs and recoveries. The net impact of tariff costs and related recoveries were immaterial to each reportable segment's EBITDA, unless specifically noted.
Following is a discussion of results for each of our reportable segments.
Engine Segment Results
Financial data for the Engine segment was as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended
|
|
Favorable/
|
|
Nine months ended
|
|
Favorable/
|
|
|
|
September 30,
|
|
(Unfavorable)
|
|
September 30,
|
|
(Unfavorable)
|
|
In millions
|
|
2026
|
|
2025
|
|
Amount
|
|
Percent
|
|
2026
|
|
2025
|
|
Amount
|
|
Percent
|
|
External sales
|
|
$
|
2,389
|
|
$
|
1,922
|
|
$
|
467
|
|
|
24
|
%
|
|
$
|
6,704
|
|
$
|
6,124
|
|
$
|
580
|
|
|
9
|
%
|
|
Intersegment sales
|
|
741
|
|
683
|
|
58
|
|
|
8
|
%
|
|
2,182
|
|
2,151
|
|
31
|
|
|
1
|
%
|
|
Total sales
|
|
3,130
|
|
2,605
|
|
525
|
|
|
20
|
%
|
|
8,886
|
|
8,275
|
|
611
|
|
|
7
|
%
|
|
Research, development and engineering expenses
|
|
186
|
|
159
|
|
(27)
|
|
|
(17)
|
%
|
|
531
|
|
465
|
|
(66)
|
|
|
(14)
|
%
|
|
Equity, royalty and interest income from investees
|
|
58
|
|
54
|
|
4
|
|
|
7
|
%
|
|
217
|
|
187
|
|
30
|
|
|
16
|
%
|
|
Interest income
|
|
12
|
|
11
|
|
1
|
|
|
9
|
%
|
|
32
|
|
29
|
|
3
|
|
|
10
|
%
|
|
Segment EBITDA
|
|
422
|
|
261
|
|
161
|
|
|
62
|
%
|
|
1,087
|
|
1,119
|
|
(32)
|
|
|
(3)
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Percentage Points
|
|
|
|
|
|
Percentage Points
|
|
Segment EBITDA as a percentage of total sales
|
|
13.5
|
%
|
|
10.0
|
%
|
|
|
|
3.5
|
|
|
12.2
|
%
|
|
13.5
|
%
|
|
|
|
(1.3)
|
|
Sales for our Engine segment by market were as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended
|
|
Favorable/
|
|
Nine months ended
|
|
Favorable/
|
|
|
|
September 30,
|
|
(Unfavorable)
|
|
September 30,
|
|
(Unfavorable)
|
|
In millions
|
|
2026
|
|
2025
|
|
Amount
|
|
Percent
|
|
2026
|
|
2025
|
|
Amount
|
|
Percent
|
|
Heavy-duty truck
|
|
$
|
1,016
|
|
$
|
772
|
|
$
|
244
|
|
|
32
|
%
|
|
$
|
2,783
|
|
$
|
2,669
|
|
$
|
114
|
|
|
4
|
%
|
|
Medium-duty truck and bus
|
|
1,045
|
|
784
|
|
261
|
|
|
33
|
%
|
|
2,946
|
|
2,720
|
|
226
|
|
|
8
|
%
|
|
Light-duty automotive
|
|
500
|
|
583
|
|
(83)
|
|
|
(14)
|
%
|
|
1,439
|
|
1,490
|
|
(51)
|
|
|
(3)
|
%
|
|
Total on-highway
|
|
2,561
|
|
2,139
|
|
422
|
|
|
20
|
%
|
|
7,168
|
|
6,879
|
|
289
|
|
|
4
|
%
|
|
Off-highway
|
|
569
|
|
466
|
|
103
|
|
|
22
|
%
|
|
1,718
|
|
1,396
|
|
322
|
|
|
23
|
%
|
|
Total sales
|
|
$
|
3,130
|
|
$
|
2,605
|
|
$
|
525
|
|
|
20
|
%
|
|
$
|
8,886
|
|
$
|
8,275
|
|
$
|
611
|
|
|
7
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Percentage Points
|
|
|
|
|
|
Percentage Points
|
|
On-highway sales as percentage of total sales
|
|
82
|
%
|
|
82
|
%
|
|
|
|
-
|
|
|
81
|
%
|
|
83
|
%
|
|
|
|
(2)
|
|
Total engine shipments by engine classification, including on and off-highway units, were as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended
|
|
Favorable/
|
|
Nine months ended
|
|
Favorable/
|
|
|
|
September 30,
|
|
(Unfavorable)
|
|
September 30,
|
|
(Unfavorable)
|
|
|
|
2026
|
|
2025
|
|
Amount
|
|
Percent
|
|
2026
|
|
2025
|
|
Amount
|
|
Percent
|
|
Heavy-duty
|
|
33,200
|
|
|
22,400
|
|
|
10,800
|
|
|
48
|
%
|
|
88,000
|
|
|
78,700
|
|
|
9,300
|
|
|
12
|
%
|
|
Medium-duty
|
|
85,700
|
|
|
63,100
|
|
|
22,600
|
|
|
36
|
%
|
|
250,900
|
|
|
211,700
|
|
|
39,200
|
|
|
19
|
%
|
|
Light-duty
|
|
44,800
|
|
|
49,600
|
|
|
(4,800)
|
|
|
(10)
|
%
|
|
130,300
|
|
|
132,700
|
|
|
(2,400)
|
|
|
(2)
|
%
|
|
Total unit shipments (1)
|
|
163,700
|
|
|
135,100
|
|
|
28,600
|
|
|
21
|
%
|
|
469,200
|
|
|
423,100
|
|
|
46,100
|
|
|
11
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) Unit shipments exclude aftermarket parts.
|
Sales
Engine segment sales for the three months ended September 30, 2026, increased $525 million versus the comparable period in 2025. The following were the primary drivers by market:
•Medium-duty truck and bus sales increased $261 million primarily due to higher truck demand, especially in North America, with shipments up 88 percent.
•Heavy-duty truck sales increased $244 million principally due to higher demand in North America with shipments up 68 percent.
Engine segment sales for the nine months ended September 30, 2026, increased $611 million versus the comparable period in 2025. The following were the primary drivers by market:
•Off-highway sales increased $322 million mainly due to higher international construction demand, especially in China.
•Medium-duty truck and bus sales increased $226 million primarily due to higher truck demand, especially in North America, with shipments up 15 percent.
Segment EBITDA
Engine segment EBITDA for the three months ended September 30, 2026, increased $161 million versus the comparable period in 2025, primarily due to higher volumes.
Engine segment EBITDA for the nine months ended September 30, 2026, decreased $32 million versus the comparable period in 2025, primarily due to higher compensation expenses, partially offset by increased volumes.
Components Segment Results
Financial data for the Components segment was as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended
|
|
Favorable/
|
|
Nine months ended
|
|
Favorable/
|
|
|
|
September 30,
|
|
(Unfavorable)
|
|
September 30,
|
|
(Unfavorable)
|
|
In millions
|
|
2026
|
|
2025
|
|
Amount
|
|
Percent
|
|
2026
|
|
2025
|
|
Amount
|
|
Percent
|
|
External sales
|
|
$
|
2,397
|
|
$
|
1,986
|
|
$
|
411
|
|
|
21
|
%
|
|
$
|
6,966
|
|
$
|
6,551
|
|
$
|
415
|
|
|
6
|
%
|
|
Intersegment sales
|
|
459
|
|
343
|
|
116
|
|
|
34
|
%
|
|
1,311
|
|
1,153
|
|
158
|
|
|
14
|
%
|
|
Total sales
|
|
2,856
|
|
2,329
|
|
527
|
|
|
23
|
%
|
|
8,277
|
|
7,704
|
|
573
|
|
|
7
|
%
|
|
Research, development and engineering expenses
|
|
85
|
|
70
|
|
(15)
|
|
|
(21)
|
%
|
|
254
|
|
222
|
|
(32)
|
|
|
(14)
|
%
|
|
Equity, royalty and interest income from investees
|
|
9
|
|
7
|
|
2
|
|
|
29
|
%
|
|
29
|
|
24
|
|
5
|
|
|
21
|
%
|
|
Interest income
|
|
11
|
|
8
|
|
3
|
|
|
38
|
%
|
|
33
|
|
25
|
|
8
|
|
|
32
|
%
|
|
Segment EBITDA
|
|
408
|
|
292
|
|
116
|
|
|
40
|
%
|
|
1,126
|
|
1,071
|
|
55
|
|
|
5
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Percentage Points
|
|
|
|
|
|
Percentage Points
|
|
Segment EBITDA as a percentage of total sales
|
|
14.3
|
%
|
|
12.5
|
%
|
|
|
|
1.8
|
|
|
13.6
|
%
|
|
13.9
|
%
|
|
|
|
(0.3)
|
|
Sales for our Components segment by business were as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended
|
|
Favorable/
|
|
Nine months ended
|
|
Favorable/
|
|
|
|
September 30,
|
|
(Unfavorable)
|
|
September 30,
|
|
(Unfavorable)
|
|
In millions
|
|
2026
|
|
2025
|
|
Amount
|
|
Percent
|
|
2026
|
|
2025
|
|
Amount
|
|
Percent
|
|
Drivetrain and braking systems
|
|
$
|
1,109
|
|
|
$
|
917
|
|
|
$
|
192
|
|
|
21
|
%
|
|
$
|
3,150
|
|
|
$
|
3,068
|
|
|
$
|
82
|
|
|
3
|
%
|
|
Emission solutions
|
|
956
|
|
|
788
|
|
|
168
|
|
|
21
|
%
|
|
2,859
|
|
|
2,590
|
|
|
269
|
|
|
10
|
%
|
|
Components and software
|
|
646
|
|
|
537
|
|
|
109
|
|
|
20
|
%
|
|
1,911
|
|
|
1,719
|
|
|
192
|
|
|
11
|
%
|
|
Automated transmissions
|
|
145
|
|
|
87
|
|
|
58
|
|
|
67
|
%
|
|
357
|
|
|
327
|
|
|
30
|
|
|
9
|
%
|
|
Total sales
|
|
$
|
2,856
|
|
|
$
|
2,329
|
|
|
$
|
527
|
|
|
23
|
%
|
|
$
|
8,277
|
|
|
$
|
7,704
|
|
|
$
|
573
|
|
|
7
|
%
|
Sales
Components segment sales for the three months ended September 30, 2026, increased $527 million versus the comparable period in 2025. The following were the primary drivers by business:
•Drivetrain and braking systems sales increased $192 million principally due to improved demand in North American medium and heavy-duty truck markets.
•Emission solutions sales increased $168 million primarily due to higher demand in North American medium and heavy-duty truck markets.
•Components and software sales increased $109 million mainly due to increased demand in North American medium and heavy-duty truck markets.
Components segment sales for the nine months ended September 30, 2026, increased $573 million versus the comparable period in 2025. The following were the primary drivers by business:
•Emission solutions sales increased $269 million primarily due to higher demand in North America, India, China and Western Europe.
•Components and software sales increased $192 million mainly due to improved demand in North America, China and India.
•Favorable foreign currency fluctuations, primarily in the Euro and Chinese renminbi.
Segment EBITDA
Components segment EBITDA for the three and nine months ended September 30, 2026, increased $116 million and $55 million, respectively, versus the comparable periods in 2025, mainly due to increased volumes, partially offset by higher compensation expenses.
Distribution Segment Results
Financial data for the Distribution segment was as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended
|
|
Favorable/
|
|
Nine months ended
|
|
Favorable/
|
|
|
|
September 30,
|
|
(Unfavorable)
|
|
September 30,
|
|
(Unfavorable)
|
|
In millions
|
|
2026
|
|
2025
|
|
Amount
|
|
Percent
|
|
2026
|
|
2025
|
|
Amount
|
|
Percent
|
|
External sales
|
|
$
|
3,307
|
|
$
|
3,170
|
|
$
|
137
|
|
|
4
|
%
|
|
$
|
9,736
|
|
$
|
9,106
|
|
$
|
630
|
|
|
7
|
%
|
|
Intersegment sales
|
|
3
|
|
2
|
|
1
|
|
|
50
|
%
|
|
16
|
|
14
|
|
2
|
|
|
14
|
%
|
|
Total sales
|
|
3,310
|
|
3,172
|
|
138
|
|
|
4
|
%
|
|
9,752
|
|
9,120
|
|
632
|
|
|
7
|
%
|
|
Research, development and engineering expenses
|
|
16
|
|
14
|
|
(2)
|
|
|
(14)
|
%
|
|
46
|
|
42
|
|
(4)
|
|
|
(10)
|
%
|
|
Equity, royalty and interest income from investees
|
|
29
|
|
23
|
|
6
|
|
|
26
|
%
|
|
91
|
|
77
|
|
14
|
|
|
18
|
%
|
|
Interest income
|
|
7
|
|
6
|
|
1
|
|
|
17
|
%
|
|
20
|
|
18
|
|
2
|
|
|
11
|
%
|
|
Segment EBITDA
|
|
461
|
|
492
|
|
(31)
|
|
|
(6)
|
%
|
|
1,356
|
|
1,313
|
|
43
|
|
|
3
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Percentage Points
|
|
|
|
|
|
Percentage Points
|
|
Segment EBITDA as a percentage of total sales
|
|
13.9
|
%
|
|
15.5
|
%
|
|
|
|
(1.6)
|
|
|
13.9
|
%
|
|
14.4
|
%
|
|
|
|
(0.5)
|
|
Sales for our Distribution segment by region were as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended
|
|
Favorable/
|
|
Nine months ended
|
|
Favorable/
|
|
|
|
September 30,
|
|
(Unfavorable)
|
|
September 30,
|
|
(Unfavorable)
|
|
In millions
|
|
2026
|
|
2025
|
|
Amount
|
|
Percent
|
|
2026
|
|
2025
|
|
Amount
|
|
Percent
|
|
North America
|
|
$
|
2,302
|
|
|
$
|
2,202
|
|
|
$
|
100
|
|
|
5
|
%
|
|
$
|
6,823
|
|
|
$
|
6,379
|
|
|
$
|
444
|
|
|
7
|
%
|
|
Asia Pacific
|
|
368
|
|
|
312
|
|
|
56
|
|
|
18
|
%
|
|
1,015
|
|
|
832
|
|
|
183
|
|
|
22
|
%
|
|
Europe
|
|
285
|
|
|
273
|
|
|
12
|
|
|
4
|
%
|
|
890
|
|
|
868
|
|
|
22
|
|
|
3
|
%
|
|
China
|
|
143
|
|
|
122
|
|
|
21
|
|
|
17
|
%
|
|
398
|
|
|
361
|
|
|
37
|
|
|
10
|
%
|
|
India
|
|
96
|
|
|
93
|
|
|
3
|
|
|
3
|
%
|
|
273
|
|
|
258
|
|
|
15
|
|
|
6
|
%
|
|
Africa and Middle East
|
|
70
|
|
|
74
|
|
|
(4)
|
|
|
(5)
|
%
|
|
200
|
|
|
193
|
|
|
7
|
|
|
4
|
%
|
|
Latin America
|
|
46
|
|
|
96
|
|
|
(50)
|
|
|
(52)
|
%
|
|
153
|
|
|
229
|
|
|
(76)
|
|
|
(33)
|
%
|
|
Total sales
|
|
$
|
3,310
|
|
|
$
|
3,172
|
|
|
$
|
138
|
|
|
4
|
%
|
|
$
|
9,752
|
|
|
$
|
9,120
|
|
|
$
|
632
|
|
|
7
|
%
|
Sales for our Distribution segment by product line were as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended
|
|
Favorable/
|
|
Nine months ended
|
|
Favorable/
|
|
|
|
September 30,
|
|
(Unfavorable)
|
|
September 30,
|
|
(Unfavorable)
|
|
In millions
|
|
2026
|
|
2025
|
|
Amount
|
|
Percent
|
|
2026
|
|
2025
|
|
Amount
|
|
Percent
|
|
Power generation
|
|
$
|
1,328
|
|
|
$
|
1,247
|
|
|
$
|
81
|
|
|
6
|
%
|
|
$
|
3,981
|
|
|
$
|
3,537
|
|
|
$
|
444
|
|
|
13
|
%
|
|
Parts
|
|
1,049
|
|
|
1,013
|
|
|
36
|
|
|
4
|
%
|
|
3,193
|
|
|
3,059
|
|
|
134
|
|
|
4
|
%
|
|
Service
|
|
483
|
|
|
495
|
|
|
(12)
|
|
|
(2)
|
%
|
|
1,388
|
|
|
1,350
|
|
|
38
|
|
|
3
|
%
|
|
Engines
|
|
450
|
|
|
417
|
|
|
33
|
|
|
8
|
%
|
|
1,190
|
|
|
1,174
|
|
|
16
|
|
|
1
|
%
|
|
Total sales
|
|
$
|
3,310
|
|
|
$
|
3,172
|
|
|
$
|
138
|
|
|
4
|
%
|
|
$
|
9,752
|
|
|
$
|
9,120
|
|
|
$
|
632
|
|
|
7
|
%
|
Sales
Distribution segment sales for the three and nine months ended September 30, 2026, increased $138 million and $632 million, respectively, versus the comparable periods in 2025, primarily due to increased demand for power generation equipment in North America, especially in data center applications.
Segment EBITDA
Distribution segment EBITDA for the three months ended September 30, 2026, decreased $31 million versus the comparable period in 2025, primarily due to higher compensation expenses, partially offset by increased volumes.
Distribution segment EBITDA for the nine months ended September 30, 2026, increased $43 million versus the comparable period in 2025, primarily due to favorable mix and increased volumes, partially offset by higher compensation expenses.
Power Systems Segment Results
Financial data for the Power Systems segment was as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended
|
|
Favorable/
|
|
Nine months ended
|
|
Favorable/
|
|
|
|
September 30,
|
|
(Unfavorable)
|
|
September 30,
|
|
(Unfavorable)
|
|
In millions
|
|
2026
|
|
2025
|
|
Amount
|
|
Percent
|
|
2026
|
|
2025
|
|
Amount
|
|
Percent
|
|
External sales
|
|
$
|
1,250
|
|
$
|
1,126
|
|
$
|
124
|
|
|
11
|
%
|
|
$
|
3,560
|
|
$
|
3,052
|
|
$
|
508
|
|
|
17
|
%
|
|
Intersegment sales
|
|
1,039
|
|
870
|
|
169
|
|
|
19
|
%
|
|
2,940
|
|
2,482
|
|
458
|
|
|
18
|
%
|
|
Total sales
|
|
2,289
|
|
1,996
|
|
293
|
|
|
15
|
%
|
|
6,500
|
|
5,534
|
|
966
|
|
|
17
|
%
|
|
Research, development and engineering expenses
|
|
85
|
|
62
|
|
(23)
|
|
|
(37)
|
%
|
|
230
|
|
188
|
|
(42)
|
|
|
(22)
|
%
|
|
Equity, royalty and interest income from investees
|
|
35
|
|
26
|
|
9
|
|
|
35
|
%
|
|
105
|
|
82
|
|
23
|
|
|
28
|
%
|
|
Interest income
|
|
6
|
|
4
|
|
2
|
|
|
50
|
%
|
|
16
|
|
12
|
|
4
|
|
|
33
|
%
|
|
Segment EBITDA
|
|
582
|
|
457
|
|
125
|
|
|
27
|
%
|
|
1,711
|
|
1,276
|
|
435
|
|
|
34
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Percentage Points
|
|
|
|
|
|
Percentage Points
|
|
Segment EBITDA as a percentage of total sales
|
|
25.4
|
%
|
|
22.9
|
%
|
|
|
|
2.5
|
|
|
26.3
|
%
|
|
23.1
|
%
|
|
|
|
3.2
|
|
Sales for our Power Systems segment by product line were as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended
|
|
Favorable/
|
|
Nine months ended
|
|
Favorable/
|
|
|
|
September 30,
|
|
(Unfavorable)
|
|
September 30,
|
|
(Unfavorable)
|
|
In millions
|
|
2026
|
|
2025
|
|
Amount
|
|
Percent
|
|
2026
|
|
2025
|
|
Amount
|
|
Percent
|
|
Power generation
|
|
$
|
1,557
|
|
|
$
|
1,280
|
|
|
$
|
277
|
|
|
22
|
%
|
|
$
|
4,376
|
|
|
$
|
3,486
|
|
|
$
|
890
|
|
|
26
|
%
|
|
Industrial
|
|
518
|
|
|
531
|
|
|
(13)
|
|
|
(2)
|
%
|
|
1,562
|
|
|
1,535
|
|
|
27
|
|
|
2
|
%
|
|
Generator technologies
|
|
214
|
|
|
185
|
|
|
29
|
|
|
16
|
%
|
|
562
|
|
|
513
|
|
|
49
|
|
|
10
|
%
|
|
Total sales
|
|
$
|
2,289
|
|
|
$
|
1,996
|
|
|
$
|
293
|
|
|
15
|
%
|
|
$
|
6,500
|
|
|
$
|
5,534
|
|
|
$
|
966
|
|
|
17
|
%
|
Sales
Power Systems segment sales for the three and nine months ended September 30, 2026, increased $293 million and $966 million, respectively, versus the comparable periods in 2025, primarily due to increased power generation sales resulting from higher demand in North America and China.
Segment EBITDA
Power Systems segment EBITDA for the three months ended September 30, 2026, increased $125 million versus the comparable period in 2025, mainly due to higher volumes and favorable pricing, partially offset by increased compensation expenses.
Power Systems segment EBITDA for the nine months ended September 30, 2026, increased $435 million versus the comparable period in 2025, mainly due to higher volumes and favorable pricing.
Accelera Segment Results
Financial data for the Accelera segment was as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended
|
|
Favorable/
|
|
Nine months ended
|
|
Favorable/
|
|
|
|
September 30,
|
|
(Unfavorable)
|
|
September 30,
|
|
(Unfavorable)
|
|
In millions
|
|
2026
|
|
2025
|
|
Amount
|
|
Percent
|
|
2026
|
|
2025
|
|
Amount
|
|
Percent
|
|
External sales
|
|
$
|
95
|
|
$
|
113
|
|
$
|
(18)
|
|
|
(16)
|
%
|
|
$
|
327
|
|
$
|
301
|
|
$
|
26
|
|
|
9
|
%
|
|
Intersegment sales
|
|
8
|
|
8
|
|
-
|
|
|
-
|
%
|
|
22
|
|
28
|
|
(6)
|
|
|
(21)
|
%
|
|
Total sales
|
|
103
|
|
121
|
|
(18)
|
|
|
(15)
|
%
|
|
349
|
|
329
|
|
20
|
|
|
6
|
%
|
|
Research, development and engineering expenses
|
|
28
|
|
40
|
|
12
|
|
|
30
|
%
|
|
82
|
|
129
|
|
47
|
|
|
36
|
%
|
|
Equity, royalty and interest loss from investees
|
|
(4)
|
|
(6)
|
|
2
|
|
|
33
|
%
|
|
(13)
|
|
(17)
|
|
4
|
|
|
24
|
%
|
|
Interest income
|
|
1
|
|
-
|
|
1
|
|
|
NM
|
|
1
|
|
1
|
|
-
|
|
|
-
|
%
|
|
Segment EBITDA
|
|
(56)
|
|
(336)
|
(1)
|
280
|
|
|
83
|
%
|
|
(402)
|
(2)
|
(522)
|
(1)
|
120
|
|
|
23
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
"NM" - not meaningful information
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) Included a $210 million goodwill impairment charge and a $30 million inventory write-down. See NOTE 14, "ACCELERA ACTIONS," to our Condensed Consolidated Financial Statements for additional information.
|
|
(2) Included a $199 million net charge related to the sale of our low pressure fuel cell business and settlement of current and future obligations. See NOTE 14, "ACCELERA ACTIONS," to our Condensed Consolidated Financial Statements for additional information.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accelera segment sales for the three months ended September 30, 2026, decreased $18 million versus the comparable period in 2025, mainly due to lower sales of electrolyzers.
Accelera segment sales for the nine months ended September 30, 2026, increased $20 million versus the comparable period in 2025, primarily due to improved sales of electrolyzers and favorable foreign currency fluctuations related mainly to the Euro.
OUTLOOK
The global trade environment, characterized by tariffs, export controls and broader geopolitical tensions, has created significant market volatility while introducing uncertainty around future demand for capital goods as well as potential impacts to our supply chain and our related product costs. Given the breadth, severity and uncertain duration of these global trade measures, our outlook presented below could be negatively impacted by policy-driven volatility. We are proactively taking steps in our supply chain to mitigate impacts where possible and we are working with our customers to pass through incremental costs.
2026 Outlook
Our outlook reflects the following positive trends and challenges to our business that could impact our revenue and earnings potential in 2026.
Positive Trends
•We expect demand within markets served by our Power Systems business to remain strong, including the power generation and industrial markets.
•We anticipate our aftermarket business will remain stable, driven primarily by demand in our Engine and Power Systems businesses.
•We expect strong demand for medium-duty and heavy-duty trucks in North America to continue for the remainder of 2026.
Challenges
•Increases in costs, tariffs, as well as other inflationary pressures, could negatively impact earnings.
•The potential for trade disruptions (including embargoes, sanctions, export controls and the ongoing conflict in Iran) could disrupt production, contribute to elevated prices for oil and other inputs, and negatively impact earnings.
•The slower adoption of zero emissions solutions reduced Accelera's near-term revenue outlook, prompting significant restructuring actions in 2024 and 2025 and a refined strategic investment approach. While we anticipate these actions will gradually improve the cost structure, we expect ongoing investments in priority technologies to result in continued near-term operating losses.
Current Regulatory Challenges for 2026 and Beyond
•Changes in government policies (such as reduced incentives, delayed infrastructure mandates or revised emissions standards) may impact Accelera's ability to compete, scale or recover investments in zero emissions technologies.
•We are navigating a dynamic regulatory environment in the U.S. that could impact future product launches, and we are actively engaged with customers, regulators and suppliers to ensure product development and certification requirements are met while delivering high-quality, dependable products that align with customer needs.
•On July 1, 2026, the U.S. declined to extend the United States-Mexico-Canada Agreement (USMCA). The U.S. is reportedly negotiating new terms with Canada and Mexico that would either maintain the current tri-lateral agreement structure or form new, bi-lateral agreements with each country. We are actively monitoring negotiations, but are currently unable to determine how future agreement revisions may impact our business.
•Our engines are subject to extensive statutory and regulatory requirements governing emissions, including greenhouse gas (GHG) standards set by the EPA and fuel consumption standards set by the National Highway Traffic Safety Administration (NHTSA). To comply with these regulations, we utilize banking and trading of regulatory compliance credits. In June 2025, NHTSA published an interpretive rule questioning the current regulatory framework of allowing credits as a compliance vehicle. In July 2025, the EPA published a proposed rule that would repeal GHG emissions standards and thus remove the requirement for vehicle and engine manufacturers to measure, control and report these emissions from vehicles. In February 2026, the EPA finalized the rescission of the 2009 Greenhouse Gas Endangerment Finding and repealed all GHG emission standards for on-highway vehicles and engines with an effective date of April 20, 2026. NHTSA rules currently still allow credits as a compliance vehicle. Depending on NHTSA's future rulemaking as indicated by the June 2025 interpretive rule, we may no longer utilize emission compliance credits on future engines sales and the credits could have a minimal, if any value to us. While the rules will likely be subject to legal challenges, in the period NHTSA finalizes a rule, we could be required to incur a non-cash expense up to the value of our existing credits. At September 30, 2026, we had $89 million of GHG emission compliance credits.
LIQUIDITY AND CAPITAL RESOURCES
Key Working Capital and Balance Sheet Data
We fund our working capital with cash from operations and short-term borrowings, including commercial paper, when necessary. Various assets and liabilities, including short-term debt, can fluctuate significantly from month-to-month depending on short-term liquidity needs. As a result, working capital is a prime focus of management's attention. Working capital and balance sheet measures are provided in the following table:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Dollars in millions
|
|
September 30,
2026
|
|
December 31,
2025
|
|
Working capital (1)
|
|
$
|
8,243
|
|
|
$
|
7,315
|
|
|
Current ratio
|
|
1.74
|
|
|
1.76
|
|
|
Accounts and notes receivable, net
|
|
$
|
6,638
|
|
|
$
|
5,818
|
|
|
Days' sales in receivables
|
|
62
|
|
|
60
|
|
|
Inventories
|
|
$
|
6,811
|
|
|
$
|
5,822
|
|
|
Inventory turnover
|
|
4.1
|
|
|
4.2
|
|
|
Accounts payable (principally trade)
|
|
$
|
4,879
|
|
|
$
|
3,800
|
|
|
Days' payable outstanding
|
|
58
|
|
|
58
|
|
|
Total debt
|
|
$
|
7,519
|
|
|
$
|
7,552
|
|
|
Total debt as a percent of total capital
|
|
34.4
|
%
|
|
36.0
|
%
|
|
|
|
|
|
|
|
(1) Working capital included cash and cash equivalents.
|
|
|
|
|
Cash Flows
Cash and cash equivalents were impacted as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Nine months ended
|
|
|
|
|
|
September 30,
|
|
|
|
In millions
|
|
2026
|
|
2025
|
|
Change
|
|
Net cash provided by operating activities
|
|
$
|
3,213
|
|
|
$
|
2,087
|
|
|
$
|
1,126
|
|
|
Net cash used in investing activities
|
|
(663)
|
|
|
(846)
|
|
|
183
|
|
|
Net cash used in financing activities
|
|
(1,833)
|
|
|
(403)
|
|
|
(1,430)
|
|
|
Effect of exchange rate changes on cash and cash equivalents
|
|
9
|
|
|
57
|
|
|
(48)
|
|
|
Net increase in cash and cash equivalents
|
|
$
|
726
|
|
|
$
|
895
|
|
|
$
|
(169)
|
|
|
|
|
|
|
|
|
|
Net cash provided by operating activities increased $1,126 million for the nine months ended September 30, 2026, versus the comparable period in 2025, primarily due to lower working capital requirements of $926 million. The lower working capital requirements resulted in a cash outflow of $480 million compared to a cash outflow of $1,406 million in the comparable period of 2025, mainly due to favorable changes in accounts payable and accrued expenses, partially offset by unfavorable changes in inventories and accounts and notes receivable.
Net cash used in investing activities decreased $183 million for the nine months ended September 30, 2026, versus the comparable period in 2025, primarily due to lower net investments in marketable securities.
Net cash used in financing activities increased $1,430 million for the nine months ended September 30, 2026, versus the comparable period in 2025, primarily due to lower proceeds from borrowings of $1,778 million and higher repurchases of common stock of $827 million, partially offset by lower payments of commercial paper of $901 million and lower payments on borrowings and finance lease obligations of $383 million.
The effect of exchange rate changes on cash and cash equivalents for the nine months ended September 30, 2026, versus the comparable period in 2025, declined $48 million primarily due to unfavorable fluctuations in the British pound and Euro, partially offset by Chinese renminbi.
Sources of Liquidity
We typically generate significant ongoing cash flow and cash provided by operations is generally our principal source of liquidity. Our sources of liquidity include the following:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
September 30, 2026
|
|
In millions
|
|
Total
|
|
U.S.
|
|
International
|
|
Primary location of international balances
|
|
Cash and cash equivalents
|
|
$
|
3,571
|
|
|
$
|
1,520
|
|
|
$
|
2,051
|
|
|
China, Singapore, Australia, Mexico, Romania, Belgium, India and United Kingdom
|
|
Marketable securities (1)
|
|
614
|
|
|
79
|
|
|
535
|
|
|
India and Brazil
|
|
Total
|
|
$
|
4,185
|
|
|
$
|
1,599
|
|
|
$
|
2,586
|
|
|
|
|
Available credit capacity
|
|
|
|
|
|
|
|
|
|
Revolving credit facilities (2)
|
|
$
|
3,652
|
|
|
|
|
|
|
|
|
International and other uncommitted domestic credit facilities
|
|
$
|
531
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) The majority of marketable securities could be liquidated into cash within a few days.
|
|
(2) The 5-year credit facility for $2.0 billion and the 3-year credit facility for $2.0 billion, maturing June 2030 and June 2028, respectively, are maintained primarily to provide backup liquidity for our commercial paper borrowings and general corporate purposes. At September 30, 2026, we had $348 million of commercial paper outstanding, which effectively reduced our available capacity under our revolving credit facilities to $3.7 billion.
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Cash, Cash Equivalents and Marketable Securities
A significant portion of our cash flow is generated outside the U.S. We manage our worldwide cash requirements considering available funds among the many subsidiaries through which we conduct our business and the cost effectiveness with which those funds can be accessed. As a result, we do not anticipate any local liquidity restrictions to preclude us from funding our operating needs with local resources.
If we distribute our foreign cash balances to the U.S. or to other foreign subsidiaries, we could be required to accrue and pay withholding taxes, for example, if we repatriated cash from certain foreign subsidiaries whose earnings we asserted are completely or partially permanently reinvested. Foreign earnings for which we assert permanent reinvestment outside the U.S. consist primarily of earnings of our China, India, Canada (including underlying subsidiaries) and Netherlands domiciled subsidiaries. At present, we do not foresee a need to repatriate any earnings for which we assert permanent reinvestment. However, to help fund cash needs of the U.S. or other international subsidiaries as they arise, we repatriate available cash from certain foreign subsidiaries whose earnings are not completely permanently reinvested when cost effective to do so.
Debt Facilities and Other Sources of Liquidity
Our committed credit facilities provide access up to $4.0 billion from our $2.0 billion 3-year credit facility and our $2.0 billion 5-year facility. These revolving credit facilities are maintained primarily to provide backup liquidity for our commercial paper borrowings and general corporate purposes. We intend to maintain credit facilities at the current or higher aggregate amounts by renewing or replacing these facilities at or before expiration. There were no outstanding borrowings under these facilities at September 30, 2026.
Our committed credit facilities also provide access up to $4.0 billion of unsecured, short-term promissory notes (commercial paper) pursuant to the Board authorized commercial paper programs. These programs facilitate the private placement of unsecured short-term debt through third-party brokers. We intend to use the net proceeds from the commercial paper borrowings for general corporate purposes. The total combined borrowing capacity under the revolving credit facilities and commercial paper programs should not exceed $4.0 billion. At September 30, 2026, we had $348 million of commercial paper outstanding, which effectively reduced our available capacity under our revolving credit facilities to $3.7 billion. See NOTE 9, "DEBT," to our Condensed Consolidated Financial Statements for additional information.
In the first nine months of 2026, we entered into a series of interest rate swaps to convert $550 million of our senior notes, due in 2054, from a fixed rate of 5.45 percent to a floating rate equal to the daily SOFR plus a spread. See NOTE 13, "DERIVATIVES," to our Condensed Consolidated Financial Statements for additional information.
As a well-known seasoned issuer, we filed an automatic shelf registration for an undetermined amount of debt and equity securities with the Securities and Exchange Commission (SEC) on February 13, 2025. Under this shelf registration we may offer, from time-to-time, debt securities, common stock, preferred and preference stock, depositary shares, warrants, stock purchase contracts and stock purchase units.
Supply Chain Financing
We currently have supply chain financing programs with financial intermediaries, which provide certain vendors the option to be paid by financial intermediaries earlier than the due date on the applicable invoice (generally with 60 to 90 day payment terms). When a vendor utilizes the program and receives an early payment from a financial intermediary, they take a discount on the invoice. We then pay the financial intermediary the face amount of the invoice on the original due date. The maximum amount that we could have outstanding under these programs was $564 million at September 30, 2026. We do not reimburse vendors for any costs they incur for participation in the program; their participation is completely voluntary and there are no assets pledged as security or other forms of guarantees provided for the committed payment to the finance provider or intermediary. As a result, all amounts owed to the financial intermediaries are presented as accounts payable in our Condensed Consolidated Balance Sheets. The amount due to the financial intermediaries reflected in accounts payable at September 30, 2026, was $244 million.
Uses of Cash
Dividends
We paid dividends of $854 million during the nine months ended September 30, 2026. In July 2026, the Board authorized an increase to our quarterly dividend of 10 percent from $2.00 per share to $2.20 per share.
Capital Expenditures
Capital expenditures for the nine months ended September 30, 2026, were $741 million versus $691 million in the comparable period in 2025. We continue to invest in new product lines and targeted capacity expansions. We plan to spend an estimated $1.35 billion to $1.45 billion in 2026 on capital expenditures with approximately 60 percent of these expenditures expected to be invested in North America.
Current Maturities of Short and Long-Term Debt
We had $348 million of commercial paper outstanding at September 30, 2026, that matures in less than one year. Required annual long-term debt principal payments range from $22 million to $865 million over the next five years (including the remainder of 2026). See NOTE 9, "DEBT," to our Condensed Consolidated Financial Statements for additional information.
Stock Repurchases
In December 2021, the Board authorized the acquisition of up to $2.0 billion of additional common stock upon completion of the $2.0 billion repurchase plan authorized in 2019, which was completed in the first quarter of 2026. In the first nine months of 2026, we made the following purchases under our stock repurchase programs:
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In millions (except per share amounts)
For each quarter ended
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Shares
Purchased
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Average Cost
Per Share
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Total Cost of
Repurchases
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Remaining
Authorized
Capacity
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December 2019, $2 billion repurchase program
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March 31
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0.4
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$
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539.09
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$
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218
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$
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-
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December 2021, $2 billion repurchase program
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March 31
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0.1
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519.00
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25
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1,975
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June 30
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0.3
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623.69
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225
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1,750
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September 30
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0.6
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600.79
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365
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1,385
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Subtotal
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1.0
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605.11
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615
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Total
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1.4
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586.33
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$
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833
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We intend to repurchase outstanding shares from time to time during 2026 to enhance shareholder value.
Settlement of Current and Future Customer Obligations
In the first quarter of 2026, we sold our low pressure fuel cell business to a customer, cancelled future commitments and resolved certain claims against us with that customer resulting in a net payment by us of $175 million. See NOTE 14, "ACCELERA ACTIONS," to our Condensed Consolidated Financial Statements for additional information.
Pensions
Our global pension plans, including our unfunded and non-qualified plans, were 112 percent funded at December 31, 2025. Our U.S. defined benefit plans (qualified and non-qualified), which represented approximately 70 percent of the worldwide pension obligation, were 115 percent funded, and our U.K. defined benefit plans were 105 percent funded at December 31, 2025. The funded status of our pension plans is dependent upon a variety of variables and assumptions including returns on pension assets subject to active investment management, market interest rates and levels of voluntary contributions to the plans. In the first nine months of 2026, the investment gain on our U.S. pension trust was 3.4 percent, while our U.K. pension trusts' actively managed pension assets had a loss of 0.8 percent. We anticipate making additional defined benefit pension contributions during the remainder of 2026 of $12 million for our U.S. and U.K. qualified and non-qualified pension plans. These contributions may be made from trusts or company funds either to increase pension assets or to make direct benefit payments to plan participants. We expect our 2026 annual net periodic pension cost to approximate $75 million.
Credit Ratings
Our rating and outlook from each of the credit rating agencies as of the date of filing are shown in the table below:
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Long-Term
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Short-Term
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Credit Rating Agency (1)
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Senior Debt Rating
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Debt Rating
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Outlook
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Standard and Poor's Rating Services
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A
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A1
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Stable
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Moody's Investors Service, Inc.
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A2
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P1
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Stable
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(1) Credit ratings are not recommendations to buy, are subject to change, and each rating should be evaluated independently of any other rating. In addition, we undertake no obligation to update disclosures concerning our credit ratings, whether as a result of new information, future events or otherwise.
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Management's Assessment of Liquidity
Our financial condition and liquidity remain strong. Our solid balance sheet and credit ratings enable us to have ready access to credit and the capital markets. We assess our liquidity in terms of our ability to generate adequate cash to fund our operating, investing and financing activities in combination with access to our revolving credit facilities and commercial paper programs as noted above. We believe our access to the capital markets, our existing cash and marketable securities, operating cash flow and revolving credit facilities provide us with the financial flexibility needed to fund dividend payments, targeted capital expenditures, debt service obligations, common stock repurchases, projected pension obligations, joint venture contributions and acquisitions through 2026 and beyond.
APPLICATION OF CRITICAL ACCOUNTING ESTIMATES
Our Condensed Consolidated Financial Statements are prepared in accordance with generally accepted accounting principles that often require management to make judgments, estimates and assumptions regarding uncertainties that affect the reported amounts presented and disclosed in the financial statements. Management reviews these estimates and assumptions based on historical experience, changes in business conditions and other relevant factors they believe to be reasonable under the circumstances. In any given reporting period, our actual results may differ from the estimates and assumptions used in preparing our Condensed Consolidated Financial Statements.
Critical accounting estimates are defined as follows: the estimate requires management to make assumptions about matters that were highly uncertain at the time the estimate was made; different estimates reasonably could have been used; or if changes in the estimate are reasonably likely to occur from period to period and the change would have a material impact on our financial condition or results of operations. Our senior management has discussed the development and selection of our accounting policies, related accounting estimates and the disclosures set forth below with the Audit Committee of the Board. Our critical accounting estimates disclosed in the Form 10-K address estimating liabilities for warranty programs, assessing goodwill impairment and accounting for income taxes and pension benefits.
RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS
See NOTE 16, "RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS," in our Notes to our Condensed Consolidated Financial Statements for additional information.