EMERSON ELECTRIC CO (EMR) · Material Event (8-K) SEC Filing

EX-99.1 2 a2026q3release_ex991.htm EX-99.1 DocumentExhibit 99.1Emerson Reports Third Quarter 2026 Results Raises 2026 OutlookST. LOUIS, August 4, 2026 PRNewswire -- Emerson (NYSE EMR) today reported results1 for its third quarter ended June 30, 2026 and updated its full year outlook for fiscal 2026. Emerson also declared a quarterly cash dividend of $0.555 per share of common stock payable September 10, 2026 to stockholders of record on August 14, 2026. (dollars in millions, except per share) 2025 Q3 2026 Q3 Change Underlying Orders2 7% Net Sales $4,553 $4,873 7% Underlying Sales3 6% Pretax Earnings $734 $916 Margin 16.1% 18.8% 270 bps Adjusted Segment EBITA4 $1,232 $1,387 Margin 27.1% 28.5% 140 bps GAAP Earnings Per Share $1.03 $1.28 24% Adjusted Earnings Per Share5 $1.52 $1.71 13% Operating Cash Flow $1,062 $1,425 34% Free Cash Flow $970 $1,323 36% Management Commentary Emerson had an outstanding third quarter with sales, margin expansion, earnings and cash flow all exceeding expectations, said Emerson President and Chief Executive Officer Lal Karsanbhai. Demand was robust, with underlying orders up 7%, led by Software Systems and broad-based growth in North America and Asia. The conflict in the Middle East remains fluid, and I am proud of our team's ability to deliver results and support our customers around the world. Karsanbhai continued, We are raising our full year guidance, reflecting our strong third quarter performance and healthy demand. Secular tailwinds continue to support sustained investment in our growth verticals and provide a solid foundation as we finish 2026 and look ahead to 2027. 2026 OutlookThe following tables summarize the fiscal year 2026 guidance framework. As we pivot capital allocation to returning cash to shareholders, the 2026 outlook assumes returning $2.2B through $1B share repurchases and $1.2B of dividends. Guidance figures are approximate. 2026 Q4 2026 Net Sales Growth 5% 5% Underlying Sales Growth 5% 3.5% Earnings Per Share $1.45 $4.89 Amortization of intangibles $0.34 $1.39 Restructuring and related costs $0.03 $0.24 Acquisition divestiture fees and related costs $0.01 $0.09 Discrete taxes $0.02 $0.05 IEEPA tariff refunds - ($0.11) Adjusted Earnings Per Share $1.85 $6.55 Operating Cash Flow $4.1B Free Cash Flow $3.6B 1 Results are presented on a continuing operations basis. 2 Underlying orders do not include AspenTech.3 Underlying sales excludes the impact of currency translation, and significant acquisitions and divestitures.4 Adjusted segment EBITA represents segment earnings excluding restructuring and intangibles amortization expense.5 Adjusted EPS excludes intangibles amortization expense, restructuring and related costs, first year purchase accounting related items and transaction-related costs, discrete taxes and certain gains, losses or impairments.Page 2Conference CallToday, beginning at 3 30 p.m. Central Time 4 30 p.m. Eastern Time, Emerson management will discuss the third quarter results during an investor conference call. Participants can access a live webcast available at https ir.emerson.com at the time of the call. A replay of the call will be available for 90 days. Conference call slides will be posted in advance of the call on the company website.About EmersonEmerson (NYSE EMR) is a global automation leader delivering solutions for the most demanding technology challenges. Headquartered in St. Louis, Missouri, Emerson is engineering the autonomous future, enabling customers to optimize operations and accelerate innovation. For more information, visit Emerson.com. Forward-Looking and Cautionary StatementsStatements in this press release that are not strictly historical may be forward-looking statements, which represent management s expectations, based on currently available information. Actual results, performance or achievements could differ materially from those expressed in any forward-looking statement. Any forward-looking statements in this press release speak only as of the date of this press release. Emerson undertakes no obligation to update any such statements to reflect new information or later developments. Examples of risks and uncertainties that may cause our actual results or performance to be materially different from those expressed or implied by forward looking statements include the scope, duration and ultimate impacts of the Russia-Ukraine, Middle East and other global conflicts, as well as economic and currency conditions, market demand, pricing, protection of intellectual property, cybersecurity, tariffs, competitive and technological factors, inflation, among others, as set forth in the Company's most recent Annual Report on Form 10-K and subsequent reports filed with the SEC. The outlook contained herein represents the Company's expectation for its consolidated results, other than as noted herein.Emerson uses our Investor Relations website, https ir.emerson.com, as a means of disclosing informationwhich may be of interest or material to our investors and for complying with disclosure obligations under RegulationFD. Accordingly, investors should monitor our Investor Relations website, in addition to following our press releases,SEC filings, public conference calls, webcasts and social media. The information contained on, or that may beaccessed through, our website is not incorporated by reference into, and is not a part of, this document. Investors Media Doug Ashby Joseph Sala Greg Klassen (314) 553-2197 Joele Frank, Wilkinson Brimmer Katcher (212) 355-4449 (tables attached)Page 3 Table 1 EMERSON AND SUBSIDIARIES CONSOLIDATED OPERATING RESULTS (AMOUNTS IN MILLIONS EXCEPT PER SHARE, UNAUDITED) Quarter Ended June 30, Nine Months Ended June 30, 2025 2026 2025 2026 Net sales $ 4,553 $ 4,873 $ 13,161 $ 13,781 Cost of sales 2,160 2,218 6,161 6,393 SG A expenses 1,266 1,343 3,773 3,902 Other deductions, net 298 311 944 744 Interest expense, net 95 85 145 258 Earnings from continuing operations before income taxes 734 916 2,138 2,484 Income taxes 154 198 536 542 Earnings from continuing operations 580 718 1,602 1,942 Discontinued operations, net of tax 6 7 Net earnings 586 718 1,609 1,942 Less Noncontrolling interests in subsidiaries (48) 1 Net earnings common stockholders $ 586 $ 718 $ 1,657 $ 1,941 Earnings common stockholders Earnings from continuing operations 580 718 1,650 1,941 Discontinued operations 6 7 Net earnings common stockholders $ 586 $ 718 $ 1,657 $ 1,941 Diluted avg. shares outstanding 564.7 561.1 567.1 562.7 Diluted earnings per share common stockholders Earnings from continuing operations $ 1.03 $ 1.28 $ 2.91 $ 3.45 Discontinued operations 0.01 0.01 Diluted earnings per common share $ 1.04 $ 1.28 $ 2.92 $ 3.45 Quarter Ended June 30, Nine Months Ended June 30, 2025 2026 2025 2026 Other deductions, net Amortization of intangibles $ 219 $ 204 $ 677 $ 613 Restructuring costs 37 87 70 141 Other 42 20 197 (10) Total $ 298 $ 311 $ 944 $ 744 Page 4 Table 2 EMERSON AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (DOLLARS IN MILLIONS, UNAUDITED) Sept 30, 2025 June 30, 2026 Assets Cash and equivalents $ 1,544 $ 2,180 Receivables, net 3,101 3,057 Inventories 2,213 2,513 Other current assets 1,725 1,905 Total current assets 8,583 9,655 Property, plant equipment, net 2,871 2,861 Goodwill 18,193 18,122 Other intangible assets 9,458 8,686 Other 2,859 2,884 Total assets $ 41,964 $ 42,208 Liabilities and equity Short-term borrowings and current maturities of long-term debt $ 4,797 $ 5,587 Accounts payable 1,384 1,613 Accrued expenses 3,616 3,572 Total current liabilities 9,797 10,772 Long-term debt 8,319 7,526 Other liabilities 3,550 3,516 Equity Common stockholders' equity 20,282 20,379 Noncontrolling interests in subsidiaries 16 15 Total equity 20,298 20,394 Total liabilities and equity $ 41,964 $ 42,208 Page 5 Table 3 EMERSON AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS (DOLLARS IN MILLIONS, UNAUDITED) Nine Months Ended June 30, 2025 2026 Operating activities Net earnings $ 1,609 $ 1,942 Earnings from discontinued operations, net of tax (7) Adjustments to reconcile net earnings to net cash provided by operating activities Depreciation and amortization 1,139 1,105 Stock compensation 198 181 Changes in operating working capital (80) (320) Other, net (195) (6) Cash from continuing operations 2,664 2,902 Cash from discontinued operations (576) Cash provided by operating activities 2,088 2,902 Investing activities Capital expenditures (263) (284) Purchases of businesses, net of cash and equivalents acquired (36) Other, net (94) (38) Cash used in investing activities (393) (322) Financing activities Net increase in short-term borrowings 1,419 1,434 Proceeds from short-term borrowings greater than three months 5,292 6,229 Payments of short-term borrowings greater than three months (1,349) (7,028) Proceeds from long-term debt 1,544 Payments of long-term debt (503) (588) Dividends paid (895) (935) Purchases of common stock (1,147) (898) Purchase of noncontrolling interest (7,244) Settlement of AspenTech share awards (76) Other, net (60) (134) Cash used in financing activities (3,019) (1,920) Effect of exchange rate changes on cash and equivalents (45) (24) Increase (decrease) in cash and equivalents (1,369) 636 Beginning cash and equivalents 3,588 1,544 Ending cash and equivalents $ 2,219 $ 2,180 Page 6 Table 4 EMERSON AND SUBSIDIARIES SEGMENT SALES AND EARNINGS (DOLLARS IN MILLIONS, UNAUDITED) The following tables show results for the Company's segments on an adjusted segment EBITA basis and are intended to supplement the Company's results of operations, including its segment earnings which are defined as earnings before interest and taxes. The Company defines adjusted segment and total segment EBITA as segment earnings excluding intangibles amortization expense, and restructuring and related expense. Adjusted segment and total segment EBITA, and adjusted segment and total segment EBITA margin are measures used by management and may be useful for investors to evaluate the Company's segments' operational performance. Quarter Ended June 30, 2025 2026 Reported Underlying Sales Control Systems Software $ 1,120 $ 1,199 7 % 7 % Test Measurement 360 445 23 % 23 % Software Systems $ 1,480 $ 1,644 11 % 11 % Sensors 1,013 1,091 8 % 7 % Final Control 1,522 1,586 4 % 3 % Intelligent Devices $ 2,535 $ 2,677 6 % 5 % Safety Productivity $ 538 $ 552 3 % 2 % Total $ 4,553 $ 4,873 7 % 6 % Sales Growth by Geography Quarter Ended June 30, Americas 8 % Europe (1) % Asia, Middle East Africa 8 % Page 7 Table 4 cont. Nine Months Ended June 30, 2025 2026 Reported Underlying Sales Control Systems Software $ 3,235 $ 3,332 3 % 2 % Test Measurement 1,077 1,268 18 % 15 % Software Systems $ 4,312 $ 4,600 7 % 5 % Sensors 2,986 3,111 4 % 2 % Final Control 4,315 4,469 4 % 2 % Intelligent Devices $ 7,301 $ 7,580 4 % 2 % Safety Productivity $ 1,548 $ 1,601 3 % 2 % Total $ 13,161 $ 13,781 5 % 3 % Sales Growth by Geography Nine Months Ended June 30, Americas 6 % Europe (1) % Asia, Middle East Africa 1 % Page 8 Table 4 cont. Quarter Ended June 30, Quarter Ended June 30, 2025 2026 As Reported (GAAP) Adjusted EBITA (Non-GAAP) As Reported (GAAP) Adjusted EBITA (Non-GAAP) Earnings Control Systems Software $ 271 $ 393 $ 285 $ 391 Margins 24.2 % 35.2 % 23.8 % 32.6 % Test Measurement (26) 81 11 132 Margins (7.2) % 22.4 % 2.6 % 29.6 % Software Systems $ 245 $ 474 $ 296 $ 523 Margins 16.6 % 32.1 % 18.0 % 31.8 % Sensors 246 259 303 323 Margins 24.2 % 25.5 % 27.7 % 29.7 % Final Control 351 389 349 424 Margins 23.1 % 25.5 % 22.0 % 26.7 % Intelligent Devices $ 597 $ 648 $ 652 $ 747 Margins 23.5 % 25.5 % 24.3 % 27.9 % Safety Productivity $ 103 $ 110 $ 93 $ 117 Margins 19.2 % 20.4 % 16.9 % 21.2 % Corporate items and interest expense, net Stock compensation (71) (45) (68) (64) Unallocated pension and postretirement costs 27 27 29 29 Corporate and other (72) (31) (1) (49) Interest expense, net (95) (85) Pretax Earnings Adjusted EBITA $ 734 $ 1,183 $ 916 $ 1,303 Margins 16.1 % 26.0 % 18.8 % 26.7 % Supplemental Total Segment Earnings Adjusted Total Segment EBITA $ 1,232 $ 1,387 Margins 27.1 % 28.5 % Page 9 Table 4 cont. Quarter Ended June 30, Quarter Ended June 30, 2025 2026 Amortization of Intangibles1 Restructuring and Related Costs2 Amortization of Intangibles1 Restructuring and Related Costs2 Control Systems Software $ 114 $ 8 $ 100 $ 6 Test Measurement 107 108 13 Software Systems $ 221 $ 8 $ 208 $ 19 Sensors 11 2 11 9 Final Control 30 8 27 48 Intelligent Devices $ 41 $ 10 $ 38 $ 57 Safety Productivity $ 7 $ $ 7 $ 17 Corporate 23 3 6 Total $ 269 $ 41 $ 253 $ 99 1 Amortization of intangibles includes $50 and $49 reported in cost of sales for the three months ended June 30, 2025 and 2026, respectively. 2 Restructuring and related costs includes $4 and $12 reported in cost of sales and selling, general and administrative expenses for the three months ended June 30, 2025 and 2026, respectively. 3 Corporate restructuring and related costs of $23 for the three months ended June 30, 2025 includes $20 related to integration-related stock compensation expense attributable to AspenTech. Quarter Ended June 30, Depreciation and Amortization 2025 2026 Control Systems Software $ 135 $ 128 Test Measurement 119 120 Software Systems 254 248 Sensors 32 34 Final Control 56 56 Intelligent Devices 88 90 Safety Productivity 19 27 Corporate 11 12 Total $ 372 $ 377 Page 10 Table 5 EMERSON AND SUBSIDIARIES ADJUSTED CORPORATE AND OTHER SUPPLEMENTAL (DOLLARS IN MILLIONS, UNAUDITED) The following table shows the Company's stock compensation and corporate and other expenses on an adjusted basis. The Company's definition of adjusted stock compensation excludes integration-related stock compensation expense. The Company's definition of adjusted corporate and other excludes corporate restructuring and related costs, first year purchase accounting related items and transaction fees, and certain gains, losses or impairments. This metric is useful for reconciling from total adjusted segment EBITA to the Company's consolidated adjusted EBITA. Quarter Ended June 30, 2025 2026 Stock compensation (GAAP) $ (71) $ (68) Integration-related stock compensation expense 26 1 4 Adjusted stock compensation (non-GAAP) $ (45) $ (64) Quarter Ended June 30, 2025 2026 Corporate and other (GAAP) $ (72) $ (1) Corporate restructuring and related costs 3 6 Acquisition divestiture costs 38 28 IEEPA tariff refunds (82) Adjusted corporate and other (non-GAAP) $ (31) $ (49) 1 Integration-related stock compensation expense for the three months ended June 30, 2025 includes $24 related to AspenTech of which $20 is reported as restructuring costs, and $2 related to NI. Page 11 Table 6 EMERSON AND SUBSIDIARIES ADJUSTED EBITA EPS SUPPLEMENTAL (AMOUNTS IN MILLIONS EXCEPT PER SHARE, UNAUDITED) The following tables, which show results on an adjusted EBITA basis and diluted earnings per share on an adjusted basis, are intended to supplement the Company's discussion of its results of operations herein. The Company defines adjusted EBITA as earnings excluding interest expense, net, income taxes, intangibles amortization expense, restructuring and related costs, first year purchase accounting related items and transaction fees, and certain gains, losses or impairments. Adjusted earnings per share excludes intangibles amortization expense, restructuring and related costs, first year purchase accounting related items and transaction-related costs, discrete taxes, and certain gains, losses or impairments. Adjusted EBITA, adjusted EBITA margin, and adjusted earnings per share are measures used by management and may be useful for investors to evaluate the Company's operational performance. Quarter Ended June 30, 2025 2026 Pretax earnings $ 734 $ 916 Percent of sales 16.1 % 18.8 % Interest expense, net 95 85 Amortization of intangibles 269 253 Restructuring and related costs 41 99 Acquisition divestiture fees and related costs 44 32 IEEPA tariff refunds (82) Adjusted EBITA $ 1,183 $ 1,303 Percent of sales 26.0 % 26.7 % Quarter Ended June 30, 2025 2026 GAAP earnings from continuing operations per share $ 1.03 $ 1.28 Amortization of intangibles 0.37 0.35 Restructuring and related costs 0.06 0.13 Acquisition divestiture fees and related costs 0.06 0.05 Discrete taxes 0.01 IEEPA tariff refunds (0.11) Adjusted earnings from continuing operations per share $ 1.52 $ 1.71 Page 12 Table 6 cont. Quarter Ended June 30, 2026 PretaxEarnings IncomeTaxes Earnings from Cont. Ops. Non-ControllingInterests NetEarnings CommonStockholders DilutedEarningsPerShare As reported (GAAP) $ 916 $ 198 $ 718 $ $ 718 $ 1.28 Amortization of intangibles 253 1 59 194 194 0.35 Restructuring and related costs 99 2 25 74 74 0.13 Acquisition divestiture fees and related costs 32 2 30 30 0.05 Discrete taxes (7) 7 7 0.01 IEEPA tariff refunds (82) (19) (63) (63) (0.11) Adjusted (non-GAAP) $ 1,218 $ 258 $ 960 $ $ 960 $ 1.71 Interest expense, net 85 Adjusted EBITA (non-GAAP) $ 1,303 1 Amortization of intangibles includes $49 reported in cost of sales. 2 Restructuring and related costs includes $12 reported in cost of sales and selling, general and administrative expenses. Page 13 Reconciliations of Non-GAAP Financial Measures Other Table 7 Reconciliations of Non-GAAP measures with the most directly comparable GAAP measure (dollars in millions, except per share amounts). See tables 4 through 6 for additional non-GAAP reconciliations. 2026 Q3 Underlying Sales Change Reported (Favorable) Unfavorable FX (Acquisitions) Divestitures Underlying Control Systems Software 7 % % % 7 % Test Measurement 23 % % % 23 % Software Systems 11 % % % 11 % Sensors 8 % (1) % % 7 % Final Control 4 % (1) % % 3 % Intelligent Devices 6 % (1) % % 5 % Safety Productivity 3 % (1) % % 2 % Emerson 7 % (1) % % 6 % Nine Months Ended June 30, 2026 Underlying Sales Change Reported (Favorable) Unfavorable FX (Acquisitions) Divestitures Underlying Control Systems Software 3 % (1) % % 2 % Test Measurement 18 % (3) % % 15 % Software Systems 7 % (2) % % 5 % Sensors 4 % (2) % % 2 % Final Control 4 % (2) % % 2 % Intelligent Devices 4 % (2) % % 2 % Safety Productivity 3 % (1) % % 2 % Emerson 5 % (2) % % 3 % Underlying Growth Guidance 2026 Q4 Guidance 2026Guidance Reported (GAAP) 5% 5% (Favorable) Unfavorable FX - (1.5 pts) (Acquisitions) Divestitures - - Underlying (non-GAAP) 5% 3.5% 2025 Q3 Adjusted Segment EBITA EBIT EBIT Margin Amortizationof Intangibles Restructuring and Related Costs Adjusted Segment EBITA Adjusted Segment EBITA Margin Control Systems Software $ 271 24.2 % $ 114 $ 8 $ 393 35.2 % Test Measurement (26) (7.2) % 107 81 22.4 % Software Systems $ 245 16.6 % $ 221 $ 8 $ 474 32.1 % Sensors 246 24.2 % 11 2 259 25.5 % Final Control 351 23.1 % 30 8 389 25.5 % Intelligent Devices $ 597 23.5 % $ 41 $ 10 $ 648 25.5 % Safety Productivity $ 103 19.2 % $ 7 $ $ 110 20.4 % Page 14 2026 Q3 Adjusted Segment EBITA EBIT EBIT Margin Amortizationof Intangibles Restructuring and Related Costs Adjusted Segment EBITA Adjusted Segment EBITA Margin Control Systems Software $ 285 23.8 % $ 100 $ 6 $ 391 32.6 % Test Measurement 11 2.6 % 108 13 132 29.6 % Software Systems $ 296 18.0 % $ 208 $ 19 $ 523 31.8 % Sensors 303 27.7 % 11 9 323 29.7 % Final Control 349 22.0 % 27 48 424 26.7 % Intelligent Devices $ 652 24.3 % $ 38 $ 57 $ 747 27.9 % Safety Productivity $ 93 16.9 % $ 7 $ 17 $ 117 21.2 % Total Adjusted Segment EBITA 2025 Q3 2026 Q3 Pretax earnings (GAAP) $ 734 $ 916 Margin 16.1 % 18.8 % Corporate items and interest expense, net 211 125 Amortization of intangibles 269 253 Restructuring and related costs 18 93 Adjusted segment EBITA (non-GAAP) $ 1,232 $ 1,387 Margin 27.1 % 28.5 % Free Cash Flow 2025 Q3 2026 Q3 2026E($ in billions) Operating cash flow (GAAP) $ 1,062 $ 1,425 $4.1 Capital expenditures (92) (102) (0.45) Free cash flow (non-GAAP) $ 970 $ 1,323 $3.6 Note 1 Underlying sales and orders exclude the impact of currency translation and significant acquisitions and divestitures. Note 2 All fiscal year 2026E figures are approximate, except where range is given.