Companies: 11,246     total market cap: $155.303 T
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Eaton
ETN
#125
Rank
$172.77 B
Marketcap
๐Ÿ‡ฎ๐Ÿ‡ช Ireland
Country
$444.96
Share price
-0.83%
Change (1 day)
23.56%
Change (1 year)
๐Ÿ™ Conglomerate
Categories
  1. Eaton
  2. Quarterly Reports (10-Q)
  3. Financial Year FY2026 Q2

Eaton - 10-Q quarterly report FY2026 Q2


Text size:
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 2026
OR
☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from _____ to ______
Commission file number 000-54863
EATON CORPORATION plc
(Exact name of registrant as specified in its charter)
Ireland98-1059235
(State or other jurisdiction of incorporation or organization)(IRS Employer Identification No.)
Eaton House, 30 Pembroke Road,Dublin 4,IrelandD04 Y0C2
(Address of principal executive offices)(Zip Code)
+3531637 2900
(Registrant's telephone number, including area code)
Not applicable
(Former name, former address and former fiscal year if changed since last report)
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Ordinary shares ($0.01 par value)ETNNew York Stock Exchange
3.850% Senior Notes due 2028ETN/28New York Stock Exchange
3.950% Senior Notes due 2029ETN/29New York Stock Exchange
4.450% Senior Notes due 2030ETN/30New York Stock Exchange
4.200% Senior Notes due 2031ETN/31New York Stock Exchange
4.500% Senior Notes due 2033ETN/33New York Stock Exchange
3.550% Senior Notes due 2034ETN/34New York Stock Exchange
3.625% Senior Notes due 2035ETN/35New York Stock Exchange
4.800% Senior Notes due 2036ETN/36New York Stock Exchange
4.000% Senior Notes due 2038ETN/38New York Stock Exchange
5.450% Senior Notes due 2056ETN/56New York Stock Exchange
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☑ No ☐
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☑ No ☐



Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer," “smaller reporting company,” and "emerging growth company" in Rule 12b-2 of the Exchange Act.
Large Accelerated Filer☑Accelerated filer☐Non-accelerated filer ☐
Smaller reporting company
☐
Emerging growth company
☐
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There were 388.4 million ordinary shares outstanding as of June 30, 2026.













































PART I — FINANCIAL INFORMATION

ITEM 1.FINANCIAL STATEMENTS.

EATON CORPORATION plc
CONSOLIDATED STATEMENTS OF INCOME
Three months ended
June 30		Six months ended
June 30
(In millions except for per share data)2026202520262025
Net sales$8,531 $7,028 $15,982 $13,404 
Cost of products sold5,676 4,431 10,476 8,361 
Selling and administrative expense1,236 1,149 2,506 2,197 
Research and development expense227 192 437 390 
Interest expense - net201 71 307 103 
Other expense (income) - net47 (1)6 (10)
Income before income taxes1,144 1,186 2,251 2,363 
Income tax expense321 203 561 415 
Net income823 982 1,690 1,947 
Less net income for noncontrolling interests(1)(1)(3)(2)
Net income attributable to Eaton ordinary shareholders$821 $982 $1,687 $1,945 
Net income per share attributable to Eaton ordinary shareholders
Diluted$2.11 $2.51 $4.33 $4.96 
Basic2.11 2.52 4.34 4.97 
Weighted-average number of ordinary shares outstanding
Diluted389.5 391.4 389.4 392.5 
Basic388.5 390.3 388.4 391.2 
Cash dividends declared per ordinary share$1.10 $1.04 $2.20 $2.08 
The accompanying notes are an integral part of these condensed consolidated financial statements.
2


EATON CORPORATION plc
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
Three months ended
June 30		Six months ended
June 30
(In millions)2026202520262025
Net income$823 $982 $1,690 $1,947 
Less net income for noncontrolling interests(1)(1)(3)(2)
Net income attributable to Eaton ordinary shareholders821 982 1,687 1,945 
Other comprehensive income (loss), net of tax
Currency translation and related hedging instruments20 179 (79)263 
Pensions and other postretirement benefits68 (21)98 (24)
Cash flow hedges2 (3)(47)8 
Other comprehensive income (loss) attributable to Eaton
   ordinary shareholders		90 155 (28)247 
Total comprehensive income attributable to Eaton ordinary shareholders$911 $1,137 $1,659 $2,192 
The accompanying notes are an integral part of these condensed consolidated financial statements.


3


EATON CORPORATION plc
CONSOLIDATED BALANCE SHEETS
(In millions)June 30, 2026December 31, 2025
Assets
Current assets
Cash$483 $622 
Short-term investments212 181 
Accounts receivable - net6,673 5,387 
Inventory5,417 4,721 
Prepaid expenses and other current assets1,987 1,444 
Total current assets14,772 12,355 
Property, plant and equipment
Land and buildings2,526 2,361 
Machinery and equipment8,011 7,667 
Gross property, plant and equipment10,537 10,028 
Accumulated depreciation(5,834)(5,712)
Net property, plant and equipment4,702 4,316 
Other noncurrent assets
Goodwill20,229 15,769 
Other intangible assets12,611 5,054 
Operating lease assets855 768 
Deferred income taxes592 707 
Other assets2,419 2,281 
Total assets$56,181 $41,251 
Liabilities and shareholders’ equity
Current liabilities
Short-term debt$2,091 $1 
Current portion of long-term debt11 1,136 
Accounts payable5,421 4,168 
Accrued compensation630 644 
Other current liabilities3,755 3,421 
Total current liabilities11,909 9,370 
Noncurrent liabilities
Long-term debt18,509 8,758 
Pension liabilities601 702 
Other postretirement benefits liabilities158 161 
Operating lease liabilities715 637 
Deferred income taxes2,139 265 
Other noncurrent liabilities1,850 1,889 
Total noncurrent liabilities23,972 12,412 
Shareholders’ equity
Ordinary shares (388.4 million outstanding in 2026 and 387.9 million in 2025)
4 4 
Capital in excess of par value12,867 12,837 
Retained earnings11,530 10,702 
Accumulated other comprehensive loss(4,146)(4,118)
Shares held in trust— — 
Total Eaton shareholders’ equity20,254 19,425 
Noncontrolling interests45 44 
Total equity20,299 19,469 
Total liabilities and equity$56,181 $41,251 
The accompanying notes are an integral part of these condensed consolidated financial statements.

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EATON CORPORATION plc
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
Six months ended
June 30
(In millions)20262025
Operating activities
Net income$1,690 $1,947 
Adjustments to reconcile to net cash provided by operating activities
Depreciation and amortization671 493 
Deferred income taxes135 123 
Pension and other postretirement benefits expense23 20 
Contributions to pension plans(48)(58)
Contributions to other postretirement benefits plans(6)(9)
Changes in working capital(833)(1,397)
Other - net2 37 
Net cash provided by operating activities1,634 1,156 
Investing activities
Capital expenditures for property, plant and equipment(446)(349)
Cash paid for acquisition of businesses, net of cash acquired(11,079)(1,450)
Proceeds from sales of property, plant and equipment39 53 
Investments in nonmarketable securities(85)— 
Sales (purchases) of short-term investments - net(43)1,343 
Proceeds from (payments for) settlement of currency exchange contracts
not designated as hedges - net
1 (21)
Other - net(48)(65)
Net cash used in investing activities(11,661)(490)
Financing activities
Proceeds from borrowings9,871 1,058 
Payments on borrowings(1,143)(713)
Short-term debt - net2,088 1,111 
Debt issuance costs(64)(8)
Cash dividends paid(858)(818)
Exercise of employee stock options35 29 
Repurchase of shares— (1,307)
Employee taxes paid from shares withheld (53)(46)
Other - net(2)(3)
Net cash provided by (used in) financing activities9,874 (697)
Effect of currency on cash13 (126)
Total decrease in cash(139)(157)
Cash at the beginning of the period622 555 
Cash at the end of the period$483 $398 
The accompanying notes are an integral part of these condensed consolidated financial statements.
5


EATON CORPORATION plc
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
Amounts are in millions unless indicated otherwise (per share data assume dilution). Columns and rows may not add and the sum of components may not equal total amounts reported due to rounding.

Note 1.    BASIS OF PRESENTATION
The accompanying unaudited condensed consolidated financial statements of Eaton Corporation plc (Eaton or the Company) have been prepared in accordance with generally accepted accounting principles for interim financial information, the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by United States generally accepted accounting principles (US GAAP) for complete financial statements. However, in the opinion of management, all adjustments (consisting of normal recurring accruals) have been made that are necessary for a fair presentation of the condensed consolidated financial statements for the interim periods.
This Form 10-Q should be read in conjunction with the consolidated financial statements and related notes included in Eaton’s 2025 Form 10-K. The interim period results are not necessarily indicative of the results to be expected for the full year. Management has evaluated subsequent events through the date this Form 10-Q was filed with the Securities and Exchange Commission.
During the first quarter of 2026, Eaton re-segmented certain business segments due to a reorganization of the Company's businesses. The new segment is Mobility, which consists of the legacy Vehicle and eMobility segments. Historical segment information has been recast to reflect this change.
Certain prior year amounts have been reclassified to conform to the current year presentation.
Recently Issued Accounting Pronouncements
In November 2024, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update 2024-03, Income Statement – Reporting Comprehensive Income – Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses (ASU 2024-03). This accounting standard requires disaggregated income statement expense disclosures on an annual and interim basis, including inventory purchases, employee compensation, depreciation, and intangible asset amortization for each income statement line item that contains these expenses. The standard also requires disclosure of total selling expenses on an annual and interim basis, and the definition of those expenses disclosed annually. ASU 2024-03 is effective for annual reporting periods beginning after December 15, 2026 and interim reporting periods beginning after December 15, 2027, and may be applied prospectively or retrospectively. The Company is evaluating the impact of ASU 2024-03 and expects the standard will only impact its disclosures with no material impact to the consolidated financial statements.
In September 2025, the FASB issued Accounting Standards Update 2025-06, Intangibles – Goodwill and Other – Internal-Use Software (Subtopic 350-40) Targeted Improvements to the Accounting for Internal-Use Software (ASU 2025-06). This accounting standard changes when software project costs should be capitalized by removing all references to development stages and requiring costs to be capitalized when (1) the Company authorizes and commits to funding the software project and (2) it is probable the software project will be completed. The standard also requires additional annual and interim disclosures, including the capitalized software balance and accumulated amortization. ASU 2025-06 is effective for annual reporting periods, including interim reporting periods within those annual periods, beginning after December 15, 2027, with early adoption permitted and may be applied prospectively, retrospectively, or using a modified prospective transition approach. The Company is evaluating the impact of ASU 2025-06 to the consolidated financial statements and related disclosures.
In December 2025, the FASB issued Accounting Standards Update 2025-10, Government Grants (Topic 832) – Accounting for Government Grants Received by Business Entities (ASU 2025-10). This accounting standard requires a government grant to be recognized when (1) it is probable the conditions of the grant will be met and (2) the grant will be received. ASU 2025-10 is effective for annual reporting periods, including interim reporting periods within those annual periods, beginning after December 15, 2028, with early adoption permitted and may be applied using a modified prospective approach, modified retrospective approach, or a retrospective approach. The Company is evaluating the impact of ASU 2025-10 to the consolidated financial statements and related disclosures.
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Note 2.    ACQUISITIONS AND DIVESTITURE OF BUSINESSES
Acquisition of Fibrebond Corporation
On April 1, 2025, Eaton acquired Fibrebond Corporation (Fibrebond) for $1.43 billion, net of cash acquired. Fibrebond is a U.S. based designer and builder of pre-integrated modular power enclosures for data center, industrial, utility and communications customers. Fibrebond is reported within the Electrical Americas business segment.
The acquisition of Fibrebond has been accounted for using the acquisition method of accounting which requires the assets acquired and liabilities assumed be recognized at their respective fair values on the acquisition date. During the measurement period, which ended in March 2026, opening balance sheet adjustments were made to finalize Eaton's fair value estimates based on the final valuations received, which are summarized in the table below. The measurement period adjustments did not have a material impact to the Consolidated Statements of Income.
(In millions)Preliminary AllocationMeasurement Period AdjustmentsFinal Allocation
Accounts receivable $50 $(6)$44 
Inventory96 5 101 
Prepaid expenses and other current assets72 (5)67 
Property, plant and equipment104 13 117 
Other intangible assets709 6 715 
Other assets3 — 3 
Accounts payable(48)— (48)
Other current liabilities(106)26 (80)
Other noncurrent liabilities(2)(23)(25)
Total identifiable net assets878 16 894 
Goodwill572 (31)541 
Total consideration, net of cash received$1,450 $(15)$1,435 
Goodwill is calculated as the excess of the consideration transferred over the net assets recognized and represents the anticipated synergies of acquiring Fibrebond. Goodwill recognized as a result of the acquisition is deductible for tax purposes. The estimated fair value of the customer relationships, technology, trademarks and backlog intangible assets of $410 million, $171 million, $74 million and $60 million, respectively were determined using either the relief-from-royalty model or the multi-period excess earnings model, which are discounted cash flow models that rely on the Company's estimates. These estimates require judgment of future revenue growth rates, future margins, and the applicable weighted-average cost of capital used to discount those estimated cash flows. The weighted-average cost of capital is an estimate of the overall after-tax rate of return required by equity and debt market holders of a business enterprise. The estimated useful lives for the customer relationships, technology, trademarks and backlog intangible assets were 17 years, 9 years, 17 years and 2 years, respectively. See Note 6 for additional information about goodwill.
As part of the acquisition, Eaton assumed $240 million of employee transaction and retention awards. Awards vest in six equal annual installments starting in the second quarter of 2025, subject to continued employment with Eaton. Forfeited employee awards are paid to former Fibrebond shareholders annually. Eaton recognizes compensation expense for the awards over the requisite service period and any employee forfeitures owed to former Fibrebond shareholders are expensed immediately in Other expense (income) - net. Expense related to the awards is reported in the Consolidated Statements of Income as follows:
Three months ended
June 30		Six months ended
June 30
(In millions)2026202520262025
Cost of products sold$9 $34 $19 $34 
Selling and administrative expense5 11 7 11 
Other expense (income) - net13 2 13 2 
Total expense$27 $47 $39 $47 
Eaton's 2025 condensed consolidated financial statements include Fibrebond results of operations, including segment operating profit of $44 million on sales of $144 million, from the date of acquisition through June 30, 2025.
7


Acquisition of Resilient Power Systems Inc.
On August 6, 2025, Eaton acquired Resilient Power Systems Inc. (Resilient), a leading North American developer and manufacturer of innovative energy solutions, including solid-state transformer-based technology. Resilient was acquired for $86 million, including $55 million of cash paid at closing and an initial estimate of $31 million for the fair value of contingent future consideration based on 2025 through 2028 revenue performance and achievement of technology-based milestones. The fair value of contingent consideration liabilities is estimated by discounting contingent payments expected to be made, and may increase or decrease based on changes in milestone achievements and discount rates, with a maximum possible undiscounted value of $45 million. As of June 30, 2026, the fair value of the contingent future payments is $32 million. Resilient is reported within the Electrical Americas business segment.
As part of the acquisition, Eaton assumed employee incentives with a maximum payout of $50 million contingent upon achievement of the same revenue performance and technology-based milestones, as well as continued employment with Eaton. The incentives will be paid over three years, starting in 2026 and concluding in 2028. As of June 30, 2026, the Company expects to pay $50 million of employee incentives based on the estimated probability of the milestones being achieved. Compensation expense will be recognized over the requisite service period. During the second quarter and the first six months of 2026, the Company recognized compensation expense of $6 million and $16 million, respectively, which was included in Selling and administrative expense on the Consolidated Statements of Income.
Investment in SPAN
On January 15, 2026, Eaton invested $75 million in SPAN for a stake of approximately 7 percent. SPAN is a manufacturer of smart panel and power controls technology to further enable affordable home electrification at scale. Eaton accounts for this nonmarketable investment at cost, less impairment, adjusted for observable price changes. The investment is included in Other assets on the Consolidated Balance Sheets.
Acquisition of Ultra PCS Limited
On January 23, 2026, Eaton acquired Ultra PCS Limited (Ultra PCS) for $1.53 billion, net of cash acquired. Ultra PCS is headquartered in the U.K. with operations in the U.K. and the U.S. Ultra PCS produces electronic controls, sensing, stores ejection and data processing solutions, enabling mission success for global aerospace customers in the air and on the ground. Ultra PCS is reported within the Aerospace business segment.
The acquisition of Ultra PCS has been accounted for using the acquisition method of accounting which requires the assets acquired and liabilities assumed be recognized at their respective fair values on the acquisition date, as well as measurement period adjustments recorded as of June 30, 2026. The table below summarizes the preliminary estimated fair values of the assets acquired and liabilities assumed on the acquisition date. These preliminary estimates will continue to be revised during the measurement period as third-party valuations are updated and finalized, further information becomes available and additional analyses are performed. These differences could have a material impact on Eaton's preliminary purchase price allocation. The current measurement period adjustments did not have a material impact to the Consolidated Statements of Income.
(In millions)Preliminary AllocationMeasurement Period AdjustmentsAdjusted Preliminary Allocation
Accounts receivable $38 $— $38 
Inventory65 — 65 
Prepaid expenses and other current assets26 — 26 
Property, plant and equipment21 — 21 
Other intangible assets798 (7)791 
Other assets4 — 4 
Accounts payable(13)— (13)
Other current liabilities(77)— (77)
Other noncurrent liabilities(170)(5)(175)
Total identifiable net assets692 (12)680 
Goodwill837 12 849 
Total consideration, net of cash received$1,529 $— $1,529 
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Goodwill is calculated as the excess of the consideration transferred over the net assets recognized and represents the anticipated synergies of acquiring Ultra PCS. As a result of the acquisition, goodwill of $96 million recognized in the United States is expected to be deductible for tax purposes. Other intangible assets of $791 million include customer relationships, technology, trademarks and backlog. Given the timing of the acquisition, Eaton used a preliminary third-party valuation to determine the fair values for intangible assets and will continue to revise during the measurement period. See Note 6 for additional information about goodwill.
The Company incurred $17 million of acquisition related transaction costs during the first six months of 2026 for Ultra PCS that were included in Selling and administrative expense on the Consolidated Statements of Income.
Eaton's 2026 condensed consolidated financial statements include Ultra PCS results of operations, including segment operating profit of $31 million on sales of $111 million, from the date of acquisition through June 30, 2026.
Acquisition of Boyd Thermal
On March 12, 2026, Eaton acquired Boyd Thermal for $9.55 billion, net of cash acquired. Boyd Thermal is a U.S. based global leader in thermal components, systems, and ruggedized solutions for data center, aerospace and other end-markets. Boyd Thermal employs more than 6,000 people with manufacturing sites across North America, Asia, and Europe. Boyd Thermal is reported within the Electrical Global business segment.
The acquisition of Boyd Thermal has been accounted for using the acquisition method of accounting which requires the assets acquired and liabilities assumed be recognized at their respective fair values on the acquisition date, as well as measurement period adjustments recorded as of June 30, 2026. The table below summarizes the preliminary estimated fair values of the assets acquired and liabilities assumed on the acquisition date. These preliminary estimates will continue to be revised during the measurement period as third-party valuations are updated and finalized, further information becomes available and additional analyses are performed. These differences could have a material impact on Eaton's preliminary purchase price allocation. The current measurement period adjustments did not have a material impact to the Consolidated Statements of Income.
(In millions)Preliminary AllocationMeasurement Period Adjustments
Adjusted Preliminary Allocation
Accounts receivable $365 $— $365 
Inventory238 (1)237 
Prepaid expenses and other current assets18 — 18 
Property, plant and equipment190 6 196 
Other intangible assets5,587 1,603 7,190 
Other assets43 — 43 
Accounts payable(307)— (307)
Other current liabilities(47)(12)(59)
Other noncurrent liabilities(1,439)(427)(1,866)
Total identifiable net assets4,648 1,169 5,817 
Goodwill4,901 (1,169)3,733 
Total consideration, net of cash received$9,549 $— $9,549 
Goodwill is calculated as the excess of the consideration transferred over the net assets recognized and represents the anticipated synergies of acquiring Boyd Thermal. Goodwill recognized as a result of the acquisition is not expected to be deductible for tax purposes. Other intangible assets of $7,190 million include customer relationships, technology and backlog. Given the timing of the acquisition, Eaton used a preliminary third-party valuation to determine the fair values for intangible assets and will continue to revise during the measurement period. See Note 6 for additional information about goodwill.
The Company incurred $1 million and $36 million of acquisition related transaction costs during the second quarter and first six months of 2026, respectively, for Boyd Thermal that were included in Selling and administrative expense on the Consolidated Statements of Income.
Eaton's 2026 condensed consolidated financial statements include Boyd Thermal results of operations, including segment operating profit of $121 million on sales of $524 million, from the date of acquisition through June 30, 2026.
9


Planned Separation of Mobility Business
On January 26, 2026, Eaton announced its intention to separate its Mobility business segment from the rest of Eaton via a spin-off. On June 10, 2026, Eaton entered into definitive agreements with Dana Incorporated (Dana), whereby Eaton will separate the Mobility business and combine it with Dana in a Reverse Morris Trust (RMT) transaction (the separation and merger with and into Dana described below collectively referred to as the Transaction). As part of the Transaction, Eaton will distribute the Mobility business (other than certain assets and liabilities that will be sold directly to Dana in a concurrent asset sale) to Eaton shareholders through an exchange offer (split-off), in which Eaton shareholders will have the opportunity to tender their Eaton shares in exchange for shares of Mobility (USA) Corporation, a wholly owned subsidiary of Eaton (SpinCo), followed, if necessary, by a clean-up pro rata distribution. Immediately thereafter, a direct, wholly owned subsidiary of SpinCo will merge with and into Dana, with Dana surviving as a direct, wholly owned subsidiary of SpinCo. Following completion of the Transaction, Eaton shareholders are expected to own at least 50.1% of the combined company's outstanding shares. Eaton will also receive a cash distribution of approximately $1.1 billion prior to completion of the Transaction, subject to a customary cash and indebtedness adjustment and tax payments to various global jurisdictions and transaction related charges. Eaton expects to use the cash distribution consistent with its capital allocation framework, including repayment of outstanding indebtedness.
The RMT transaction is intended to be tax-free for U.S. federal income tax purposes to Eaton and Eaton’s shareholders and is expected to close in the first quarter of 2027, subject to Dana stockholder approval, regulatory approvals, and customary closing conditions. Until the Transaction closes, the Mobility business segment will continue to operate as a business segment of Eaton and its financial results reported in Eaton’s continuing operations. In the event the Transaction is not consummated, Eaton intends to separate its Mobility business segment in a spin-off.
10


Note 3.    REVENUE RECOGNITION
Sales are recognized when obligations under the terms of the contract are satisfied and control of promised goods or services have transferred to our customers. Control is transferred when the customer has the ability to direct the use of and obtain benefits from the goods or services. Sales are measured at the amount of consideration the Company expects to be paid in exchange for these products or services.
The following table provides disaggregated sales by lines of businesses, geographic destination, market channel or end market, as applicable, for the Company's business segments:
Three months ended
June 30		Six months ended
June 30
(In millions)2026202520262025
Electrical Americas
Products$1,144 $817 $2,164 $1,560 
Systems2,806 2,533 5,387 4,800 
Total$3,951 $3,350 $7,551 $6,360 
Electrical Global
Products$1,627 $1,008 $2,776 $1,946 
Systems890 744 1,687 1,416 
Total$2,517 $1,753 $4,463 $3,362 
Aerospace
Original Equipment Manufacturers$456 $409 $864 $795 
Aftermarket474 396 920 746 
Industrial and Other292 275 578 518 
Total$1,222 $1,080 $2,362 $2,059 
Mobility
Vehicle$684 $663 $1,298 $1,280 
eMobility157 182 309 343 
Total$841 $845 $1,607 $1,623 
Total net sales$8,531 $7,028 $15,982 $13,404 
The timing of revenue recognition, billings and cash collections results in billed accounts receivable, unbilled receivables (revenue recognized exceeds amount billed to the customer), and deferred revenue (advance payments and billings in excess of revenue recognized). Accounts receivable from customers were $6,040 million and $4,682 million at June 30, 2026 and December 31, 2025, respectively. Amounts are billed as work progresses in accordance with agreed-upon contractual terms, either at periodic intervals or upon achievement of contractual milestones. These assets and liabilities are reported on the Consolidated Balance Sheets on a contract-by-contract basis at the end of each reporting period. Unbilled receivables were $1,015 million and $759 million at June 30, 2026 and December 31, 2025, respectively, and are recorded in Prepaid expenses and other current assets. The increase in unbilled receivables reflects higher revenue recognized and not yet billed from increased business activity in 2026, higher revenue recognized over time in 2026, and unbilled receivables associated with the Ultra PCS acquisition.
11


Changes in the deferred revenue liabilities are as follows:
(In millions)Deferred Revenue
Balance at January 1, 2026
$923 
Customer deposits and billings2,365 
Revenue recognized in the period(2,173)
Deferred revenue from business acquisition51 
Translation(7)
Balance at June 30, 2026
$1,159 
(In millions)Deferred Revenue
Balance at January 1, 2025
$618 
Customer deposits and billings1,902 
Revenue recognized in the period(1,862)
Deferred revenue from business acquisitions73 
Translation15 
Balance at June 30, 2025
$746 
Deferred revenue liabilities of $1,133 million and $899 million as of June 30, 2026 and December 31, 2025, respectively, were included in Other current liabilities on the Consolidated Balance Sheets with the remaining balance presented in Other noncurrent liabilities.
A significant portion of open orders placed with Eaton are by customers of electrical products and electrical system and services, original equipment manufacturers or distributors. These open orders are not considered firm as they have been historically subject to releases by customers. In measuring backlog of unsatisfied or partially satisfied obligations, only the amount of orders to which customers are firmly committed are included. Using this criterion, total backlog at June 30, 2026 was approximately $24.1 billion. At June 30, 2026, approximately 71% of this backlog is targeted for delivery to customers in the next twelve months and the rest thereafter.

Note 4.    CREDIT LOSSES FOR RECEIVABLES
Receivables are exposed to credit risk based on the customers’ ability to pay which is influenced by, among other factors, their financial liquidity position. Eaton’s receivables are generally short-term in nature with a majority outstanding less than 90 days.
Eaton performs ongoing credit evaluation of its customers and maintains sufficient allowances for potential credit losses. The Company evaluates the collectability of its receivables based on the length of time the receivable is past due, and any anticipated future write-off based on historic experience adjusted for current market conditions. The Company's global credit department performs the credit evaluation and monitoring process to estimate and manage credit risk. The process includes an evaluation of credit losses for both the overall segment receivable and specific customer balances. The process also includes review of customer financial information and credit ratings, approval and monitoring of customer credit limits, and an assessment of current market conditions. The Company may also require prepayment from customers to mitigate credit risk. Receivable balances are written off against an allowance for credit losses after a final determination of collectability has been made.
Accounts receivable are net of an allowance for credit losses of $60 million and $57 million at June 30, 2026 and December 31, 2025, respectively. The change in the allowance for credit losses includes expense and net write-offs, none of which are significant.

12


Note 5.    INVENTORY
Inventory is carried at lower of cost or net realizable value using the first-in, first-out (FIFO) method. The components of inventory are as follows:
(In millions)June 30, 2026December 31, 2025
Raw materials$2,058 $1,726 
Work-in-process1,313 1,034 
Finished goods2,045 1,961 
Total inventory$5,417 $4,721 

Note 6.    GOODWILL
Changes in the carrying amount of goodwill by business segment are as follows:
(In millions)January 1, 2026AdditionsTranslationJune 30, 2026
Electrical Americas$8,010 $— $(3)$8,007 
Electrical Global4,156 3,733 (57)7,832 
Aerospace2,977 849 (60)3,766 
Mobility626 — (1)625 
Total$15,769 $4,582 $(121)$20,229 
During the first quarter of 2026, Eaton re-segmented certain business segments due to a reorganization of the Company's businesses. The new segment is Mobility, which consists of the legacy Vehicle and eMobility segments. The Company's reporting units are equivalent to the business segments, except for the Aerospace segment which continues to have two reporting units.
As a result of the re-segmentation, the goodwill of the legacy Vehicle and eMobility reporting units was combined and assigned to the new Mobility reporting unit. The re-segmentation did not result in a reallocation of goodwill using a relative fair value methodology, as the re-segmentation resulted in a combination of previously existing reporting units and did not change the composition of other reporting units.
The 2026 additions to goodwill relate primarily to the anticipated synergies of acquiring Boyd Thermal and Ultra PCS. The allocation of the purchase price from the Ultra PCS and Boyd Thermal acquisitions are preliminary and will be completed during the measurement period.

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Note 7.    SUPPLY CHAIN FINANCE PROGRAM
The Company negotiates payment terms directly with its suppliers for the purchase of goods and services. In addition, a third-party financial institution offers a voluntary supply chain finance (SCF) program that enables certain of the Company’s suppliers, at the supplier’s sole discretion, to sell receivables due from the Company to the financial institution on terms directly negotiated with the financial institution. If a supplier elects to participate in the SCF program, the supplier decides which invoices are sold to the financial institution and the Company has no economic interest in a supplier’s decision to sell an invoice. Payments by the Company to participating suppliers are paid to the financial institution on the invoice due date, regardless of whether an individual invoice is sold by the supplier to the financial institution. The amounts due to the financial institution for suppliers that participate in the SCF program are included in Accounts payable on the Consolidated Balance Sheets, and the associated payments are included in operating activities on the Condensed Consolidated Statements of Cash Flows.
The changes in SCF obligations are as follows:
(In millions)SCF Obligations
Balance at January 1, 2026
$543 
Invoices confirmed during the period1,126 
Invoices paid during the period(999)
Translation(1)
Balance at June 30, 2026
$669 
(In millions)SCF Obligations
Balance at January 1, 2025
$398 
Invoices confirmed during the period811 
Invoices paid during the period(739)
Balance at June 30, 2025
$470 

14


Note 8.    DEBT
On February 6, 2026, Eaton Corporation, a subsidiary of Eaton, exercised a $1,000 million upsize of the existing $3,000 million five-year revolving credit agreement, increasing the total facility size to $4,000 million. The facility’s maturity date remains unchanged at September 27, 2030. The revolving credit facility is used to support commercial paper borrowings and is fully and unconditionally guaranteed by Eaton and certain of its direct and indirect subsidiaries on an unsubordinated, unsecured basis. There were no borrowings outstanding under the revolving credit facility at June 30, 2026. Also on February 6, 2026, the Company increased its commercial paper program from $3,000 million to $4,000 million. The Company maintains access to the commercial paper markets through its $4,000 million commercial paper program, of which $2,088 million was outstanding on June 30, 2026.
On March 6, 2026, Eaton Corporation, a subsidiary of Eaton, issued notes (2026 U.S. Notes) with an aggregate face amount of $8,500 million. The 2026 U.S. Notes are comprised of six tranches: 3.850% notes due 2028 in the amount of $1,500 million; 3.950% notes due 2029 in the amount of $1,500 million; 4.200% notes due 2031 in the amount of $1,500 million; 4.500% notes due 2033 in the amount of $1,000 million; 4.800% notes due 2036 in the amount of $2,000 million; and 5.450% notes due 2056 in the amount of $1,000 million. Interest is payable semi-annually. The issuer received proceeds totaling $8,427 million from the 2026 U.S. Notes issuance, net of financing costs and discounts. The 2026 U.S. Notes are fully and unconditionally guaranteed on an unsubordinated, unsecured basis by Eaton and certain of its direct and indirect subsidiaries. The 2026 U.S. Notes contain customary optional redemption and par call provisions. The 2026 U.S. Notes also contain a change of control provision which requires the Company to make an offer to purchase all or any part of the 2026 U.S. Notes at a purchase price of 101% of the principal amount plus accrued and unpaid interest. The capitalized deferred financing fees are amortized in Interest expense - net over the respective terms of the 2026 U.S. Notes. The 2026 U.S. Notes are subject to customary non-financial covenants.
On March 10, 2026, Eaton Capital Unlimited Company, a subsidiary of Eaton, issued Euro denominated notes (2026 Euro Notes) with an aggregate face amount of €1,200 million ($1,390 million). The 2026 Euro Notes are comprised of two tranches of €600 million each, which mature in 2034 and 2038, with interest payable annually at a respective rate of 3.550% and 4.000% per annum. The issuer received proceeds totaling €1,191 million ($1,380 million) from the 2026 Euro Notes issuance, net of financing costs and discounts. The 2026 Euro Notes are fully and unconditionally guaranteed on an unsubordinated, unsecured basis by Eaton and certain of its direct and indirect subsidiaries. The 2026 Euro Notes contain customary optional redemption and par call provisions. The 2026 Euro Notes also contain a change of control provision which requires the Company to make an offer to purchase all or any part of the 2026 Euro Notes at a purchase price of 101% of the principal amount plus accrued and unpaid interest. The capitalized deferred financing fees are amortized in Interest expense - net over the respective terms of the 2026 Euro Notes. The 2026 Euro Notes are subject to customary non-financial covenants.
On March 6, 2026, Eaton Corporation, a subsidiary of Eaton, terminated the $8,000 million senior unsecured delayed-draw term loan facility (Term Credit Agreement) entered into on February 6, 2026. No loans were outstanding as of the date of termination and the Company incurred no fees or penalties in connection with the termination. The Term Credit Agreement was terminated in connection with the issuance of the 2026 U.S. Notes and 2026 Euro Notes.
15


Note 9.    RETIREMENT BENEFITS PLANS
The components of retirement benefits expense (income) are as follows:
United States
pension benefit expense		Non-United States
pension benefit expense		Other postretirement
benefits expense
Three months ended June 30
(In millions)202620252026202520262025
Service cost$1 $4 $13 $11 $— $— 
Interest cost30 34 23 23 2 3 
Expected return on plan assets(47)(47)(34)(33)— — 
Amortization6 3 5 4 (2)(3)
(10)(6)7 5 — — 
Settlements, curtailments, and termination benefits16 9 1 3 — — 
Total expense$6 $3 $8 $8 $— $— 
United States
pension benefit expense		Non-United States pension benefit expenseOther postretirement
benefits expense (income)
Six months ended June 30
(In millions)202620252026202520262025
Service cost$2 $8 $25 $22 $— $— 
Interest cost60 68 46 44 4 5 
Expected return on plan assets(95)(95)(67)(64)— — 
Amortization12 7 11 8 (5)(6)
(21)(12)15 10 (1)(1)
Settlements, curtailments, and termination benefits28 18 2 5 — — 
Total expense (income)$7 $6 $17 $15 $(1)$(1)
The components of retirement benefits expense (income) other than service costs are included in Other expense (income) - net.
During 2020, the Company announced it was freezing its United States pension plans for its non-union employees. The freeze was effective January 1, 2021 for non-union U.S. employees whose retirement benefit was determined under a cash balance formula and was effective January 1, 2026 for non-union U.S. employees whose retirement benefit is determined under a final average pay formula.
During the second quarter and first six months of 2026, the Company recognized settlement losses from lump sum distributions of $15 million and $28 million, respectively. During the second quarter and first six months of 2025, the Company recognized settlement losses from lump sum distributions of $12 million and $23 million, respectively. In the second quarter of 2026, the Company remeasured certain pension plans as a result of lump-sum distributions exceeding or expected to exceed the sum of service and interest costs for the year. These remeasurements resulted in an increase of $47 million in funded status and corresponding decrease in Accumulated other comprehensive loss in the second quarter of 2026.

16


Note 10.    LEGAL CONTINGENCIES
Eaton is subject to a broad range of claims, administrative proceedings, and legal proceedings, including, but not limited to, claims for punitive damages, penalties, and interest, in a variety of matters, including, but not limited to, contract, indemnity, tax, patent infringement, intellectual property, personal injury, commercial, warranty, product liability, environmental, antitrust and trade regulation, class action, and labor and employment matters. Eaton is also subject to legal claims from historic products which may have contained asbestos. Insurance may cover some of the costs associated with claims and proceedings involving Eaton. Although it is not possible to predict with certainty the outcome or cost of these matters, the Company believes they will not have a material adverse effect on the condensed consolidated financial statements.

Note 11.    INCOME TAXES
The effective income tax rate for the second quarter and first six months of 2026 was expense of 28.1% and 24.9%, respectively, compared to expense of 17.2% and 17.6% for the second quarter and first six months of 2025. The increase in the effective tax rate in the second quarter and first six months of 2026 was primarily due to greater levels of income in higher tax jurisdictions and withholding tax expense related to funding the acquisition of Boyd Thermal.

17


Note 12.    EATON SHAREHOLDERS' EQUITY
The changes in Shareholders’ equity are as follows:
Ordinary sharesCapital in excess of par valueRetained earningsAccumulated other comprehensive lossShares held in trustTotal Eaton shareholders' equityNoncontrolling interestsTotal equity
(In millions)SharesDollars
Balance at January 1, 2026
387.9 $4 $12,837 $10,702 $(4,118)$— $19,425 $44 $19,469 
Net income— — — 866 — — 866 2 868 
Other comprehensive loss, net of tax(118)(118)(118)
Cash dividends paid and accrued— — — (431)— — (431)(1)(432)
Issuance of shares under equity-based
   compensation plans		0.4 — (21)— — (1)(21)— (21)
Changes in noncontrolling interest of
   consolidated subsidiaries - net		— — — — — — — (1)(1)
Balance at March 31, 2026
388.3 4 12,817 11,137 (4,235)(1)19,721 44 19,765 
Net income— — — 821 — — 821 1 823 
Other comprehensive income, net of tax90 90 90 
Cash dividends paid— — — (427)— — (427)(1)(428)
Issuance of shares under equity-based
   compensation plans		0.2 — 50 (1)— 1 50 — 50 
Changes in noncontrolling interest of
   consolidated subsidiaries - net		— — — — — — — 1 1 
Balance at June 30, 2026
388.4 $4 $12,867 $11,530 $(4,146)$— $20,254 $45 $20,299 
Ordinary sharesCapital in excess of par valueRetained earningsAccumulated other comprehensive lossShares held in trustTotal Eaton shareholders' equityNoncontrolling interestsTotal equity
(In millions)SharesDollars
Balance at January 1, 2025
392.9 $4 $12,731 $10,096 $(4,342)$(1)$18,488 $43 $18,531 
Net income— — — 964 — — 964 1 965 
Other comprehensive income, net of tax92 92 92 
Cash dividends paid and accrued— — — (411)— — (411)(2)(413)
Issuance of shares under equity-based
   compensation plans		0.4 — (19)— — — (19)— (19)
Changes in noncontrolling interest of
   consolidated subsidiaries - net		— — — — — — — (1)(1)
Repurchase of shares(1.9)— — (608)— — (608)— (608)
Balance at March 31, 2025
391.3 4 12,711 10,041 (4,250)(1)18,506 41 18,547 
Net income— — — 982 — — 982 1 982 
Other comprehensive income, net of tax155 155 155 
Cash dividends paid— — — (407)— — (407)— (407)
Issuance of shares under equity-based
   compensation plans		0.2 — 69 (1)— — 68 — 68 
Changes in noncontrolling interest of
   consolidated subsidiaries - net		— — — — — — — (1)(1)
Repurchase of shares(2.3)— — (698)— — (698)— (698)
Balance at June 30, 2025
389.3 $4 $12,780 $9,917 $(4,095)$— $18,606 $41 $18,647 
On February 23, 2022, the Eaton Board of Directors adopted a share repurchase program for repurchases of ordinary shares up to $5.0 billion to be made during the three-year period commencing on that date (2022 Program). On February 27, 2025, the Eaton Board of Directors renewed the 2022 Program by providing authority for up to $9.0 billion in repurchases to be made during the three-year period commencing on that date (2025 Program). Under the 2025 Program, the ordinary shares are expected to be repurchased over time, depending on market conditions, the market price of ordinary shares, capital levels, and other considerations. During the three and six months ended June 30, 2026, no ordinary shares were repurchased. During the three and six months ended June 30, 2025, 2.3 million and 4.2 million ordinary shares, respectively, were repurchased under the 2025 or 2022 Programs in the open market at a total cost of $698 million and $1,306 million, respectively.
18


The changes in Accumulated other comprehensive loss are as follows:
(In millions)Currency translation and related hedging instrumentsPensions and other postretirement benefitsCash flow
hedges		Total
Balance at January 1, 2026
$(3,159)$(1,062)$102 $(4,118)
Other comprehensive income (loss) before
    reclassifications		(73)57 (37)(53)
Amounts reclassified from Accumulated other
   comprehensive loss (income)		(6)41 (10)25 
Net current-period Other comprehensive
   income (loss)		(79)98 (47)(28)
Balance at June 30, 2026
$(3,237)$(964)$55 $(4,146)
The reclassifications out of Accumulated other comprehensive loss are as follows:
(In millions)Six months ended
June 30		Consolidated Statements
of Income classification
Gains and (losses) on net investment hedges (amount excluded
  from effectiveness testing)
Currency exchange contracts$6 Interest expense - net
Tax expense— 
Total, net of tax6 
Amortization of defined benefits pensions and other
   postretirement benefits items
Actuarial loss and prior service cost(48)1
Tax benefit7 
Total, net of tax(41)
Gains and (losses) on cash flow hedges
Floating-to-fixed interest rate swaps5 Interest expense - net
Currency exchange contracts8 Net sales and Cost of products sold
Tax expense(3)
Total, net of tax10 
Total reclassifications for the period$(25)
1 These components of Accumulated other comprehensive loss are included in the computation of net periodic benefit cost. See Note 9 for additional information about pension and other postretirement benefits items.
19


Net Income Per Share Attributable to Eaton Ordinary Shareholders
A summary of the calculation of net income per share attributable to Eaton ordinary shareholders is as follows:
Three months ended
June 30		Six months ended
June 30
(In millions except for per share data)2026202520262025
Net income attributable to Eaton ordinary shareholders$821 $982 $1,687 $1,945 
Weighted-average number of ordinary shares outstanding - diluted389.5 391.4 389.4 392.5 
Less dilutive effect of equity-based compensation1.0 1.1 1.0 1.3 
Weighted-average number of ordinary shares outstanding - basic388.5 390.3 388.4 391.2 
Net income per share attributable to Eaton ordinary shareholders
Diluted$2.11 $2.51 $4.33 $4.96 
Basic2.11 2.52 4.34 4.97 
For the second quarter and first six months of 2026, all stock options were included in the calculation of diluted net income per share attributable to Eaton ordinary shareholders because they were all dilutive. For the second quarter and first six months of 2025, 0.1 million stock options were excluded from the calculation of diluted net income per share attributable to Eaton ordinary shareholders because the exercise price of the options exceeded the average market price of the ordinary shares during the period and their effect, accordingly, would have been antidilutive.

20


Note 13.     FAIR VALUE MEASUREMENTS
Fair value is measured based on an exit price, representing the amount that would be received to sell an asset or paid to satisfy a liability in an orderly transaction between market participants. Fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. As a basis for considering such assumptions, a fair value hierarchy is established, which categorizes the inputs used in measuring fair value as follows: (Level 1) observable inputs such as quoted prices in active markets; (Level 2) inputs, other than the quoted prices in active markets, that are observable either directly or indirectly; and (Level 3) unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions.
A summary of financial instruments and contingent consideration recognized at fair value, and the fair value measurements used, is as follows:
(In millions)TotalQuoted prices in active markets for identical assets
(Level 1)		Other observable inputs
(Level 2)		Unobservable inputs
(Level 3)
June 30, 2026
Cash$483 $483 $— $— 
Short-term investments212 212 — — 
Derivative contract assets
17 — 17 — 
Derivative contract liabilities
(51)— (51)— 
Contingent future payments from acquisition of Resilient Power Systems Inc. (Note 2)(32)— — (32)
December 31, 2025
Cash$622 $622 $— $— 
Short-term investments181 181 — — 
Derivative contract assets
26 — 26 — 
Derivative contract liabilities
(64)— (64)— 
Contingent future payments from acquisition of Resilient Power Systems Inc. (Note 2)(31)— — (31)
Eaton values its financial instruments using an industry standard market approach, in which prices and other relevant information is generated by market transactions involving identical or comparable assets or liabilities.
Other Fair Value Measurements
Long-term debt and the current portion of long-term debt had a carrying value of $18,520 million and fair value of $18,013 million at June 30, 2026 compared to $9,894 million and $9,587 million, respectively, at December 31, 2025. The fair value of Eaton's debt instruments was estimated using prevailing market interest rates on debt with similar creditworthiness, terms and maturities and is considered a Level 2 fair value measurement.

21


Note 14.    RESTRUCTURING CHARGES
During the first quarter of 2024, Eaton implemented a multi-year restructuring program to accelerate opportunities to optimize its operations and global support structure. These actions will better align the Company's functions to support anticipated growth and drive greater effectiveness throughout the Company. Since the inception of the program, the Company has incurred charges of $397 million. This restructuring program is expected to be completed in 2026 and is expected to incur additional expenses related to workforce reductions of $60 million and plant closing and other costs of $18 million, resulting in total estimated charges of $475 million for the entire program.
A summary of restructuring program charges is as follows:
Three months ended
June 30		Six months ended
June 30
(In millions except for per share data)2026202520262025
Workforce reductions$18 $7 $42 $19 
Plant closing and other6 17 20 23 
Total before income taxes24 24 62 42 
Income tax benefit5 5 13 9 
Total after income taxes$19 $18 $49 $33 
Per ordinary share - diluted$0.05 $0.05 $0.13 $0.08 
Restructuring program charges (income) related to the following business segments:
Three months ended
June 30		Six months ended
June 30		Restructuring program charges incurred from inception through
(In millions)2026202520262025June 30, 2026
Electrical Americas$10 $9 $11 $10 $38 
Electrical Global9 5 40 19 191 
Aerospace— — — — 19 
Mobility(2)4 3 6 98 
Corporate6 6 9 7 51 
Total$24 $24 $62 $42 $397 
A summary of liabilities related to workforce reductions, plant closing, and other associated costs is as follows:
(In millions)Workforce reductionsPlant closing and otherTotal
Balance at January 1, 2024
$35 $6 $41 
Liability recognized, net120 83 202 
Payments, utilization and translation(59)(81)(141)
Balance at December 31, 2024
96 7 103 
Liability recognized, net1
81 52 133 
Payments, utilization and translation(67)(51)(118)
Balance at December 31, 2025
109 8 118 
Liability recognized, net42 20 62 
Payments, utilization and translation(43)(21)(65)
Balance at June 30, 2026
$108 $7 $115 
1The restructuring program liability was adjusted by $12 million in the fourth quarter of 2025 primarily related to true-ups for completed workforce reductions in the Mobility business segment.
These restructuring program charges (income) were included in Cost of products sold, Selling and administrative expense, Research and development expense, or Other expense (income) - net, as appropriate. In Business Segment Information, these restructuring program charges are treated as Corporate items. See Note 15 for additional information about business segments.

22


Note 15.    BUSINESS SEGMENT INFORMATION
Operating segments are defined as components of an enterprise about which separate financial information is available that is evaluated on a regular basis by the chief operating decision maker, or decision making group, in deciding how to allocate resources to an individual segment and in assessing performance. The Company's chief operating decision maker is the chief executive officer. Operating profit includes the operating profit from intersegment sales. For additional information regarding Eaton's business segments, see Note 18 to the consolidated financial statements contained in the 2025 Form 10-K.
The chief operating decision maker uses segment operating profit as an input to assess segment performance and determine appropriate resource allocations, including capital, financial, and employee resources. Segment operating profit results are regularly evaluated versus annual profit plan, forecast and/or prior year.
Other segment items are primarily comprised of Cost of products sold, Selling and administrative expense, Research and development expense, depreciation of property, plant and equipment, and certain items included in Other expense (income) – net on the Consolidated Statements of Income. The Company's chief operating decision maker manages these items on a consolidated basis.
During the first quarter of 2026, Eaton re-segmented certain business segments due to a reorganization of the Company's businesses. The new segment is Mobility, which includes the legacy Vehicle and eMobility segments. Historical segment information has been recast to reflect this change. Eaton's segments as of June 30, 2026 are as follows:
Electrical Americas and Electrical Global
The Electrical Americas segment consists of electrical components, industrial components, power distribution and assemblies, residential products, single phase power quality and connectivity, three phase power quality, wiring devices, circuit protection, utility power distribution, power reliability equipment, and services that are primarily produced and sold in North and South America. The Electrical Global segment consists of electrical components, industrial components, power distribution and assemblies, single phase and three phase power quality, and services that are primarily produced and sold outside of North and South America; as well as hazardous duty electrical equipment, cooling products, emergency lighting, fire detection, intrinsically safe explosion-proof instrumentation, and structural support systems that are produced and sold globally. The principal markets for these segments are commercial & institutional, data centers and distributed IT, industrial, utilities, residential, and machinery OEMs. These products are used wherever there is a demand for electrical power in data centers, utilities, industrial and energy facilities, commercial buildings, apartment and office buildings, hospitals, factories, and residencies. The segments share certain common global customers, but a large number of customers are located regionally. Sales are made through distributors, resellers, and manufacturers’ representatives, as well as directly to original equipment manufacturers, utilities, and certain other end users.
Aerospace
The Aerospace segment is a leading global supplier of aerospace fuel, hydraulics, and pneumatic systems for commercial and military use, as well as filtration systems for industrial applications. Products include hydraulic power generation systems for aerospace applications including pumps, motors, hydraulic power units, hose and fittings, electro-hydraulic pumps; controls and sensing products including valves, cylinders, electronic controls, electromechanical actuators, sensors, aircraft flap and slat systems and nose wheel steering systems; fluid conveyance products, including hose, thermoplastic tubing, fittings, adapters, couplings, sealing and ducting; fuel systems including air-to-air refueling systems, fuel pumps, fuel inerting products, sensors, valves, adapters and regulators; mission systems including oxygen generation system, payload carriages, and thermal management products; high performance interconnect products including wiring connectors and cables. The Aerospace segment also includes filtration systems including hydraulic filters, bag filters, strainers and cartridges; and golf grips. The principal markets for the Aerospace segment are manufacturers of commercial and military aircraft and related after-market customers, as well as industrial applications. These manufacturers and other customers operate globally. Products are sold and serviced through a variety of channels.
Mobility
The Mobility segment designs, manufactures, markets, and supplies a broad portfolio of mechanical, electrical, and electronic systems that improve emissions, fuel economy, power management, performance, and safety across on‑road and off‑road vehicles. The Mobility segment serves global OEMs and aftermarket customers with solutions spanning internal combustion, hybrid, and electrified powertrains, including transmissions and transmission components, clutches, differentials, hybrid systems, engine valves, fuel and vapor components, as well as high‑voltage inverters and converters, power electronics, circuit protection, vehicle controls, and power distribution systems. The principal markets for the Mobility segment are OEM and aftermarket customers of heavy-, medium-, and light‑duty trucks, SUVs, CUVs, passenger cars, construction, agricultural, material handling, and mining equipment.
23


Business Segment Information
Three months ended June 30Six months ended June 30
(In millions)2026202520262025
Net sales
Electrical Americas$3,951 $3,350 $7,551 $6,360 
Electrical Global2,517 1,753 4,463 3,362 
Aerospace1,222 1,080 2,362 2,059 
Mobility841 845 1,607 1,624 
Total net sales$8,531 $7,028 $15,982 $13,404 
Other segment items
Electrical Americas$2,863 $2,363 $5,541 $4,469 
Electrical Global2,018 1,400 3,590 2,709 
Aerospace944 840 1,780 1,593 
Mobility732 743 1,409 1,430 
Total other segment items$6,557 $5,346 $12,318 $10,200 
Segment operating profit
Electrical Americas$1,088 $987 $2,010 $1,891 
Electrical Global499 353 873 653 
Aerospace278 240 582 466 
Mobility109 102 198 194 
Total segment operating profit1,974 1,682 3,664 3,204 
Corporate
Intangible asset amortization expense(255)(129)(395)(235)
Interest expense - net(201)(71)(307)(103)
Pension and other postretirement benefits income 2 5 6 10 
Restructuring program charges(24)(24)(62)(42)
Other expense - net(353)(277)(655)(471)
Income before income taxes1,144 1,186 2,251 2,363 
Income tax expense321 203 561 415 
Net income823 982 1,690 1,947 
Less net income for noncontrolling interests(1)(1)(3)(2)
Net income attributable to Eaton ordinary shareholders$821 $982 $1,687 $1,945 

24


(In millions)June 30, 2026December 31, 2025
Identifiable assets
Electrical Americas$7,389 $6,283 
Electrical Global5,245 3,852 
Aerospace2,593 2,684 
Mobility2,648 2,708 
Total identifiable assets17,875 15,526 
Goodwill20,229 15,769 
Other intangible assets12,611 5,054 
Corporate5,465 4,902 
Total assets$56,181 $41,251 
Three months ended June 30Six months ended June 30
(In millions)2026202520262025
Capital expenditures for property, plant and equipment
Electrical Americas$84 $98 $170 $155 
Electrical Global92 49 149 89 
Aerospace21 22 39 39 
Mobility24 23 40 44 
Total222 191 398 327 
Corporate32 11 48 22 
Total expenditures for property, plant and equipment$253 $202 $446 $349 
Three months ended June 30Six months ended June 30
(In millions)2026202520262025
Depreciation of property, plant and equipment
Electrical Americas$40 $33 $76 $64 
Electrical Global36 27 65 53 
Aerospace20 18 40 36 
Mobility28 32 56 63 
Total124 111 237 216 
Corporate9 9 18 19 
Total depreciation of property, plant and equipment$134 $121 $256 $236 
25


ITEM 2.MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.
Amounts are in millions of dollars or shares unless indicated otherwise (per share data assume dilution). Columns and rows may not add and the sum of components may not equal total amounts reported due to rounding.

FORWARD-LOOKING STATEMENTS
This Form 10-Q Report contains “forward-looking statements” within the meaning of federal securities laws. These forward-looking statements are based upon management’s current expectations, predictions, estimates, assumptions and beliefs concerning future events and conditions and may discuss, among other things, litigation, expected capital expenditures, future dividend payments, anticipated share repurchases, liquidity, the successful integration of recent acquisitions, the anticipated separation and divestiture of the Mobility business, anticipated capital deployment, and expected restructuring program charges and benefits. These statements may also discuss goals, intentions and expectations as to future trends, plans, events, results of operations or financial condition, or state other information relating to the Company. These statements are not guarantees of future performance, and actual results may differ materially. Any statement that is not historical in nature is a forward-looking statement and may be identified by the use of words and phrases such as “aim,” “anticipate,” “believe,” “could,” “develop,” “endeavor,” “estimate,” “expect,” “forecast,” “goal,” “guidance,” “intend,” “may,” “outlook,” “plan,” “possible,” “potential,” “predict,” “project” “seek,” “should,” “target,” “will,” “would” or other similar words, phrases or expressions. Readers are cautioned not to place undue reliance on forward-looking statements, which speak only as of the date of this report. These statements should be used with caution and are subject to various risks and uncertainties, many of which are outside of our control.
There are certain factors that could cause actual results to differ materially from those in the forward-looking statements, including, among others: the impact of acquisitions, joint ventures, and investments and the integration of acquired entities; disruptions by natural disasters, labor strikes, wars, geopolitical instability and/or conflict, political unrest, terrorist activity, economic upheaval, or public health concerns that impact our production facilities; significant inflation or shortages of raw materials, energy, components, and/or labor, or similar challenges for our customers; reliance on suppliers to provide raw materials, components and services; the development and use of artificial intelligence in our business operations, including potential impacts on compliance with law and our reputation; service interruptions, data corruption, loss or impairment, network security and related operational impacts due to cybersecurity attacks; weather disruptions and regulatory, market and social reactions to such disruptions; our ability to identify, attract, develop, engage and retain qualified employees; our ability to complete the anticipated separation of our Mobility business and its merger with Dana or within the anticipated timeframe or at all; stock price and end market impacts due to technology disruptions; volatility of end markets; continued successful research, development and marketing of new or improved products; geopolitical, economic or other risks arising from worldwide or regional economic conditions; the global nature of Eaton’s business and exposure to economic and political instability, including war or armed conflict, changes in governmental laws, regulations and policies; changes in countries’ trade policies, including the imposition of sanctions or tariffs; changes in our tax rates or tax laws and regulations applicable to our business; rules, regulations, audits and investigations and related compliance risks associated with being a governmental contractor; our ability to protect our intellectual property; litigation and environmental regulations impacting our business; and the other risk factors discussed in Part I, Item 1A of the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2025 and other reports filed by the Company with the SEC. We disclaim any obligation to update publicly any forward-looking statements, whether in response to new information, future events or otherwise, except as required by applicable law.

COMPANY OVERVIEW
Eaton Corporation plc (Eaton or the Company) is an intelligent power management company dedicated to protecting the environment and improving the quality of life for people everywhere. We make products for the data center, utility, industrial, commercial, machine building, residential, aerospace and mobility markets. We are capitalizing on the megatrends of the electrification, digitalization, and the reindustrialization of and growth of megaprojects in North America and increased global infrastructure spending, all of which are expanding our end markets and positioning Eaton for growth for years to come. We are strengthening our participation across the entire electrical power value chain and benefiting from momentum in the data center and utility end markets as well as a growth cycle in the commercial aerospace and defense markets. We are guided by our commitment to operate sustainably and with the highest ethical standards. Our work is helping to solve the world’s most urgent power management challenges and building a more sustainable society for people today and for future generations.
Founded in 1911, Eaton has continuously evolved to meet the changing and expanding needs of our stakeholders. With revenues of $27.4 billion in 2025, the Company serves customers in 180 countries.
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During the first quarter of 2026, Eaton re-segmented certain business segments due to a reorganization of the Company's businesses. The new segment is Mobility, which consists of the legacy Vehicle and eMobility segments. Historical segment information has been recast to reflect this change.
Portfolio Changes
The Company continues to actively manage its portfolio of businesses to deliver on its strategic objectives. The Company is focused on deploying its capital toward businesses that provide opportunities for above-market growth and strong returns, and that align with secular trends and its power management strategies. During 2025 and 2026, Eaton completed several transactions to strengthen its portfolio.
Acquisitions of businessesDate of acquisitionBusiness segment
Fibrebond CorporationApril 1, 2025Electrical Americas
A U.S. based designer and builder of pre-integrated modular power enclosures for data center, industrial, utility and communications customers.
Resilient Power Systems, Inc.August 6, 2025Electrical Americas
A leading North American developer and manufacturer of innovative energy solutions, including solid-state transformer-based technology.
Ultra PCS Limited
January 23, 2026
Aerospace
Producer of electronic controls, sensing, stores ejection and data processing solutions with operations in the U.K. and U.S.
Boyd Thermal
March 12, 2026
Electrical Global
A U.S. based global leader in thermal components, systems, and ruggedized solutions for data center, aerospace and other end-markets.
On January 26, 2026, Eaton announced its intention to separate its Mobility business segment from the rest of Eaton via a spin-off. On June 10, 2026, Eaton entered into definitive agreements with Dana Incorporated (Dana), whereby Eaton will separate the Mobility business and combine it with Dana in a Reverse Morris Trust (RMT) transaction (the separation and merger with and into Dana described below collectively referred to as the Transaction). As part of the Transaction, Eaton will distribute the Mobility business (other than certain assets and liabilities that will be sold directly to Dana in a concurrent asset sale) to Eaton shareholders through an exchange offer (split-off), in which Eaton shareholders will have the opportunity to tender their Eaton shares in exchange for shares of Mobility (USA) Corporation, a wholly owned subsidiary of Eaton (SpinCo), followed, if necessary, by a clean-up pro rata distribution. Immediately thereafter, a direct, wholly owned subsidiary of SpinCo will merge with and into Dana, with Dana surviving as a direct, wholly owned subsidiary of SpinCo. Following completion of the Transaction, Eaton shareholders are expected to own at least 50.1% of the combined company's outstanding shares. Eaton will also receive a cash distribution of approximately $1.1 billion prior to completion of the Transaction, subject to a customary cash and indebtedness adjustment and tax payments to various global jurisdictions and transaction related charges. Eaton expects to use the cash distribution consistent with its capital allocation framework, including repayment of outstanding indebtedness.
The RMT transaction is intended to be tax-free for U.S. federal income tax purposes to Eaton and Eaton’s shareholders and is expected to close in the first quarter of 2027, subject to Dana stockholder approval, regulatory approvals, and customary closing conditions. Until the Transaction closes, the Mobility business segment will continue to operate as a business segment of Eaton and its financial results reported in Eaton’s continuing operations. In the event the Transaction is not consummated, Eaton intends to separate its Mobility business segment in a spin-off.
Additional information related to acquisitions of businesses is presented in Note 2.



27


RESULTS OF OPERATIONS
Non-GAAP Financial Measures
The following discussion of Consolidated Financial Results includes certain non-GAAP financial measures. These financial measures include adjusted earnings and adjusted earnings per ordinary share, each of which differs from the most directly comparable measure calculated in accordance with generally accepted accounting principles (GAAP). A reconciliation of adjusted earnings and adjusted earnings per ordinary share to the most directly comparable GAAP measure is included in the Consolidated Financial Results table below. Management believes that these financial measures are useful to investors because they provide additional meaningful financial information that should be considered when assessing our business performance and trends, and they allow investors to more easily compare Eaton’s financial performance period to period. Management uses this information in monitoring and evaluating the on-going performance of Eaton.
Acquisition and Divestiture Charges
Eaton incurs integration charges and transaction costs to acquire and integrate businesses, and transaction, separation and other costs to divest and exit businesses. Eaton also recognizes gains and losses on the sale of businesses. A summary of these Corporate items is as follows:
Three months ended
June 30		Six months ended
June 30
(In millions except for per share data)2026202520262025
Acquisition integration, divestiture charges and transaction costs$154 $70 $263 $80 
Income tax expense (benefit)36 (16)15 (19)
Total after income taxes$190 $54 $278 $61 
Per ordinary share - diluted$0.49 $0.14 $0.71 $0.16 
Acquisition integration, divestiture charges and transaction costs in 2026 and 2025 are primarily related to the following:

•The acquisitions of Fibrebond Corporation, Resilient Power Systems Inc., Ultra PCS Limited, Boyd Thermal, and Exertherm, the anticipated divestiture of the Mobility business, transactions completed prior to 2023, and other charges to acquire and exit businesses.
•Employee transaction and retention award compensation expense related to the acquisition of Fibrebond of $27 million and $39 million in the second quarter and the first six months of 2026, respectively, and $47 million in the second quarter and the first six months of 2025.
•Employee incentive compensation expense related to the acquisition of Resilient of $6 million and $16 million in the second quarter and first six months of 2026, respectively.
Charges in 2026 and 2025 were included in Cost of products sold, Selling and administrative expense, Research and development expense, or Other expense (income) - net. In Business Segment Information in Note 15, the charges were included in Other expense - net.
Additionally, during the second quarter and the first six months of 2026, Eaton incurred $52 million of withholding taxes related to funding the acquisition of Boyd Thermal, which are included in Income tax expense (benefit) in the table above.
Restructuring Program
During the first quarter of 2024, Eaton implemented a multi-year restructuring program to accelerate opportunities to optimize its operations and global support structure. These actions will better align the Company's functions to support anticipated growth and drive greater effectiveness throughout the Company. Since the inception of the program, the Company has incurred charges of $397 million. This restructuring program is expected to be completed in 2026 and is expected to incur additional expenses related to workforce reductions of $60 million and plant closing and other costs of $18 million, resulting in total estimated charges of $475 million for the entire program. The Company expects mature year benefits of $375 million when the multi-year program is fully implemented.
Additional information related to these restructuring programs is presented in Note 14.
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Intangible Asset Amortization Expense
Intangible asset amortization expense is as follows:
Three months ended
June 30		Six months ended
June 30
(In millions except for per share data)2026202520262025
Intangible asset amortization expense$255 $129 $395 $235 
Income tax benefit57 28 87 50 
Total after income taxes$198 $101 $308 $185 
Per ordinary share - diluted$0.50 $0.25 $0.79 $0.47 
Consolidated Financial Results
Three months ended
June 30		Increase (decrease)Six months ended
June 30		Increase (decrease)
(In millions except for per share data)2026202520262025
Net sales$8,531 $7,028 21 %$15,982 $13,404 19 %
Gross profit2,855 2,597 10 %5,506 5,043 9 %
Percent of net sales33.5 %37.0 %34.5 %37.6 %
Income before income taxes1,144 1,186 (4)%2,251 2,363 (5)%
Net income823 982 (16)%1,690 1,947 (13)%
Less net income for noncontrolling interests(1)(1)(3)(2)
Net income attributable to Eaton ordinary shareholders821 982 (16)%1,687 1,945 (13)%
Excluding acquisition and divestiture charges, after-tax190 54 278 61 
Excluding restructuring program charges, after-tax19 18 49 33 
Excluding intangible asset amortization expense, after-tax198 101 308 185 
Adjusted earnings$1,228 $1,155 6 %$2,322 $2,225 4 %
Net income per share attributable to Eaton ordinary shareholders - diluted$2.11 $2.51 (16)%$4.33 $4.96 (13)%
Excluding per share impact of acquisition and divestiture charges, after-tax0.49 0.14 0.71 0.16 
Excluding per share impact of restructuring program charges, after-tax0.05 0.05 0.13 0.08 
Excluding per share impact of intangible asset amortization expense, after-tax0.50 0.25 0.79 0.47 
Adjusted earnings per ordinary share$3.15 $2.95 7 %$5.96 $5.67 5 %

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Net Sales
Changes in Net sales:Three months ended June 30, 2026Six months ended June 30, 2026
Organic growth14 %12 %
Acquisitions of businesses
7 %6 %
Foreign currency— %1 %
Total increase in Net sales21 %19 %
The increase in organic sales in the second quarter of 2026 was due to strength in data center and machine OEM end-markets in the Electrical Americas business segment, broad-based strength in end-markets of the Electrical Global business segment, and strength in commercial OEM, commercial aftermarket, and military OEM in the Aerospace business segment, partially offset by weakness in residential and industrial end-markets in the Electrical Americas business segment, and weakness in the European region in the Mobility business segment.
The increase in organic sales in the first six months of 2026 was due to strength in data center and machine OEM end-markets in the Electrical Americas and Electrical Global business segments, strength in residential end-markets in the Electrical Global business segment, and strength in commercial OEM, commercial aftermarket, and military aftermarket in the Aerospace business segment, partially offset by weakness in industrial end-markets in the Electrical Americas and Electrical Global business segments, weakness in utility and residential end-markets in the Electrical Americas business segment, and weakness in the North American region driven by the exit of a low-margin light vehicle business and weakness in the European region in the Mobility business segment.
Gross Profit
Gross profit margin decreased from 37.0% in the second quarter of 2025 to 33.5% in the second quarter of 2026. Material factors affecting this decrease were a 390 basis point decline from higher commodity and wage inflation and a 150 basis point decline from higher intangible asset amortization, partially offset by a 160 basis point increase from higher sales.
Gross profit margin decreased from 37.6% in the first six months of 2025 to 34.5% in the first six months of 2026. Material factors affecting this decrease were a 390 basis point decline from higher commodity and wage inflation and a 100 basis point decline from higher intangible asset amortization, partially offset by a 140 basis point increase from higher sales.
Income Taxes
The effective income tax rate for the second quarter and first six months of 2026 was expense of 28.1% and 24.9%, respectively, compared to expense of 17.2% and 17.6% for the second quarter and first six months of 2025. The increase in the effective tax rate in the second quarter and first six months of 2026 was primarily due to greater levels of income in higher tax jurisdictions and withholding tax expense related to funding the acquisition of Boyd Thermal.
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Net Income
Changes in Net income attributable to Eaton ordinary shareholders and Net income per share attributable to Eaton ordinary shareholders - diluted are summarized as follows:
Three months endedSix months ended
(In millions except for per share data)DollarsPer shareDollarsPer share
June 30, 2025
$982 $2.51 $1,945 $4.96 
  Business segment results of operations
    Operational performance244 0.62 373 0.96 
    Foreign currency(5)(0.01)3 0.01 
  Corporate
Interest expense - net(107)(0.27)(167)(0.42)
    Intangible asset amortization expense(97)(0.25)(123)(0.33)
    Restructuring program charges— — (16)(0.05)
    Acquisition and divestiture charges(137)(0.35)(216)(0.55)
    Other corporate items5 0.01 (5)(0.01)
  Tax rate impact(64)(0.16)(107)(0.27)
  Impact of shares— 0.01 — 0.03 
June 30, 2026
$821 $2.11 $1,687 $4.33 

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Business Segment Results of Operations
The following is a discussion of Net sales, operating profit and operating margin by business segment. Additionally, the Company uses the following metrics as indicators of customer demand and future revenue expectations in the Electrical Americas, Electrical Global, and Aerospace business segments. The Company believes these metrics are useful to investors for the same reasons.
•Backlog: Includes orders to which customers are firmly committed
•Organic change in backlog: Percentage change in backlog, excluding (1) the impact of foreign currency, (2) divestitures, and (3) firm orders in place prior to closing of business acquisitions
•Organic change in customer orders: Percentage change in firm customer orders on a trailing twelve month basis, excluding (1) the impact of foreign currency, (2) divestitures, and (3) firm orders in place prior to closing of business acquisitions
•Book-to-bill: Average of the ratio of firm customer orders to Net sales for the last four quarters
Electrical Americas
Three months ended
June 30		Increase (decrease)Six months ended
June 30		Increase (decrease)
($ in millions)2026202520262025
Net sales$3,951 $3,350 18 %$7,551 $6,360 19 %
Operating profit$1,088 $987 10 %$2,010 $1,891 6 %
Operating margin27.5 %29.5 %26.6 %29.7 %
Changes in Net sales:
Organic growth18 %16 %
Acquisitions of businesses
— %2 %
Foreign currency— %1 %
Total increase in Net sales18 %19 %
Change from June 30
Performance metrics:June 30, 2026June 30, 20252026 vs. 20252025 vs. 2024
Backlog$15,175 $11,377 33 %17 %
Organic change in backlog33 %6 %
Organic change in customer orders41 %2 %
Book-to-bill1.31.1
The increase in organic sales in the second quarter of 2026 was due to strength in data center and machine OEM end-markets, partially offset by weakness in residential and industrial end-markets. The increase in organic sales in the first six months of 2026 was due to strength in data center and machine OEM end-markets, partially offset by weakness in residential, utility, and industrial end-markets.
The operating margin decreased from 29.5% in the second quarter of 2025 to 27.5% in the second quarter of 2026. Material factors affecting this decrease were a 470 basis point decline from higher commodity inflation, partially offset by a 260 basis point increase from higher sales. The operating margin decreased from 29.7% in the first six months of 2025 to 26.6% in the first six months of 2026. Material factors affecting this decrease were a 470 basis point decline from higher commodity inflation, partially offset by a 230 basis point increase from higher sales.


32


Electrical Global
Three months ended
June 30		Increase (decrease)Six months ended
June 30		Increase (decrease)
($ in millions)2026202520262025
Net sales$2,517 $1,753 44 %$4,463 $3,362 33 %
Operating profit$499 $353 41 %$873 $653 34 %
Operating margin19.8 %20.1 %19.6 %19.4 %
Changes in Net sales:
Organic growth18 %14 %
Acquisition of a business25 %16 %
Foreign currency1 %3 %
Total increase in Net sales44 %33 %
Change from June 30
Performance metrics:June 30, 2026June 30, 20252026 vs. 20252025 vs. 2024
Backlog$3,602 $1,771 103 %1 %
Organic change in backlog54 %(3)%
Organic change in customer orders33 %(1)%
Book-to-bill1.11.0
The increase in organic sales in the second quarter of 2026 was due to broad-based strength in end-markets, with particular strength in data center and machine OEM end-markets. The increase in organic sales in the first six months of 2026 was due to strength in data center, machine OEM, and residential end-markets, partially offset by weakness in industrial end-markets.
The operating margin decreased from 20.1% in the second quarter of 2025 to 19.8% in the second quarter of 2026. Material factors affecting this decrease were a 460 basis point decline from higher commodity and wage inflation, partially offset by a 240 basis point increase from higher sales, a 100 basis point increase from favorable mix, and an 80 basis point increase from operating efficiencies. The operating margin increased from 19.4% in the first six months of 2025 to 19.6% in the first six months of 2026. Material factors affecting this increase were a 210 basis point increase from higher sales, a 130 basis point increase from favorable mix, and a 120 basis point increase from operating efficiencies, partially offset by a 460 basis point decline from higher commodity and wage inflation.



33


Aerospace
Three months ended
June 30		Increase (decrease)Six months ended
June 30		Increase (decrease)
($ in millions)2026202520262025
Net sales$1,222 $1,080 13 %$2,362 $2,059 15 %
Operating profit$278 $240 16 %$582 $466 25 %
Operating margin22.8 %22.2 %24.7 %22.6 %
Changes in Net sales:
Organic growth7 %8 %
Acquisition of a business6 %6 %
Foreign currency— %1 %
Total increase in Net sales13 %15 %
Change from June 30
Performance metrics:June 30, 2026June 30, 20252026 vs. 20252025 vs. 2024
Backlog$5,164 $4,025 28 %16 %
Organic change in backlog18 %14 %
Organic change in customer orders17 %10 %
Book-to-bill1.21.1
The increase in organic sales in the second quarter of 2026 was due to strength in commercial OEM and commercial aftermarket. The increase in organic sales in the first six months of 2026 was due to strength in commercial OEM, commercial aftermarket, and military aftermarket.
The operating margin increased from 22.2% in the second quarter of 2025 to 22.8% in the second quarter of 2026. Material factors affecting this increase were a 160 basis point increase from higher sales, a 150 basis point increase from favorable mix, and a 40 basis point increase from the acquisition of Ultra PCS, partially offset by a 300 basis point decline from higher commodity and wage inflation. The operating margin increased from 22.6% in the first six months of 2025 to 24.7% in the first six months of 2026. Material factors affecting this increase were a 170 basis point increase from higher sales, a 130 basis point increase from the sale of a facility in the first quarter of 2026, a 130 basis point increase from favorable mix, and a 30 basis point increase from the acquisition of Ultra PCS, partially offset by a 310 basis point decline from higher commodity and wage inflation.
34


Mobility
Three months ended
June 30		Increase (decrease)Six months ended
June 30		Increase (decrease)
(In millions)2026202520262025
Net sales$841 $845 — %$1,607 $1,624 (1)%
Operating profit$109 $102 7 %$198 $194 2 %
Operating margin13.0 %12.1 %12.3 %11.9 %
Changes in Net sales:
Organic growth(2)%(4)%
Foreign currency2 %3 %
Total decrease in Net sales— %(1)%
The decrease in organic sales in the second quarter of 2026 was due to weakness in the European region. The decrease in organic sales in the first six months of 2026 was due to weakness in the North American region driven by the exit of a low-margin light vehicle business and weakness in the European region.
The operating margin increased from 12.1% in the second quarter of 2025 to 13.0% in the second quarter of 2026. Material factors affecting this increase were a 300 basis point increase from operating efficiencies, partially offset by a 230 basis point decline from higher commodity and wage inflation. The operating margin increased from 11.9% in the first six months of 2025 to 12.3% in the first six months of 2026. Material factors affecting this increase were a 260 basis point increase from operating efficiencies, partially offset by a 220 basis point decline from higher commodity and wage inflation.
Corporate Expense
Three months ended
June 30		Increase (decrease)Six months ended
June 30		Increase (decrease)
(In millions)2026202520262025
Intangible asset amortization expense$255 $129 98 %$395 $235 68 %
Interest expense - net201 71 183 %307 103 198 %
Pension and other postretirement benefits income(2)(5)(60)%(6)(10)(40)%
Restructuring program charges24 24 — %62 42 48 %
Other expense - net353 277 27 %655 471 39 %
Total corporate expense$831 $496 68 %$1,413 $841 68 %
The material factors affecting the increase in Total corporate expense in the second quarter and first six months of 2026 were higher Interest expense - net, Intangible asset amortization expense, and Other expense - net. The increase in Other expense - net is primarily due to higher acquisition and divestiture costs.
35


LIQUIDITY, CAPITAL RESOURCES, AND FINANCIAL CONDITION
Liquidity and Financial Condition
Eaton’s objective is to finance its business through operating cash flow and an appropriate mix of equity and long-term and short-term debt. By diversifying its debt maturity structure, Eaton reduces liquidity risk.
On February 6, 2026, Eaton Corporation, a subsidiary of Eaton, exercised a $1,000 million upsize of the existing $3,000 million five-year revolving credit agreement, increasing the total facility size to $4,000 million. The facility’s maturity date remains unchanged at September 27, 2030. The revolving credit facility is used to support commercial paper borrowings and is fully and unconditionally guaranteed by Eaton and certain of its direct and indirect subsidiaries on an unsubordinated, unsecured basis. There were no borrowings outstanding under the revolving credit facility at June 30, 2026. Also on February 6, 2026 the Company increased its commercial paper program from $3,000 million to $4,000 million. The Company maintains access to the commercial paper markets through its $4,000 million commercial paper program, of which $2,088 million was outstanding on June 30, 2026, used primarily to manage fluctuations in working capital and to partially fund acquisitions closed during 2026.
On March 6, 2026, Eaton Corporation, a subsidiary of Eaton, issued notes (2026 U.S. Notes) with an aggregate face amount of $8,500 million. The 2026 U.S. Notes are comprised of six tranches: 3.85% notes due 2028 in the amount of $1,500 million; 3.95% notes due 2029 in the amount of $1,500 million; 4.20% notes due 2031 in the amount of $1,500 million; 4.50% notes due 2033 in the amount of $1,000 million; 4.80% notes due 2036 in the amount of $2,000 million; and 5.45% notes due 2056 in the amount of $1,000 million. Interest is payable semi-annually. The issuer received proceeds totaling $8,427 million from the 2026 U.S. Notes issuance, net of financing costs and discounts. The 2026 U.S. Notes are fully and unconditionally guaranteed on an unsubordinated, unsecured basis by Eaton and certain of its direct and indirect subsidiaries. The 2026 U.S. Notes contain customary optional redemption and par call provisions. The 2026 U.S. Notes also contain a change of control provision which requires the Company to make an offer to purchase all or any part of the 2026 U.S. Notes at a purchase price of 101% of the principal amount plus accrued and unpaid interest. The capitalized deferred financing fees are amortized in Interest expense - net over the respective terms of the 2026 U.S. Notes. The 2026 U.S. Notes are subject to customary non-financial covenants.
On March 10, 2026, Eaton Capital Unlimited Company, a subsidiary of Eaton, issued Euro denominated notes (2026 Euro Notes) with an aggregate face amount of €1,200 million ($1,390 million). The 2026 Euro Notes are comprised of two tranches of €600 million each, which mature in 2034 and 2038, with interest payable annually at a respective rate of 3.55% and 4.00% per annum. The issuer received proceeds totaling €1,191 million ($1,380 million) from the 2026 Euro Notes issuance, net of financing costs and discounts. The 2026 Euro Notes are fully and unconditionally guaranteed on an unsubordinated, unsecured basis by Eaton and certain of its direct and indirect subsidiaries. The 2026 Euro Notes contain customary optional redemption and par call provisions. The 2026 Euro Notes also contain a change of control provision which requires the Company to make an offer to purchase all or any part of the 2026 Euro Notes at a purchase price of 101% of the principal amount plus accrued and unpaid interest. The capitalized deferred financing fees are amortized in Interest expense - net over the respective terms of the 2026 Euro Notes. The 2026 Euro Notes are subject to customary non-financial covenants.
On March 6, 2026, Eaton Corporation, a subsidiary of Eaton, terminated the $8,000 million senior unsecured delayed-draw term loan facility (Term Credit Agreement) entered into on February 6, 2026. No loans were outstanding as of the date of termination and the Company incurred no fees or penalties in connection with the termination. The Term Credit Agreement was terminated in connection with the issuance of the 2026 U.S. Notes and 2026 Euro Notes.
Over the course of a year, cash, short-term investments, and short-term debt may fluctuate in order to manage global liquidity. As of June 30, 2026 and December 31, 2025, Eaton had cash of $483 million and $622 million, short-term investments of $212 million and $181 million, and short-term debt of $2,091 million and $1 million, respectively. Eaton believes it has the operating flexibility, cash flow, cash and short-term investment balances, availability under the existing revolving credit facility, and access to capital markets in excess of the liquidity necessary to meet future operating needs of the business, fund capital expenditures and acquisitions of businesses, as well as scheduled payments of long-term debt, for at least the next 12 months and the foreseeable future thereafter.
On April 1, 2025, the Company paid $1.43 billion, net of cash acquired, to acquire Fibrebond Corporation. On August 6, 2025, the Company acquired Resilient Power Systems Inc. for $86 million, including $55 million of cash paid at closing and an initial estimate of $31 million for the fair value of contingent future consideration. On January 23, 2026, the Company paid $1.53 billion, net of cash acquired, to acquire Ultra PCS Limited and on March 12, 2026, the Company paid $9.55 billion, net of cash acquired, to acquire Boyd Thermal. Additionally, on January 15, 2026, Eaton invested $75 million in SPAN for a stake of approximately 7 percent.
Eaton is in compliance with each of its debt covenants for all periods presented.
36


Cash Flows
A summary of cash flows is as follows:
Six months ended June 30
Change
from 2025
(In millions)20262025
Net cash provided by operating activities$1,634 $1,156 $478 
Net cash used in investing activities(11,661)(490)(11,171)
Net cash provided by (used in) financing activities9,874 (697)10,571 
Effect of currency on cash13 (126)139 
Total decrease in cash$(139)$(157)
Operating Cash Flow
Net cash provided by operating activities increased by $478 million in the first six months of 2026 compared to 2025. The material factor affecting this increase was working capital balances being $564 lower, partially offset by lower net income of $257 million.
Investing Cash Flow
Net cash used in investing activities increased by $11,171 million in the first six months of 2026 compared to 2025. Material factors affecting this increase were an increase in cash paid for business acquisitions of $11,079 million in 2026 compared to $1,450 million cash paid for business acquisitions in 2025 and purchases of short-term investments of $43 million in 2026 compared to sales of short term investments of $1,343 million in 2025.
Financing Cash Flow
Net cash provided by financing activities increased by $10,571 million in the first six months of 2026 compared to 2025. Material factors affecting this increase were an increase in proceeds from borrowings of $9,871 million in 2026 compared to $1,058 million proceeds from borrowings in 2025, no repurchase of shares in 2026 compared to repurchase of shares of $1,307 million in 2025, and an increase in net proceeds of short-term debt of $2,088 million in 2026 from $1,111 million in 2025, partially offset by payments on borrowings of $1,143 million in 2026 from $713 million in 2025.
Uses of Cash
Capital Expenditures
Capital expenditures were $446 million and $349 million in the first six months of 2026 and 2025, respectively. The Company plans to increase capital expenditures over the next several years to expand production capacity across various markets to support anticipated growth. As a result, Eaton expects approximately $1.15 billion in capital expenditures in 2026.
Dividends
Cash dividend payments were $858 million and $818 million in the first six months of 2026 and 2025, respectively. Payment of quarterly dividends in the future depends upon the Company’s ability to generate net income and operating cash flows, among other factors, and is subject to declaration by the Eaton Board of Directors. The Company intends to continue to pay quarterly dividends in 2026.
Share Repurchases
On February 23, 2022, the Eaton Board of Directors adopted a share repurchase program for repurchases of ordinary shares up to $5.0 billion to be made during the three-year period commencing on that date (2022 Program). On February 27, 2025, the Eaton Board of Directors renewed the 2022 Program by providing authority for up to $9.0 billion in repurchases to be made during the three-year period commencing on that date (2025 Program). Under the 2025 Program, the ordinary shares are expected to be repurchased over time, depending on market conditions, the market price of ordinary shares, capital levels, and other considerations. During the three and six months ended June 30, 2026, no ordinary shares were repurchased. During the three and six months ended June 30, 2025, 2.3 million and 4.2 million ordinary shares, respectively, were repurchased under the 2025 or 2022 Programs in the open market at a total cost of $698 million and $1,306 million, respectively. The Company does not intend to pursue share repurchases in 2026 due to the acquisition of Boyd Thermal on March 12, 2026.
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Acquisition of Businesses and Investments in Nonmarketable Securities
The Company paid cash of $11,079 million and $1,450 million to acquire businesses in the first six months of 2026 and 2025, respectively. Additionally, the Company paid $85 million in the first six months of 2026 for investments in nonmarketable securities. There were no investments in nonmarketable securities in the first six months of 2025. The Company will continue to focus on deploying its capital toward businesses that provide opportunities for higher growth and strong returns, and align with secular trends and its power management strategies.
Debt
The Company manages a number of short-term and long-term debt instruments, including commercial paper. At June 30, 2026, the Company had Short-term debt of $2,091 million, Current portion of long-term debt of $11 million, and Long-term debt of $18,509 million. The Company believes it has the operating flexibility, cash flow, and access to capital markets to meet scheduled payments of long-term debt. For additional information on financing transactions and debt see Note 8.
Supply Chain Finance Program
A third-party financial institution offers a voluntary supply chain finance (SCF) program that enables certain of the Company’s suppliers, at the supplier’s sole discretion, to sell receivables due from the Company to the financial institution on terms directly negotiated with the financial institution. The SCF program does not have a significant impact on the Company’s liquidity as payments by the Company to participating suppliers are paid to the financial institution on the invoice due date, regardless of whether an individual invoice is sold by the supplier to the financial institution. For additional information on the SCF program, see Note 7.
Guaranteed Debt
Issuers, Guarantors and Guarantor Structure    
Eaton Corporation has issued senior notes pursuant to indentures dated April 1, 1994 (the 1994 Indenture), November 20, 2012 (the 2012 Indenture), September 15, 2017 (the 2017 Indenture), August 23, 2022 (as supplemented by the First and Second Supplemental Indentures of the same date and the Third Supplemental Indenture dated May 18, 2023, the 2022 Indenture), and May 9, 2025 (as supplemented by the First and Second Supplemental Indentures of the same date, the Third Supplemental Indenture dated March 6, 2026, and the Fourth Supplemental Indenture dated March 10, 2026, the 2025 Indenture). Eaton Capital Unlimited Company, a subsidiary of Eaton, is the issuer of six outstanding series of debt securities sold in offshore transactions under Regulation S promulgated under the Securities Act (the Eurobonds) and Registered Senior Notes (as defined below) issued under the 2025 Indenture. The senior notes issued under the 1994, 2012, 2017, 2022, and 2025 Indentures are registered under the Securities Act of 1933, as amended (the Registered Senior Notes). The Eurobonds and the Registered Senior Notes (together, the Senior Notes) comprise substantially all of Eaton’s long-term indebtedness.
Substantially all of the Senior Notes (with limited exceptions), together with the credit facilities described above under Liquidity and Financial Condition (the Credit Facilities), are guaranteed by Eaton and 17 of its subsidiaries. Accordingly, they rank equally with each other. However, because these obligations are not secured, they would be effectively subordinated to any existing or future secured indebtedness of Eaton and its subsidiaries. As of June 30, 2026, Eaton has no material, long-term secured debt. The guaranteed Registered Senior Notes are also structurally subordinated to the liabilities of Eaton's subsidiaries that are not guarantors. Except as described below under Future Guarantors, Eaton is not obligated to cause its subsidiaries to guarantee the Registered Senior Notes.
The table set forth in Exhibit 22 filed with the Form 10-Q filed on August 5, 2025 (10-Q Exhibit 22) details the primary obligors and guarantors with respect to the guaranteed Registered Senior Notes.
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Terms of Guarantees of Registered Securities
Payment of principal and interest on the Registered Senior Notes is guaranteed, on an unsecured, unsubordinated basis by the subsidiaries of Eaton set forth in the table referenced in the 10-Q Exhibit 22. Each guarantee is full and unconditional, and joint and several. Each guarantor’s guarantee is an unsecured obligation that ranks equally with all its other unsecured and unsubordinated indebtedness. The obligations of each guarantor under its guarantee of the Registered Senior Notes are subject to a customary savings clause or similar provision designed to prevent such guarantee from constituting a fraudulent conveyance or otherwise legally impermissible or voidable obligation.
Though the terms of the indentures vary slightly, generally, each guarantee of the Registered Senior Notes by a guarantor that is a subsidiary of Eaton Corporation provides that it will be automatically and unconditionally released and discharged under certain circumstances, including, but not limited to:
(a)the consummation of certain types of transactions permitted under the applicable indenture, including one that results in such guarantor ceasing to be a subsidiary; and
(b)for Registered Senior Notes issued under the 2022 and 2025 Indentures, when such guarantor is a guarantor or issuer of indebtedness in an aggregate outstanding principal amount of less than 25% of our total outstanding indebtedness.
Further, each guarantee by a direct or indirect parent of Eaton Corporation (other than Eaton) provides that it will also be released if:
(c)such guarantee (so long as the guarantor is not obligated under any other U.S. debt obligations), becomes prohibited by any applicable law, rule or regulation or by any contractual obligation; or
(d)such guarantee results in material adverse tax consequences to Eaton or any of its subsidiaries (so long as the applicable guarantor is not obligated under any other U.S. debt obligation).
The guarantee of Eaton does not contain any release provisions.
Future Guarantors
The 2012 and 2017 Indentures generally provide that, with certain limited exceptions, any subsidiary of Eaton must become a guarantor if it becomes obligated as borrower or guarantor under any series of debt securities or a syndicated credit facility. Further, the 2012 and 2017 Indentures provide that any entity that becomes a direct or indirect parent entity of Eaton Corporation and holds any material assets, with certain limited exceptions, or owes any material liabilities must become a guarantor. The 2022 and 2025 Indentures provide only that, with certain limited exceptions, any subsidiary of Eaton must become a guarantor if it becomes obligated as borrower or guarantor under indebtedness with an aggregate outstanding principal amount in excess of 25% of the Parent and its Subsidiaries’ then-outstanding indebtedness.
The 1994 Indenture does not contain provisions with respect to future guarantors.
Summarized Financial Information of Guarantors and Issuers
(In millions)June 30, 2026December 31, 2025
Current assets$4,395 $4,075 
Noncurrent assets13,565 13,439 
Current liabilities6,253 4,598 
Noncurrent liabilities20,446 10,788 
Amounts due to subsidiaries that are non-issuers and non-guarantors - net4,763 9,499 
(In millions)Six months ended
June 30, 2026
Net sales$9,153 
Sales to subsidiaries that are non-issuers and non-guarantors569 
Cost of products sold6,552 
Expense from subsidiaries that are non-issuers and non-guarantors - net173 
Net income675 
The financial information presented is that of the issuers and the guarantors, which includes Eaton Corporation plc, on a combined basis and the financial information of non-issuer and non-guarantor subsidiaries has been excluded. Intercompany balances and transactions between the issuers and guarantors have been eliminated, and amounts due from, amounts due to, and transactions with non-issuer and non-guarantor subsidiaries have been presented separately.

39


ITEM 3.QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.
There have been no material changes in exposures to market risk since December 31, 2025.

ITEM 4.CONTROLS AND PROCEDURES.
Evaluation of Disclosure Controls and Procedures
Disclosure controls and procedures are designed to provide reasonable assurance that information required to be disclosed in Eaton's reports filed or submitted under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission's rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed in Eaton's reports filed under the Exchange Act is accumulated and communicated to management, including Eaton's Principal Executive Officer and Principal Financial Officer, to allow timely decisions regarding required disclosure.
Pursuant to Rules 13a-15(e) and 15d-15(e) of the Exchange Act, an evaluation was performed under the supervision and with the participation of Eaton's management, including the Principal Executive Officer and Principal Financial Officer, of the effectiveness of the design and operation of the Company's disclosure controls and procedures. Based on that evaluation, the Principal Executive Officer and Principal Financial Officer concluded that Eaton's disclosure controls and procedures were effective at a reasonable assurance level as of June 30, 2026.
Internal Control over Financial Reporting
During the second quarter of 2026, there was no change in Eaton’s internal control over financial reporting that materially affected, or is reasonably likely to materially affect, internal control over financial reporting. Management is currently evaluating the impact of businesses acquired in the past twelve months on Eaton's internal control over financial reporting.
PART II — OTHER INFORMATION

ITEM 1.LEGAL PROCEEDINGS.
Information regarding the Company's legal proceedings is presented in Note 10 of the Notes to the condensed consolidated financial statements.

ITEM 1A.RISK FACTORS.
“Item 1A. Risk Factors” in Eaton's Annual Report on Form 10-K for the fiscal year ended December 31, 2025 includes a discussion of the Company's risk factors. The information below updates the risks relating to the separation of the Mobility business. There have been no material changes to the other previously disclosed risk factors.
We may not complete the anticipated separation of our Mobility business and its merger with Dana Incorporated or complete the transaction within the timeframe we anticipate or at all; the transaction may present difficulties that could have an adverse effect on us; costs associated with the transaction may be higher than anticipated; we may not realize some or all of the expected benefits of the transaction.
On June 10, 2026, we entered into a definitive agreement with Dana Incorporated (Dana) pursuant to which we will separate our Mobility business and combine it with Dana in a Reverse Morris Trust transaction (the Transaction). We currently anticipate that we will close the Transaction in the first quarter of 2027, but satisfying the conditions to the closing of the Transaction (including the receipt of Dana stockholder approval and receipt of required regulatory clearances) may take longer than we expect and there can be no assurance that all such conditions will be satisfied or waived.
In addition, Reverse Morris Trust transactions are complex in nature, and unanticipated developments or changes, including changes in law, the macroeconomic environment and market conditions or regulatory or political conditions may affect our ability to complete the Transaction as currently expected, within the anticipated time frame or at all. Any changes to the Transaction, delay or failure in completing it could cause us not to realize some or all of the expected benefits, or realize them on a different timeline than expected, which could have a material adverse effect on our business, financial condition, results of operations, cash flows or our stock price.
40


Whether or not we complete the Transaction, our ongoing businesses may be adversely affected and we may be subject to certain risks and consequences as a result of pursuing the Transaction, including the following: the pursuit of the Transaction may be complex, costly and time-consuming and could divert management’s attention from day-to-day business concerns and divert Eaton’s resources from other strategic opportunities and operational matters; the pendency of the Transaction could have an adverse impact on our ability to attract, retain and motivate key employees and on relationships with existing and prospective customers, suppliers and other third parties; we could be subject to litigation related to the Transaction, which could result in significant costs and expenses; and we may have to delay or forgo business opportunities that may otherwise arise with respect to the Mobility business segment in favor of the Transaction under the terms of the merger agreement entered into with Dana. In addition, although we intend for the transaction to be tax-free to our stockholders for U.S. federal income tax purposes, there can be no assurance that the Transaction will so qualify. Any of these factors could have a material adverse effect on our business, financial condition, results of operations, cash flows or our stock price.

ITEM 2.UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.
(c) Issuer's Purchases of Equity Securities
During the second quarter of 2026, there were no shares repurchased.

ITEM 5.    OTHER INFORMATION.
During the three months ended June 30, 2026, no director or officer (as defined in Rule 16a-1(f) of the Exchange Act) of the Company adopted, amended or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K.

ITEM 6.EXHIBITS.
Eaton Corporation plc
Second Quarter 2026 Report on Form 10-Q
3 (i)
3 (ii)
31.1
31.2
32.1
32.2
101.INSXBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document. *
101.SCHXBRL Taxonomy Extension Schema Document *
101.CALXBRL Taxonomy Extension Calculation Linkbase Document *
101.DEFXBRL Taxonomy Extension Label Definition Document *
101.LABXBRL Taxonomy Extension Label Linkbase Document *
101.PREXBRL Taxonomy Extension Presentation Linkbase Document *
104Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101)
_______________________________
*Submitted electronically herewith.
41


SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
EATON CORPORATION plc
Registrant
Date:July 31, 2026By:/s/ David B. Foster
David B. Foster
Principal Financial Officer
(On behalf of the registrant and as Principal Financial Officer)

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