# Emerson Electric (EMR) 8-K SEC filing

- Filed: Aug 4, 2026, 4:05 PM EDT
- Accession: 0000032604-26-000042
- OpenCapital page: https://www.opencapital.sh/filings/0000032604-26-000042
- Markdown URL: https://www.opencapital.sh/filings/0000032604-26-000042.md
- Official SEC filing index: https://www.sec.gov/Archives/edgar/data/32604/000003260426000042/0000032604-26-000042-index.htm

## Filing documents

- [8-K (emr-20260804.htm)](https://www.sec.gov/Archives/edgar/data/32604/000003260426000042/emr-20260804.htm)
- [EX-99.1 (a2026q3release_ex991.htm)](https://www.sec.gov/Archives/edgar/data/32604/000003260426000042/a2026q3release_ex991.htm)

---

## 8-K

SEC source: [emr-20260804.htm](https://www.sec.gov/Archives/edgar/data/32604/000003260426000042/emr-20260804.htm)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15 (d) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event

reported): August 4, 2026

Emerson Electric Co.

-------------------------------------------------

(Exact Name of Registrant as Specified in Charter)

|  |  |  |
| --- | --- | --- |
| Missouri | 1-278 | 43-0259330 |
| ---------------------------------(State or Other Jurisdiction of Incorporation) | -------------------(Commission | ---------------------------(I.R.S. Employer Identification Number) |
|  | File Number) |  |

8027 Forsyth Blvd.

St. Louis, Missouri 63105

------------------------------------------------   (Address of Principal Executive Offices) ------------------   (Zip Code)

Registrant’s telephone number, including area code:

(314) 553-2000

------------------------------------------

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

| Title of each class / Common Stock of $0.50 par value per share | Trading Symbol(s) / EMR | Name of each exchange on which registered / New York Stock Exchange |
| --- | --- | --- |
|  |  | NYSE Texas |
| 2.000% Notes due 2029 | EMR 29 | New York Stock Exchange |
| 3.000% Notes due 2031 | EMR 31A | New York Stock Exchange |
| 3.500% Notes due 2037 | EMR 37 | New York Stock Exchange |

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

☐ Emerging growth company  

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

## Item 2.02 Results of Operations and Financial Condition

Quarterly Results Press Release

On Tuesday, August 4, 2026, a press release was issued regarding the third quarter results of Emerson Electric Co. (the “Company”). A copy of this press release is furnished with this Current Report on Form 8-K as Exhibit 99.1.

References to underlying orders in the press release refer to the Company's trailing three-month average orders growth versus the prior year, excluding currency, and significant acquisitions and divestitures.

Non-GAAP Financial Measures

The press release contains non-GAAP financial measures as such term is defined in Regulation G under the rules of the Securities and Exchange Commission. While the Company believes these non-GAAP financial measures are useful in evaluating the Company, this information should be considered as supplemental in nature and not as a substitute for or superior to the related financial information prepared in accordance with GAAP. Further, these non-GAAP financial measures may differ from similarly titled measures presented by other companies. The reasons management believes that these non-GAAP financial measures provide useful information are set forth in the Company’s most recent Form 10-K filed with the Securities and Exchange Commission and in the press release furnished with this Form 8-K.

Forward-Looking and Cautionary Statements

Statements in the press release that are not strictly historical may be “forward-looking” statements, which represent management’s expectations, based on currently available information. Actual results, performance or achievements could differ materially from those expressed in any forward-looking statement. Any forward-looking statements in the press release speak only as of the date of the press release. Emerson undertakes no obligation to update any such statements to reflect new information or later developments. Examples of risks and uncertainties that may cause our actual results or performance to be materially different from those expressed or implied by forward-looking statements include the scope, duration and ultimate impacts of the Russia-Ukraine, Middle East and other global conflicts, as well as economic and currency conditions, market demand, pricing, protection of intellectual property, cybersecurity, tariffs, competitive and technological factors, inflation, among others, as set forth in the Company's most recent Annual Report on Form 10-K and subsequent reports filed with the SEC. The outlook contained herein represents the Company's expectation for its consolidated results, other than as noted herein.

## Item 9.01 Financial Statements and Exhibits

(d) Exhibits.

Exhibit Number Description of Exhibits

99.1 [Emerson's](a2026q3release_ex991.htm)[August](a2026q3release_ex991.htm)[a2026q3release_ex991.htm](a2026q3release_ex991.htm)[4](a2026q3release_ex991.htm)[, 2026 press release announcing](a2026q3release_ex991.htm)[third](a2026q3release_ex991.htm)[quarter results.](a2026q3release_ex991.htm)

104 Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document.

SIGNATURE

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 hereunto duly authorized.

EMERSON ELECTRIC CO.   (Registrant)

Date: August 4, 2026 By: /s/ John A. Sperino

John A. Sperino  Vice President and  Assistant Secretary

---

## EX-99.1

SEC source: [a2026q3release_ex991.htm](https://www.sec.gov/Archives/edgar/data/32604/000003260426000042/a2026q3release_ex991.htm)

Exhibit 99.1

### Emerson Reports Third Quarter 2026 Results; Raises 2026 Outlook

ST. LOUIS, August 4, 2026 /PRNewswire/ -- Emerson (NYSE: EMR) today reported results¹ for its third quarter ended June 30, 2026 and updated its full year outlook for fiscal 2026. Emerson also declared a quarterly cash dividend of $0.555 per share of common stock payable September 10, 2026 to stockholders of record on August 14, 2026.

|  |  |  |  |
| --- | --- | --- | --- |
| (dollars in millions, except per share) | 2025 Q3 | 2026 Q3 | Change |
| Underlying Orders² |  |  | 7% |
| Net Sales | $4,553 | $4,873 | 7% |
| Underlying Sales³ |  |  | 6% |
| Pretax Earnings | $734 | $916 |  |
| Margin | 16.1% | 18.8% | 270 bps |
| Adjusted Segment EBITA⁴ | $1,232 | $1,387 |  |
| Margin | 27.1% | 28.5% | 140 bps |
| GAAP Earnings Per Share | $1.03 | $1.28 | 24% |
| Adjusted Earnings Per Share⁵ | $1.52 | $1.71 | 13% |
| Operating Cash Flow | $1,062 | $1,425 | 34% |
| Free Cash Flow | $970 | $1,323 | 36% |

### Management Commentary

“Emerson had an outstanding third quarter with sales, margin expansion, earnings and cash flow all exceeding expectations," said Emerson President and Chief Executive Officer Lal Karsanbhai. "Demand was robust, with underlying orders up 7%, led by Software & Systems and broad-based growth in North America and Asia. The conflict in the Middle East remains fluid, and I am proud of our team's ability to deliver results and support our customers around the world."

Karsanbhai continued, "We are raising our full year guidance, reflecting our strong third quarter performance and healthy demand. Secular tailwinds continue to support sustained investment in our growth verticals and provide a solid foundation as we finish 2026 and look ahead to 2027."

### 2026 Outlook

The following tables summarize the fiscal year 2026 guidance framework. As we pivot capital allocation to returning cash to shareholders, the 2026 outlook assumes returning ~$2.2B through ~$1B share repurchases and ~$1.2B of dividends.

|  |  |  |
| --- | --- | --- |
| Guidance figures are approximate. | 2026 Q4 | 2026 |
| Net Sales Growth | ~5% | ~5% |
| Underlying Sales Growth | ~5% | ~3.5% |
| Earnings Per Share | ~$1.45 | ~$4.89 |
| Amortization of intangibles | ~$0.34 | ~$1.39 |
| Restructuring and related costs | ~$0.03 | ~$0.24 |
| Acquisition/divestiture fees and related costs | ~$0.01 | ~$0.09 |
| Discrete taxes | ~$0.02 | ~$0.05 |
| IEEPA tariff refunds | - | ~($0.11) |
| Adjusted Earnings Per Share | ~$1.85 | ~$6.55 |
| Operating Cash Flow |  | ~$4.1B |
| Free Cash Flow |  | ~$3.6B |

¹ Results are presented on a continuing operations basis.

² Underlying orders do not include AspenTech.

³ Underlying sales excludes the impact of currency translation, and significant acquisitions and divestitures.

⁴ Adjusted segment EBITA represents segment earnings excluding restructuring and intangibles amortization expense.

⁵ Adjusted EPS excludes intangibles amortization expense, restructuring and related costs, first year purchase accounting related items and transaction-related costs, discrete taxes and certain gains, losses or impairments.

### Conference Call

Today, beginning at 3:30 p.m. Central Time / 4:30 p.m. Eastern Time, Emerson management will discuss the third quarter results during an investor conference call. Participants can access a live webcast available at https://ir.emerson.com at the time of the call. A replay of the call will be available for 90 days. Conference call slides will be posted in advance of the call on the company website.

### About Emerson

Emerson (NYSE: EMR) is a global automation leader delivering solutions for the most demanding technology challenges. Headquartered in St. Louis, Missouri, Emerson is engineering the autonomous future, enabling customers to optimize operations and accelerate innovation. For more information, visit Emerson.com.

### Forward-Looking and Cautionary Statements

Statements in this press release that are not strictly historical may be “forward-looking” statements, which represent management’s expectations, based on currently available information. Actual results, performance or achievements could differ materially from those expressed in any forward-looking statement. Any forward-looking statements in this press release speak only as of the date of this press release. Emerson undertakes no obligation to update any such statements to reflect new information or later developments. Examples of risks and uncertainties that may cause our actual results or performance to be materially different from those expressed or implied by forward looking statements include the scope, duration and ultimate impacts of the Russia-Ukraine, Middle East and other global conflicts, as well as economic and currency conditions, market demand, pricing, protection of intellectual property, cybersecurity, tariffs, competitive and technological factors, inflation, among others, as set forth in the Company's most recent Annual Report on Form 10-K and subsequent reports filed with the SEC. The outlook contained herein represents the Company's expectation for its consolidated results, other than as noted herein.

Emerson uses our Investor Relations website, https://ir.emerson.com, as a means of disclosing information which may be of interest or material to our investors and for complying with disclosure obligations under Regulation FD. Accordingly, investors should monitor our Investor Relations website, in addition to following our press releases, SEC filings, public conference calls, webcasts and social media. The information contained on, or that may be accessed through, our website is not incorporated by reference into, and is not a part of, this document.

| | | | | | |
| --- | --- | --- | --- | --- | --- |
| Investors: | | | Media: | | |
| Doug Ashby | | | Joseph Sala / Greg Klassen | | |
| (314) 553-2197 | | | Joele Frank, Wilkinson Brimmer Katcher | | |
| | | | (212) 355-4449 | | |

(tables attached)

_(AMOUNTS IN MILLIONS EXCEPT PER SHARE, UNAUDITED)_

| EMERSON AND SUBSIDIARIES / CONSOLIDATED OPERATING RESULTS | EMERSON AND SUBSIDIARIES / CONSOLIDATED OPERATING RESULTS / Quarter Ended June 30, 2025 | EMERSON AND SUBSIDIARIES / CONSOLIDATED OPERATING RESULTS / Quarter Ended June 30, 2026 | EMERSON AND SUBSIDIARIES / CONSOLIDATED OPERATING RESULTS / Nine Months Ended June 30, 2025 | Table 1 / EMERSON AND SUBSIDIARIES / CONSOLIDATED OPERATING RESULTS / Nine Months Ended June 30, 2026 |
| --- | --- | --- | --- | --- |
| Net sales | $4,553 | $4,873 | $13,161 | $13,781 |
| Cost of sales | 2,160 | 2,218 | 6,161 | 6,393 |
| SG&A expenses | 1,266 | 1,343 | 3,773 | 3,902 |
| Other deductions, net | 298 | 311 | 944 | 744 |
| Interest expense, net | 95 | 85 | 145 | 258 |
| Earnings from continuing operations before income taxes | 734 | 916 | 2,138 | 2,484 |
| Income taxes | 154 | 198 | 536 | 542 |
| Earnings from continuing operations | 580 | 718 | 1,602 | 1,942 |
| Discontinued operations, net of tax | 6 | — | 7 | — |
| Net earnings | 586 | 718 | 1,609 | 1,942 |
| Less: Noncontrolling interests in subsidiaries | — | — | (48) | 1 |
| Net earnings common stockholders | $586 | $718 | $1,657 | $1,941 |
| Earnings common stockholders |  |  |  |  |
| Earnings from continuing operations | 580 | 718 | 1,650 | 1,941 |
| Discontinued operations | 6 | — | 7 | — |
| Net earnings common stockholders | $586 | $718 | $1,657 | $1,941 |
| Diluted avg. shares outstanding | 564.7 | 561.1 | 567.1 | 562.7 |
| Diluted earnings per share common stockholders |  |  |  |  |
| Earnings from continuing operations | $1.03 | $1.28 | $2.91 | $3.45 |
| Discontinued operations | 0.01 | — | 0.01 | — |
| Diluted earnings per common share | $1.04 | $1.28 | $2.92 | $3.45 |
|  | Quarter Ended June 30, |  | Nine Months Ended June 30, |  |
|  | 2025 | 2026 | 2025 | 2026 |
| Other deductions, net |  |  |  |  |
| Amortization of intangibles | $219 | $204 | $677 | $613 |
| Restructuring costs | 37 | 87 | 70 | 141 |
| Other | 42 | 20 | 197 | (10) |
| Total | $298 | $311 | $944 | $744 |

_(DOLLARS IN MILLIONS, UNAUDITED)_

| EMERSON AND SUBSIDIARIES / CONSOLIDATED BALANCE SHEETS | EMERSON AND SUBSIDIARIES / CONSOLIDATED BALANCE SHEETS / Sept 30, 2025 | Table 2 / EMERSON AND SUBSIDIARIES / CONSOLIDATED BALANCE SHEETS / June 30, 2026 |
| --- | --- | --- |
| Assets |  |  |
| Cash and equivalents | $1,544 | $2,180 |
| Receivables, net | 3,101 | 3,057 |
| Inventories | 2,213 | 2,513 |
| Other current assets | 1,725 | 1,905 |
| Total current assets | 8,583 | 9,655 |
| Property, plant & equipment, net | 2,871 | 2,861 |
| Goodwill | 18,193 | 18,122 |
| Other intangible assets | 9,458 | 8,686 |
| Other | 2,859 | 2,884 |
| Total assets | $41,964 | $42,208 |
| Liabilities and equity |  |  |
| Short-term borrowings and current maturities of long-term debt | $4,797 | $5,587 |
| Accounts payable | 1,384 | 1,613 |
| Accrued expenses | 3,616 | 3,572 |
| Total current liabilities | 9,797 | 10,772 |
| Long-term debt | 8,319 | 7,526 |
| Other liabilities | 3,550 | 3,516 |
| Equity |  |  |
| Common stockholders' equity | 20,282 | 20,379 |
| Noncontrolling interests in subsidiaries | 16 | 15 |
| Total equity | 20,298 | 20,394 |
| Total liabilities and equity | $41,964 | $42,208 |

_(DOLLARS IN MILLIONS, UNAUDITED)_

| EMERSON AND SUBSIDIARIES / CONSOLIDATED STATEMENTS OF CASH FLOWS | EMERSON AND SUBSIDIARIES / CONSOLIDATED STATEMENTS OF CASH FLOWS / Nine Months Ended June 30, 2025 | Table 3 / EMERSON AND SUBSIDIARIES / CONSOLIDATED STATEMENTS OF CASH FLOWS / Nine Months Ended June 30, 2026 |
| --- | --- | --- |
| Operating activities |  |  |
| Net earnings | $1,609 | $1,942 |
| Earnings from discontinued operations, net of tax | (7) | — |
| Adjustments to reconcile net earnings to net cash provided by operating activities: |  |  |
| Depreciation and amortization | 1,139 | 1,105 |
| Stock compensation | 198 | 181 |
| Changes in operating working capital | (80) | (320) |
| Other, net | (195) | (6) |
| Cash from continuing operations | 2,664 | 2,902 |
| Cash from discontinued operations | (576) | — |
| Cash provided by operating activities | 2,088 | 2,902 |
| Investing activities |  |  |
| Capital expenditures | (263) | (284) |
| Purchases of businesses, net of cash and equivalents acquired | (36) | — |
| Other, net | (94) | (38) |
| Cash used in investing activities | (393) | (322) |
| Financing activities |  |  |
| Net increase in short-term borrowings | 1,419 | 1,434 |
| Proceeds from short-term borrowings greater than three months | 5,292 | 6,229 |
| Payments of short-term borrowings greater than three months | (1,349) | (7,028) |
| Proceeds from long-term debt | 1,544 | — |
| Payments of long-term debt | (503) | (588) |
| Dividends paid | (895) | (935) |
| Purchases of common stock | (1,147) | (898) |
| Purchase of noncontrolling interest | (7,244) | — |
| Settlement of AspenTech share awards | (76) | — |
| Other, net | (60) | (134) |
| Cash used in financing activities | (3,019) | (1,920) |
| Effect of exchange rate changes on cash and equivalents | (45) | (24) |
| Increase (decrease) in cash and equivalents | (1,369) | 636 |
| Beginning cash and equivalents | 3,588 | 1,544 |
| Ending cash and equivalents | $2,219 | $2,180 |

| | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| | | | | | | | | | Table 4 | | |
| EMERSON AND SUBSIDIARIES | | | | | | | | | | | |
| SEGMENT SALES AND EARNINGS | | | | | | | | | | | |
| (DOLLARS IN MILLIONS, UNAUDITED) | | | | | | | | | | | |

The following tables show results for the Company's segments on an adjusted segment EBITA basis and are intended to supplement the Company's results of operations, including its segment earnings which are defined as earnings before interest and taxes. The Company defines adjusted segment and total segment EBITA as segment earnings excluding intangibles amortization expense, and restructuring and related expense. Adjusted segment and total segment EBITA, and adjusted segment and total segment EBITA margin are measures used by management and may be useful for investors to evaluate the Company's segments' operational performance.

| Line item | Quarter Ended June 30, 2025 | Quarter Ended June 30, 2026 | Quarter Ended June 30, / Reported | Quarter Ended June 30, / Underlying |
| --- | --- | --- | --- | --- |
| Sales |  |  |  |  |
| Control Systems & Software | $1,120 | $1,199 | 7% | 7% |
| Test & Measurement | 360 | 445 | 23% | 23% |
| Software & Systems | $1,480 | $1,644 | 11% | 11% |
| Sensors | 1,013 | 1,091 | 8% | 7% |
| Final Control | 1,522 | 1,586 | 4% | 3% |
| Intelligent Devices | $2,535 | $2,677 | 6% | 5% |
| Safety & Productivity | $538 | $552 | 3% | 2% |
| Total | $4,553 | $4,873 | 7% | 6% |

**Sales Growth by Geography**

| Line item | Quarter Ended June 30, |
| --- | --- |
| Americas | 8% |
| Europe | (1)% |
| Asia, Middle East & Africa | 8% |

| | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| | | | | | | | | | Table 4 cont. | | |
| | | | | | | | | | | | |

| Line item | Nine Months Ended June 30, 2025 | Nine Months Ended June 30, 2026 | Nine Months Ended June 30, / Reported | Nine Months Ended June 30, / Underlying |
| --- | --- | --- | --- | --- |
| Sales |  |  |  |  |
| Control Systems & Software | $3,235 | $3,332 | 3% | 2% |
| Test & Measurement | 1,077 | 1,268 | 18% | 15% |
| Software & Systems | $4,312 | $4,600 | 7% | 5% |
| Sensors | 2,986 | 3,111 | 4% | 2% |
| Final Control | 4,315 | 4,469 | 4% | 2% |
| Intelligent Devices | $7,301 | $7,580 | 4% | 2% |
| Safety & Productivity | $1,548 | $1,601 | 3% | 2% |
| Total | $13,161 | $13,781 | 5% | 3% |

| Sales Growth by Geography | Nine Months Ended June 30, |
| --- | --- |
| Americas | 6% |
| Europe | (1)% |
| Asia, Middle East & Africa | 1% |

| | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| | | | | | | | | | Table 4 cont. | | |
| | | | | | | | | | | | |

| Line item | Quarter Ended June 30, 2025 / As Reported (GAAP) | Quarter Ended June 30, 2025 / Adjusted EBITA (Non-GAAP) | Quarter Ended June 30, 2026 / As Reported (GAAP) | Quarter Ended June 30, 2026 / Adjusted EBITA (Non-GAAP) |
| --- | --- | --- | --- | --- |
| Earnings |  |  |  |  |
| Control Systems & Software | $271 | $393 | $285 | $391 |
| Margins | 24.2% | 35.2% | 23.8% | 32.6% |
| Test & Measurement | (26) | 81 | 11 | 132 |
| Margins | (7.2)% | 22.4% | 2.6% | 29.6% |
| Software & Systems | $245 | $474 | $296 | $523 |
| Margins | 16.6% | 32.1% | 18.0% | 31.8% |
| Sensors | 246 | 259 | 303 | 323 |
| Margins | 24.2% | 25.5% | 27.7% | 29.7% |
| Final Control | 351 | 389 | 349 | 424 |
| Margins | 23.1% | 25.5% | 22.0% | 26.7% |
| Intelligent Devices | $597 | $648 | $652 | $747 |
| Margins | 23.5% | 25.5% | 24.3% | 27.9% |
| Safety & Productivity | $103 | $110 | $93 | $117 |
| Margins | 19.2% | 20.4% | 16.9% | 21.2% |
| Corporate items and interest expense, net: |  |  |  |  |
| Stock compensation | (71) | (45) | (68) | (64) |
| Unallocated pension and postretirement costs | 27 | 27 | 29 | 29 |
| Corporate and other | (72) | (31) | (1) | (49) |
| Interest expense, net | (95) | — | (85) | — |
| Pretax Earnings / Adjusted EBITA | $734 | $1,183 | $916 | $1,303 |
| Margins | 16.1% | 26.0% | 18.8% | 26.7% |
| Supplemental Total Segment Earnings: |  |  |  |  |
| Adjusted Total Segment EBITA |  | $1,232 |  | $1,387 |
| Margins |  | 27.1% |  | 28.5% |

| | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| | | | | | | | | | Table 4 cont. | | |

| Line item | Quarter Ended June 30, 2025 / Amortization of Intangibles¹ | Quarter Ended June 30, 2025 / Restructuring and Related Costs² | Quarter Ended June 30, 2026 / Amortization of Intangibles¹ | Quarter Ended June 30, 2026 / Restructuring and Related Costs² |
| --- | --- | --- | --- | --- |
| Control Systems & Software | $114 | $8 | $100 | $6 |
| Test & Measurement | 107 | — | 108 | 13 |
| Software & Systems | $221 | $8 | $208 | $19 |
| Sensors | 11 | 2 | 11 | 9 |
| Final Control | 30 | 8 | 27 | 48 |
| Intelligent Devices | $41 | $10 | $38 | $57 |
| Safety & Productivity | $7 | — | $7 | $17 |
| Corporate | — | 23 | — | 6 |
| Total | $269 | $41 | $253 | $99 |
| ¹ Amortization of intangibles includes $50 and $49 reported in cost of sales for the three months ended June 30, 2025 and 2026, respectively. |  |  |  |  |
| ² Restructuring and related costs includes $4 and $12 reported in cost of sales and selling, general and administrative expenses for the three months ended June 30, 2025 and 2026, respectively. |  |  |  |  |
| ³ Corporate restructuring and related costs of $23 for the three months ended June 30, 2025 includes $20 related to integration-related stock compensation expense attributable to AspenTech. |  |  |  |  |

| Depreciation and Amortization | Quarter Ended June 30, 2025 | Quarter Ended June 30, 2026 |
| --- | --- | --- |
| Control Systems & Software | $135 | $128 |
| Test & Measurement | 119 | 120 |
| Software & Systems | 254 | 248 |
| Sensors | 32 | 34 |
| Final Control | 56 | 56 |
| Intelligent Devices | 88 | 90 |
| Safety & Productivity | 19 | 27 |
| Corporate | 11 | 12 |
| Total | $372 | $377 |

| | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| | | | | | | | | | Table 5 | | |

| | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| EMERSON AND SUBSIDIARIES | | | | | | | | | | | |
| ADJUSTED CORPORATE AND OTHER SUPPLEMENTAL | | | | | | | | | | | |
| (DOLLARS IN MILLIONS, UNAUDITED) | | | | | | | | | | | |

The following table shows the Company's stock compensation and corporate and other expenses on an adjusted basis. The Company's definition of adjusted stock compensation excludes integration-related stock compensation expense. The Company's definition of adjusted corporate and other excludes corporate restructuring and related costs, first year purchase accounting related items and transaction fees, and certain gains, losses or impairments. This metric is useful for reconciling from total adjusted segment EBITA to the Company's consolidated adjusted EBITA.

| Line item | Quarter Ended June 30, 2025 | Quarter Ended June 30, 2026 |
| --- | --- | --- |
| Stock compensation (GAAP) | $(71) | $(68) |
| Integration-related stock compensation expense | 26 | 4 |
| Adjusted stock compensation (non-GAAP) | $(45) | $(64) |

| Line item | Quarter Ended June 30, 2025 | Quarter Ended June 30, 2026 |
| --- | --- | --- |
| Corporate and other (GAAP) | $(72) | $(1) |
| Corporate restructuring and related costs | 3 | 6 |
| Acquisition / divestiture costs | 38 | 28 |
| IEEPA tariff refunds | — | (82) |
| Adjusted corporate and other (non-GAAP) | $(31) | $(49) |
| ¹ Integration-related stock compensation expense for the three months ended June 30, 2025 includes $24 related to AspenTech of which $20 is reported as restructuring costs, and $2 related to NI. |  |  |

| | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| | | | | | | | | | Table 6 | | |
| EMERSON AND SUBSIDIARIES | | | | | | | | | | | |
| ADJUSTED EBITA & EPS SUPPLEMENTAL | | | | | | | | | | | |
| (AMOUNTS IN MILLIONS EXCEPT PER SHARE, UNAUDITED) | | | | | | | | | | | |

The following tables, which show results on an adjusted EBITA basis and diluted earnings per share on an adjusted basis, are intended to supplement the Company's discussion of its results of operations herein. The Company defines adjusted EBITA as earnings excluding interest expense, net, income taxes, intangibles amortization expense, restructuring and related costs, first year purchase accounting related items and transaction fees, and certain gains, losses or impairments. Adjusted earnings per share excludes intangibles amortization expense, restructuring and related costs, first year purchase accounting related items and transaction-related costs, discrete taxes, and certain gains, losses or impairments. Adjusted EBITA, adjusted EBITA margin, and adjusted earnings per share are measures used by management and may be useful for investors to evaluate the Company's operational performance.

| Line item | Quarter Ended June 30, 2025 | Quarter Ended June 30, 2026 |
| --- | --- | --- |
| Pretax earnings | $734 | $916 |
| Percent of sales | 16.1% | 18.8% |
| Interest expense, net | 95 | 85 |
| Amortization of intangibles | 269 | 253 |
| Restructuring and related costs | 41 | 99 |
| Acquisition/divestiture fees and related costs | 44 | 32 |
| IEEPA tariff refunds | — | (82) |
| Adjusted EBITA | $1,183 | $1,303 |
| Percent of sales | 26.0% | 26.7% |
|  | Quarter Ended June 30, |  |
|  | 2025 | 2026 |
| GAAP earnings from continuing operations per share | $1.03 | $1.28 |
| Amortization of intangibles | 0.37 | 0.35 |
| Restructuring and related costs | 0.06 | 0.13 |
| Acquisition/divestiture fees and related costs | 0.06 | 0.05 |
| Discrete taxes | — | 0.01 |
| IEEPA tariff refunds | — | (0.11) |
| Adjusted earnings from continuing operations per share | $1.52 | $1.71 |

| | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Table 6 cont. | | | | | | | | | | | |

_Quarter Ended June 30, 2026_

| Line item | Pretax Earnings | Income Taxes | Earnings from Cont. Ops. | Non-Controlling Interests | Net Earnings Common Stockholders | Diluted Earnings Per Share |
| --- | --- | --- | --- | --- | --- | --- |
| As reported (GAAP) | $916 | $198 | $718 | — | $718 | $1.28 |
| Amortization of intangibles | 253 | 59 | 194 | — | 194 | 0.35 |
| Restructuring and related costs | 99 | 25 | 74 | — | 74 | 0.13 |
| Acquisition/divestiture fees and related costs | 32 | 2 | 30 | — | 30 | 0.05 |
| Discrete taxes | — | (7) | 7 | — | 7 | 0.01 |
| IEEPA tariff refunds | (82) | (19) | (63) | — | (63) | (0.11) |
| Adjusted (non-GAAP) | $1,218 | $258 | $960 | — | $960 | $1.71 |
| Interest expense, net | 85 |  |  |  |  |  |
| Adjusted EBITA (non-GAAP) | $1,303 |  |  |  |  |  |
| ¹ Amortization of intangibles includes $49 reported in cost of sales. |  |  |  |  |  |  |
| ² Restructuring and related costs includes $12 reported in cost of sales and selling, general and administrative expenses. |  |  |  |  |  |  |

| | | | | | | | | | | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Reconciliations of Non-GAAP Financial Measures & Other | | | | | | | | | | | | | | | | | | | | | Table 7 | | |
| | | | | | | | | | | | | | | | | | | | | | | | |
| Reconciliations of Non-GAAP measures with the most directly comparable GAAP measure (dollars in millions, except per share amounts). See tables 4 through 6 for additional non-GAAP reconciliations. | | | | | | | | | | | | | | | | | | | | | | | |

|  |  |  |  |  |
| --- | --- | --- | --- | --- |
| 2026 Q3 Underlying Sales Change | Reported | (Favorable) / Unfavorable FX | (Acquisitions) / Divestitures | Underlying |
| Control Systems & Software | 7% | — | — | 7% |
| Test & Measurement | 23% | — | — | 23% |
| Software & Systems | 11% | — | — | 11% |
| Sensors | 8% | (1)% | — | 7% |
| Final Control | 4% | (1)% | — | 3% |
| Intelligent Devices | 6% | (1)% | — | 5% |
| Safety & Productivity | 3% | (1)% | — | 2% |
| Emerson | 7% | (1)% | — | 6% |

| Nine Months Ended June 30, 2026 Underlying Sales Change | Reported | (Favorable) / Unfavorable FX | (Acquisitions) / Divestitures | Underlying |
| --- | --- | --- | --- | --- |
| Control Systems & Software | 3% | (1)% | — | 2% |
| Test & Measurement | 18% | (3)% | — | 15% |
| Software & Systems | 7% | (2)% | — | 5% |
| Sensors | 4% | (2)% | — | 2% |
| Final Control | 4% | (2)% | — | 2% |
| Intelligent Devices | 4% | (2)% | — | 2% |
| Safety & Productivity | 3% | (1)% | — | 2% |
| Emerson | 5% | (2)% | — | 3% |

|  |  |  |
| --- | --- | --- |
| Underlying Growth Guidance | 2026 Q4 Guidance | 2026 Guidance |
| Reported (GAAP) | ~5% | ~5% |
| (Favorable) / Unfavorable FX | - | ~(1.5 pts) |
| (Acquisitions) / Divestitures | - | - |
| Underlying (non-GAAP) | ~5% | ~3.5% |

|  |  |  |  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| 2025 Q3 Adjusted Segment EBITA | EBIT |  | EBIT Margin | Amortization of Intangibles |  | Restructuring and Related Costs |  | Adjusted Segment EBITA |  | Adjusted Segment EBITA Margin |
| Control Systems & Software | $ | $271 | 24.2% | $ | $114 | $ | $8 | $ | $393 | 35.2% |
| Test & Measurement | (26) |  | (7.2)% | 107 |  | — |  | 81 |  | 22.4% |
| Software & Systems | $ | $245 | 16.6% | $ | $221 | $ | $8 | $ | $474 | 32.1% |
| Sensors | 246 |  | 24.2% | 11 |  | 2 |  | 259 |  | 25.5% |
| Final Control | 351 |  | 23.1% | 30 |  | 8 |  | 389 |  | 25.5% |
| Intelligent Devices | $ | $597 | 23.5% | $ | $41 | $ | $10 | $ | $648 | 25.5% |
| Safety & Productivity | $ | $103 | 19.2% | $ | $7 | $ | — | $ | $110 | 20.4% |

|  |  |  |  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| 2026 Q3 Adjusted Segment EBITA | EBIT |  | EBIT Margin | Amortization of Intangibles |  | Restructuring and Related Costs |  | Adjusted Segment EBITA |  | Adjusted Segment EBITA Margin |
| Control Systems & Software | $ | $285 | 23.8% | $ | $100 | $ | $6 | $ | $391 | 32.6% |
| Test & Measurement | 11 |  | 2.6% | 108 |  | 13 |  | 132 |  | 29.6% |
| Software & Systems | $ | $296 | 18.0% | $ | $208 | $ | $19 | $ | $523 | 31.8% |
| Sensors | 303 |  | 27.7% | 11 |  | 9 |  | 323 |  | 29.7% |
| Final Control | 349 |  | 22.0% | 27 |  | 48 |  | 424 |  | 26.7% |
| Intelligent Devices | $ | $652 | 24.3% | $ | $38 | $ | $57 | $ | $747 | 27.9% |
| Safety & Productivity | $ | $93 | 16.9% | $ | $7 | $ | $17 | $ | $117 | 21.2% |

|  |  |  |  |  |
| --- | --- | --- | --- | --- |
| Total Adjusted Segment EBITA | 2025 Q3 |  | 2026 Q3 |  |
| Pretax earnings (GAAP) | $ | $734 | $ | $916 |
| Margin | 16.1 |  | 18.8 |  |
| Corporate items and interest expense, net | 211 |  | 125 |  |
| Amortization of intangibles | 269 |  | 253 |  |
| Restructuring and related costs | 18 |  | 93 |  |
| Adjusted segment EBITA (non-GAAP) | $ | $1,232 | $ | $1,387 |
| Margin | 27.1 |  | 28.5 |  |

|  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- |
| Free Cash Flow | 2025 Q3 |  | 2026 Q3 |  | 2026E ($ in billions) |
| Operating cash flow (GAAP) | $ | $1,062 | $ | $1,425 | ~$4.1 |
| Capital expenditures | (92) |  | (102) |  | ~(0.45) |
| Free cash flow (non-GAAP) | $ | $970 | $ | $1,323 | ~$3.6 |

| | | | | | | | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Note 1: Underlying sales and orders exclude the impact of currency translation and significant acquisitions and divestitures. | | | | | | | | | | | | | | | | | | | | |
| Note 2: All fiscal year 2026E figures are approximate, except where range is given. | | | | | | | | | | | | | | | | | | | | |