Welcome to our dedicated page for Amrize SEC filings (Ticker: AMRZ), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Amrize Ltd filings document a Swiss-incorporated North American building-solutions company with ordinary shares listed on the New York Stock Exchange and SIX Swiss Exchange. The company’s SEC reports include Form 8-K disclosures for quarterly and annual financial results, Regulation FD investor materials, dividend-related events, auditor changes, and board or executive appointments.
Proxy and annual meeting filings cover shareholder voting, board elections, compensation matters, distributions from legal reserves from capital contributions, and governance procedures under the company’s Swiss corporate structure. The filing record also documents Amrize’s completed spin-off from Holcim and related public-company reporting matters.
Amrize Ltd President, Building Materials, Jaime Hill reported equity transactions in Amrize ordinary shares. Hill received a grant/award acquisition of 6,385 shares at no cost, reflecting settlement of performance stock units tied to Holcim and Amrize performance through December 31, 2025. In a related tax-withholding disposition, 1,928 shares were delivered at $64.99 per share to cover tax obligations. After these transactions, Hill directly owns 22,816 Amrize ordinary shares, including 258 shares acquired under the Amrize Ltd 2025 Employee Stock Purchase Plan on December 31, 2025.
Amrize Ltd Chief Financial Officer Ian A. Johnston reported compensation-related share movements in Amrize ordinary shares. On February 27, 2026, he acquired 4,257 shares at a price of $0.00 per share through the settlement of performance stock units tied to Holcim and Amrize performance from January 1, 2023 to December 31, 2025. On the same date, 1,941 shares were disposed of at $64.99 per share to satisfy tax obligations, leaving him with 20,860 shares owned directly.
Amrize Ltd reported that Chairman and CEO Jenisch Jan Philipp acquired new equity awards on February 27, 2026. He received a grant of 620,715 stock options and 138,582 ordinary shares at a price of $0.00 per share as performance-based awards.
The footnotes explain these awards stem from performance stock units and options originally granted by Holcim Ltd and converted in connection with the Amrize spin-off. Performance was measured over multi‑year periods through December 31, 2025. He also reports 505,000 ordinary shares held indirectly by his spouse.
Amrize Ltd is soliciting shareholder votes at its 2026 Annual General Meeting to be held physically on April 21, 2026. The Board asks shareholders to approve the 2025 Consolidated and Statutory Financial Statements, advisory votes on executive compensation, and corporate governance matters.
The agenda includes an advisory say-on-pay vote and a vote on frequency (the Board recommends every one year), approval of the Swiss Statutory Remuneration Report, the Non-Financial Matters Report, and the offsetting of accumulated losses. The Board proposes a special distribution of up to USD 0.44 per outstanding share and a regular distribution of up to USD 0.44 per outstanding share, together with a cap tied to 553,082,525 shares outstanding as of December 31, 2025.
Other items include re-election of nine directors, approval of maximum aggregate Board compensation of USD 3,600,000 for 2026–2027, approval of maximum aggregate Executive Management compensation of USD 59,000,000 for fiscal year 2027, re-election/ratification of auditors (Ernst & Young AG and Ernst & Young LLP), and election of an Independent Voting Representative.
Amrize Ltd Chief Financial Officer buys additional shares. Ian A. Johnston purchased a total of 1,200 Ordinary Shares of Amrize Ltd in open-market transactions on 2026-02-19, buying 995 shares at $63.92 and 205 shares at $63.91. After these purchases, he directly owns 18,544 Ordinary Shares.
Amrize Ltd changed its independent auditor, appointing Ernst & Young LLP (EY US) as its independent registered public accounting firm for the year ending December 31, 2026, including interim reviews beginning with the period ending March 31, 2026. On the same date, the audit committee dismissed Ernst & Young AG (EY Switzerland) from this role, while EY Switzerland will continue as statutory auditor under Swiss law. The company links this shift to its post–spin-off focus on North American operations. EY Switzerland’s prior reports on the company’s combined financial statements for 2022–2024 contained no adverse opinions, disclaimers, or qualifications, and the company reports no disagreements or reportable events other than a previously disclosed material weakness in internal control over financial reporting related to insufficient U.S. GAAP–experienced personnel.
Amrize Ltd files its annual report as a newly independent, Switzerland‑based building solutions company focused on North America. It sells cement, aggregates, ready‑mix concrete, asphalt, and advanced roofing and wall systems through two segments: Building Materials and Building Envelope.
The company completed a spin‑off from Holcim on June 23, 2025 and now operates over 1,000 sites serving more than 23,000 customers, with over 19,000 employees across the United States, Canada, Colombia, Switzerland and Jamaica. As of December 31, 2025, Amrize had 553,082,525 Ordinary Shares outstanding, and non‑affiliate voting stock had an aggregate market value of about $27.4 billion as of June 30, 2025.
The report highlights opportunities from population growth, urbanization, infrastructure investment and acquisitions, but also detailed risks from construction cyclicality, inflation, energy and raw‑material costs, seasonality, regulation, environmental obligations, cybersecurity, labor relations, product liability and challenges realizing full benefits from the spin‑off.
Amrize Ltd reported essentially flat 2025 revenue but strong cash generation and a major capital return plan. Full-year revenues were $11.8 billion, up 0.9%, with net income of $1.2 billion and Adjusted EBITDA of $3.0 billion, both modestly below 2024. Free Cash Flow reached $1.5 billion and operating cash flow was $2.2 billion.
Building Materials drove growth, with 2025 revenues of $8.5 billion and fourth-quarter Segment Adjusted EBITDA up 5.9% on higher cement and aggregates volumes and pricing. Building Envelope revenues fell to $3.3 billion as softer residential roofing demand and higher warranty provisions weighed on margins, despite resilient commercial repair and refurbishment.
The balance sheet strengthened, with Net Debt of $3.3 billion and a Net Leverage Ratio of 1.1x as of December 31, 2025. The board approved a share repurchase authorization of $1.0 billion and is proposing both a $0.44 per share special one-time dividend and a $0.44 annual ordinary dividend. For 2026, Amrize guides revenues to $12.29–$12.52 billion and Adjusted EBITDA to $3.25–$3.34 billion, implying 4–6% and 8–11% growth respectively.
Amrize Ltd reported changes to its Board of Directors and Audit Committee following events on February 11, 2026. Theresa Drew stepped down from the Board, and the company states her resignation was not related to any disagreement over operations, policies, or practices.
On the same date, Robert S. Rivkin, who has served on the Audit Committee since June 2025, was appointed Chair of the Audit Committee. Holli Ladhani was appointed to the Audit Committee and designated as an “audit committee financial expert” under SEC rules and as meeting the NYSE’s financial literacy requirements.
Amrize Ltd reported receiving a Section 107(a) imminent danger order from the Mine Safety and Health Administration on February 5, 2026. The order stemmed from a third-party contract miner being exposed to a fall hazard by straddling a three-foot step ladder beyond its design capacity at the Ravena cement plant in New York. No injuries occurred as a result of this incident.