BWA files 8-K, maintains $0.17 dividend; Q2 2025 results in Exhibit 99.1

Rhea-AI Filing Summary

BorgWarner (NYSE: BWA) filed a Form 8-K dated 31 Jul 2025. Under Item 2.02 it furnished a press release (Ex. 99.1) announcing financial results for the quarter and six months ended 30 Jun 2025; the filing itself does not contain the underlying figures.

Item 7.01 discloses that the Board declared a regular quarterly cash dividend of $0.17 per share, payable 15 Sep 2025 to shareholders of record 2 Sep 2025. A corresponding dividend press release is provided as Ex. 99.2. All information in Items 2.02 and 7.01 is treated as “furnished,” not “filed,” limiting its incorporation in future SEC documents. No other material events were reported.

• Ex. 99.1 – Q2-25 earnings release
• Ex. 99.2 – dividend announcement
• Ex. 104 – cover page iXBRL

Positive

• $0.17 quarterly dividend declaration confirms ongoing shareholder cash returns.

Negative

• Filing omits detailed Q2 2025 financial metrics; investors must review external press release to evaluate performance.

Insights

Financial Analyst

TL;DR: Routine 8-K; earnings data furnished externally and $0.17 dividend maintained—overall neutral for valuation.

The filing offers no fresh quantitative insight—investors must consult Ex. 99.1 for margins, revenue and EPS. Maintaining the $0.17 quarterly dividend signals continued cash-flow stability but is consistent with prior payouts and therefore not thesis-changing. Because the disclosures are furnished, they carry reduced legal weight. Net impact: neutral; focus shifts to the detailed results once released.

Corporate Governance Expert

TL;DR: Compliance-focused 8-K meets disclosure rules; no governance red flags.

BorgWarner correctly separated earnings (Item 2.02) and dividend news (Item 7.01), and clarified the furnished status to limit Section 18 liability. Exhibit indexing and electronic signature meet SEC modernization standards. No executive changes, litigation or covenant issues are mentioned, suggesting routine corporate housekeeping.

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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): July 30, 2025

BORGWARNER INC.

________________________________________________

(Exact name of registrant as specified in its charter)

Delaware

1-12162

13-3404508

State or other jurisdiction of

Commission File No.

(I.R.S. Employer

Incorporation or organization

Identification No.)

3850 Hamlin Road,

Auburn Hills,

Michigan

48326

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number, including area code: (248) 754-9200

(Former name or former address, if changed since last report)

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:

o			Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o			Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o			Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o			Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, par value $0.01 per share

BWA

New York Stock Exchange

1.00% Senior Notes due 2031

BWA31

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 o  

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. o  

Item 2.02. Results of Operations and Financial Condition

On July 31, 2025, BorgWarner Inc. (the “Company”) issued a press release announcing its financial results for the quarter and six months ended June 30, 2025. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference. The earnings call presentation to which the attached press release refers is available at https://www.borgwarner.com/investors, but it is not incorporated herein by reference.

Item 7.01. Regulation FD Disclosures

On July 30, 2025, the Board of Directors of the Company declared a quarterly cash dividend of $0.17 per share of the Company’s common stock. The dividend is payable on September 15, 2025, to stockholders of record on September 2, 2025.

On July 31, 2025, the Company issued the press release attached hereto as Exhibit 99.2, which is incorporated herein by reference.

The information contained in Item 2.02 and Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.1 and Exhibit 99.2, is being furnished and shall not be deemed to be “filed” for the purpose of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), nor shall it be deemed incorporated by reference in any filing under the Exchange Act or the Securities Act of 1933, as amended, regardless of any general incorporation language in any such filings.

Item 9.01. Financial Statements and Exhibits

(d)     Exhibits. The following exhibits are being furnished as part of this Report.

Exhibit Number			Description
99.1			Press release regarding earnings issued by BorgWarner Inc. dated July 31, 2025
99.2			Press release regarding quarterly dividend issued by BorgWarner Inc. dated July 31, 2025
104.1			The cover page from this Current Report on Form 8-K, formatted as Inline XBRL

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 hereunto duly authorized.

			BorgWarner Inc.
Date: July 31, 2025			By:			/s/ Tonit M. Calaway
						Name: Tonit M. Calaway
						Title: Executive Vice President and Secretary

FAQ

What dividend did BorgWarner (BWA) declare in July 2025?

The Board approved a $0.17 per-share quarterly cash dividend.

When is the BorgWarner dividend payment and record date?

Payment is due 15 Sep 2025 to shareholders of record on 2 Sep 2025.

Where can investors find BorgWarner's Q2 2025 financial results?

Detailed results are in Exhibit 99.1 and the presentation posted at borgwarner.com/investors.

Does the 8-K include full financial statements for Q2 2025?

No. The Form 8-K only furnishes the press release; statements are not embedded in the filing.

Are the furnished exhibits considered "filed" with the SEC?

No, Items 2.02 and 7.01 information is explicitly marked as furnished, limiting legal liability.