Every 8-K that ESCO Technologies, Inc. (ESE) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A 8-K covers material events a company has to report between its quarterly reports, so if you follow ESE and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full ESE filings page.
ESCO Technologies reported strong Q3 2026 results for the quarter ended June 30, 2026. Sales increased 14% to $339 million, GAAP EPS from continuing operations rose 31% to $1.26, and Adjusted EPS grew 38% to $2.20, with 90 basis points of Adjusted EBIT margin expansion. Management cited double-digit organic sales growth across its aerospace, Navy, Test, and Doble businesses and a record backlog that has increased by over $400 million year to date.
For the first nine months of fiscal 2026, GAAP EPS from continuing operations was $3.66 and Adjusted EPS was $5.75. The company has again raised its full-year fiscal 2026 sales and Adjusted EPS guidance, continues to pursue regulatory approvals for its pending acquisition of Megger Group Limited, expected to close in Q1 fiscal 2027, and declared a quarterly dividend of $0.08 per share payable October 15, 2026 to stockholders of record on October 1, 2026.
ESCO Technologies Inc. entered into a new senior secured credit agreement to help finance its pending acquisition of Megger Group Limited for approximately $2.35 billion, previously disclosed as consisting of $922 million in cash and 5.10 million shares of common stock.
The New Credit Agreement provides a $500 million revolving credit facility, a $500 million Term Loan A facility and a Term Loan B facility that is expected to be up to $500 million. Proceeds will fund the cash portion of the Megger purchase price, refinance existing debt of ESCO and Megger, and cover transaction costs, with any remaining revolver capacity available for working capital and general corporate purposes.
The facilities are guaranteed by ESCO and certain subsidiaries and secured by first-priority liens on substantially all tangible and intangible personal property, subject to customary exceptions. The agreement includes leverage and interest coverage covenants, typical restrictions on additional debt, liens and asset sales, and standard events of default, and will replace ESCO’s existing credit agreement upon closing of the Megger transaction.
ESCO Technologies Inc. reported a very strong Q2 2026, with net sales rising 33% to $309.3 million and entered orders up 42% to $378.2 million, driving record backlog of $1.47 billion. GAAP EPS from continuing operations increased 26% to $1.29, while adjusted EPS jumped 63% to $1.91.
Growth was broad-based across Aerospace & Defense, Utility Solutions and Test, and adjusted EBITDA improved with 320 basis points of margin expansion. For fiscal 2026, ESCO is maintaining revenue guidance of $1.29–$1.33 billion (18–21% growth) and raising adjusted EPS guidance to $8.00–$8.25 (33–37% growth). The company also highlighted its pending acquisition of Megger Group and declared a $0.08 per-share quarterly dividend payable July 17, 2026.
ESCO Technologies Inc. agreed to acquire Megger Group Limited for approximately $2.35 billion, paid as $922 million in cash plus 5.10 million shares of ESCO common stock, subject to a post-closing net debt and working capital adjustment payable in cash.
The deal depends on multiple regulatory approvals, including under the Hart-Scott-Rodino Act, review by the Committee on Foreign Investment in the United States, and clearances from the Defense Counterintelligence and Security Agency and foreign merger control regimes. ESCO arranged a commitment with JPMorgan Chase Bank for up to $1,500 million in senior secured credit facilities, with additional backstop and bridge structures to help fund the purchase, refinance existing debt, and cover transaction costs. At closing, TBG AG will receive governance, transfer, consent and registration rights through a shareholder agreement, including one board seat while it retains at least 50% of the consideration shares and standstill limits on its ownership stake.
ESCO Technologies agreed to acquire the Megger Group Limited business of TBG AG for total consideration of $2.35 billion, made up of $0.9 billion in cash and $1.4 billion in ESCO equity. The price represents about 14x projected 2026 EBITDA, including synergies, and TBG will receive one ESCO Board nomination right and accept lock-up provisions on its ESCO shares. Megger, a global provider of test, monitoring and data analytics solutions for electric power assets, will join ESCO’s Utility Solution Group segment.
ESCO also released preliminary Q2 fiscal 2026 results from continuing operations, expecting revenue of $309 million, GAAP EPS of $1.29 and Adjusted EPS of $1.91, which management describes as reflecting strong sales growth, margin improvement and performance above prior guidance. Adjusted EPS adds back $0.62 per share of restructuring, acquisition costs and acquisition-related amortization.
ESCO Technologies Inc. reported the results of its 2026 Annual Meeting of stockholders and noted it is releasing fiscal 2026 first-quarter results via a separate press release and webcast. A total of 24,259,347 shares, or about 93.8% of outstanding shares, were represented at the meeting.
Stockholders elected three directors—Patrick M. Dewar, Vinod M. Khilnani, and Robert J. Phillippy—to terms expiring at the 2029 Annual Meeting, each receiving at least 87.4% of votes from shares represented. Stockholders approved, on an advisory basis, executive compensation with 23,188,942 votes "For" (98.3% of shares represented on the proposal).
They also approved an amendment to the Employee Stock Purchase Plan with 23,349,287 votes "For" (99.0% of shares represented on the proposal) and ratified the appointment of Grant Thornton LLP as independent registered public accounting firm for fiscal 2026 with 24,209,102 votes "For" (99.8% of shares represented on the proposal).
ESCO Technologies Inc. (ESE) reported that it issued a press release with financial and operating results for the fourth quarter and fiscal year ended September 30, 2025, and held a related webcast.
The company’s board Human Resources and Compensation Committee approved fiscal 2026 long-term equity awards for executives, using time-based RSUs vesting in three equal portions on the last NYSE trading days of November 2026, 2027 and 2028, and PSUs that vest after a three-year performance period from October 1, 2025 to September 30, 2028. PSU performance goals are based 60% on EBITDA and 40% on Return on Invested Capital, with a ±20% share adjustment tied to relative Total Shareholder Return versus the S&P Small-Cap 600 Industrials Index. For CEO Bryan H. Sayler, RSU target value is $1,050,000 (4,786 RSUs) and PSU target value is $2,450,000 (5,583 PSUs), with a maximum payout of 22,332 shares at top performance.