[8-K] Eaton Corp plc Reports Material Event

Rhea-AI Filing Summary

Eaton Corporation plc announced that its Executive Vice President and Chief Financial Officer, Olivier Leonetti, plans to leave the company on April 1, 2026, as part of a planned transition. The company has started a search for a new CFO and expects to name a successor after that process concludes. Eaton also issued a press release on November 20, 2025, confirming his upcoming departure and re-affirming its previously provided full year 2025 guidance, signaling that its financial outlook for 2025 remains unchanged despite the leadership transition.

Insights

Equity & Governance Analyst

Planned CFO exit with long notice; 2025 guidance reaffirmed.

Eaton Corporation plc disclosed that its CFO, Olivier Leonetti, intends to leave on April 1, 2026 as part of a planned transition. The company has begun a search for his successor, indicating an organized handover rather than an abrupt change.

The company also stated, via a press release dated November 20, 2025, that it is re-affirming previously provided full year 2025 guidance. This suggests that, at this time, the leadership change is not prompting a revision to its financial outlook.

Investors can focus on future disclosures identifying the new CFO and any subsequent updates to the company’s guidance once the transition progresses.

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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): November 14, 2025

EATON CORPORATION plc

 (Exact name of registrant as specified in its charter)

Ireland		000-54863		98-1059235
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

Eaton House, 30 Pembroke Road, Dublin 4, Ireland		D04 Y0C2
(Address of principal executive offices)		(Zip Code)

+ 353 1637 2900

(Registrant’s telephone number, including area code)

Not applicable

(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:

☐ 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		Trading Symbol(s)		Name of each exchange on which registered
Ordinary shares ($0.01 par value)		ETN		New York Stock Exchange
4.450% Senior Notes due 2030		ETN/30		New York Stock Exchange
3.625% Senior Notes due 2035		ETN/35		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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On November 14, 2025, Olivier Leonetti, Executive Vice President and Chief Financial Officer (“CFO”) of Eaton Corporation plc (the “Company”), informed the Company of his intention to leave the Company on April 1, 2026, as part of a planned transition.  The Company is conducting a search to identify a successor for the CFO position and will announce a successor at the conclusion of the on-going search process.

Item 7.01 Regulation FD Disclosure.

On November 20, 2025, the Company issued a press release announcing Mr. Leonetti’s departure and re-affirming previously provided full year 2025 guidance. A copy of the press release is furnished hereto as Exhibit 99.1.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.	Exhibit Description
99.1	Press Release of Eaton Corporation plc dated November 20, 2025
104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

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.

	Eaton Corporation plc
Date: November 20, 2025	/s/ Lucy Clark Dougherty
	Lucy Clark Dougherty Executive Vice President and Chief Legal Officer

FAQ

What leadership change did Eaton (ETN) announce in this 8-K?

Eaton Corporation plc reported that its Executive Vice President and Chief Financial Officer, Olivier Leonetti, plans to leave the company on April 1, 2026 as part of a planned transition.

Is Eaton (ETN) changing its financial guidance because of the CFO’s departure?

No. Eaton stated in a press release dated November 20, 2025 that it is re-affirming its previously provided full year 2025 guidance despite the planned CFO transition.

When will Eaton’s CFO, Olivier Leonetti, officially leave the company?

Eaton disclosed that Olivier Leonetti intends to leave his role as CFO on April 1, 2026, providing a lengthy transition period.

Has Eaton (ETN) named a new CFO yet?

No. Eaton has begun a search for a successor to the CFO position and will announce the new CFO after the search process is completed.

What exhibit was included with Eaton’s 8-K about the CFO transition?

The filing includes Exhibit 99.1, which is a press release dated November 20, 2025, along with Exhibit 104 for the cover page interactive data file.

Which securities of Eaton (ETN) are listed on the New York Stock Exchange?

Eaton lists its ordinary shares ($0.01 par value) under ticker ETN, its 4.450% Senior Notes due 2030 under ETN/30, and its 3.625% Senior Notes due 2035 under ETN/35 on the New York Stock Exchange.