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Gates Industrial Corporation Ltd. reported second-quarter 2026 net sales of $941.6 million, an increase of 6.6% with core sales up 4.9%. Net income attributable to shareholders was $170.9 million, and diluted earnings per share were $0.67, with Adjusted Net Income per diluted share of $0.44. Net income from continuing operations was $178.2 million, a margin of 18.9%, and Adjusted EBITDA was $211.4 million, representing a 22.5% margin.
The Power Transmission segment generated net sales of $588.5 million, up 7.0% with core sales growth of 5.3% and Adjusted EBITDA of $134.8 million (22.9% margin). The Fluid Power segment delivered net sales of $353.1 million, up 5.8% with core sales growth of 4.2% and Adjusted EBITDA of $76.6 million (21.7% margin).
For full year 2026, the company raised guidance, now expecting core sales growth of 2.5%–4.5%, Adjusted EBITDA of $800–$830 million, and Adjusted EPS of $1.62–$1.70, while maintaining capital expenditures around $120 million and Free Cash Flow Conversion of 90%+.
Gates Industrial Corp Ltd. filed a Form 25 for its Common Shares (Old), removing this class of securities from listing and/or registration under Section 12(b) of the Securities Exchange Act of 1934 on the New York Stock Exchange. The NYSE states it has complied with its own rules to strike the securities from listing, and the issuer has complied with Exchange rules and 17 CFR 240.12d2-2(c) governing voluntary withdrawal. The notification is signed on behalf of the NYSE by Victoria Paper, Manager, Market Watch.
Gates Industrial Corporation plc obtained approval from the High Court of Justice of England and Wales for a statutory scheme of arrangement that will redomicile the group’s parent company to Bermuda. The scheme had previously been approved by shareholders on June 25, 2026.
Under this Redomiciliation, on July 20, 2026 each ordinary share of Old Gates will be cancelled and shareholders of record at 5:00 p.m. Eastern Time on July 17, 2026 will receive an equivalent number of New Gates common shares, each with par value $0.01. Old Gates shares are expected to trade on the NYSE for the last time on July 17, 2026, with New Gates shares beginning NYSE trading on July 20, 2026 under the same ticker, GTES.
Gates Industrial Corporation plc reports that shareholders have approved a plan to move the company’s place of incorporation from England and Wales to Bermuda through a court-approved scheme of arrangement. Existing shareholders are expected to receive common shares of Gates Industrial Corporation Ltd. on a one-for-one basis.
At a Court Meeting, the scheme was approved with 232,587,896 votes for and 914,464 against, with about 91.90% of eligible shares represented. A related General Meeting passed four supporting resolutions, each exceeding the required 75% approval threshold and with roughly 91.55% of eligible shares present.
The redomiciliation still requires sanction by the High Court of Justice of England and Wales and completion of other conditions. The current timetable targets a court hearing on July 16, 2026, a record time at 5:00 p.m. Eastern on July 17, 2026, and an effective date, share cancellation, and issuance and listing of New Gates Shares on July 20, 2026.
Gates Industrial Corp plc Chief Accounting Officer John Patouhas reported routine equity compensation activity. On June 17, 2026, time-based restricted stock units (TBRSUs) vested, resulting in the acquisition of 3,333 ordinary shares at a conversion price of $0.00 per share.
In connection with this vesting, 960 ordinary shares were disposed of to cover par value and tax withholding obligations, a non-market “F” code tax-withholding disposition. After these transactions, Patouhas directly holds 6,348 ordinary shares and 14,363 TBRSUs that remain subject to future vesting.
Gates Industrial Corp plc filed an initial Form 3 for Chief Legal Officer Matthew R. A. Heiman, identifying him as a reporting insider of the company. The data provided show no reported purchases, sales, or other equity transactions in this filing.
Gates Industrial Corporation plc reported the results of its 2026 annual general meeting of shareholders. Investors approved all resolutions presented in the company’s April 20, 2026 proxy statement.
Shareholders elected eight directors, approved on an advisory basis named executive officer compensation, and approved the directors’ remuneration report in line with U.K. Companies Act requirements. They also ratified Deloitte & Touche LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2026 and re-appointed Deloitte LLP as the U.K. statutory auditor. In addition, shareholders authorized the audit committee to determine Deloitte LLP’s U.K. auditor remuneration, authorized the board to allot equity securities, and, as a special resolution, allowed the board to allot equity securities without pre-emptive rights, subject to the prior allotment authority.
Gates Industrial Corporation is asking shareholders to approve a redomiciliation of its parent holding company from England and Wales to Bermuda via a U.K. scheme of arrangement. Each existing share will be exchanged 1-for-1 into a New Gates Bermuda share, which will continue trading on the NYSE under “GTES.”
The board cites greater flexibility for deals and capital raising, removal of U.K. pre-emption constraints, more efficient buybacks without 0.5% U.K. stamp duty, and dividend decisions based on a Bermuda solvency test instead of U.K. distributable reserves. Eliminating dual U.S. GAAP/IFRS reporting is estimated to save about $4 million annually.
The move is described as not tax-driven and is expected to be tax-free for U.S. holders. Governance will shift to Bermuda law with majority-vote thresholds, no automatic pre-emption rights, a commitment that any rights plan adopted without prior shareholder approval will expire after one year unless ratified, and enhanced procedures for certain related-party mergers. Shareholder and court approvals are required, with virtual meetings scheduled for June 25, 2026, and the board unanimously recommends voting “FOR” all resolutions.
Gates Industrial Corporation plc is proposing to redomicile its parent company from England and Wales to Bermuda via a U.K. scheme of arrangement. If approved by shareholders and sanctioned by the English Court, New Gates (a Bermuda exempted company) will become the parent and each Gates Share will be exchanged one-for-one for a New Gates Share. The Board says the move is intended to simplify governance and reporting, permit reporting solely under U.S. GAAP, reduce duplicate regulatory costs (estimated annual cash savings of $4 million), eliminate U.K. stamp duty on buybacks and provide greater corporate and capital-raising flexibility under Bermuda law. The Scheme requires specified shareholder votes (including a Court Meeting vote threshold) and Court sanction; the Scheme Record Time is 5:00 p.m. Eastern Time on the Business Day following the Court Hearing.