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ITRON, INC. (ITRI) SEC Filings, Oct-Nov 2025

ITRI NASDAQ

Welcome to our dedicated page for ITRON SEC filings (Ticker: ITRI), 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.

Itron Inc. filings document the reporting, governance and capital-structure records of an operating company serving utility and city infrastructure markets. Recent 8-K disclosures cover operating results, financial-condition updates, material agreements and the issuance of convertible senior notes, including purchase agreement and indenture terms tied to the company’s debt and equity structure.

Proxy and shareholder-vote filings describe director elections, advisory executive-compensation votes and annual meeting matters for holders of Itron common stock. Other material-event filings record cybersecurity response and operational-continuity disclosures, while exchange-registration information identifies ITRI common stock, no par value, as listed on the Nasdaq Global Select Market.

Rhea-AI Summary

Itron, Inc. (ITRI) reported an insider transaction by its Senior Vice President of Device Solutions. On 11/24/2025, the executive sold 379 shares of Itron common stock in an open market transaction coded "S" at a price of $96.5061 per share. After this trade, the executive directly owned 20,382 shares of Itron common stock.

According to the explanation provided, the shares sold represent stock that was automatically sold to cover tax withholding obligations related to the vesting of a restricted stock unit award. This indicates the transaction was primarily administrative in nature rather than a discretionary sale of investment holdings.

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Rhea-AI Summary

Itron, Inc. (ITRI) filed a Form 4 showing a small insider sale by its Senior Vice President of Human Resources. On 11/24/2025, the executive sold 108 shares of Itron common stock at $96.5061 per share. The filing explains that these shares were automatically sold to cover tax withholding obligations tied to the vesting of a restricted stock unit award. Following this tax-related sale, the executive directly owns 21,925 Itron shares.

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Rhea-AI Summary

Itron, Inc. (ITRI) disclosed that its Senior Vice President and Chief Financial Officer reported a small stock sale on a Form 4. On 11/24/2025, the officer sold 948 shares of Itron common stock at a price of $96.5061 per share. After this transaction, the officer beneficially owned 87,446 shares of Itron common stock. The filing explains that the shares were automatically sold to cover tax withholding obligations associated with the vesting of a restricted stock unit award, meaning the transaction was for tax purposes rather than an open-market discretionary sale.

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Rhea-AI Summary

Itron, Inc. (ITRI) reported an insider transaction by a senior executive. The company’s SVP, Outcomes filed a Form 4 showing the sale of 536 shares of Itron common stock on 11/24/2025 at a price of $96.5061 per share. The executive now beneficially owns 19,068 shares directly. According to the disclosure, the shares were automatically sold to cover tax withholding obligations tied to the vesting of a restricted stock unit award, meaning the transaction was driven by tax requirements rather than a discretionary stock sale.

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Itron, Inc. entered into a material agreement to acquire Locusview, Ltd., a privately held, utility-focused software and services company based in the United States and Israel. Itron will purchase 100% of Locusview’s equity for a cash purchase price of $525 million, subject to final working capital and other closing adjustments after the transaction closes. The deal will be funded entirely with Itron’s cash on hand and is expected to close in early January 2026, strengthening Itron’s Resiliency Solutions by leveraging Locusview’s digital construction management platform. Itron later announced the acquisition publicly in a press release dated November 17, 2025, which is attached as an exhibit.

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Rhea-AI Summary

Itron, Inc. (ITRI) filed a Form 4/A for its SVP, HR, reporting an administrative correction and a small automatic sale related to tax withholding. On 11/11/2025, 76 shares of common stock were sold at $101.095 per share (Transaction Code S) to cover taxes upon the vesting of a restricted stock unit award. Following these transactions and corrections, the reporting person beneficially owns 22,033 shares directly.

The amendment clarifies that the original filing on November 12, 2025 omitted the transaction date and misstated the post-transaction balance, which is now corrected to 22,033 shares.

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Rhea-AI Summary

Itron, Inc. (ITRI) reported an insider transaction on a Form 4. An officer (SVP, HR) disclosed an automatic sale made to cover tax withholding tied to the vesting of a restricted stock unit award on 11/12/2025.

Following the reported transaction, the insider beneficially owns 22,109 shares of Itron common stock, held directly. The filing characterizes the sale as solely for tax withholding associated with the RSU vesting.

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Filing
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Itron, Inc. announced a new share repurchase program authorizing up to $250 million of common stock over an 18‑month period, effective November 10, 2025. Repurchases may be made in the open market and under any Rule 10b5‑1 plans, and are intended to comply with Rule 10b‑18. Activity may be commenced or suspended from time to time without prior notice.

Separately, from November 3–6, 2025, Itron repurchased 942,577 shares for a total of $100 million, fully utilizing the capacity under its prior 18‑month program that began on September 19, 2024. These transactions reflect cash returned to shareholders through buybacks.

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Itron, Inc. reported Q3 2025 results with total revenues of $581.6 million versus $615.5 million a year ago. Despite lower sales, gross profit rose to $219.5 million as product costs declined, lifting operating income to $81.8 million from $73.9 million.

Net income was $65.6 million and diluted EPS was $1.41, down from $1.70, largely reflecting a higher tax rate versus a favorable discrete benefit last year. For the first nine months, net income increased to $200.3 million and diluted EPS to $4.30 on stable cost control.

Cash and cash equivalents reached $1.33 billion, up from $1.05 billion at year-end, driven by $286.6 million in operating cash flow. Debt totaled $1.27 billion, with $458.9 million classified as current reflecting the 2021 convertible notes’ approaching maturity. The company entered a new $750 million revolving credit facility, with $704.9 million available at quarter-end. The quarter included a tax expense impact from the July 2025 tax law, while a subsequent event indicates a roughly $39 million tax benefit expected in Q4. Shares outstanding were 45,801,371 as of October 24, 2025.

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Rhea-AI Summary

Itron, Inc. (ITRI) furnished an 8-K announcing it issued a press release with financial results for the three and nine months ended September 30, 2025. The press release and accompanying financial statements are included as Exhibit 99.1 and are furnished, not filed, under the Exchange Act. The company also included standard forward-looking statements language outlining factors that could cause actual results to differ.

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FAQ

How many ITRON (ITRI) SEC filings are available on StockTitan?

StockTitan tracks 220 SEC filings for ITRON (ITRI), including 10-K annual reports, 10-Q quarterly reports, 8-K current reports, and Form 4 insider trading disclosures. Each filing includes AI-generated summaries, impact scoring, and sentiment analysis.

When was the most recent SEC filing for ITRON (ITRI)?

The most recent SEC filing for ITRON (ITRI) was filed on November 25, 2025.