[8-K] Johnson Controls International plc Reports Material Event

Rhea-AI Filing Summary

Johnson Controls International plc (JCI) filed a Form 8-K dated 1 Aug 2025 to disclose the completion of a previously announced divestiture.

• Material event (Item 8.01): On 31 Jul 2025 the company completed the sale of its residential and light commercial HVAC business to Robert Bosch GmbH under the Stock and Asset Purchase Agreement signed 23 Jul 2024.
• Regulation FD (Item 7.01): A related press release (Exhibit 99.1, dated 1 Aug 2025) was issued; the information is furnished, not filed.
• No financial terms, purchase price, or pro-forma impact are included in this filing.
• The filing lists JCI’s ordinary shares and 18 tranches of outstanding notes/debentures registered on the NYSE; no changes to these securities were reported.

The 8-K contains no financial statements (Item 9.01) other than the interactive data cover page and therefore offers limited quantitative insight into the transaction’s effect on earnings or balance sheet.

Positive

• Divestiture closed: JCI completed the sale of its residential and light commercial HVAC business to Robert Bosch GmbH on 31 Jul 2025, as previously announced.

Negative

• None.

Insights

Financial Analyst

TL;DR: JCI confirms Bosch HVAC sale completion; no financial details disclosed.

The 8-K formally closes the divestiture process started in 2024, signaling that regulatory and contractual conditions have been satisfied. However, with no sale price, gain/loss, or guidance update, investors cannot evaluate cash proceeds, balance-sheet impact, or future revenue loss. From a capital-allocation perspective the filing is informational rather than analytical, leaving valuation implications unchanged until JCI publishes fuller details in subsequent filings or earnings calls.

Corporate Governance Specialist

TL;DR: Routine compliance filing; signals execution discipline, impact unknown.

Management fulfilled disclosure duties by promptly filing an 8-K and furnishing the related press release. The transaction’s completion underscores the board’s strategic intent to reshape JCI’s portfolio, yet absence of metrics limits stakeholder assessment of governance effectiveness and shareholder value creation. Overall impact is neutral pending financial disclosure.

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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 31, 2025

JOHNSON CONTROLS INTERNATIONAL PLC

(Exact name of registrant as specified in its charter) 

Ireland

001-13836

98-0390500

(State or Other Jurisdiction of incorporation)

(Commission File Number)

(IRS Employer Identification Number)

One Albert Quay. Cork, Ireland, T12 X8N6

(Address of principal executive offices and postal code)

(353)			21-423-5000			Not Applicable
(Registrant’s telephone number)						(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			Name of Each Exchange on Which Registered
Ordinary Shares, Par Value $0.01			JCI			New York Stock Exchange
3.900% Notes due 2026			JCI26A			New York Stock Exchange
0.375% Senior Notes due 2027			JCI27			New York Stock Exchange
3.000% Senior Notes due 2028			JCI28			New York Stock Exchange
5.500% Senior Notes due 2029			JCI29			New York Stock Exchange
1.750% Senior Notes due 2030			JCI30			New York Stock Exchange
2.000% Sustainability-Linked Senior Notes due 2031			JCI31			New York Stock Exchange
1.000% Senior Notes due 2032			JCI32			New York Stock Exchange
4.900% Senior Notes due 2032			JCI32A			New York Stock Exchange
3.125% Senior Notes due 2033			JCI33			New York Stock Exchange
4.250% Senior Notes due 2035			JCI35			New York Stock Exchange
6.000% Notes due 2036			JCI36A			New York Stock Exchange
5.70% Senior Notes due 2041			JCI41B			New York Stock Exchange
5.250% Senior Notes due 2041			JCI41C			New York Stock Exchange
4.625% Senior Notes due 2044			JCI44A			New York Stock Exchange
5.125% Notes due 2045			JCI45B			New York Stock Exchange
6.950% Debentures due December 1, 2045			JCI45A			New York Stock Exchange
4.500% Senior Notes due 2047			JCI47			New York Stock Exchange
4.950% Senior Notes due 2064			JCI64A			New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in 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 7.01.    Regulation FD Disclosure.

On August 1, 2025, Johnson Controls International plc (the “Company”) issued a press release regarding the transaction described under Item 8.01 of this Current Report on Form 8-K. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated by reference herein.

The information contained in this Item 7.01, including Exhibit 99.1, shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”), or otherwise subject to the liabilities under that section and shall not be deemed incorporated by reference into any filing under the Exchange Act or the Securities Act of 1933, except as shall be expressly set forth by specific reference in such filing.

Item 8.01. Other Events.

On July 31, 2025, the Company completed the previously announced sale of its residential and light commercial HVAC business to Robert Bosch GmbH pursuant to a Stock and Asset Purchase Agreement, dated July 23, 2024, between the Company and Robert Bosch GmbH.

Item 9.01.    Financial Statements and Exhibits.

(d) Exhibits:

Exhibit No.			Description
99.1			Press release issued by Johnson Controls International plc, dated August 1, 2025
104			Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURE

    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.

JOHNSON CONTROLS INTERNATIONAL PLC

Date: August 1, 2025

By:

/s/ Richard J. Dancy

Name:

Richard J. Dancy

Title:

Vice President and Corporate Secretary

FAQ

What transaction did JCI report in its 8-K filed 1 Aug 2025?

The company completed the sale of its residential and light commercial HVAC business to Robert Bosch GmbH on 31 Jul 2025.

Were financial terms of the Bosch HVAC sale disclosed?

No. The 8-K does not provide the purchase price, gain/loss, or any pro-forma financial impact.

Which exhibit accompanies the Form 8-K?

Exhibit 99.1, a press release dated 1 Aug 2025, was furnished under Item 7.01.

Does the filing include updated financial statements?

No. Item 9.01 only lists the cover-page interactive data file; no financial statements were provided.

Which securities of Johnson Controls are listed in the filing?

The filing reiterates listing of ordinary shares (JCI) and 18 tranches of notes/debentures ranging from 2026 to 2064 maturities.