Miller Industries' SEC filings document results of operations, material events, governance matters and capital-structure disclosures for a Tennessee-based manufacturer of towing and recovery equipment. Recent 8-K filings furnish quarterly and annual earnings releases, supplemental investor materials and updates tied to production, cash flow, dividends, capacity initiatives and completed strategic transactions.
The company's proxy materials cover board and executive-compensation matters, including severance protection plan amendments and change-in-control provisions. Its filings also include disclosure categories related to material agreements, shareholder voting matters, ownership, risk factors and the public-company controls that govern MLR's common stock and corporate reporting obligations.
Miller Industries files its 2025 annual report describing its position as a leading global manufacturer of towing and recovery equipment, with operations in the U.S., U.K., France and Italy and a broad portfolio of wrecker, carrier, and transport trailer brands.
In 2025 the company acquired Italian towing manufacturer Omars S.p.A., adding a well-known European brand and extra capacity, and it continues to integrate prior acquisition SHC to stabilize hydraulic cylinder supply. Miller employs about 1,535 people and is investing heavily in capacity, including a €8.0 million expansion in France and an expected $100 million plant expansion in Ooltewah, Tennessee.
The filing highlights dependence on third-party suppliers and chassis, exposure to tariffs, CARB emissions rules, inflation, higher interest rates, and geopolitical conflicts that have pressured demand and margins. It also notes credit facility borrowings, obligations tied to dealer floor‑plan financing, extensive environmental and data‑privacy regulation, and detailed human capital, safety, and governance practices.
Miller Industries reported a sharp slowdown for 2025 while outlining major growth plans. Full-year net sales fell to $790,271,000 from $1,257,500,000, with net income down to $23,014,000 from $63,494,000. In Q4 2025, net sales were $171,168,000 versus $221,907,000 a year earlier, and diluted EPS declined to $0.29 from $0.91.
The company approved a new 200,000+ square foot facility at its Ooltewah, Tennessee headquarters, with expected cost of approximately $100 million, and plans to fund most of it from operating cash flow. Management highlighted more than $150 million in global military commitments and issued 2026 revenue guidance of $850 million to $900 million, targeting revenue of about $250 million per quarter in the second half of 2026 and gross margins in the mid‑13% range. The board raised the quarterly dividend 5% to $0.21 per share and the company returned $15.1 million in 2025 through dividends and share repurchases.
Miller Industries executive Jeffrey I. Badgley, President, International and Military, reported equity award activity involving company stock. On March 1, 2026, he exercised 6,000 restricted stock units, receiving the same number of Miller Industries common shares at a stated price of $0.00 per share, reflecting the vesting of time-based units.
To cover associated tax withholding on this vesting, 1,440 common shares were automatically disposed of at $42.03 per share, a tax-withholding disposition rather than an open-market sale. Following these transactions, he directly held 20,439 common shares. He also continued to hold restricted stock units, with 9,948 units and 5,786 units scheduled to vest in three equal annual installments beginning on March 15, 2026 and March 6, 2025, respectively.
Miller Industries Chief Financial Officer Deborah L. Whitmire reported equity award activity tied to previously granted restricted stock units. On March 1, 2026, she converted 6,000 restricted stock units into 6,000 shares of common stock at $0.00 per share as part of normal vesting.
To cover tax withholding obligations on this vesting, 1,440 common shares were withheld at a price of $42.03 per share, described as a tax-withholding disposition rather than an open-market sale. After these transactions, she directly owned 22,298.551 common shares.
The filing also shows continuing awards of time-based restricted stock units. One grant vests in five equal annual installments beginning on March 1, 2023, and additional grants vest in three equal annual installments beginning on March 6, 2025 and March 15, 2026, with each unit representing one share of common stock.
Miller Industries CEO and President William G. Miller II reported equity award activity involving restricted stock units (RSUs) and common stock. On March 1, 2026, 12,000 time-based RSUs vested and were converted into 12,000 shares of common stock at no exercise price. To satisfy tax withholding obligations related to this vesting, 2,880 common shares were withheld at a price of $42.03 per share, reducing his directly held common stock to 49,123 shares after the transactions. Following these updates, he directly holds 57,200 RSUs from one award and 33,271 RSUs from another, each representing the right to receive one share of common stock as they vest over future three-year schedules.
Miller Industries Chief Revenue Officer Vincent J. Tiano reported equity compensation activity involving restricted stock units and common shares. On March 1, 2026, 2,000 time-based restricted stock units vested and were converted into 2,000 shares of Miller Industries common stock at a stated price of $0.00 per share.
To cover tax withholding obligations related to this vesting, 480 common shares were withheld at a price of $42.03 per share, resulting in a net increase of 1,520 common shares, with 8,279 common shares held directly after the transactions. Each restricted stock unit represents the right to receive one share of common stock, and the filing notes additional time-based restricted stock units that vest in scheduled annual installments.
Miller Industries Chief Information Officer Josias W. Reyneke reported equity award activity on March 1, 2026. He exercised and converted 2,000 restricted stock units into the same number of common shares at $0.00 per share as time-based RSUs vested.
To cover tax withholding on this vesting, 480 common shares were disposed of at $42.03 per share. Following these transactions, he directly owned 8,279 common shares and held time-based restricted stock units that vest in scheduled annual installments, each unit representing the right to receive one common share.
Miller Industries executive Frank Madonia reported equity award activity involving restricted stock units and common shares. On March 1, 2026, 2,000 time-based restricted stock units vested and were converted into 2,000 shares of common stock at a stated price of $0.00 per share, increasing his direct common stock holdings to 8,759 shares before tax withholding.
To cover tax obligations on the vesting, 480 common shares were withheld at $42.03 per share, leaving him with 8,279 directly owned common shares afterward. Footnotes show he continues to hold time-based restricted stock units, including 9,948 units and 5,786 units that vest in three equal annual installments starting March 15, 2026 and March 6, 2025, respectively.
BlackRock, Inc. filed an amended Schedule 13G showing its passive ownership in Miller Industries Inc. common stock as of 12/31/2025. BlackRock reports beneficial ownership of 866,860 shares, representing 7.6% of Miller Industries’ outstanding common stock. It has sole voting power over 855,817 shares and sole dispositive power over 866,860 shares, with no shared voting or dispositive power.
The filing states that the shares are held in the ordinary course of business and not for the purpose of changing or influencing control of Miller Industries. Various underlying clients have rights to dividends or sale proceeds, but no single client holds more than five percent of the total outstanding common shares. The report is signed by Spencer Fleming, Managing Director at BlackRock.
Miller Industries, Inc., through its wholly owned subsidiary Luna Acquisition Corp., has completed the acquisition of Omars – S.p.A., an Italian designer and manufacturer of towing and recovery equipment based in Cuneo, Italy. Buyer acquired all of Omars’ outstanding corporate capital for an aggregate purchase price of approximately €17.5 million (about $20.3 million) on a debt-free, cash-free basis, subject to customary adjustments for net financial position and net working capital.
About $876,000 of the purchase price was placed into escrow to secure certain indemnification obligations of the sellers. The transaction was financed using Miller Industries’ cash on hand and borrowings under its existing credit facility. The parties agreed to customary representations, warranties, covenants and indemnification provisions, and entered into related agreements including an escrow agreement and management and consulting arrangements. Miller Industries also issued a press release announcing the transaction.