Pitney Bowes SEC Filings

Pitney Bowes Inc. disclosed that Robert Gold ceased serving as EVP, Chief Financial Officer and Treasurer effective July 29, 2025 and that the company entered a separation agreement with him on August 17, 2025. Under the agreement, and subject to a release of claims, Mr. Gold will receive transition pay equal to $450,000, payable in installments on regular paydays following the effective date.

The filing states the written Separation Agreement is attached as Exhibit 10.1 and incorporated by reference; the brief disclosure does not provide additional details about other departure terms, any successor, or broader financial impacts on the company.

Kurt James Wolf, the managing member of the Hestia Parties and listed as President & CEO and a director, reported dispositions of Pitney Bowes Inc. (PBI) common stock on 08/15/2025. The Form 4 shows two disposals: 269,615 shares (transaction code J) and 35,406 shares, with total reported beneficial ownership following the transactions attributed indirectly as 6,369,877 shares via Helios I, LP and additional indirect holdings of 4,810,917 (Hestia Capital), 584,637 (separately managed accounts). The filing explains the 269,615 shares were transferred to two investors to satisfy a redemption request. The reporting person disclaims direct beneficial ownership except to the extent of pecuniary interest.

Pitney Bowes insider grant: Paul J. Evans, EVP, CFO and Treasurer of Pitney Bowes Inc. (PBI), was reported as acquiring 22,065 restricted stock units (RSUs) on 08/13/2025. Each unit represents a contingent right to one share of common stock and the units are shown as having a $0.00 price because they are restricted awards rather than open-market purchases.

The RSUs vest in three equal annual installments beginning on the grant anniversary, with the first vesting on August 13, 2026. Following the reported transaction Mr. Evans beneficially owns 22,065 shares as direct ownership. The Form 4 was submitted and signed by an attorney-in-fact on 08/15/2025.

Pitney Bowes completed a private offering of $230.0 million aggregate principal amount of 1.50% Convertible Senior Notes due 2030, receiving approximately $221.4 million in net proceeds after discounts and offering expenses. The company used about $24.7 million of those proceeds to pay for capped call transactions intended to reduce potential dilution and used about $61.9 million to repurchase 5,535,928 shares of common stock at $11.18 per share. The remainder is designated for general corporate purposes, including possible debt repayment or refinancing.

The Convertible Notes are senior unsecured obligations guaranteed by certain U.S. subsidiaries, accrue interest at 1.50% payable semiannually, and mature on August 15, 2030. The initial conversion rate is 70.1533 shares per $1,000 principal (about $14.25 per share) and the initial maximum conversion rate is 89.4454 shares per $1,000 principal, which corresponds initially to up to 20,572,442 shares of common stock. Capped call transactions carry an initial cap price of $22.36 per share; the notes are not redeemable prior to August 21, 2028 and include customary events of default and repurchase rights on certain fundamental changes.

Pitney Bowes director Peter C. Brimm received a grant of 6,922 restricted stock units (RSUs) on 08/06/2025. Each unit represents a contingent right to one share of Pitney Bowes common stock and the award was granted at a reported price of $0.00. The RSUs are scheduled to cliff vest on the one-year anniversary of the grant, on 06 August 2026, at which time each unit converts into one share if vesting conditions are met. The reported ownership form is direct, and the Form 4 was filed by a single reporting person identifying Brimm as a director.

This filing documents a routine equity award to a board member rather than a cash transaction or sale, and it increases Brimm's potential future share holdings by 6,922 shares pending vesting.

Pitney Bowes Inc. (PBI) Form 3 filed for Peter C. Brimm, reporting a 07/30/2025 event date and signed on 08/07/2025. The filing identifies Mr. Brimm as a Director and states no securities are beneficially owned by the reporting person. The form was submitted by one reporting person and was signed by Elisabeth Weinberg as attorney-in-fact. The document provides the reporting person’s business address in Stamford, CT. No non-derivative or derivative holdings are reported.

Pitney Bowes (PBI) Q2-25 10-Q highlights

Total revenue fell 5.7% YoY to $461.9 m as lower Products (-16%) and Financing (-4%) outweighed a 2% gain in Presort Services. Despite the top-line contraction, cost controls and lower interest expense drove a sharp earnings swing: income from continuing operations reached $30.0 m vs. a $10.1 m loss in Q2-24, equal to diluted EPS of $0.17 (vs. -$0.06). Six-month EPS rose to $0.36.

Margins/segment mix

• Company gross margin expanded ~260 bp to 49.6% on service and financing cost reductions.
• Adjusted segment EBIT up 11% to $137.2 m; SendTech EBIT +5% to $101.3 m; Presort EBIT +33% to $35.9 m.
• Restructuring charges fell to $13.8 m from $30.4 m.

Cash & balance sheet

• Operating cash flow YTD improved to $94.7 m (vs. $78.9 m).
• Cash fell to $285 m from $470 m at 12/24, mainly from $90 m share repurchases, $24 m debt-refinancing costs and $23.6 m dividends.
• Long-term debt edged higher to $1.88 bn; net debt increased given lower cash.
• Stockholders’ deficit narrowed to $-537 m (vs. -$578 m) on FX gains and OCI improvements.

Strategic & accounting items

• Global Ecommerce wind-down completed; no discontinued-ops loss in 2025 (Q2-24 loss $14.7 m).
• $4 m revenue overstatement corrected in Q1-25; deemed immaterial.

Outlook signals: Future performance obligations in SendTech total $676 m, suggesting multi-year service visibility, but revenue pressure in Products remains a headwind. Upcoming FASB expense-disaggregation rules (effective 2026) will expand disclosures but no impact forecast.