Every 8-K that Pentair plc (PNR) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A 8-K covers material events a company has to report between its quarterly reports, so if you follow PNR and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full PNR filings page.
PENTAIR plc (PNR) announced that its Board of Directors has appointed Robert W. Hau as Executive Vice President and Chief Financial Officer, effective November 1, 2026, succeeding Robert P. Fishman, who will resign from his role as Interim EVP and CFO on that date. Hau, age 60, joined Pentair as Senior Vice President, Finance on September 15, 2026 and previously served as CFO at several large public companies, including Fiserv, Inc., TE Connectivity Ltd., and Lennox International Inc., and as a senior finance executive at Honeywell International, Inc.
Hau will receive an annual base salary of $775,000, with an annual cash bonus target equal to 100% of base salary (prorated for 2026), an initial equity award of restricted stock units with a grant date fair value of $2,500,000 that cliff vest after five years, and a new-hire cash bonus of $200,000 subject to repayment if he voluntarily resigns within two years. He will also be eligible for annual equity awards beginning in 2027 and will participate in Pentair’s executive benefit programs, including a Key Executive Employment and Severance Agreement that may provide severance and other benefits upon certain terminations following a change in control.
PENTAIR plc (PNR) reports that its Board of Directors appointed Louis V. Pinkham as a director and member of the Board’s Audit and Finance Committee, effective September 17, 2026. The Board determined that he is independent under New York Stock Exchange listing standards.
Louis V. Pinkham will receive the company’s standard non-employee director compensation as described in Pentair’s March 20, 2026 proxy statement. He will also enter into a Deed of Indemnification with PENTAIR plc and an Indemnification Agreement with Pentair Management Company, consistent with forms previously filed with the SEC.
PENTAIR plc (PNR) entered into a new credit agreement to help finance its pending acquisition of Taco Group Holdings for $1.425 billion. The agreement provides Pentair Finance S.à r.l. with a $400 million senior unsecured tranche 1 term loan facility and a $1.0 billion senior unsecured tranche 2 term loan facility, both guaranteed by Pentair and Pentair, Inc. Availability of the loans is conditioned on closing the Taco acquisition, no material adverse effect at Taco since July 27, 2026, delivery of specified financial information and certificates, and refinancing certain Taco debt. Tranche 1 will generally mature 18 months after the Taco closing, while Tranche 2 matures on May 5, 2030. The facilities bear interest at an adjusted base rate or Term SOFR plus a margin tied to Pentair’s leverage or Pentair Finance’s public rating and include covenants limiting leverage to 3.75x EBITDA (or 4.25x for four periods after certain acquisitions) and requiring interest coverage of at least 3.0x.
Pentair plc reported second quarter 2026 net sales of $933 million, down 17% year over year, with core sales also down 17%. Diluted EPS from continuing operations was $0.80 versus $0.90, and adjusted EPS was $1.14 versus $1.39. Operating income was $167 million, a 24% decline, and results included about $35 million of International Emergency Economic Powers Act refunds.
Segment trends diverged: Flow sales rose 5% with segment income up 27%, while Water Solutions sales fell 5% but income rose 17%. Pool sales dropped 42% and segment income fell 62% amid a sharp channel inventory reset and softer conditions. Free cash flow was $553 million. Pentair paid a $0.27 dividend, marking its 50th consecutive yearly increase, and repurchased $150 million of shares, leaving $650 million authorized.
The company now guides 2026 GAAP EPS to approximately $3.86–$4.06 and adjusted EPS to $4.60–$4.80, with full-year sales expected to decline 4–7% and third-quarter EPS projected to be down double digits. It also disclosed a definitive agreement to acquire Taco Group Holdings.
Pentair plc announced preliminary second quarter 2026 results that are below its prior guidance and provided reduced full‑year 2026 expectations, while also detailing a Chief Financial Officer transition. For Q2, sales are expected to be approximately $930 million, down 17 percent versus a prior guide of up approximately 1 percent, primarily due to the adverse impact of Pool channel inventory. EPS from continuing operations is expected to be approximately $0.80 versus previous guidance of $1.39 to $1.42, and adjusted EPS approximately $1.12 versus $1.47 to $1.50. Pool channel destocking is estimated to have reduced Pool segment sales by approximately $170 million and segment income by approximately $105 million, partly offset by about $35 million of IEEPA tariff refunds.
For full‑year 2026, sales are now expected to be down approximately 4 percent to 7 percent versus a previous guide of up 2 percent to 4 percent. GAAP EPS guidance has been lowered to approximately $3.90 to $4.10 and adjusted EPS to approximately $4.60 to $4.80. Net income from continuing operations is projected at approximately $635 million to $670 million and EBITDA at approximately $1,050 million, with Pool channel destocking expected to reduce Pool segment sales by about $250 million and income by about $155 million and IEEPA refunds contributing approximately $35 million to $50 million. Pentair repurchased approximately 2.0 million shares for $150 million in Q2. Separately, Executive Vice President and CFO Nicholas J. Brazis resigned on July 10, 2026, and former CFO Bob Fishman was appointed Interim Executive Vice President and CFO, with a monthly base salary of $125,000 and a $1,000,000 restricted stock unit award vesting one year after grant.
Pentair plc reported the results of its 2026 annual general meeting of shareholders. There were 161,602,800 ordinary shares issued and outstanding on March 6, 2026, with 147,387,379 shares, or 91.20%, represented at the meeting.
Shareholders re-elected nine directors for terms expiring at the 2027 annual general meeting. They approved, by nonbinding advisory vote, the compensation of the named executive officers, and ratified the appointment of Deloitte & Touche LLP as independent auditor for the year ending December 31, 2026, while authorizing the Audit and Finance Committee to set the auditor’s remuneration.
Shareholders also approved authorizations under Irish law for the Board to allot new shares, to opt out of statutory preemption rights, and to set the price range at which the Company can re-allot treasury shares.
Pentair plc amended its main credit agreement to add a new term loan facility with an aggregate initial principal amount of $500 million, which is being used to refinance term loans under a prior loan agreement that was prepaid in full and terminated.
After the amendment, term loans outstanding under the new facility were $500 million and revolving loans outstanding under the existing $900 million revolving credit facility were $628.6 million. The senior credit facilities mature largely on May 5, 2030, carry variable interest over benchmark rates, include quarterly amortization beginning June 30, 2027, and are subject to leverage and interest coverage covenants and customary events of default.
Pentair plc reported leadership changes in its pool-related businesses. On April 24, 2026, Jerome O. Pedretti, Executive Vice President and Chief Executive Officer, Pool, elected to resign from the company effective July 1, 2026. On April 28, 2026, Pentair announced it is eliminating the role of Chief Executive Officer, Pool, and that Mr. Pedretti will receive severance benefits under the Pentair plc Executive Officer Severance Plan, subject to its conditions. The company also appointed De’Mon L. Wiggins, then Executive Vice President and President, Flow and Water Solutions, as Executive Vice President and President, Flow, Water Solutions and Pool, effective April 28, 2026, consolidating oversight of these businesses under a single executive.
Pentair plc reported first quarter 2026 sales of $1,036.7 million, up 3 percent from a year ago, with core sales growing 1 percent. GAAP diluted EPS from continuing operations rose 5 percent to $0.98, while adjusted EPS increased 10 percent to $1.22.
Operating income reached $210 million, up 3 percent, with return on sales of 20.3 percent; adjusted operating income was $259.1 million, up 7 percent, and adjusted return on sales expanded to 25.0 percent. Segment results showed growth in Flow and Pool and higher margins across all segments.
Pentair used free cash flow of $85.7 million in the quarter and repurchased 2.0 million shares for $200 million, while paying a $0.27 dividend in its 50th consecutive year of dividend increases. The company raised its 2026 GAAP EPS outlook to $4.83–$4.93 and adjusted EPS to $5.30–$5.40, and guided to modest sales growth for 2026 and the second quarter.
Pentair plc filed an amended report to disclose the compensation package for its incoming Executive Vice President and Chief Financial Officer, Nicholas J. Brazis, effective March 1, 2026. The amendment adds details that were not available when his appointment was first reported.
Mr. Brazis will receive an annual base salary of $600,000 and an annual cash bonus target equal to 80% of his base salary, with the 2026 bonus pro rated. For 2026 he will also receive an annual incentive equity award valued at $1,250,000, split into 50% performance share units, 25% restricted stock units and 25% stock options.
He will participate in the same standard benefit plans as other Pentair executive officers, including a Key Executive Employment and Severance Agreement. This agreement may provide severance and other benefits if there is a change in control of the company and his employment ends under specified conditions.
Pentair plc filed a current report noting that it issued a press release announcing its earnings for the fourth quarter and full year of 2025 and scheduled a related conference call. The detailed financial results are contained in the press release attached as Exhibit 99.1.
The company highlights several non-GAAP metrics, including core sales, adjusted operating income, adjusted return on sales, adjusted net income from continuing operations, adjusted diluted EPS from continuing operations, and free cash flow. These measures exclude items such as intangible amortization, restructuring and transformation costs, certain legal accruals and settlements, asset impairments, deal-related expenses, pension and post-retirement mark-to-market impacts, other income, and certain tax items.
Pentair explains that management uses these adjusted metrics to evaluate the ongoing performance of its continuing operations, and they also serve as key inputs for annual and long-term incentive compensation. Free cash flow is emphasized as a liquidity measure supporting dividends, share repurchases, and debt repayment.
Pentair plc announced executive leadership changes. Robert P. Fishman, Executive Vice President and Chief Financial Officer, elected to resign effective March 1, 2026. The company elevated the role of Heather Hausmann to Executive Vice President, Chief Information Officer and Chief Information Security Officer, who will report directly to the CEO.
Pentair appointed Nicholas J. Brazis as Executive Vice President and Chief Financial Officer effective March 1, 2026, and as Senior Vice President, Finance effective November 1, 2025. Mr. Brazis joined Pentair in 2023 and has led Corporate Development and Treasury since 2024. The Compensation Committee has not yet determined his compensation as CFO. Mr. Fishman will receive severance benefits under the company’s Executive Officer Severance Plan, subject to its conditions.
Pentair plc filed an 8-K stating that on October 21, 2025 it issued a press release announcing its third-quarter 2025 earnings and a related conference call. The release, attached as Exhibit 99.1, discusses non-GAAP metrics including core sales, adjusted operating income, adjusted return on sales, adjusted net income from continuing operations, adjusted diluted EPS from continuing operations, and free cash flow, with reconciliations to GAAP. The filing explains how these measures are defined and used in incentive compensation.
On 22 Jul 2025, Pentair plc (PNR) filed a Form 8-K (Item 2.02) indicating it has released its Q2 2025 results via the attached press release (Exhibit 99.1). The filing contains no numerical figures but details the non-GAAP metrics used in that release: core sales, adjusted operating income, adjusted return on sales, adjusted net income from continuing operations, adjusted diluted EPS and free cash flow. Adjusted metrics exclude intangible amortization, restructuring and transformation charges, asset impairments, litigation-related items, pension mark-to-market gains, other income and select tax items. Management says these measures aid investors in evaluating ongoing performance and guide both annual and long-term incentive compensation. No other material transactions, pro forma data or financial statements are included.