Every 8-K that Resideo Technologies (REZI) 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 REZI 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 REZI filings page.
Resideo Technologies, Inc. reported record second-quarter 2026 results and detailed the completed spin-off of its ADI Global Distribution business. Revenue was $1.98 billion, up 2% year-over-year, with Products & Solutions up 4% and ADI up 1%. Gross margin reached a record 30.0%, helped by $27 million of tariff refunds.
The company generated net income of $97 million versus a net loss of $825 million a year earlier, and Adjusted EBITDA of $249 million, up 19%. Adjusted EPS was $0.83, up 26% and above the high end of the outlook range. Operating cash flow was $148 million, below $200 million in the prior-year quarter, primarily due to separation-related costs and higher interest.
On August 3, 2026, Resideo completed the spin-off of ADI Global Distribution, distributing one ADIG share for every two Resideo shares. Resideo received a $900 million dividend from ADIG and repaid $900 million of Term Loan B, with an additional repayment of about $200 million expected in the third quarter. Total debt was $3.62 billion and cash, cash equivalents and restricted cash were $949 million at July 4, 2026. The company issued a standalone 2026 outlook calling for Q3 revenue of $705–$730 million and Adjusted EBITDA of $145–$155 million, and full-year revenue of $2.90–$2.95 billion with Adjusted EBITDA of $605–$625 million.
Resideo also appointed Shane Harrison as Senior Vice President and Chief Financial Officer effective September 1, 2026, with a $550,000 base salary, 85% target bonus, a $2.0 million initial equity award, and a $400,000 sign-on bonus.
Resideo Technologies, Inc. completed the separation of its former wholesale distribution business into ADI Global Distribution Inc., structured as a tax free spin-off. Resideo distributed 100% of ADI common stock to its stockholders on a pro rata basis, giving one ADI share for every two Resideo common shares held as of July 20, 2026. ADI now trades independently on the New York Stock Exchange under the symbol ADIG. Resideo and ADI entered a separation and distribution agreement plus related tax, commercial product purchase, employee matters and transition services agreements to govern their ongoing relationship.
Resideo presents unaudited pro forma condensed consolidated financial information to illustrate its profile after the spin-off. As of April 4, 2026, pro forma total assets were $3,984 million and long-term debt was $2,065 million, reflecting removal of ADI and use of a $900 million dividend and $67 million cash adjustment from ADI to repay $1,100 million of Term Loan B facilities. For the three months ended April 4, 2026, pro forma net revenue was $752 million and pro forma net income available to common stockholders was $32 million, or $0.21 per basic and diluted share. For 2025, pro forma net revenue was $2,858 million and the pro forma net loss available to common stockholders was $(670) million, or $(4.50) per share. In connection with the spin-off, Resideo also adjusted and amended its stock incentive, director equity and employee stock purchase plans under anti-dilution provisions.
Resideo Technologies completed the spin-off of its ADI Global Distribution business, distributing 1 share of ADI for every 2 shares of Resideo held as of July 20, 2026. ADI is now an independent public company listed on the NYSE under the symbol ADIG.
In connection with the separation, ADI paid a one-time cash dividend of $900 million to Resideo, which Resideo used to repay term loans, leaving about $1,422 million outstanding under its existing term loan facility. Resideo expects to repay a further $200 million by the end of the third fiscal quarter of 2026.
Resideo exchanged 150,000 shares of ADI preferred stock for an equal number of Resideo preferred shares, then retired those shares, leaving 350,000 Resideo preferred shares and 150,000 ADI preferred shares outstanding, with a revised conversion price of $18.844. CD&R’s lock-up on Resideo holdings was extended to August 3, 2028. Leadership changes became effective, with Tom Surran serving as President, Chief Executive Officer and principal financial officer.
Resideo Technologies plans to spin off its ADI Global Distribution business on August 3, 2026, creating two independent public companies. ADI common stock is expected to trade on the NYSE under the ticker ADIG starting August 4, 2026, with Resideo shareholders receiving 1 ADIG share for every 2 REZI shares.
The remaining Resideo business will be a pure-play building technologies company focused on residential controls and sensing. For 2025 on a standalone basis, it reports $2.9 billion Adjusted Revenue, 39.5% Adjusted Gross Margin, and a 20.3% Standalone Adjusted EBITDA margin, with 12 consecutive quarters of gross margin expansion and free cash flow conversion above 85% for each of the last three years. Management targets by 2030 an organic Adjusted Revenue CAGR of 4–5%, Adjusted Gross Margin of 43–45%, Standalone Adjusted EBITDA margin of 23–25%, and Standalone Adjusted EBITDA less Adjusted Capex conversion of at least 92%, while reducing net leverage from about 3.3x at spin to below 2.0x within roughly 24 months.
Resideo Technologies outlined key steps to spin off its ADI Global Distribution business and finance the separation. A subsidiary completed a $400 million offering of 7.125% senior notes due 2034, with proceeds held in escrow until spin-off conditions are met or redeemed if not completed by December 31, 2026. ADI’s funding arm also entered into a $600 million senior secured term loan and a $500 million revolving credit facility, with covenants tied to leverage and interest coverage. Net proceeds from the term loan and part of the notes will fund an estimated $900 million cash dividend to Resideo as consideration for contributing the ADI business. The board approved the spin-off record date of July 20, 2026 and expects to distribute one ADI share for every two Resideo shares on August 3, 2026, with ADI to trade on the NYSE under “ADIG.”
Resideo Technologies, Inc. has restructured part of its capital and tax arrangements with Honeywell and its own subsidiaries. A wholly owned subsidiary, Resideo Funding Inc., merged into another subsidiary, Resideo Funding II LLC, which remains as the surviving borrower under the company’s debt documents, supported by new supplemental indentures and a borrower assumption agreement.
Separately, Resideo entered into a Termination and Release Agreement with Honeywell on June 22, 2026, ending the Tax Matters Agreement put in place at the 2018 spin-off. Resideo will make a one-time cash payment of $11,600,000 to Honeywell. In return, both parties grant mutual releases of claims related to the Tax Matters Agreement and certain tax-related liabilities connected to the 2018 Separation and Distribution Agreement and related ancillary agreements.
Resideo Technologies, Inc. reported the voting results from its Annual Meeting of Shareholders held on June 3, 2026. As of the record date, there were 151,421,223 shares of common stock outstanding and 498,500 shares of Series A Cumulative Convertible Preferred Stock outstanding, which were entitled to 18,517,830 votes on an as-converted to common stock basis, for total voting power of 169,939,053 votes.
Shareholders cast votes for a slate of director nominees under Proposal 1, with each nominee receiving over 143 million votes "For" and broker non-votes of 8,698,940. Proposal 2 received 148,022,939 votes "For" and 4,861,498 "Against". Proposal 3 received 161,182,481 votes "For" and 385,727 "Against" with no broker non-votes. Proposal 4 received 36,291,860 votes "For" and 116,565,390 "Against", with 8,698,940 broker non-votes.
Resideo Technologies entered into a Second Amended and Restated Credit Agreement providing senior secured financing of up to approximately $2,827 million. The facilities include a Revolving Credit Facility with up to $75 million available for letters of credit, and term loans maturing between 2028 and 2032. The agreement supports the planned spin-off of the ADI Global Distribution segment and is guaranteed by the company and most U.S. subsidiaries, with first-priority security over substantial assets.
Interest is based on ABR or SOFR plus margins that change with leverage and the timing of the ADI spin-off. Financial covenants include a consolidated total leverage ratio, which can step up around the spin-off and certain acquisitions, and an interest coverage ratio of at least 2.50 to 1.00. Separately, the board approved an offer letter for incoming CEO Thomas Surran, effective at the spin-off, with $900,000 base salary, a target bonus of 135% of salary, and a one-time restricted stock unit grant valued at $1,583,000.
Resideo Technologies reported strong preliminary results for the first quarter ended April 4, 2026. Net revenue reached $1.912 billion, up 8% from $1.770 billion a year earlier, with Products & Solutions up 9% and ADI Global Distribution up 8%.
Net income climbed to $38 million from $6 million, while non-GAAP Adjusted EBITDA rose 28% to $215 million, lifting margin to 11.2%. GAAP diluted EPS was $0.17, and Adjusted EPS was $0.65, slightly above $0.63 in the prior year and above the high end of the company’s outlook.
Products & Solutions delivered $706 million of revenue with a 41.8% gross margin and Adjusted EBITDA of $177 million, or 25.1% of revenue. ADI posted $1.206 billion of revenue and Adjusted EBITDA of $66 million. Operating cash flow was a use of $145 million, driven by business separation activities, higher cash interest, and working capital. At April 4, 2026, Resideo held $438 million of cash and cash equivalents and $3.23 billion of total outstanding debt, and it reaffirmed its full-year 2026 outlook while initiating Q2 2026 guidance.
Resideo Technologies, Inc. detailed progress on its planned tax-free spin-off of its ADI Global Distribution business, including leadership and financing plans. The company filed a Form 10 for ADI, targets completion between mid-third and mid-fourth quarter 2026, and disclosed that ADI expects about $1.0 billion of new funded debt to pay a roughly $900 million cash dividend to Resideo and cover fees and general purposes.
Following the separation, ADI will trade on the NYSE as “ADIG,” while Resideo will retain the Products & Solutions business. Thomas Surran will become Resideo’s President and CEO upon completion of the separation, and additional board and officer changes are tied to the closing. In 2025, ADI generated net revenue of $4.784 billion and Adjusted EBITDA of $318 million, while the remaining Resideo Products & Solutions segment produced about $2.9 billion of revenue and Standalone Adjusted EBITDA of $581 million.
Resideo Technologies reported a strong fourth quarter and a mixed but transformative 2025. Q4 2025 net revenue reached $1.895 billion, up 2% year-over-year, with gross margin improving to 29.6% and net income rising to $136 million from $23 million. Adjusted EBITDA grew 21% to $226 million, above the high end of guidance.
For full year 2025, net revenue hit a record $7.472 billion, up 11% from 2024. Despite this, Resideo posted a GAAP net loss of $527 million versus $116 million of net income a year earlier, mainly due to a one-time $1.590 billion payment to Honeywell to terminate the Indemnification Agreement. On an adjusted basis, results were much stronger: adjusted net income was $409 million, up 20%, and adjusted EBITDA reached a record $833 million, also up 20%, with adjusted EPS increasing to $2.68 from $2.29.
Products & Solutions Q4 revenue grew 6% to $712 million with 41.0% gross margin, while ADI Global Distribution revenue declined 1% to $1.183 billion but expanded gross margin to 22.7%. Full-year operating cash flow was an outflow of $1.137 billion, but adjusted operating cash flow excluding the Honeywell termination payment was $453 million. At December 31, 2025, Resideo held $661 million of cash and cash equivalents and $3.23 billion of total debt. The company initiated 2026 guidance, targeting net revenue of $7.8–$7.9 billion, adjusted EBITDA of $935–$985 million, and adjusted EPS of $3.00–$3.20.
Resideo Technologies, Inc. updated the transition arrangements for its President and Chief Executive Officer, Jay Geldmacher, as he moves toward retirement. The company previously agreed in 2024 that once a new CEO is appointed, Mr. Geldmacher would step out of the officer role and remain with the company in a different position for six months.
In a July 2025 announcement, the company stated that his contemplated retirement would take effect after completion of the separation of the ADI Global Distribution business, followed by six months in an advisory capacity. On January 6, 2026, the board’s Compensation and Human Capital Management Committee approved an amendment to the 2024 Agreement to define Mr. Geldmacher’s eligibility for 2026 annual incentive plan compensation. All other provisions of the original 2024 Agreement remain unchanged.
Resideo Technologies, Inc. (REZI) furnished a Form 8-K to announce its third quarter 2025 earnings press release. The company states the press release is provided as Exhibit 99 under Item 2.02.
The company notes the information furnished under Item 2.02, including Exhibit 99, is not deemed “filed” for purposes of Section 18 of the Exchange Act and is not incorporated by reference into other Securities Act or Exchange Act filings.
Resideo Technologies completed a transaction that terminated a long‑standing indemnification and reimbursement arrangement with Honeywell in exchange for a one‑time $1,590,000,000 cash payment. The termination eliminated Resideo’s obligation to make annual payments to Honeywell of up to $140 million through year‑end 2043 and removed the affirmative and negative covenants under that agreement, subject only to limited provisions that survived termination.
To fund part of the payment, Resideo amended its existing credit facilities and obtained incremental senior secured term loans totaling $1.225 billion with a seven‑year maturity and interest at Term SOFR plus 2.00%. The amendment also raised the interest on certain existing term B tranches from Term SOFR plus 1.75% to Term SOFR plus 2.00%, increased capacity to incur incremental debt, temporarily relaxed the total leverage covenant to 4.00:1.00 for two upcoming test periods, and permits future revolver refinancings.
Resideo Technologies (REZI) has struck a definitive deal to cap its legacy Honeywell environmental obligations. Under a Termination Agreement signed 30 Jul 25, subsidiary Resideo Intermediate Holding will make a one-time cash payment of $1.59 billion to Honeywell no later than 29 Aug 25, after which the 2018 Indemnification & Reimbursement Agreement and all related guarantees will be cancelled. The regular 3Q25 installment of $35 million was paid 29 Jul 25; all further scheduled payments are tolled until closing and forgiven if the deal completes.
To fund the payment, Resideo and Resideo Funding Inc. obtained a debt commitment letter for a new $1.225 billion senior secured term loan from JPMorgan and Wells Fargo, to be issued under the existing credit agreement. Concurrent amendments will: (i) raise incremental debt capacity and (ii) lift the revolving facility’s max leverage covenant to 4.0× for the 30 Sep 25 and 31 Dec 25 test dates with two optional 0.5× step-ups after material acquisitions. If lenders do not approve these changes, back-stop facilities will refinance the current term loan and revolver.
The Agreement may be terminated under specified conditions; failure to close combined with unavailable debt financing would trigger a $100 million liquidated damages fee and reinstate the indemnity. Separately, Resideo announced plans to spin off its ADI Global Distribution unit and provided preliminary June-quarter results (details in Exhibits 99.1–99.2).