Every 8-K that Solventum Corporation (SOLV) 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 SOLV 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 SOLV filings page.
Solventum Corporation reported second-quarter 2026 net sales of $2.2 billion, up 2.2% on a reported basis and 9.5% organically. GAAP diluted EPS was $0.53, while adjusted diluted EPS was $2.55, a 50.9% increase, as adjusted operating margin expanded to 28.4% from 21.9%.
Operating cash flow reached $227 million and free cash flow was $144 million, helped by timing of tax payments and insurance proceeds. Year-to-date, GAAP net income was $105 million versus $227 million a year earlier, though adjusted diluted EPS rose to 4.02 from 3.03.
The company announced plans to separate its Health Information Systems segment to sharpen its MedTech focus and raised full-year 2026 guidance, now expecting organic sales growth of 2.5%–3.0%, adjusted EPS of $7.10–$7.20, and free cash flow of $200–$300 million.
Solventum Corporation announced its intention to pursue a separation of its Health Information Systems business as part of a broader portfolio optimization and three‑phase transformation strategy. The goal is to create a more focused MedTech company centered on MedSurg and Dental Solutions while positioning Health Information Systems for independent growth.
Health Information Systems is described as a leading healthcare software business generating $1.4 billion in net sales for the twelve months ended December 31, 2025. Its solutions are deployed in 30+ countries, used by more than 75% of U.S. hospitals, and process approximately 660 million clinical documents monthly. The business operates in a roughly $10 billion addressable market estimated to be growing 5–6% annually, with a differentiated offering in revenue cycle and performance management, clinician productivity, and AI‑driven autonomous coding.
Solventum is evaluating a range of separation alternatives, including forming an independent company, combining with a larger player, or other structures, with a targeted completion window of 12 to 18 months. The company notes there is no assurance a separation will occur and that any transaction would require Board and regulatory approvals. Morgan Stanley & Co. LLC and Goldman Sachs & Co. LLC are financial advisors, and Cleary Gottlieb Steen & Hamilton LLP is legal counsel.
Solventum Corporation appointed Neil Zieselman as Senior Vice President, Controller and Chief Accounting Officer, effective August 10, 2026. He will report to Chief Financial Officer Wayde McMillan, serve as the company’s Principal Accounting Officer for SEC reporting, and replace Mary Wilcox following her previously announced retirement.
Zieselman, age 50, joins from Surgery Partners, Inc., where he was Senior Vice President, Corporate Finance and Controller. His prior roles include senior finance leadership positions at Stryker Corporation, Covanta Holding Corporation, Cendant Corporation and Avaya Inc. He began his career at PricewaterhouseCoopers, is a licensed CPA, and graduated summa cum laude from Rider University.
His compensation includes an annual base salary aligned with role scope and experience, a target annual bonus of 50% of base salary, eligibility for an annual long-term incentive target award of $500,000, a cash sign-on bonus of $130,000, and an initial grant of $600,000 in restricted stock units vesting in three equal installments, plus participation in the Solventum Executive Severance Plan.
Solventum Corporation reports the resolution of a Delaware Court of Chancery class action that challenged certain advance notice and stockholder nomination provisions in its By-laws. The company had already amended the challenged By-law provisions on September 20, 2024.
Following the amendment, the plaintiff moved to dismiss the case as moot but sought attorneys’ fees and expenses. After arm’s-length negotiations, Solventum agreed to pay $120,000 to the plaintiff’s counsel in full satisfaction of all fee and expense claims related to the By-laws amendment. On June 2, 2026, the Court entered an order closing the case and directing that notice of the agreed fee payment be provided through this report, without reviewing or passing judgment on the amount or reasonableness of the fees.
Solventum Corporation has updated its executive severance arrangements. On May 21, 2026, the board’s Talent Committee approved a new Solventum Executive Severance Plan, effective June 1, 2026, replacing the prior plan adopted in April 2024.
The plan covers certain employees, including executive officers, if they are involuntarily terminated without misconduct or leave for good reason, subject to a release of claims. Eligible participants may receive cash severance based on continued base salary for roughly 9 to 24 months, continued incentive eligibility, a lump‑sum for medical and dental coverage, and specified equity award treatment.
For direct reports to the Chief Executive Officer, the plan generally provides 12 months of base salary plus prorated incentive compensation after an eligible termination, while current executives who previously qualified for 18 months of salary keep that level for two years. It also clarifies forfeiture and limited vesting rules for equity awards and preserves certain grandfathered rights under earlier grants.
Solventum Corporation reported the results of its annual shareholder meeting held on May 15, 2026. Shareholders elected four Class II directors—Carlos Albán, Susan D. DeVore, Shirley Edwards, and Dr. Bernard A. Harris Jr.—each receiving over 113 million votes in favor, with additional broker non-votes recorded.
Shareholders also approved, on an advisory basis, the compensation of Solventum’s named executive officers, with 105,240,522 votes for and 36,603,358 against. Finally, shareholders ratified PricewaterhouseCoopers LLP as independent registered public accounting firm for the fiscal year ending December 31, 2026, with 156,439,674 votes for and minimal opposition.
Solventum reported mixed first-quarter 2026 results, with lower reported sales but stronger underlying trends and reaffirmed guidance. Net sales were $2.007 billion, down 3.0% year over year, while organic sales grew 2.1% across all reportable segments. GAAP diluted EPS fell to $0.07 from $0.78, largely reflecting separation, restructuring and other one-time items, but adjusted diluted EPS rose 10.6% to $1.48. GAAP operating margin declined to 4.0%, while adjusted operating margin was 19.5%, slightly below 19.7% a year earlier. Operating cash flow was $(189) million and free cash flow was $(273) million, pressured by separation activities, transition payments and seasonality. The company affirmed full-year 2026 organic sales growth of 2.0%–3.0%, expects adjusted EPS toward the high end of its $6.40–$6.60 range, and targets about $200 million of free cash flow. Solventum also highlighted a new 250,000 square foot R&D center and a major manufacturing expansion to support future growth.
Solventum Corporation reported that Chief Accounting Officer Mary Wilcox has informed the company of her intent to retire and will resign from her role after a search for and appointment of her successor. This planned transition is framed as a retirement rather than an immediate or unexpected departure.
Solventum Corporation reported fourth-quarter 2025 sales of $1.998 billion, down 3.7% on a reported basis but up 3.5% organically, showing underlying growth despite divestitures. GAAP diluted EPS rose to $0.36, while adjusted diluted EPS increased to $1.57.
For full-year 2025, sales reached $8.325 billion, up 0.9% with 3.3% organic growth. GAAP diluted EPS jumped to $8.88, largely reflecting a $1.549 billion gain on a business sale, while adjusted diluted EPS declined to $6.11 from $6.70. Operating cash flow fell to $369 million and free cash flow was slightly negative at $10 million. Long-term debt decreased to $5.035 billion from $7.810 billion. For 2026, Solventum guides to 2.0%–3.0% organic sales growth (3.0%–4.0% excluding SKU exits), adjusted EPS of $6.40–$6.60, and free cash flow of about $200 million.
Solventum Corporation furnished a letter to its shareholders under a Regulation FD disclosure.
On December 16, 2025, the company issued a shareholder letter and attached it as Exhibit 99.1 to a current report. The company states that this information is being furnished, not filed, so it is not subject to liability under Section 18 of the Exchange Act and will only be incorporated into other securities filings if specifically referenced. Solventum’s common stock, with a par value of $0.01 per share, trades on the New York Stock Exchange under the symbol SOLV.
Solventum Corporation furnished an update on its business by reporting third‑quarter 2025 results and providing the related press release as Exhibit 99.1 under Item 2.02 of a Form 8‑K. The exhibit contains the detailed financial results and commentary. The filing notes the press release is furnished, not filed, under the Exchange Act.
Solventum Corporation appointed Heather Knight as Chief Commercial Officer, effective November 10, 2025. She will oversee global commercial and R&D operations across the MedSurg, Dental Solutions, and Health Information Systems segments, reporting directly to CEO Bryan Hanson.
In connection with the appointment, Chris Barry, Executive Vice President and Group President of MedSurg, will depart effective December 31, 2025. Upon executing and not revoking a general release of claims, he will receive severance benefits under the Solventum Executive Severance Plan, and his outstanding equity awards will be treated under applicable award agreements.
Knight brings 30+ years of MedTech leadership, most recently as COO at Baxter International, with prior roles at Medtronic, Covidien, Tyco Healthcare, and Kendall, and board service at Waters Corporation.
Solventum Corporation filed an 8-K describing updates to its cash tender offers for certain outstanding debt securities. The company reported results as of the early participation date and increased the size of these note tender offers.
Solventum also announced the pricing terms of the tender offers, each described in separate press releases dated September 8, 2025. The company emphasized that the tender offers are being made only under an Offer to Purchase dated August 22, 2025, as amended on September 8, 2025, and only where permitted by applicable law.
Solventum Corporation completed the sale of its purification and filtration business (excluding its drinking water filtration business) to Thermo Fisher Scientific Inc. under an Amended and Restated Transaction Agreement. Solventum received approximately $4.0 billion in cash at closing, subject to customary adjustments for cash, debt, transaction expenses and working capital. The terms also include a potential payment of up to $75 million from Solventum to Thermo Fisher, either upon a sale of the drinking water filtration business or after an agreed three‑year period. Solventum issued a press release describing the closing, and pro forma financial information giving effect to the transaction is incorporated by reference from a prior filing.
Solventum Corporation has launched cash tender offers to repurchase up to $1,750,000,000 of its outstanding senior notes. The company is offering to buy its 5.450% Senior Notes due 2027, 5.400% Senior Notes due 2029, 5.600% Senior Notes due 2034 and 5.450% Senior Notes due 2031 for a combined purchase price of up to $1,250,000,000, with the 2027 notes capped at $500,000,000. It is also offering to purchase its 6.000% Senior Notes due 2064 and 5.900% Senior Notes due 2054 for up to $500,000,000. The offers are described in an Offer to Purchase dated August 22, 2025 and are subject to stated terms and conditions, including a financing condition.
Solventum Corporation filed a Form 8-K reporting a securities offering process. The filing lists an Underwriting Agreement dated August 13, 2025 among Solventum, Goldman Sachs & Co. LLC, BofA Securities, Inc. and 3M Company, a legal opinion and consent from Cleary Gottlieb Steen & Hamilton LLP, and a press release announcing pricing of the offering of the Shares dated August 13, 2025. The report identifies the companys common stock as NYSE-listed. The filing does not include details in the body of this submission about the number of shares, price per share, gross proceeds, or use of proceeds; those details may be contained in the referenced exhibits.
Solventum disclosed unaudited pro forma condensed consolidated financial statements reflecting a previously announced Transaction with Thermo Fisher Scientific to sell Solventum's purification and filtration business, as amended to exclude the drinking water filtration business. The amended agreement reduces the expected cash consideration from approximately $4.10 billion to approximately $4.00 billion, with closing price subject to customary adjustments.
The pro forma balance sheet is presented as if the Transaction occurred on June 30, 2025 and pro forma income statements assume the Transaction occurred on January 1, 2024 for periods shown. The filing notes the pro forma statements are illustrative, prepared under Article 11 of Regulation S-X, and do not reflect certain items including the Company’s intended use of net proceeds or potential corporate overhead reallocations related to the divestiture. The pro forma statements are filed as Exhibit 99.1.
Solventum has amended its transaction agreement with Thermo Fisher Scientific regarding the sale of its purification and filtration business. Key changes include:
- Excluding the drinking water filtration business from the sale
- Reducing purchase price from $4.10 billion to $4.00 billion
- Adding potential $75 million payment to Solventum upon future sale of water business or after 3 years
- Transaction still expected to close by end of 2025
Financial impact: The retention of water business will increase previously estimated annual EPS accretion beyond 15-20 cents, but reduce projected improvements in gross margin (was 200bps) and operating margin (was 100bps). Updated estimates will be provided during Q2 earnings call. Net proceeds will primarily be used for debt reduction. The amendment aims to decrease complexity and potentially accelerate closing timeline.