Gentherm SEC Filings

Gentherm Inc senior vice president Rafael Barkas reported routine tax-related share dispositions. On March 14, 2026, 1,002 shares of common stock were withheld at $27.82 per share to cover tax obligations. On March 15, 2026, an additional 573 shares were withheld at the same price. After these transactions, Barkas directly held 22,714 Gentherm common shares.

Gentherm Incorporated entered into a First Amendment to its Second Amended and Restated Credit Agreement effective February 24, 2026, which (i) permits the transactions contemplated by the Agreement and Plan of Merger among Gentherm, Modine and Platinum SpinCo Inc., (ii) permits the incurrence, issuance or assumption of up to $400 million of additional term indebtedness in connection with those transactions, subject to customary terms and conditions, (iii) releases or removes certain borrower and guarantor entities that no longer exist or will be liquidated, and (iv) removes credit spread adjustments related to SOFR and SONIA rates. The filing states that Gentherm and Modine intend to file a Form S-4 and a Form 10 in connection with the proposed merger and spin-off, and that definitive proxy/prospectus materials will be provided to shareholders.

Gentherm Incorporated entered into a First Amendment to its Second Amended and Restated Credit Agreement that, among other changes, permits up to $400 million of additional term indebtedness in connection with its proposed transaction with Modine Manufacturing Company and SpinCo.

The amendment also permits the broader merger and separation transactions, removes certain borrower and guarantor entities that no longer exist or will be liquidated, and eliminates credit spread adjustments tied to SOFR and SONIA rates. Gentherm, Modine and SpinCo plan to file an S-4 and a Form 10 so shareholders can review detailed proxy and information materials about the proposed combination and spin-off.

Gentherm Inc President & CEO William T. Presley reported a tax-related share disposition under a compensation arrangement. He transferred 17,936 shares of common stock on February 24, 2026 at a price of $32.51 per share to satisfy a tax liability by delivering securities. After this transaction, he directly owned 143,167 shares of Gentherm common stock.

Gentherm Inc executive Jonathan C. Douyard, EVP, CFO and Treasurer, reported a tax-related share disposition. On February 24, 2026, he transferred 7,757 shares of common stock at $32.51 per share to cover tax withholding obligations. After this transaction, he directly owned 57,463 shares of Gentherm common stock.

Gentherm Incorporated summarized its 2025 results and outlined a planned combination with Modine Performance Technologies (SpinCo) during its earnings call. The company reported $1.5 billion revenue and $175 million adjusted EBITDA (11.7%). It ended 2025 with $2.2 billion of automotive new business awards.

Guidance shows 2026 revenue of $1.5–$1.6 billion and adjusted EBITDA range of $175–$195 million; a preliminary 2027 revenue outlook is $1.7 billion. Management noted a submitted FDA 510(k) for the ThermAffyx system and identified ~$25 million of near-term cost synergies from the proposed combination; pro forma revenue for the combined business is ~$2.6 billion.

Gentherm Incorporated reports fourth-quarter and full-year 2025 results, issues 2026 guidance and a preliminary 2027 revenue outlook. The company recorded $1.5B in 2025 product revenues, delivered $116.8M in operating cash flow, reduced net leverage to 0.2x and provided 2026 targets including $1.5B–$1.6B product revenues and $175M–$195M Adjusted EBITDA. Management reiterated the planned combination with Modine Performance Technologies, which the parties expect to close by the end of the year, and noted the 2027 preliminary product revenue outlook of approximately $1.7B.

The release highlights quarterly wins—$485M in Automotive New Business Awards in Q4 and $2.2B for the full year—and discloses key 2026 assumptions including a EUR/USD exchange rate of $1.16/Euro and a ~30% effective tax rate. Forward-looking statements and risks are discussed; the proposed transaction will be subject to SEC filings and customary approvals.

Gentherm Incorporated posted a presentation outlining a proposed business combination to acquire Modine Manufacturing Company’s Performance Technologies business (SpinCo) via a transaction with Modine and a planned Form S-4 and SpinCo Form 10 filing.

The slides show a combined $2.6B thermal and flow management business, Modine Performance pro forma revenue of $1,129M (reported) and a pro forma adjusted EBITDA bridge to $147M after estimated synergies. The presentation states initial revenue from certain initiatives is expected in 2026 and cites a target net leverage of <1.0x.

Gentherm Incorporated files its annual report describing a business built around thermal management and pneumatic comfort technologies for automotive and medical markets. The company operates two segments, Automotive and Medical, with automotive products such as climate control seats, heated interiors, lumbar and massage systems, valves and battery thermal management, and medical patient temperature management systems used in hospitals worldwide.

The report highlights a planned Reverse Morris Trust transaction with Modine Manufacturing’s Performance Technologies business, under which Performance Technologies will be spun off and then merged into a Gentherm subsidiary, making it a wholly owned subsidiary of Gentherm after closing. This deal is subject to shareholder approvals, financing, an IRS tax ruling and regulatory clearances. Gentherm also emphasizes a strategy focused on profitable growth, operational excellence, and financial performance, while outlining key risks including heavy dependence on the cyclical automotive industry, major customer concentration, global supply chain and geopolitical exposures, cybersecurity, regulatory compliance and the need to attract and retain highly skilled employees.