[8-K] Titan Machinery Inc. Reports Material Event

Rhea-AI Filing Summary

Titan Machinery Inc. (TITN) filed a Form 8-K announcing that it issued a press release with its financial results for the nine months ended October 31, 2025. The company also scheduled a conference call to discuss its third quarter of fiscal 2026 financial results at 7:30 a.m. Central time on November 25, 2025. The detailed results are contained in the press release attached as Exhibit 99.1 to the filing.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 8-K

Current Report Pursuant to Section 13 or 15(d)

Of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): November 25, 2025

TITAN MACHINERY INC.

(Exact Name of Registrant as Specified in its Charter)

Delaware

(State or Other Jurisdiction of Incorporation)

001-33866						45-0357838
(Commission File Number)						(IRS Employer Identification No.)

644 East Beaton Drive

West Fargo, North Dakota 58078

(Address of Principal Executive Offices)  (Zip Code)

(701) 356-0130

(Registrant’s Telephone Number, Including Area Code)

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class			Trading Symbol(s)			Name of each exchange on which registered
Common Stock, $0.00001 par value per share			TITN			The Nasdaq Stock Market LLC

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐            Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐           Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐            Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐            Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by a check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐   

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o  

Item 2.02                                           Results of Operations and Financial Condition

On November 25, 2025, Titan Machinery Inc. (the “Company”) issued a press release announcing its financial results for the nine months ended October 31, 2025.  The Company will be conducting a conference call to discuss its third quarter of fiscal 2026 financial results at 7:30 a.m. Central time on November 25, 2025.  The full text of the press release is set forth in Exhibit 99.1 attached hereto and is incorporated by reference in this Current Report on Form 8-K as if fully set forth herein.

Item 9.01                                           Financial Statements and Exhibits.

(a)                                 Financial statements:  None

(b)                                 Pro forma financial information:  None

(c)                                  Shell Company Transactions:  None

(d)           Exhibits:  See “Exhibit Index” on page immediately prior to signatures.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

						TITAN MACHINERY INC.
Date:			November 25, 2025			By			/s/ Robert Larsen
									Robert Larsen
									Chief Financial Officer

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC  20549

EXHIBIT INDEX

to

FORM 8-K

TITAN MACHINERY INC.

 

Date of Report:			Commission File No.:
November 25, 2025			001-33866

 

Exhibit No.						ITEM
99.1						Press Release dated November 25, 2025
104						Cover page interactive data file (embedded within the Inline XBRL document)

FAQ

What did Titan Machinery Inc. (TITN) announce in this Form 8-K?

Titan Machinery Inc. announced that it issued a press release with its financial results for the nine months ended October 31, 2025, and attached that release as Exhibit 99.1.

Which period do the disclosed Titan Machinery (TITN) results cover?

The announced financial results cover the nine months ended October 31, 2025, and relate to the company’s third quarter of fiscal 2026.

Is Titan Machinery (TITN) holding an earnings conference call for these results?

Yes. Titan Machinery is conducting a conference call to discuss its third quarter of fiscal 2026 financial results at 7:30 a.m. Central time on November 25, 2025.

Where can investors find the detailed Titan Machinery (TITN) financial numbers?

The detailed financial information is provided in the press release dated November 25, 2025, which is attached to the Form 8-K as Exhibit 99.1.

Does this Titan Machinery (TITN) 8-K include any pro forma financial information?

No. The filing states there are no financial statements, no pro forma financial information, and no shell company transactions included.

What exhibits are attached to this Titan Machinery (TITN) Form 8-K?

The exhibits include 99.1, a press release dated November 25, 2025, and 104, the cover page interactive data file embedded within the Inline XBRL document.