Timken (NYSE: TKR) signs $1.2B unsecured revolving credit line to 2031

Rhea-AI Filing Summary

The Timken Company entered into a Sixth Amended and Restated Credit Agreement providing a $1.2 billion unsecured revolving credit facility. The new facility replaces the company’s December 5, 2022 revolving credit agreement and can be used for general corporate purposes, including working capital, capital spending, acquisitions, and refinancing debt.

The revolving credit facility matures on July 2, 2031. Interest and facility fees are based on Timken’s debt ratings. The agreement includes customary covenants, such as consolidated net leverage and interest coverage ratios, and standard events of default that allow lenders to accelerate amounts due if triggered.

Insights

Corporate credit analyst

Timken refinances and extends a $1.2B unsecured revolving credit line on rating-based terms.

Timken has put in place a Sixth Amended and Restated Credit Agreement for a $1.2 billion unsecured revolving facility. It replaces the December 2022 revolver and can fund working capital, capital expenditures, permitted acquisitions, and refinancing of existing or future debt.

The facility matures on July 2, 2031, providing a multi-year committed liquidity source. Pricing for interest and the facility fee is tied to the company’s debt rating, which can influence borrowing costs as credit quality changes. The facility is not secured by assets.

The agreement uses customary financial covenants based on a consolidated net leverage ratio and consolidated interest coverage ratio, plus standard events of default that allow lenders to accelerate repayment if breached. Future filings may detail how much of the facility is actually drawn over time.

8-K Event Classification

3 items: 1.01, 2.03, 9.01

3 items

Item 1.01 Entry into a Material Definitive Agreement Business

The company signed a significant contract such as a merger agreement, credit facility, or major partnership.

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement Financial

The company incurred a new significant debt or off-balance-sheet obligation.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

Key Figures

Revolving credit facility size: $1.2 billion Facility maturity date: July 2, 2031 Prior revolver date: December 5, 2022 +1 more

4 metrics

Revolving credit facility size $1.2 billion Unsecured revolving credit facility under Sixth Amended and Restated Credit Agreement

Facility maturity date July 2, 2031 Stated maturity of the revolving credit facility

Prior revolver date December 5, 2022 Date of Existing Revolving Credit Agreement being refinanced

Pricing basis Debt rating-based grid Interest rate and facility fee determined by Timken’s debt rating

Key Terms

Sixth Amended and Restated Credit Agreement, revolving credit facility, consolidated net leverage ratio, consolidated interest coverage ratio, +1 more

5 terms

Sixth Amended and Restated Credit Agreement financial

"On July 2, 2026, The Timken Company entered into a Sixth Amended and Restated Credit Agreement"

revolving credit facility financial

"The Credit Agreement provides for a $1.2 billion unsecured revolving credit facility."

A revolving credit facility is a type of loan that a business can borrow from whenever it needs money, up to a set limit. It’s like having a credit card for companies—allowing them to borrow, pay back, and borrow again as needed, providing flexibility for managing cash flow or funding short-term expenses.

consolidated net leverage ratio financial

"financial covenants that require the Company to maintain a consolidated net leverage ratio"

The consolidated net leverage ratio measures how much debt a company carries compared with the cash it generates from core operations, calculated by taking total borrowings minus cash and dividing by annual operating profit. Like comparing a household’s mortgage balance to its yearly income, it tells investors how many years of operating profit would be needed to pay off net debt and thus gauges financial risk, flexibility to invest, and capacity to weather downturns.

consolidated interest coverage ratio financial

"and a consolidated interest coverage ratio in accordance with the limits set forth therein."

A consolidated interest coverage ratio measures how easily a company and all its subsidiaries can pay the interest on their debt from their operating profits. It divides the group’s operating profit (earnings before interest and taxes) by the interest expenses; a higher number is like having more months of income set aside to cover loan payments, which matters to investors because it signals financial stability and lower default risk.

events of default financial

"The Credit Agreement is subject to customary events of default."

Events of default are specific breaches or failures listed in a loan, bond, or credit agreement that give lenders the right to act, such as demanding immediate repayment, raising interest rates, or taking secured assets. They matter to investors because triggering one is like setting off a financial alarm: it raises the chance of foreclosure, restructuring, or bankruptcy and can sharply reduce the value of a company’s stock or bonds and increase borrowing costs.

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Available on EDGAR 07/06/2026 - 04:16 PM Accepted by SEC EDGAR 07/06/2026 - 04:15 PM Learn about SEC filing dates

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 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): July 2, 2026

THE TIMKEN COMPANY

(Exact Name of Registrant as Specified in Charter)

Ohio (State or Other Jurisdiction
of Incorporation)   1-1169 (Commission File Number)
  4500 Mt. Pleasant St. NW North Canton, Ohio (Address of Principal Executive Offices) 34-0577130 (IRS Employer Identification No.)   44720-5450 (Zip Code)  

234.262.3000

(Registrant’s telephone number, including area code)

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))

Securities registered pursuant to Section 12(b) of the Securities Exchange Act of 1934:

Title of each class	Trading Symbol	Name of each exchange on which registered
Common Shares, without par value	TKR	The New York Stock Exchange

Indicate by 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. ☐

Item 1.01. Entry into a Material Definitive Agreement.

On July 2, 2026, The Timken Company (the “Company”) entered into a Sixth Amended and Restated Credit Agreement (the “Credit Agreement”) with certain subsidiaries of the Company from time to time party thereto, as designated borrowers, Bank of America, N.A. and JPMorgan Chase Bank, N.A., as Co-Administrative Agents, JPMorgan Chase Bank, N.A., as Paying Agent for the Non-EEA Agented Borrowers , J.P. Morgan SE, as Paying Agent for the EEA Agented Borrowers, JPMorgan Chase Bank, N.A. and Bank of America, N.A., as L/C Issuers, JPMorgan Chase Bank, N.A., as Swing Line Lender, and the other lenders from time to time party thereto (collectively, the “Lenders”). The Credit Agreement amends and restates the Company’s previous revolving credit agreement, dated as of December 5, 2022 (the “Existing Revolving Credit Agreement”), and the proceeds thereof will be used (i) to refinance the Existing Revolving Credit Agreement and (ii) for general corporate purposes, including working capital, capital expenditures, permitted acquisitions, and to repay, redeem or refinance existing or future indebtedness. The Credit Agreement provides for a $1.2 billion unsecured revolving credit facility. The revolving credit facility matures on July 2, 2031. The interest rate applicable to the loans under the Credit Agreement is based on grid pricing determined by the Company’s debt rating. In addition, the Company will pay a facility fee based on its debt rating times the aggregate revolving credit commitments of all of the Lenders. The Credit Agreement is not secured by assets of the Company or any of its subsidiaries.

The Credit Agreement contains certain customary representations, warranties and covenants, including financial covenants that require the Company to maintain a consolidated net leverage ratio and a consolidated interest coverage ratio in accordance with the limits set forth therein.

The Credit Agreement is subject to customary events of default. If any event of default occurs and is continuing, the Lenders may instruct the administrative agents to accelerate amounts due under the Credit Agreement (except for a bankruptcy event of default, in which case such amounts will automatically become due and payable) and exercise other rights and remedies.

The foregoing description of the Credit Agreement does not purport to be complete, and is qualified in its entirety by reference to the full text of the Credit Agreement, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.

The Lenders and the agents (and each of their respective subsidiaries or affiliates) of the Credit Agreement have in the past provided, and may in the future provide, investment banking, cash management, underwriting, lending, commercial banking, trust, leasing services, foreign exchange and other advisory services to, or engage in transactions with, the Company and its subsidiaries or affiliates. These parties have received, and may in the future receive, customary compensation from the Company and its subsidiaries or affiliates, for such services.

Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

The information set forth in Item 1.01 is incorporated herein by reference into this Item 2.03.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit Number		Description
10.1		Sixth Amended and Restated Credit Agreement, dated as of July 2, 2026, among The Timken Company, certain subsidiaries of The Timken Company party thereto, Bank of America, N.A. and JPMorgan Chase Bank, N.A., as Co-Administrative Agents, and the Lenders Party thereto.*
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

^* Portions of this exhibit have been omitted, which portions will be furnished to the Securities and Exchange Commission upon request.

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.

	THE TIMKEN COMPANY
July 6, 2026	By:	/s/ Michael A. Discenza
		Michael A. Discenza
		Executive Vice President and Chief Financial Officer

FAQ

What did The Timken Company (TKR) announce in this 8-K filing?

The Timken Company entered a Sixth Amended and Restated Credit Agreement, establishing a $1.2 billion unsecured revolving credit facility. It replaces the company’s December 2022 revolver and supports working capital, capital expenditures, permitted acquisitions, and refinancing of existing or future indebtedness.

How large is Timken’s new revolving credit facility and when does it mature?

Timken’s new revolving credit facility is $1.2 billion and matures on July 2, 2031. This long-dated commitment gives the company multi-year access to bank funding for general corporate purposes and potential refinancing of existing or future debt obligations as they arise.

Is Timken’s new $1.2 billion credit facility secured by company assets?

No, the $1.2 billion revolving credit facility is unsecured and not backed by assets of Timken or its subsidiaries. This structure leaves assets unpledged while still providing committed bank financing, subject to compliance with financial covenants and other terms in the agreement.

What will Timken use the new revolving credit facility for?

Timken may use the facility to refinance its prior revolving credit agreement and for general corporate purposes. These include working capital, capital expenditures, permitted acquisitions, and repaying, redeeming or refinancing existing or future indebtedness, depending on management’s capital allocation decisions.

How are interest and fees determined under Timken’s new credit agreement?

The interest rate on loans and the facility fee are both determined using grid pricing linked to Timken’s debt rating. As the company’s credit rating changes, the applicable margins and fees can adjust, affecting the overall cost of borrowing under the revolving credit facility.

What key financial covenants are included in Timken’s new credit agreement?

The agreement includes customary financial covenants requiring Timken to maintain a consolidated net leverage ratio and a consolidated interest coverage ratio. These must remain within limits specified in the agreement, or lenders may have rights to take action if covenant breaches become events of default.

Filing Exhibits & Attachments

4 documents

Agreements & Contracts

• EX-10.1 SIXTH AMENDED AND RESTATED CREDIT AGREEMENT, DATED AS OF JULY 2, 2026, AMONG THE 1.3 MB

Other Documents

• EX-101 XBRL TAXONOMY EXTENSION SCHEMA 2.9 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE 21.8 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE 33.4 KB