Welcome to our dedicated page for Timken SEC filings (Ticker: TKR), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
This page provides access to U.S. Securities and Exchange Commission filings for The Timken Company (NYSE: TKR), an Ohio-incorporated global technology leader in engineered bearings and industrial motion. Timken files annual reports on Form 10-K, quarterly reports on Form 10-Q and current reports on Form 8-K, along with other required documents.
In its periodic reports, Timken presents consolidated financial statements, segment information for its Engineered Bearings and Industrial Motion businesses, and discussions of factors affecting performance such as pricing, foreign currency translation, acquisitions, end-market demand, material and logistics costs and tariffs. These filings also include explanations of non-GAAP measures like EBITDA and adjusted EBITDA, which the company uses in managing the business.
Current reports on Form 8-K document material events, including quarterly and second-quarter earnings releases, leadership changes such as the appointment of a new president and chief executive officer and a new vice president and chief financial officer, and other significant corporate developments. Certain information in these 8-K filings is furnished rather than filed, as Timken notes in its disclosures.
Investors can also review filings that describe executive compensation and severance arrangements, board decisions on leadership roles and details of Timken’s securities registered on the New York Stock Exchange. The company has disclosed its application to cease being a reporting issuer in Ontario, Canada, while continuing to file all required materials with U.S. regulators and the NYSE.
On Stock Titan, Timken’s SEC filings are updated as they become available from EDGAR. AI-powered summaries help explain key points from lengthy documents, highlight segment trends and clarify the implications of material events, enabling users to navigate Timken’s regulatory history more efficiently.
Lucian Boldea, President and CEO and a director of The Timken Company (TKR), reported equity awards on 09/01/2025. The Form 4 discloses three restricted share unit (RSU) grants: 91,775 time-based RSUs that vest 33% on 09/01/2026, 33% on 09/01/2027 and 34% on 09/01/2028; 31,675 time-based RSUs that vest 25% per year beginning at grant; and 47,500 performance-based RSUs tied to performance between 01/01/2025 and 12/31/2027. Each grant has a $0 per-share exercise/conversion price and is reported as directly owned. The reported transactions were filed by one reporting person and signed on 09/02/2025.
Form 3 (initial statement) filed for The Timken Company (TKR) reports that Lucian Boldea, listed as President and CEO and a Director, submitted an initial SEC beneficial ownership statement reflecting no securities beneficially owned as of the event date 09/01/2025. The filing provides the reporting persons name and address and is signed by Lucian Boldea on 09/02/2025. This form is the required initial disclosure when an individual becomes a director or officer; the key fact here is that the reporting person has not reported ownership of any equity or derivative securities in the issuer on this Form 3.
Hansal N. Patel, EVP, GC and Secretary of The Timken Company (TKR), reported an open-market sale of common stock on 08/27/2025. The filing shows 4,869 shares were sold at a reported price of $79.15 per share, leaving the reporting person with 22,561 shares beneficially owned following the transaction. The Form 4 is singly filed and contains no derivative transactions or additional remarks.
The Timken Company appointed Lucian Boldea as President and Chief Executive Officer effective September 1, 2025. He joins from Honeywell, where he led Industrial Automation since January 2024, and previously held senior roles at Honeywell and Eastman Chemical Company.
Boldea’s CEO package includes a base salary of $1,100,000, an annual bonus target of 125% of base salary, and beginning in 2026 a long-term equity incentive target with a first-year grant date value of at least $6,037,500. Sign-on compensation includes $1,500,000 in cash, RSUs with a target value of approximately $6,037,500 split between performance- and time-based vesting, and a special RSU grant valued at $7,000,000 that vests over three years.
Richard G. Kyle will retire as interim CEO, serve as Advisor to the CEO through November 14, 2025, and remain on the Board, later receiving non-employee director compensation. The Board will expand from twelve to thirteen directors, with Boldea joining as a director without additional pay while serving as CEO. A severance agreement will provide two times salary and incentive pay upon certain terminations, or three times after a change in control, along with continued benefits and a prorated bonus.
The Timken Company (TKR) Form 144 shows a proposed sale of 10,000 shares of common stock through Citigroup Global Markets on 08/27/2025 with an aggregate market value of $792,900. The filing states the shares were acquired the same day, 08/27/2025, upon restricted stock vesting from The Timken Company and that the consideration for the acquisition was for services rendered. The filing reports 69,643,004 shares outstanding and indicates there were no securities sold by the person in the past three months. The notice includes the required representation that the seller is not aware of any undisclosed material adverse information and references compliance with trading-plan disclosures such as Rule 10b5-1.
The Timken Company (TKR) filed a Form 144 reporting a proposed sale of 4,869 shares of common stock acquired on 08/26/2025 via restricted stock vesting. The securities are to be sold through Citigroup Global Markets, Inc. on the NYSE with an aggregate market value of $383,969.34 based on the filing. The filing states 69,643,004 shares outstanding, and the shares were acquired in connection with services rendered to the company.
The filer reports no securities sold in the past three months and certifies not to possess undisclosed material adverse information. The notice includes the seller's representation and the standard legal warning about false statements.
Megan Renee Lanzarotta filed an initial Form 3 reporting direct ownership of 1,560 shares of Timken Company (TKR) common stock and beneficial ownership of 2,761 restricted share units (RSUs) that convert to common stock on specified vesting dates between 02/10/2026 and 12/31/2029. The RSUs include performance-based awards vesting through 12/31/2027 and time-based tranches that vest 25% per year from their grant dates.
Michael Anthony Discenza filed a Form 3 reporting initial beneficial ownership in The Timken Company (TKR). He directly owns 15,748 common shares and holds a mix of employee stock options and restricted share units that vest through 2029, including options for 7,900 underlying shares and RSUs totaling 9,263 scheduled across various vesting and performance periods.
The Timken Company reported that its Board appointed Michael A. Discenza as Vice President and Chief Financial Officer effective August 14, 2025, succeeding Philip D. Fracassa, who will remain with the company until September 5, 2025. The company stated that Mr. Fracassa is leaving to pursue another opportunity and that his departure is not related to any financial or accounting issue or disagreement with the Board or the company.
Mr. Discenza has more than 25 years of finance and accounting experience at Timken and most recently served as Vice President – Finance & Group Controller. His CFO compensation includes a base salary of $500,000 per year, eligibility for an annual short-term incentive with a target of 70% of base salary, and beginning in 2026, participation in the long-term equity incentive program with a first-year target grant date value of about $1.1 million. He will also receive standard executive benefits, a severance agreement providing one times salary and incentive pay for certain terminations before a change in control and one and a half times after a change in control, and he is subject to the company’s standard confidentiality, non-competition, non-solicitation, and indemnification agreements.
Q2 FY25 snapshot (ended 30 Jun 25): Net sales $1.173 B, down 0.8% YoY; operating income $147.8 M, -12%; GAAP diluted EPS $1.12, -18%. Engineered Bearings contributed $777 M; Industrial Motion $396 M. Adjusted EBITDA slipped to $226 M (19.3% margin) from $246 M.
Year-to-date: Revenue $2.314 B (-2.5%); EPS $2.23 (-21%). Operating cash flow $169.9 M; capex $68.3 M, generating ~$102 M free cash flow (up YoY). Cash climbed to $419 M; no borrowings on the $750 M revolver. Total debt rose to $2.16 B after issuance of €600 M 4.13% 2034 notes; net leverage still within covenants.
Equity increased to $3.09 B as FX translation gains cut AOCI losses by $202 M. Company returned $95 M to shareholders (buybacks $46 M, dividends $50 M); shares outstanding 69.6 M.
Operating actions: CEO Tarak Mehta exited 31 Mar 25; former CEO Richard Kyle is interim. Hiddenite, NC bearing plant and Fort Scott, KS belts plant are being closed; YTD impairment/restructuring charges $13.8 M, with total closure costs estimated at $17-21 M. Effective tax rate Q2 26.4% vs 26.0% prior year. No guidance was issued.