[8-K] TITAN INTERNATIONAL INC Reports Material Event

Rhea-AI Filing Summary

Titan International, Inc. reported that board member Kim A. Marvin resigned from its Board of Directors and all board committees effective February 9, 2026. The company states that his resignation was not due to any disagreement regarding operations, policies, or practices.

A related announcement explains that Mr. Marvin stepped down after about 24 months of service because of time constraints and other professional commitments. Titan International currently has no intention of replacing this board seat, leaving the board with one fewer director.

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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): February 9, 2026

TITAN INTERNATIONAL, INC.

(Exact name of Registrant as specified in its Charter)

Delaware			1-12936			36-3228472
(State of Incorporation)			(Commission File Number)			(I.R.S. Employer Identification No.)

1525 Kautz Road, Suite 600, West Chicago, IL 60185

(Address of principal executive offices, including Zip Code)

(630) 377-0486

(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 obligations 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 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 ☐

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

Title of each class			Trading Symbol			Name of each exchange on which registered
Common stock, $0.0001 par value			TWI			New York Stock Exchange

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

On February 9, 2026, Mr. Kim A. Marvin tendered his resignation from the Board of Directors of Titan International, Inc. (the "Company") and all committees thereof, of the Company, effective immediately. Mr. Marvin's decision to resign from the Board was not the result of any disagreement between Mr. Marvin and the Company, its management, the Board, or any committees thereof on any matter relating to the Company's operations, policies or practices.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

Exhibit No.			Description
99			Press release dated February 12, 2026, announcing Kim Marvin Steps Down from Titan International, Inc. Board of Directors

SIGNATURE

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 INTERNATIONAL, INC.

(Registrant)

Date:			February 12, 2026			By:			/s/  PAUL G. REITZ
									Paul G. Reitz
									President and Chief Executive Officer
									(Principal Executive Officer)

Exhibit 99

FOR IMMEDIATE RELEASE

Thursday, February 12, 2026

Kim Marvin Steps Down from Titan International Inc. Board of Directors

CHICAGO, February 12, 2026 /PRNewswire/ -- Titan International, Inc. announces that Kim Marvin has stepped down from its Board of Directors.

Mr. Marvin stepped down from the Board of Directors of Titan International, Inc. after approximately 24 months of service due to time constraints and other professional commitments. The company currently has no intention of replacing this board seat.

Paul Reitz, President and CEO of Titan International stated “I want to thank Kim for his contributions over the past two years. Kim provided valuable operational continuity following the Carlstar acquisition and Titan benefited from his combination of engineering expertise, financial and transactional experience. We want to wish Kim all the best in his future endeavors.”

About Titan: Titan International, Inc. (NYSE: TWI) is a leading global manufacturer of off-highway wheels, tires, assemblies, and undercarriage products. Headquartered in West Chicago, Illinois, the company globally produces a broad range of products to meet the specifications of original equipment manufacturers (OEMs) and aftermarket customers in the agricultural, earthmoving/construction, and consumer markets. For more information, visit www.titan-intl.com.

Filing Exhibits & Attachments

4 documents

Press Releases

• EX-99 EX-99 4.5 KB

Other Documents

• EX-101 XBRL TAXONOMY EXTENSION SCHEMA DOCUMENT 1.8 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE DOCUMENT 21.4 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE DOCUMENT 12.2 KB