Twin Disc (NASDAQ: TWIN) furnishes investor presentation with non-GAAP data
Filing Impact
Filing Sentiment
Form Type
8-K
Rhea-AI Filing Summary
Twin Disc, Incorporated furnished investor presentation materials as Exhibit 99.1 for use in meetings with investors, analysts, and at conferences on and after May 6, 2026. The materials will also be posted on the company’s website.
The presentation includes financial information using non-GAAP measures that management relies on to analyze performance and to explain the results of the company’s core businesses. The information is furnished under Item 7.01 and is not deemed “filed” for purposes of Section 18 of the Exchange Act or incorporated by reference unless specifically stated. The presentation also contains forward-looking statements, with risk factors referenced from the company’s Form 10-K for the year ended June 30, 2025.
Positive
- None.
Negative
- None.
8-K Event Classification
2 items: 7.01, 9.01
2 items
Item 7.01
Regulation FD Disclosure
Disclosure
Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.
Item 9.01
Financial Statements and Exhibits
Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Key Terms
non-GAAP measures, Item 7.01, Section 18 of the Securities Exchange Act of 1934, forward-looking statements, +1 more
5 terms
non-GAAP measures financial
"The information in the presentation includes financial information determined by methods other than GAAP, described as non-GAAP measures."
Financial results that companies present using formulas or adjustments different from standard accounting rules (GAAP) to highlight what management considers the business’s ongoing performance. Investors care because these figures can make trends or profitability look clearer—like showing a car’s fuel efficiency after removing unusual trips—but they can also hide one‑time costs or aggressive assumptions, so comparing them with GAAP numbers helps judge reliability.
Item 7.01 regulatory
"The information in this report is being furnished under Item 7.01 of the Exchange Act."
Section 18 of the Securities Exchange Act of 1934 regulatory
"The furnished information shall not be deemed to be filed for purposes of Section 18 of the Exchange Act."
forward-looking statements regulatory
"The presentation contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995."
Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.
Private Securities Litigation Reform Act of 1995 regulatory
"The presentation contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995."
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) May 6, 2026
(Exact name of registrant as specified in its charter)
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(State or other jurisdiction
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(Commission
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(IRS Employer
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of incorporation)
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File Number)
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Identification No.)
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(Address of principal executive offices)
Registrant's telephone number, including area code: (262 ) 638-4000
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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:
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Title of each class
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Trading Symbol(s)
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Name of each exchange on which registered
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The
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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.
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Item 7.01
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Regulation FD Disclosure
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The executive officers of Twin Disc intend to present materials at meetings with investors and analysts and at investor conferences on or after May 6, 2026. A copy of the presentation materials to be used at those meetings and from time to time thereafter is filed as Exhibit 99.1 hereto. The presentation materials will also be posted on the Company’s website, www.twindisc.com The Company does not intend to file any update of these presentation materials. The fact that these presentation materials are being furnished should not be deemed an admission as to the materiality of any information contained in the materials.
The information included in the presentation includes financial information determined by methods other than in accordance with accounting principles generally accepted in the United States of America (“GAAP”). The Company’s management uses these non-GAAP measures in its analysis of the Company’s performance. The Company believes that the presentation of certain non-GAAP measures provides useful supplemental information that is essential to a proper understanding of the operating results of the Company’s core businesses. These non-GAAP disclosures should not be viewed as a substitute for operating results determined in accordance with GAAP, nor are they necessarily comparable to non-GAAP performance measures that may be presented by other companies.
The information in this Form 8-K being furnished under Item 7.01 shall not be deemed to be “filed” for the purposes of Section 18 of the Securities and Exchange Act of 1934 (the “Exchange Act”), or otherwise subject to the liabilities of such section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
The presentation contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. The words “believes,” “expects,” “intends,” “plans,” “anticipates,” “hopes,” “likely,” “will,” and similar expressions identify such forward-looking statements. These statements are based on the Company’s expectations and involve risks, uncertainties and other important factors that could cause the actual results performance or achievements of the Company (or entities in which the Company has interests), or industry results, to differ materially from future results, performance or achievements expressed or implied by such forward-looking statements. Certain factors that could cause the Company’s actual future results to differ materially from those discussed are noted in connection with such statements, but other unanticipated factors could arise. Certain risks regarding the Company’s forward-looking statements are discussed in the Company’s filings with the Securities and Exchange Commission, including an extensive discussion of these risks in the Company’s Annual Report on Form 10-K for the year ended June 30, 2025. Readers are cautioned not to place undue reliance on these forward-looking statements which reflect management’s view only as of the date of this Form 8-K. The Company undertakes no obligation to publicly release any revisions to these forward-looking statements to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events, conditions or circumstances.
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Item 9.01
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Financial Statements and Exhibits.
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(d) Exhibits.
| EXHIBIT NUMBER | DESCRIPTION |
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99.1
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Presentation Materials
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104
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Cover Page Interactive Data File (embedded within the Inline XBRL document)
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Pursuant to the requirements of section 13 or 15(d) 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.
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Date: May 6, 2026
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Twin Disc, Incorporated
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/s/ Jeffrey S. Knutson
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Jeffrey S. Knutson
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Vice President-Finance, Chief Financial
Officer, Treasurer & Secretary
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Exhibit 99.1
FAQ
What did Twin Disc (TWIN) disclose in its May 6, 2026 8-K?
Twin Disc furnished investor presentation materials as Exhibit 99.1 for use with investors, analysts, and at conferences. The information is provided under Item 7.01, is considered furnished rather than filed, and is not subject to Section 18 liability unless specifically incorporated by reference.
Where can investors access Twin Disc’s May 2026 investor presentation?
The investor presentation is filed as Exhibit 99.1 to the May 6, 2026 8-K and will also be posted on Twin Disc’s website, www.twindisc.com. Management intends to use these materials in meetings with investors, analysts, and at investor conferences from time to time.
How does Twin Disc (TWIN) use non-GAAP measures in its presentation?
Twin Disc’s management uses non-GAAP measures to analyze company performance and explain operating results of its core businesses. The company believes these measures provide useful supplemental information, but notes they are not a substitute for GAAP results and may not be comparable to measures used by other companies.
What forward-looking statement cautions does Twin Disc include?
The presentation contains forward-looking statements identified by terms like “believes,” “expects,” and “plans.” Twin Disc warns that actual results may differ materially due to risks and uncertainties, and refers readers to risk discussions in its Form 10-K for the year ended June 30, 2025.
Is Twin Disc’s May 6, 2026 presentation information considered filed with the SEC?
No, the information is furnished, not filed under Item 7.01 of the Exchange Act. It is not subject to Section 18 liabilities and is not incorporated into Securities Act or Exchange Act filings unless specifically referenced by the company in a later filing.