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CW · CURTISS WRIGHT CORP

220 filings

8-K

CW 8-K Current Reports

CURTISS WRIGHT CORP - 220 current reports

Filing record · 2016–202610-K1110-Q338-K95

CW filed 11 annual reports (10-K), 33 quarterly reports (10-Q) and 95 current reports (8-K) between 2016 and 2026.

  1. Leadership change8-K · May ’20May ’20
  2. Material agreement8-K · May ’22May ’22
  3. FY2024 annual report10-K · Feb ’25Feb ’25
Showing 1-50 of 220 filings
8-K
Leadership ChangesExhibits & Filings

CURTISS WRIGHT CORP 8-K Report, Executive Changes (Oct 6, 2026)

Curtiss-Wright (NYSE: CW) disclosed in an 8-K filed October 6, 2026 that Chief Financial Officer K. Christopher Farkas will retire effective at calendar year-end 2026. Farkas has stepped down as CFO immediately but will remain as Executive Vice President through the retirement date to support a smooth handover. He had served as CFO since May 2020 and joined the company over 17 years ago. The company has begun a search for a permanent successor. The Board has appointed Gary A. Ogilby, Senior Vice President and Corporate Controller, as Interim CFO effective October 6, 2026, until a successor is named. Ogilby, a CPA who joined in 2010 and previously worked at Ernst & Young, will keep his Controller role and principal accounting officer responsibilities. Compensation for his interim CFO role has not yet been determined. The company states the departure is unrelated to its business or financial performance, and it is scheduled to report earnings on November 4, 2026. For investors, the key points are a leadership transition in finance rather than an operational setback, continuity provided by an internal, long-tenured controller, and the open question of who the permanent CFO will be. Investors should watch the Q3 earnings call on November 4 for any commentary on the transition and the search timeline.

Oct 6, 20268-K
Leadership ChangesExhibits & Filings

CURTISS WRIGHT CORP 8-K Report, Executive Changes (Sep 22, 2026)

Curtiss-Wright (NYSE: CW) announced a planned CEO succession. Its Board appointed Kevin M. Rayment, currently Executive Vice President and Chief Operating Officer, as President and Chief Executive Officer and as a Board member, effective January 1, 2027. Lynn M. Bamford, CEO since January 2021 and Chair since May 2022, will retire as CEO and become Executive Chair on the same date. The filing and press release describe the change as a planned, orderly process, not a response to a performance problem. For investors, the key points are continuity and disclosed pay. Rayment joined the Company in 2004, has more than 35 years of experience across Aerospace & Defense, Commercial Nuclear and Industrial markets, and previously led the former Commercial/Industrial Segment. Bamford's continued role as Executive Chair should help preserve strategic continuity. The Compensation Committee set Rayment's base salary at $1,100,000, a target bonus of 125% of base salary, and a 2027 long-term incentive award with a target value of $5,225,000, split 30% time-based RSUs, 30% performance units and 40% performance share units. The filing reports no related-party transactions and no arrangements tied to the appointment. The filing contains no financial results, guidance or changes to the strategy. Management attributes the company's record results and shareholder returns to Bamford's tenure, citing $1.7 billion returned to shareholders through buybacks and dividends. Investors will likely watch for any change in strategic priorities under Rayment, the Pivot to Growth strategy, and capital allocation, though the filing does not address these.

Sep 22, 20268-K
Other EventsExhibits & Filings

CURTISS WRIGHT CORP 8-K Report, Corporate Update (Sep 14, 2026)

Curtiss-Wright (NYSE: CW) announced on September 10, 2026 that its Board authorized an additional $510 million in share repurchases, raising total available authorization to $700 million. That total includes $190 million of remaining availability under prior programs. To execute near-term buybacks, the company entered a Rule 10b5-1 trading plan under which $100 million of stock will be repurchased ratably through October 30, 2026. Following that plan, the company expects roughly $600 million of authorization to remain, which it says will carry into 2027. The authorization has no expiration date and can be amended or terminated by the Board at any time. Management expects total 2026 share repurchases of about $460 million once the current programs are completed, roughly in line with the record $466 million returned in 2025. The company states that since 2021 it has returned more than $1.5 billion to shareholders through buybacks. Repurchases are intended in part to offset dilution from employee equity compensation, with additional opportunistic buybacks possible. The Board also declared a quarterly dividend of $0.26 per share, payable October 9, 2026 to holders of record as of September 25, 2026. For investors, the filing signals sustained capital return alongside stated plans to accelerate R&D and capital expenditures. The filing itself does not disclose financial results, so the buyback pace should be evaluated against cash generation and balance sheet capacity in the company's periodic reports. The filing also refers to a second-quarter Form 10-Q, which is not included here.

Sep 14, 20268-K
Other EventsExhibits & Filings

CURTISS WRIGHT CORP 8-K Report, Corporate Update (Aug 19, 2026)

On August 18, 2026, Curtiss-Wright Corporation (NYSE: CW) announced a $100 million expansion of its 2026 share repurchase program, raising expected 2026 repurchases to $260 million. The company adopted a Rule 10b5-1 trading plan on August 18 to execute the $100 million purchase. Purchases cannot begin before August 18 and are expected to be completed by the end of August 2026. Daily purchase volumes are capped at the Rule 10b-18 maximum daily target volume, and a broker selected by the company executes the trades under the plan's terms. The filing says the company had $390 million of total repurchase authorization available before the plan. After the new $100 million plan is completed, it expects $290 million of authorization to remain. That remaining figure also reflects the existing $60 million program initiated in January 2026, which management expects to finish this year. The 10b5-1 structure lets the company buy back shares during periods when it would otherwise be restricted by self-imposed blackout windows or insider trading considerations. Management framed the expansion as reflecting confidence in the company's "Pivot to Growth" strategy, its healthy balance sheet, and its long-term financial outlook. The filing is a disclosure of capital allocation intent and does not include new financial results. Investors should weigh the buyback against the company's broader capital needs, since the filing notes that unplanned changes in capital investment requirements could affect repurchase activity. Detailed repurchase data will appear in future Forms 10-Q and 10-K.

Aug 19, 20268-K
Other EventsExhibits & Filings

CURTISS WRIGHT CORP 8-K Report, Corporate Update (Aug 11, 2026)

Curtiss-Wright Corporation (NYSE: CW) disclosed in a Form 8-K filed August 11, 2026 that on August 10, 2026 it entered into a Rule 10b5-1 trading plan to repurchase $100 million of its common stock under its existing share repurchase authorizations. The plan cannot begin before August 10, 2026, is executed by a broker within Rule 10b-18 daily volume limits, and is expected to be fully used by the end of August 2026. Following completion, the company expects approximately $390 million of repurchase authorization remaining. The accompanying press release (Exhibit 99.1) describes this as a $100 million expansion of the 2026 share repurchase program, bringing total planned 2026 repurchases to $160 million. This combines the new $100 million tranche with the existing $60 million program initiated in January 2026, which is expected to be completed this year. Management tied the move to recent upward revisions in full-year 2026 guidance across all major financial metrics, mid-teens earnings compound growth, and consistent free cash flow generation. For investors, the announcement signals management confidence in the company's valuation and cash generation, and a continued emphasis on shareholder returns alongside acquisitions and reinvestment. The 10b5-1 structure allows buybacks during periods when insiders might otherwise be restricted by blackout windows. The filing does not state a purchase price or share count, so the actual dilution offset will depend on execution prices. Detailed repurchase data will appear in future 10-Q and 10-K filings.

Aug 11, 20268-K
Earnings & ResultsExhibits & Filings

CURTISS WRIGHT CORP 8-K Report, Financial Results (Aug 6, 2026)

Curtiss-Wright (NYSE: CW) reported second-quarter 2026 results on August 5, 2026 that beat on profitability and cash flow, and management raised its full-year 2026 adjusted guidance across sales, operating income, margin, EPS and free cash flow. Sales rose 5% to $924 million, while adjusted operating income climbed 12% to $179 million and adjusted operating margin expanded 110 basis points to 19.4%. Adjusted diluted EPS grew 15% to $3.72, and free cash flow reached $160 million, a 37% increase and 116% conversion of adjusted earnings. Orders and backlog remain the key strength. New orders rose 8% to $1.1 billion for a 1.16x book-to-bill, with management citing record demand for defense electronics. Backlog reached $4.5 billion, up 10% from year-end 2025. Growth was broad-based across Naval Defense, Commercial Aerospace and Power & Process, while Ground Defense was a drag due to the timing of tactical communications sales and Defense Electronics sales declined 3%. Full-year 2026 adjusted guidance was lifted to sales growth of 8% to 9%, operating income growth of 11% to 13%, diluted EPS of $15.10 to $15.40 (up 14% to 16%), and free cash flow of $585 to $605 million. The raise is modest but consistent with a company executing on its growth strategy, though investors should note that adjusted results exclude restructuring costs and a $0.36 per share gain on equity securities, and that GAAP diluted EPS in the quarter was $4.07.

Aug 6, 20268-K
Material AgreementsFinancial EventsOther Events+1

CURTISS WRIGHT CORP 8-K Report, Material Agreement (May 20, 2026)

On May 19, 2026, Curtiss-Wright Corporation (NYSE: CW) entered into a new syndicated $1 billion revolving credit facility led by JPMorgan Chase Bank, N.A. as administrative agent, maturing May 19, 2031. The facility replaces the company's existing $750 million revolver, which was scheduled to mature in May 2027 and was terminated concurrently with no early termination penalties or fees. Letters of credit outstanding under the old facility carry over into the new one, and up to $200 million of the new facility can be used for letters of credit. The filing highlights a meaningful increase in liquidity capacity, roughly 33% more revolving commitment than before, plus a $500 million accordion feature for incremental term loans or commitment increases, which lenders may elect to fund at their discretion. Pricing is tied to the company's consolidated leverage ratio, with Term SOFR-based borrowings priced at 0.675% to 1.225% above the benchmark. The company states the facility is for general corporate purposes, including potential acquisitions and internal growth initiatives, and management says the covenants are no more restrictive than those in the prior agreement. Covenants include a consolidated interest coverage ratio and a consolidated leverage ratio. For investors, the transaction is primarily a balance-sheet and financing-flexibility event rather than an earnings event. It extends the maturity profile by about four years and provides dry powder for the company's acquisition-driven growth strategy, consistent with its "Pivot to Growth" framing. The filing does not disclose any drawn amount, so the immediate impact on leverage is undetermined; investors should watch subsequent filings for borrowings tied to acquisitions.

May 20, 20268-K
Shareholder Matters

CURTISS WRIGHT CORP 8-K Report, Shareholder Vote Results (May 8, 2026)

Curtiss-Wright Corporation (CW) has filed an 8-K report detailing the outcomes of its Annual Meeting of Stockholders held on May 7, 2026. The meeting focused on key governance and operational matters, with all presented proposals receiving strong support from shareholders. This indicates continued confidence in the company's leadership and strategic direction among its investor base. Key outcomes include the re-election of all director nominees and the ratification of Deloitte & Touche LLP as the independent auditor for fiscal year 2026. Furthermore, shareholders provided an advisory vote of approval for executive compensation. These results generally suggest a stable governance environment and a positive reception to the company's disclosed executive pay structure.

May 8, 20268-K
Earnings & ResultsExhibits & Filings

CURTISS WRIGHT CORP 8-K Report, Financial Results (May 7, 2026)

Curtiss-Wright reported a strong first quarter of 2026, with sales of $914 million (up 13%, or 12% organic), GAAP operating income of $160 million (up 23%), and GAAP diluted EPS of $3.46. On an adjusted basis, which excludes first-year acquisition accounting and restructuring costs, operating income rose 20% to $160 million, operating margin expanded 100 basis points to 17.6%, and diluted EPS rose 23% to $3.48. Growth was broad: Aerospace & Defense markets grew 14% and Commercial markets grew 12%, led by Naval & Power (up 21%), driven by submarine program timing and commercial nuclear demand. Orders of $1.2 billion rose 16%, producing a 1.3x book-to-bill, and backlog reached about $4.3 billion, up 5% from year-end 2025. Management raised full-year 2026 adjusted guidance across sales (7% to 8% growth, from 6% to 8%), operating income (9% to 12%, from 8% to 11%), operating margin (19.0% to 19.2%), diluted EPS ($14.90 to $15.30, up 13% to 16%), and free cash flow ($580 million to $600 million). Free cash flow was negative in the quarter at ($17) million, which is typical seasonality for the company, but it improved $37 million year over year on higher cash earnings and better working capital. The balance sheet remains stable, with cash of $343 million and long-term debt of about $758 million, plus a $200 million note due in December 2026. The quarter supports management's view that the company is on track to exceed its 2024 to 2026 targets. Key items to monitor include the sustainability of submarine-related Naval Defense timing, the pace of commercial nuclear growth, the impact of tariffs and foreign currency on margins, and the step-up in growth capital expenditures (about $25 million higher year over year) that management says supports future growth.

May 7, 20268-K
Earnings & ResultsExhibits & Filings

CURTISS WRIGHT CORP 8-K Report, Financial Results (Feb 12, 2026)

Curtiss-Wright (NYSE: CW) reported record full-year 2025 results and issued 2026 guidance calling for continued growth and margin expansion. Fourth-quarter sales rose 15% to $947 million (11% organic), reported operating margin was 19.2%, and adjusted diluted EPS grew 16% to $3.79. For full-year 2025, sales reached $3.5 billion (up 12%, 9% organic), adjusted operating margin expanded 110 basis points to 18.6%, adjusted diluted EPS rose 21% to $13.23, and free cash flow reached a record $554 million. New orders of $4.1 billion (book-to-bill about 1.2x) and backlog of $4.1 billion (up 18%) provide visibility into 2026. For 2026, management guides to adjusted sales of $3.71–$3.765 billion (6–8% growth), adjusted operating margin of 18.9–19.2% (30–60 bps expansion), adjusted diluted EPS of $14.70–$15.15 (11–15% growth), and free cash flow of $575–$595 million. Guidance includes roughly $25 million of higher capital expenditures to support growth. The company also reaffirmed progress toward its 2024–2026 Investor Day targets, and continued aggressive capital return, with $465 million of full-year 2025 share repurchases and a stated minimum of $60 million of buybacks in 2026. Investors should note that the figures emphasized in the release are non-GAAP adjusted measures that exclude purchase accounting and restructuring costs; reported GAAP full-year diluted EPS was $12.87 and GAAP operating margin was 18.1%. Q4 adjusted operating margin was essentially flat year over year at 19.7%, reflecting unfavorable mix in two segments, and General Industrial markets were flat. The 2026 outlook depends on continued Defense and commercial nuclear demand, and the release cites tariffs, geopolitical risk, and government spending changes as key risks.

Feb 12, 20268-K
Other Events

CURTISS WRIGHT CORP 8-K Report, Corporate Update (Nov 21, 2025)

Curtiss-Wright's Board on November 20, 2025 authorized an additional $416 million for share repurchases, bringing total available authorization to $550 million. That figure includes $134 million of remaining capacity under prior programs. The company also adopted two Rule 10b5-1 trading plans, each taking effect January 2, 2026 and running through December 31, 2026: one for $60 million of purchases executed evenly over the year, and one for up to $100 million subject to a price limit. The company expects to repurchase about $66 million under its ongoing 10b5-1 programs in 2025 and projects record 2025 repurchases of $466 million. Management frames the buybacks as a sign of confidence in the balance sheet and free cash flow. The stated priority is to offset dilution from employee equity compensation, though the company also reserves the right to make discretionary, opportunistic purchases. The authorization has no expiration date and can be amended or terminated by the Board at any time. The filing also reiterates that the company is pursuing strategic acquisitions and high-return organic investments alongside capital returns. Since early 2021, Curtiss-Wright reports returning over $1.1 billion through share repurchases. The filing also announced a quarterly dividend of $0.24 per share, payable December 12, 2025 to holders of record on November 28, 2025. Taken together, the announcements signal a shareholder-return emphasis at a time when management says it is on track for record financial performance in 2025. Investors should note that the 10b5-1 plans are predetermined, so actual purchase timing and volume will depend on market prices and the plans' terms, and the $100 million plan may not execute at all if the price limit is not met.

Nov 21, 20258-K
Exhibits & Filings

CURTISS WRIGHT CORP 8-K Report, Exhibit Filing (Nov 6, 2025)

Curtiss-Wright (NYSE: CW) reported third-quarter 2025 results that beat on growth and profitability and led management to raise full-year 2025 guidance for sales, operating income and diluted EPS. Reported sales rose 9% to $869 million, adjusted operating income rose 14% to $170 million, and adjusted operating margin expanded 90 basis points to 19.6%. Adjusted diluted EPS grew 14% to $3.40. Organic sales growth was about 6%, with growth across both Aerospace & Defense (up 9%) and Commercial markets (up 8%), led by naval submarine programs, commercial aerospace OEM demand and commercial nuclear. Orders of $927 million (up 8%) produced a 1.1x book-to-bill, and backlog reached $3.9 billion, up 14% year-to-date. Free cash flow was $176 million, equal to 137% conversion for the quarter, though nine-month FCF conversion of 67% is well below the full-year target. Full-year guidance now calls for 10-11% sales growth, 16-19% operating income growth, 18.5-18.7% operating margin, $12.95-$13.20 adjusted diluted EPS (up 19-21%) and $520-$535 million FCF. Management also expanded the 2025 share repurchase target to a record of more than $450 million. The filing is a furnished (not filed) Item 2.02 8-K. Investors should note that the headline figures are non-GAAP adjusted measures that exclude first-year acquisition accounting costs and 2024 restructuring costs. GAAP diluted EPS was $3.31 for the quarter and $9.19 year-to-date, and the company's Q4 cash generation and capital deployment will determine whether the raised guidance is fully achieved.

Nov 6, 20258-K
Other Events

CURTISS WRIGHT CORP 8-K Report, Corporate Update (Sep 11, 2025)

On September 10, 2025, Curtiss-Wright (NYSE: CW) adopted a Rule 10b5-1 trading plan to repurchase $200 million of its common stock, as part of an expansion of its 2025 share repurchase program. The company says this expansion is expected to drive record annual share repurchases in excess of $450 million in 2025. The plan is structured so a broker can buy shares on the company's behalf even during self-imposed blackout periods, and it runs until the $200 million is fully used, which is expected in the fourth quarter of 2025. After the new plan and the remaining $60 million program (initiated in January 2025) are completed, the company expects $134 million of repurchase authorization to remain, out of $334 million currently available. The 10b5-1 structure gives the company flexibility to keep buying back stock during periods when it would otherwise be restricted, which signals management's confidence in its Pivot to Growth strategy, balance sheet, and long-term outlook. The same release declared a quarterly dividend of $0.24 per share, payable October 10, 2025 to holders of record on September 26, 2025. Investors should note that the filing does not disclose the price or volume of purchases, and that the actual execution depends on market conditions and the stock's price and volatility. The release does not provide new operating or financial results.

Sep 11, 20258-K
Other Events

CURTISS WRIGHT CORP 8-K Report, Corporate Update (Aug 11, 2025)

On August 11, 2025, Curtiss-Wright Corporation (NYSE: CW) disclosed that it adopted a Rule 10b5-1 trading plan to repurchase $200 million of its common stock, executed under its existing share repurchase authorizations. The plan is expected to run through the end of August 2025 and will buy shares on each purchase day up to the maximum daily volume permitted under Rule 10b-18. The company said that after completing the plan, it will have roughly $334 million of remaining repurchase authorization, down from $534 million currently available. The company also announced that its 2025 share repurchase program is now expected to total $266 million for the year. That figure comprises the new $200 million expansion plus the remaining $60 million tranche of the program initiated in January 2025, which the company expects to complete this year. Management tied the expansion to a recent increase in full-year 2025 guidance across all major financial metrics, and to what it describes as mid-teens earnings compounding and consistent free cash flow generation. For investors, the filing signals a meaningful step-up in shareholder returns and confidence in the balance sheet, while keeping capital available for acquisitions, which management calls an accelerator to organic growth. The 10b5-1 structure lets the company buy back stock during periods when it might otherwise be restricted by blackout windows. The filing is primarily a capital allocation announcement rather than a financial results report, so investors should look to the 10-Q and 10-K for actual repurchase activity and updated financial detail.

Aug 11, 20258-K
Exhibits & Filings

CURTISS WRIGHT CORP 8-K Report, Exhibit Filing (Aug 7, 2025)

Curtiss-Wright (NYSE: CW) reported strong second-quarter 2025 results on August 6, 2025, with reported sales of $877 million (up 12%), operating income of $156 million (up 21%), and diluted EPS of $3.19. On an adjusted basis, which excludes first-year acquisition accounting costs and 2024 Restructuring Program costs, operating income rose 20% to $160 million, adjusted operating margin expanded 130 basis points to 18.3%, and adjusted diluted EPS grew 21% to $3.23. Growth was broad: Aerospace & Defense markets rose 12% and Commercial markets rose 10%, with Naval & Power (up 19%) and Defense Electronics (up 11%) leading segment performance. Organic sales growth was about 9%, and the company cited favorable overhead absorption, restructuring savings, and favorable mix. Orders were $1.0 billion (a 1.14x book-to-bill), and backlog reached $3.9 billion, up 12% year-to-date. Free cash flow was $117 million, up 17%, and the company repurchased about $21 million of stock in the quarter while raising its quarterly dividend 14% to $0.24 per share. Management also reported that the company had increased its share repurchase authorization by $400 million to $534 million in May 2025. The company raised its full-year 2025 adjusted guidance across the board: sales growth of 9% to 10% (from 8% to 9%), operating income growth of 15% to 18%, operating margin of 18.5% to 18.7%, diluted EPS of $12.70 to $13.00 (up 16% to 19%), and free cash flow of $520 to $535 million. Guidance includes potential direct tariff impacts and mitigating actions, and the free cash flow outlook benefits from about $15 million of lower tax payments under recent U.S. tax legislation.

Aug 7, 20258-K
Other Events

CURTISS WRIGHT CORP 8-K Report, Corporate Update (May 15, 2025)

Curtiss-Wright Corporation (NYSE: CW) reported on May 14, 2025 that its Board authorized an additional $400 million share repurchase program, bringing total available repurchase authorization to $534 million, which includes $134 million of remaining capacity under prior authorizations. The authorization has no expiration date and may be amended or terminated by the Board at any time. Repurchases may be executed through open market purchases, accelerated share repurchases, negotiated block trades, 10b5-1 plans, or privately negotiated transactions, with timing and volume dependent on market conditions and other considerations. The company also announced a 14% increase in its quarterly dividend to $0.24 per share, payable July 7, 2025 to holders of record as of June 16, 2025. Management framed these actions as reflecting confidence in the company's capital structure and its ability to generate consistent free cash flow. CEO Lynn M. Bamford emphasized a capital allocation strategy that balances strategic acquisitions, investments with the highest returns, and shareholder returns. Since early 2021, the company has returned more than $700 million through buybacks. For 2025 specifically, Curtiss-Wright expects to repurchase a minimum of $66 million under ongoing 10b5-1 programs, primarily to offset dilution from employee compensation plans. The $400 million authorization is therefore largely discretionary and opportunistic in nature, and its actual execution will depend on future market conditions and management decisions. The filing itself is primarily a disclosure of capital return policy and does not report new financial results.

May 15, 20258-K
Exhibits & Filings

CURTISS WRIGHT CORP 8-K Report, Exhibit Filing (May 8, 2025)

Curtiss-Wright (NYSE: CW) reported first quarter 2025 results on May 7, 2025 that beat expectations and prompted a raise to full-year 2025 guidance. Sales rose 13% to $806 million, reported operating income rose 29% to $129 million, and reported diluted EPS was $2.68. On an adjusted basis (excluding first-year acquisition accounting costs and 2024 restructuring costs), operating income grew 34% to $134 million, operating margin expanded 260 basis points to 16.6%, and adjusted diluted EPS rose 42% to $2.82. Record new orders of $1.0 billion (1.26x book-to-bill) and backlog of $3.7 billion (up 7% from year-end 2024) point to continued momentum, with A&D markets up 15% and Commercial markets up 9%. Management raised its 2025 adjusted guidance across the board: sales growth of 8% to 9% (previously 7% to 8%), operating income growth of 13% to 16%, operating margin of 18.3% to 18.5% (up 80 to 100 bps), diluted EPS of $12.45 to $12.80 (up 14% to 17%), and free cash flow of $495 million to $515 million. Much of the outperformance was attributed to strong naval defense timing on submarine programs and better-than-expected operational performance in Defense Electronics, which the company partly characterized as timing-driven. Free cash flow was negative $55 million in the quarter, which is typical seasonality for the company, and guidance includes a potential direct tariff impact that management says it expects to mitigate. The quarter's reported results and guidance were furnished under Item 2.02 rather than filed, and the company hosted a conference call on May 8, 2025. Investors should note that Q1 earnings were boosted by timing effects and a non-recurring prior-year naval contract adjustment, and that the adjusted metrics exclude certain items that management characterizes as non-recurring.

May 8, 20258-K
Shareholder Matters

CURTISS WRIGHT CORP 8-K Report, Shareholder Vote Results (May 8, 2025)

Curtiss Wright Corp (CW) filed an 8-K on May 8, 2025, reporting on the outcomes of its Annual Meeting of Stockholders held the same day. The key takeaway for investors is the strong shareholder support for the company's leadership and governance. All director nominees were overwhelmingly elected, indicating continued confidence in the board's direction. Furthermore, shareholders ratified the appointment of Deloitte & Touche LLP as the independent registered public accounting firm for 2025, a crucial step for maintaining financial transparency and integrity. The report also shows advisory approval of executive compensation. This consistent shareholder endorsement of both the board and the auditor is a positive signal for the company's stability and management's effectiveness. Investors can interpret these results as a sign of alignment between management and shareholders on critical governance matters.

May 8, 20258-K
Earnings & ResultsExhibits & Filings

CURTISS WRIGHT CORP 8-K Report, Financial Results (Feb 13, 2025)

Curtiss-Wright (NYSE: CW) reported record full-year 2024 results, with reported sales of $3.12 billion (up 10%), reported operating income of $529 million (16.9% margin), and reported diluted EPS of $10.55. On an adjusted basis (excluding first-year acquisition accounting, restructuring costs, and divestiture effects), operating income reached $546 million (up 11%), operating margin expanded 10 basis points to 17.5%, and adjusted diluted EPS rose 16% to $10.90. Free cash flow was a record $483 million (116% adjusted FCF conversion). New orders reached a record $3.7 billion (up 20%), with a book-to-bill of about 1.2x and backlog of $3.4 billion (up 20%). Fourth-quarter results were solid but mixed beneath the headline. Sales rose 5% to $824 million and adjusted EPS grew 3% to a record quarterly $3.27. However, adjusted operating margin fell 100 basis points to 19.8%, pressured by higher R&D spending and unfavorable mix in Defense Electronics, which saw sales decline 5% and adjusted operating income fall 20%. Naval & Power (sales up 12%) and Aerospace & Industrial (adjusted operating income up 22%) were the bright spots. Q4 new orders surged 37% to $939 million, and the company completed its $100 million accelerated share repurchase in December and closed the Ultra Energy acquisition on December 31, 2024. For 2025, management guided to total sales of $3.335-$3.385 billion (7-8% growth), operating income of $598-$613 million (10-12% growth), operating margin of 17.9%-18.1% (40-60 bps expansion), diluted EPS of $12.10-$12.40 (11-14% growth), and free cash flow of $485-$505 million (0-4% growth, weighed by higher capex and the timing of prior-year customer advances). Management reiterated its three-year targets from its 2024 Investor Day. Note that the 2025 guidance excludes first-year purchase accounting costs and restructuring costs, and the press release and presentation are furnished under Item 2.02 rather than filed.

Feb 13, 20258-K
Other Events

CURTISS WRIGHT CORP 8-K Report, Corporate Update (Dec 16, 2024)

Curtiss-Wright (NYSE: CW) disclosed in an 8-K filed December 16, 2024 that it entered into a Rule 10b5-1 trading plan on December 12, 2024 to repurchase $100 million of its common stock, with purchases beginning no earlier than December 16 and expected to be completed by December 31, 2024. The plan is an expansion of the company's 2024 share repurchase program and is funded from current authorizations, which total $240 million. Once the plan is completed, the company expects roughly $140 million of authorization to remain. The accompanying press release shows the total 2024 buyback commitment has risen to $250 million, combining the new $100 million expansion, the existing $50 million program running concurrently, and the $100 million opportunistic program completed in the third quarter. Management attributes the increase to a healthy balance sheet and continued expectations for strong growth in profitability and free cash flow. The company also raised its minimum annual repurchase plan for 2025 from $50 million to $60 million, which is intended to offset potential dilution from compensation plans. For investors, the filing signals management's confidence in the balance sheet and cash generation, and it reflects a capital allocation framework that prioritizes acquisitions as an accelerator of organic growth, reinvestment in the business, and shareholder returns through buybacks and dividends. A 10b5-1 plan allows purchases to continue during periods when insiders would otherwise be restricted, so the buyback can proceed on a predetermined schedule. The filing does not disclose the purchase price or share count, so the actual effect on share count will depend on execution and the stock price.

Dec 16, 20248-K
Other Events

CURTISS WRIGHT CORP 8-K Report, Corporate Update (Nov 19, 2024)

Curtiss-Wright Corporation (CW) announced on November 19, 2024, the adoption of two Rule 10b5-1 trading plans, effective January 2, 2025, through December 31, 2025. These plans are designed to facilitate share repurchases under its existing $300 million share repurchase program. This strategic move allows the company to buy back its own stock even during periods when it might otherwise be restricted due to blackout periods or insider trading regulations, demonstrating a commitment to capital return to shareholders. The first plan allocates $60 million for an equal amount of purchases throughout 2025, providing a predictable pace for buybacks. The second plan, for up to $100 million, is more flexible and includes a price limit, meaning repurchases will only occur if the stock price meets certain conditions. These actions signal management's confidence in the company's financial health and its commitment to enhancing shareholder value through opportunistic share repurchases.

Nov 19, 20248-K
Leadership Changes

CURTISS WRIGHT CORP 8-K Report, Executive Changes (Nov 14, 2024)

Curtiss-Wright Corporation (NYSE: CW) reported a leadership transition in its legal function. Paul J. Ferdenzi, Vice President, General Counsel, and Corporate Secretary, is retiring after a 25-year career. He stepped down from the General Counsel and Corporate Secretary roles effective November 13, 2024, and will remain a Vice President through December 31, 2024 to assist with the transition. George P. McDonald, previously Deputy General Counsel, succeeds him as Vice President, General Counsel, and Corporate Secretary, effective November 13, 2024. He reports directly to Chair and CEO Lynn M. Bamford. The filing describes this as the execution of the company's formal succession plan. McDonald joined the company in 1999 as Associate General Counsel, served as Deputy General Counsel from May 2024, and has been chief legal officer to the Industrial and Nuclear Divisions since 2015. The 8-K does not include financial results, guidance, or other material financial information. It is primarily an executive-management disclosure. For investors, the event is routine: a planned, internally developed succession with an overlap period for continuity. It does not signal a change in strategy or operations.

Nov 14, 20248-K
Earnings & ResultsExhibits & Filings

CURTISS WRIGHT CORP 8-K Report, Financial Results (Oct 31, 2024)

Curtiss-Wright (NYSE: CW) reported third quarter 2024 results on October 30, 2024 and raised its full-year 2024 guidance for sales, operating income, diluted EPS and free cash flow. Q3 sales rose 10% to $799 million, with Total A&D market sales up 15% led by Defense Electronics (+12%) and Naval & Power (+14%). Adjusted operating income grew 11% to $149 million, and adjusted operating margin expanded 20 basis points to 18.7%. Adjusted diluted EPS was $2.97, up 17% year over year, and reported diluted EPS was $2.89. Orders of $860 million (up 2%) produced a book-to-bill of roughly 1.1x, and backlog reached $3.3 billion, up 16% year to date, with a record quarter for orders in Defense Electronics. The guidance raise reflects the strong year-to-date performance and A&D momentum. Full-year sales growth was raised to 7% to 9% (from 6% to 8%), operating income growth to 7% to 10%, adjusted diluted EPS to $10.55 to $10.75 (up 12% to 15%), and free cash flow to $430 to $450 million (up 4% to 9%), with FCF conversion expected above 105%. Operating margin guidance was held at 17.4% to 17.6%. Management also completed a $100 million expansion of its 2024 share repurchase program, with total 2024 buybacks now expected to reach $150 million, and reiterated that acquisitions remain a top capital allocation priority. Investors should note the quality of the quarter's cash generation, with Q3 free cash flow of $163 million equal to 142% adjusted FCF conversion, and the continued strength of defense demand. Watch-points include flat total Commercial market sales, a 9% decline in General Industrial sales, and reported (GAAP) operating margin that trailed the prior year by 20 basis points because of restructuring costs and purchase accounting adjustments. Quarterly figures are non-GAAP where labeled adjusted.

Oct 31, 20248-K
Other Events

CURTISS WRIGHT CORP 8-K Report, Corporate Update (Sep 12, 2024)

On September 11, 2024, Curtiss-Wright (NYSE: CW) adopted a Rule 10b5-1 trading plan to repurchase $100 million of its common stock, and issued a press release announcing a $100 million expansion of its 2024 share repurchase program. Combined with the existing $50 million program initiated in January 2024, the company now expects to repurchase $150 million of stock in 2024. The 10b5-1 plan lets the company's designated broker buy shares during periods when insiders would otherwise be blocked by trading blackouts. Purchases cannot begin before September 11, 2024, and the plan ends December 31, 2024. Repurchases are capped daily at the Rule 10b-18 maximum daily volume. Upon completing the 2024 programs, Curtiss-Wright expects $300 million of repurchase authorization to remain entering 2025. The total amount available under current authorizations is $400 million before the 2024 plans are completed. The company also declared a quarterly dividend of $0.21 per share, payable October 11, 2024 to stockholders of record as of September 27, 2024. For investors, the filing signals confidence in free cash flow generation and a continued shareholder-return focus alongside acquisitions and reinvestment, as stated by CEO Lynn M. Bamford. The filing does not disclose the price or pace of purchases, so the actual effect on share count and per-share metrics will depend on execution, which will be reported in future 10-Q and 10-K filings.

Sep 12, 20248-K
Earnings & ResultsExhibits & Filings

CURTISS WRIGHT CORP 8-K Report, Financial Results (Aug 8, 2024)

Curtiss-Wright (NYSE: CW) reported strong second-quarter 2024 results on August 7, 2024, with reported sales up 11% to $785 million, adjusted operating income up 16% to $133 million, and adjusted diluted EPS up 24% to $2.67. Growth was led by the Aerospace & Defense markets, which rose 16% on strong demand in defense electronics, naval defense (submarines and the CVN-81 carrier), and commercial aerospace OEM production. New orders reached $995 million, up 18%, for a book-to-bill of roughly 1.3x, and backlog hit a record $3.2 billion, up 13% year-to-date. Management raised full-year 2024 adjusted guidance across the board. Sales growth moved to 6% to 8%, adjusted operating income growth to 6% to 9%, diluted EPS to $10.40 to $10.65 (up 11% to 14%), and free cash flow to $425 million to $445 million. The operating margin range of 17.4% to 17.6% was maintained. The effective tax rate was reduced by 100 bps to 22.5% following a U.K. legal entity consolidation. The company also launched a 2024 restructuring program, expected to cost about $15 million in 2024 and deliver roughly $10 million in annualized savings in 2025, and announced the $200 million cash acquisition of Ultra Energy, expected to close in Q3 2024. Investors should note that margin in Naval & Power declined 320 bps on an adjusted basis due to product mix and development program timing, and that General Industrial sales fell 3%. Most results are on an adjusted (non-GAAP) basis, and the 8-K was furnished rather than filed.

Aug 8, 20248-K
Regulation FDExhibits & Filings

CURTISS WRIGHT CORP 8-K Report, Regulation FD Disclosure (May 21, 2024)

On May 21, 2024, Curtiss-Wright (NYSE: CW) hosted its 2024 Investor Day in New York City, furnishing the investor presentation and press release under Item 7.01 (Regulation FD). The event was used to review the company's "Pivot to Growth" strategy and to introduce new three-year financial targets covering 2024–2026, with 2023 as the base year. Management reaffirmed full-year 2024 guidance of 5%–7% sales growth, 5%–8% operating income growth, an operating margin of 17.4%–17.6%, EPS growth of 8%–11%, and free cash flow of $415–$435 million. The filing does not contain new financial statements; Items 9.01(a) and (b) are marked not applicable. The headline targets are a total organic revenue CAGR above 5%, operating income growth exceeding revenue growth, top-quartile margin performance relative to the proxy peer group, an EPS CAGR above 10%, and free cash flow conversion above 105% on more normalized capital expenditures (returning CapEx to about 2% of sales). Management cited a track record that supports these goals: from 2021 to 2023 the company's adjusted EPS grew at a 12.5% CAGR, organic sales at a 4.7% CAGR, and average FCF conversion was 108%. The company also reported a backlog above $3 billion as of March 31, 2024, and a Q1 2024 book-to-bill of 1.26x. The key upside not included in the targets is commercial nuclear, particularly the AP1000 reactor. Management stated that the targets exclude any AP1000 order within the window, and it laid out an "art of the possible" scenario in which annual commercial nuclear revenue doubles by the end of 2028 from a 2023 base of $287 million. Investors should note that the outlook is forward-looking, subject to the risks listed in the filing, and that management has disclaimed any duty to update these statements.

May 21, 20248-K
Other Events

CURTISS WRIGHT CORP 8-K Report, Corporate Update (May 10, 2024)

Curtiss-Wright Corporation (NYSE: CW) disclosed on May 10, 2024 that its Board of Directors, on May 9, 2024, authorized an additional $300 million in share repurchases, bringing total available authorization to $400 million. This total includes $100 million of remaining capacity under the company's September 16, 2021 $550 million program. The repurchase authorization has no expiration date and can be amended or terminated by the Board at any time. Management expects to repurchase shares over time to offset dilution from employee equity compensation, while also retaining the flexibility to make discretionary, opportunistic buybacks. The Board also approved a 5% increase in the quarterly dividend to $0.21 per share from the prior $0.20, payable July 5, 2024 to holders of record as of June 17, 2024. Management characterized both moves as reflecting confidence in the company's financial position and its ability to generate solid free cash flow, and tied them to a capital allocation strategy that prioritizes acquisitions, high-return operational investments, and shareholder returns. For 2024, the company expects to repurchase a minimal $50 million of shares under an ongoing 10b5-1 program, primarily to offset compensation-related dilution. Since 2021, Curtiss-Wright has returned more than $450 million through buybacks. Overall, the filing signals continued shareholder-return commitments, but the modest planned 2024 repurchase pace suggests the large new authorization is largely a flexibility provision rather than an immediate capital deployment plan.

May 10, 20248-K
Shareholder Matters

CURTISS WRIGHT CORP 8-K Report, Shareholder Vote Results (May 3, 2024)

Curtiss-Wright Corporation (CW) held its Annual Meeting of Stockholders on May 2, 2024, with all key proposals receiving strong support. The election of directors and the ratification of Deloitte & Touche LLP as the independent auditor for 2024 were overwhelmingly approved, indicating continued confidence from shareholders in the company's leadership and financial oversight. Furthermore, shareholders also approved the 2024 Omnibus Incentive Plan and an advisory resolution on executive compensation. These approvals suggest alignment between the company's strategic direction, its incentive structures, and investor sentiment regarding executive pay. The significant majority of votes in favor for each item demonstrates broad shareholder backing for the company's governance and operational strategies.

May 3, 20248-K
Earnings & ResultsExhibits & Filings

CURTISS WRIGHT CORP 8-K Report, Financial Results (May 2, 2024)

Curtiss-Wright (NYSE: CW) reported first quarter 2024 results on May 1, 2024 that beat management's expectations, with sales up 13% to $713 million, operating income up 27% to $100 million (adjusted up 23%), and diluted EPS of $1.99, up 30% on an adjusted basis. The quarter was led by Defense Electronics, where sales rose 31% and operating margin expanded to 22.7%, while Naval & Power was the main drag after an unfavorable naval contract adjustment that pressured segment profitability. Total new orders reached $901 million, up 26%, producing a book-to-bill above 1.25x, and backlog grew 7% from year-end to $3.1 billion. Management raised full-year 2024 guidance for sales (now 5% to 7% growth), operating income (5% to 8%), and diluted EPS ($10.10 to $10.40, up 8% to 11%), while holding operating margin at 17.4% to 17.6% and free cash flow at $415 to $435 million. The company also completed the April 2024 acquisition of WSC, Inc., a commercial nuclear control room simulation business purchased for $34 million, which management expects to be dilutive to margins in year one but accretive to adjusted EPS. Management previewed a May 21, 2024 investor day where it plans to introduce new long-term financial targets. The filing is a furnished (not filed) 8-K under Item 2.02, so the press release and presentation are not subject to Section 18 liability. For investors, the key takeaways are the strong defense demand and order momentum, the offsetting naval contract issue, and the modest guidance raise, which was driven largely by the Defense Electronics outlook.

May 2, 20248-K
Earnings & ResultsExhibits & Filings

CURTISS WRIGHT CORP 8-K Report, Financial Results (Feb 15, 2024)

Curtiss-Wright (NYSE: CW) reported record fiscal 2023 results and issued 2024 guidance calling for continued growth. Full-year 2023 sales rose 11% to $2.8 billion (10% organic), reported operating income grew 14% to $485 million, and reported diluted EPS was $9.20 (adjusted $9.38, up 15%). Orders reached a record $3.1 billion (up 5%, book-to-bill 1.1x) and backlog grew 9% to $2.9 billion, providing visibility into 2024. Free cash flow was $403 million reported and $413 million adjusted, a 114% adjusted FCF conversion. For 2024, management guides to total sales of $2.960-3.010 billion (up 4-6% organic), operating income of $514-528 million (up 4-7%), operating margin of 17.4-17.6%, diluted EPS of $10.00-10.30 (up 7-10%), and FCF of $415-435 million. Management notes that margin expansion is achieved while absorbing roughly 40-50 bps of higher engineering (IR&D) spending, and that the Aerospace & Defense markets (67% of sales) are expected to grow 5-7%, led by Commercial Aerospace at 10-12%. Investors should note that Q4 2023 orders fell 4% to $685 million on defense timing, Q4 FCF declined 5% on higher taxes, and the China Direct AP1000 program is winding down, which is a headwind in Power & Process. The company ended the year with 1.0x net debt/EBITDA, has committed to at least $50 million of share repurchases in 2024, and plans an Investor Day on May 21, 2024. The 8-K furnishes these materials under Item 2.02 and they are not deemed filed under Section 18 of the Exchange Act.

Feb 15, 20248-K
Other Events

CURTISS WRIGHT CORP 8-K Report, Corporate Update (Nov 28, 2023)

Curtiss-Wright Corporation (CW) announced on November 27, 2023, the adoption of two new written trading plans under Rule 10b5-1, a move designed to facilitate ongoing share repurchases. These plans are part of the company's previously authorized $550 million share repurchase program, of which approximately $400 million has been utilized. The adoption of these plans allows for strategic stock buybacks even during periods where insider trading restrictions might otherwise apply, demonstrating a commitment to returning value to shareholders. Investors can anticipate two distinct repurchase strategies. The first plan allocates $50 million for repurchases to be executed equally throughout calendar year 2024, providing a consistent buyback activity. The second plan allows for up to $100 million in potential purchases, but these will be contingent on specific price limitations, indicating a more opportunistic approach. Both plans are set to commence on January 2, 2024, and conclude by December 31, 2024. The company will continue to report on its repurchase activities in its periodic SEC filings.

Nov 28, 20238-K
Earnings & ResultsExhibits & Filings

CURTISS WRIGHT CORP 8-K Report, Financial Results (Nov 2, 2023)

Curtiss-Wright (NYSE: CW) reported third quarter 2023 results that beat expectations and led management to raise several full-year 2023 guidance metrics. Reported sales rose 15% to $724 million (14% organic), operating income rose 23% to $133 million on an as-reported basis, and adjusted operating income rose 17% to $134 million with an 18.5% adjusted margin (up 30 bps). Adjusted diluted EPS of $2.54 grew 23%, and free cash flow of $137 million equaled 140% adjusted FCF conversion. Growth was broad-based, with Defense Electronics sales up 34% and its segment margin expanding 330 bps to 26.0%. New orders of $846 million (up 3%) produced a book-to-bill of about 1.2x, and backlog reached $2.9 billion, up 12% year-to-date. Full-year 2023 guidance was raised for sales growth (now 8% to 10%, from 7% to 9%), diluted EPS (now $9.00 to $9.20, from $8.90 to $9.15), and free cash flow (now $380 to $400 million, from $370 to $400 million). Operating income growth (8% to 11%) and operating margin guidance (17.4% to 17.6%) were maintained. Management characterized the quarter as strong, citing the Defense Electronics segment's operational performance and record quarterly orders in that segment. Investors should note that Naval & Power margin declined 190 bps on unfavorable naval contract adjustments and the wind-down of the China Direct AP1000 program, and that adjusted figures exclude first-year acquisition accounting costs and other items. This 8-K is furnished under Item 2.02 rather than filed, so the press release and presentation are not incorporated into SEC filings for liability purposes. The company also reported that it repurchased about 63,614 shares for roughly $13 million in the quarter and declared a $0.20 quarterly dividend.

Nov 2, 20238-K
Earnings & ResultsExhibits & Filings

CURTISS WRIGHT CORP 8-K Report, Financial Results (Aug 3, 2023)

Curtiss-Wright (NYSE: CW) reported second quarter 2023 results on August 2, 2023, with sales of $704 million, up 16% year over year, and adjusted diluted EPS of $2.15, up 18%. Growth was broad-based: total Aerospace & Defense market sales rose 23%, and Commercial market sales rose 4%. Adjusted operating margin expanded 30 basis points to 16.4%, driven mainly by favorable overhead absorption on higher revenue. New orders reached $842 million (up 8%), producing a book-to-bill of roughly 1.2x and a backlog of $2.8 billion, up 9% year to date. Free cash flow was $99 million, or 119% adjusted FCF conversion, aided by working capital improvements. Management raised full-year 2023 adjusted guidance. Sales growth moved to 7% to 9% (from 4% to 6%), operating income growth to 8% to 11% (from 5% to 8%), and diluted EPS to $8.90 to $9.15 (from $8.65 to $8.90). FCF guidance was narrowed to $370 to $400 million, and the operating margin range of 17.4% to 17.6% was maintained. Management attributed the upgrade to easing defense electronics supply chain constraints and strong order momentum, and now expects growth in every A&D and Commercial end market. The quality of the beat is generally solid, though some items warrant attention. Second-quarter reported and adjusted results differ modestly, mainly from first-year purchase accounting costs, and the Naval & Power segment's margin declined 230 basis points on an adjusted basis as a result of product mix and the wind-down of the China Direct AP1000 program. Interest expense is rising with higher rates, and a $50 million minimum share repurchase is planned for 2023. The company also declared a quarterly dividend of $0.20 per share, up 5%.

Aug 3, 20238-K
Shareholder Matters

CURTISS WRIGHT CORP 8-K Report, Shareholder Vote Results (May 5, 2023)

Curtiss-Wright Corporation (CW) filed an 8-K on May 5, 2023, detailing the results of its Annual Meeting of Stockholders held on May 4, 2023. The filing indicates strong shareholder support for key corporate governance and executive compensation matters. All nominated directors were elected with significant "FOR" votes, reflecting continued confidence in the board's leadership. Furthermore, shareholders overwhelmingly ratified the appointment of Deloitte & Touche LLP as the independent registered public accounting firm for 2023, a critical vote of confidence in the company's financial oversight.

May 5, 20238-K
Earnings & ResultsExhibits & Filings

CURTISS WRIGHT CORP 8-K Report, Financial Results (May 4, 2023)

Curtiss-Wright (NYSE: CW) reported a strong first quarter 2023, with reported sales of $631 million, up 13% year-over-year (11% organic), and new orders of $718 million, up 13%, producing a book-to-bill above 1.1x. Reported operating income rose 30% to $79 million, with reported operating margin expanding 170 basis points to 12.5%. Adjusted operating income grew 15% to $81 million, and adjusted diluted EPS rose 17% to $1.53 versus $1.31 a year earlier. Reported diluted EPS was $1.48. Growth was broad-based across Aerospace & Defense (up 13%) and Commercial markets (up 12%), led by ground defense, commercial aerospace, commercial nuclear, and process markets, and helped by the June 2022 engineered arresting systems acquisition. Cash generation was seasonally negative, with reported free cash flow of ($102) million and adjusted free cash flow of ($92) million, though both improved year-over-year. Backlog reached $2.7 billion, up 3% from year-end 2022. Balance sheet changes were notable: cash fell to $131 million from $257 million, and long-term debt rose to $1.23 billion from $1.05 billion, while the $202.5 million current debt was retired. The company repurchased about $12 million of stock and declared a $0.19 quarterly dividend. Management reaffirmed full-year 2023 adjusted guidance: sales of $2,655-$2,710 million (up 4-6%), operating income of $463-$477 million, diluted EPS of $8.65-$8.90 (up 6-10%), and free cash flow of $360-$400 million. Management expects sequential improvement through the year, with the main watch items being defense electronics supply chain normalization in the second half, the wind-down of the CAP1000 program, and higher interest expense.

May 4, 20238-K
Earnings & ResultsExhibits & Filings

CURTISS WRIGHT CORP 8-K Report, Financial Results (Feb 22, 2023)

Curtiss-Wright (NYSE: CW) reported a strong close to 2022, with fourth-quarter adjusted sales up 16% to $758 million, adjusted operating margin expanding 140 basis points to 21.1%, and adjusted diluted EPS up 21% to $2.92. Full-year 2022 adjusted sales grew 4% to $2.56 billion, adjusted operating income rose 5% to $443 million, and adjusted diluted EPS increased 11% to $8.13. Growth was led by Aerospace & Defense markets (up 18% in Q4), supported by the June 2022 acquisition of the engineered arresting systems business, while Commercial markets rose 10%. Record new orders of $2.9 billion (up 15%) produced a 1.15x book-to-bill, and backlog reached $2.6 billion, up 19%. Full-year 2022 adjusted free cash flow was $296 million, a 94% conversion rate, below the very strong fourth-quarter figure of $299 million (265% conversion). Reported GAAP diluted EPS was $7.62 for the year, and the gap to adjusted results reflects first-year purchase accounting, the German valves divestiture, shareholder activism costs, and pension settlement charges. The company also repurchased $50 million of stock in 2022 and completed a $300 million senior notes offering in October 2022. For 2023, management guides to adjusted sales of $2.655–$2.710 billion (up 4–6%, organic 3–5%), adjusted operating income of $463–$477 million (up 5–8%), an operating margin of 17.4–17.6%, adjusted diluted EPS of $8.65–$8.90 (up 6–10%), and free cash flow of $360–$400 million. Management reiterated line of sight to its 2021 Investor Day three-year targets and noted headwinds from supply chain disruption, the CAP1000 program wind-down, and a slower-recovering commercial aerospace market.

Feb 22, 20238-K
Other Events

CURTISS WRIGHT CORP 8-K Report, Corporate Update (Dec 21, 2022)

Curtiss-Wright Corporation (CW) has filed an 8-K detailing amendments to several of its existing Note Purchase Agreements. These amendments, entered into on October 27, 2022, and December 16, 2022, primarily involve changes to financial covenants related to its senior notes. The company has secured flexibility in its debt structure by amending agreements dated December 8, 2011, February 26, 2013, and August 13, 2020. The key changes include the release of certain former subsidiaries from guarantee obligations under the 2011 and 2013 Note Purchase Agreements. More significantly, the amendments provide the company with the ability to temporarily increase its maximum Consolidated Debt to Consolidated Total Capitalization ratio to 0.65 to 1.00 for up to three occasions following a significant acquisition (at least $100 million in consideration). The requirement for Minimum Consolidated Net Worth has also been removed, replaced by a new financial covenant requiring a Consolidated Interest Coverage Ratio of at least 3.00 to 1.00.

Dec 21, 20228-K
Other Events

CURTISS WRIGHT CORP 8-K Report, Corporate Update (Dec 14, 2022)

On December 14, 2022, Curtiss-Wright Corporation (NYSE: CW) disclosed under Item 8.01 that it adopted two Rule 10b5-1 written trading plans on December 12, 2022, to execute purchases of its common stock under its existing share repurchase program. The program was authorized by the Board on September 16, 2021 for up to $550 million, of which the company said it had used $350 million through the end of 2022, leaving roughly $200 million of remaining authorization. The first plan covers $50 million of purchases, executed equally over calendar year 2023. The second plan covers up to $100 million, but it includes a price limit below which the company will not buy, so the timing and amount of those purchases are uncertain. Both plans take effect January 3, 2023 and expire December 29, 2023. Under the plans, a broker selected by the company executes repurchases on its behalf, which allows buybacks during periods when the company would otherwise be restricted by self-imposed blackout windows or insider trading considerations. For investors, the filing signals continued capital return through buybacks and a management view that the shares are attractive at prevailing prices, with up to $150 million of planned 2023 repurchases in total. The filing is largely procedural and does not change guidance or financial results. Actual execution will be disclosed in future 10-Q and 10-K reports, and the company notes the forward-looking risks tied to share price volatility and capital investment needs.

Dec 14, 20228-K
Earnings & ResultsExhibits & Filings

CURTISS WRIGHT CORP 8-K Report, Financial Results (Nov 3, 2022)

Curtiss-Wright (NYSE: CW) reported third quarter 2022 results that beat on profitability and orders but cut full-year 2022 top-line and cash flow guidance. Q3 sales rose 2% to $631 million (3% on an adjusted basis), adjusted operating income rose 6% to $114 million, and adjusted operating margin expanded 70 basis points to 18.2%. Adjusted diluted EPS of $2.07 grew 10% year over year. New orders surged 32% to $818 million, producing a book-to-bill of 1.30, and backlog reached $2.6 billion, up 19% year to date. Growth was led by Commercial markets (up 9%) and Aerospace & Industrial, while Defense Electronics sales fell 12% on supply chain constraints affecting electronic components. Management lowered full-year 2022 guidance. Adjusted sales growth was reduced to 2%-4% from 4%-6%, adjusted operating income growth to 3%-6% from 5%-7%, and adjusted EPS to $8.05-$8.20 from $8.10-$8.30, while still implying double-digit EPS growth. Adjusted free cash flow was cut sharply to $275-$315 million from $345-$365 million, reflecting defense revenue timing and an expected delay of a significant CAP1000 reactor coolant pump payment from China into 2023. Management maintained the 17.1%-17.3% operating margin outlook, which it attributes to operational excellence initiatives. Longer-term, the company signed a preferred strategic supplier agreement with X-energy for its Xe-100 small modular reactor, estimating more than $100 million in revenue per four-unit plant. It also secured a position to supply reactor coolant pumps for Westinghouse AP1000 plants in Poland, with new orders possible within three to five years. In October 2022 it completed a $300 million senior notes placement, which will raise interest expense. The core investor debate is whether strong orders and margins can offset near-term defense supply chain delays and cash flow timing.

Nov 3, 20228-K
Earnings & ResultsExhibits & Filings

CURTISS WRIGHT CORP 8-K Report, Financial Results (Aug 4, 2022)

Curtiss-Wright (NYSE: CW) reported second quarter 2022 results on August 3, 2022, showing sales of $609 million (flat on an adjusted basis), reported and adjusted operating income of $98 million (up 3% adjusted), an operating margin of 16.1% (up 50 basis points adjusted), and adjusted diluted EPS of $1.83 (up 18%). New orders rose 13% to $776 million, producing a book-to-bill of 1.27, and backlog reached $2.4 billion, up 9% year to date. These figures indicate solid profitability and strong demand, although defense revenue was held back by supply chain constraints and the delayed FY22 defense budget. Free cash flow was weak at $22 million, down from $66 million a year earlier, due to revenue timing and higher working capital. Management raised full-year 2022 guidance for sales growth to 4% to 6% (from 3% to 5%) and for adjusted operating income growth to 5% to 7% (from 3% to 6%), largely reflecting the Safran aerospace arresting systems (SAA) acquisition completed June 30, 2022 for about $240 million, which is expected to contribute roughly $40 million of partial-year sales and to be accretive to EPS. Adjusted diluted EPS guidance was increased by $0.05 to $8.10 to $8.30, and the operating margin range of 17.1% to 17.3% and free cash flow range of $345 to $365 million were maintained. Management also priced $300 million of senior notes in July 2022 to fund capital allocation, with closing expected in the fourth quarter. The key watch items for investors are whether defense revenue timing recovers in the second half, as guidance is weighted toward H2, and whether free cash flow conversion reaches the above-110% target. Guidance also depends on the defense supply chain normalizing and the FY22 budget being signed. Interest expense guidance rose to $44 to $45 million from $40 to $41 million, reflecting the revolver and new financing.

Aug 4, 20228-K
Material AgreementsExhibits & Filings

CURTISS WRIGHT CORP 8-K Report, Material Agreement (May 18, 2022)

Curtiss-Wright Corporation (CW) announced on May 18, 2022, the execution of a new revolving Credit Agreement dated May 17, 2022. This agreement signifies a material enhancement of the company's financial flexibility by increasing its total revolving credit facility to $750 million, up from the previous $500 million. The new facility also includes a $250 million accordion feature, allowing for further expansion if needed, and has a five-year term maturing in May 2027. This strategic move provides Curtiss-Wright with enhanced resources for general corporate purposes, including potential acquisitions and support for internal growth initiatives. The terms and covenants within the new agreement are reported to be similar to and no more restrictive than the previous credit facility, suggesting a stable and manageable financial structure. The termination of the prior credit facility, originally set to expire in October 2023, has also been completed.

May 18, 20228-K
Earnings & ResultsExhibits & Filings

CURTISS WRIGHT CORP 8-K Report, Financial Results (May 5, 2022)

Curtiss-Wright (NYSE: CW) reported first quarter 2022 results on May 4, 2022, with reported sales of $559 million (down 6% year over year) and reported diluted EPS of $1.05, versus $1.45 a year earlier. Adjusted (non-GAAP) diluted EPS was $1.31, down from $1.51, and adjusted sales were $559 million, down 5%. The decline was driven mainly by the timing of Defense revenues, which was attributed to ongoing supply chain disruption and the delayed signing of the FY22 Defense budget. Defense Electronics sales fell 22% on an adjusted basis, while Aerospace & Industrial sales rose 8% on strong commercial aerospace and industrial vehicle demand. New orders rose 12% to $634 million, with a book-to-bill above 1.1x, and backlog reached $2.3 billion, up 3% from year-end 2021. Management reaffirmed full-year 2022 adjusted guidance: sales of $2.530-2.580 billion (up 3-5%), adjusted diluted EPS of $8.05-8.25 (up 10-12%), and free cash flow of $345-365 million. Management expects sales and earnings to be weighted toward the second half. Free cash flow was negative in the quarter, at a reported ($135) million and an adjusted ($112) million, because of working capital build and the Westinghouse legal settlement payment. For investors, the key items are the quarter's Defense timing slip, which management says is recoverable in H2, the unchanged guidance despite that slip, and the cash flow drag. The guidance excludes the pending acquisition of Safran's arresting systems business, which management expects to close in late Q2 or early Q3 2022. Investors will want to watch for evidence of H2 Defense revenue conversion and free cash flow recovery.

May 5, 20228-K
Shareholder Matters

CURTISS WRIGHT CORP 8-K Report, Shareholder Vote Results (May 5, 2022)

Curtiss-Wright Corporation (CW) filed an 8-K on May 5, 2022, reporting the results of its Annual Meeting of Stockholders held on the same date. The primary focus of the filing is the voting outcomes on key corporate governance and shareholder matters. All director nominees were overwhelmingly elected, indicating strong shareholder confidence in the current board's leadership and oversight. Additionally, shareholders ratified the appointment of Deloitte & Touche LLP as the independent registered public accounting firm for 2022, a routine but important procedural step for financial transparency and audit integrity. The advisory vote on executive compensation also received majority approval, suggesting that shareholders are largely in agreement with the company's executive pay practices as detailed in the proxy statement.

May 5, 20228-K
Regulation FDExhibits & Filings

CURTISS WRIGHT CORP 8-K Report, Regulation FD Disclosure (Mar 9, 2022)

Curtiss-Wright Corporation (NYSE: CW) announced on March 9, 2022 that Saddle Point Management, L.P. has withdrawn its shareholder proposals and its nominees for the Board of Directors ahead of the company's 2022 Annual Meeting of Stockholders. The filing is primarily a Regulation FD disclosure furnishing a press release (Exhibit 99.1); it does not contain new financial results, guidance, or balance sheet data. The development removes a near-term proxy contest, which reduces the cost, management distraction, and stock-price uncertainty that such activist campaigns typically create. In the press release, CEO Lynn Bamford thanked Saddle Point for its input and reiterated the company's commitment to Board refreshment focused on candidates with skills suited to its increasing emphasis on Defense. Saddle Point's CEO, Roy Katzovicz, praised Bamford's push to increase Defense exposure and cited the onset of global hostilities as a reason to let management focus on execution. The Annual Meeting date has not yet been announced, and shareholders are not required to take any action. For investors, the key takeaway is that the activist challenge has been resolved constructively and without a contest, with management's strategic direction toward Defense endorsed by the dissident. Investors should still monitor the forthcoming definitive proxy statement for any changes to Board composition and the eventual Annual Meeting date.

Mar 9, 20228-K
Regulation FDExhibits & Filings

CURTISS WRIGHT CORP 8-K Report, Regulation FD Disclosure (Mar 2, 2022)

On March 2, 2022, Curtiss-Wright (NYSE: CW) filed a preliminary proxy statement and WHITE proxy card for its 2022 Annual Meeting of Stockholders after receiving formal notice from Saddle Point Management, L.P. that it intends to nominate four individuals to the Board. Saddle Point disclosed beneficial ownership of approximately 0.298% of outstanding shares as of January 31, 2022. The filing was made preliminarily as an SEC rule requirement, and the company said it was also filing to maintain its normal annual meeting cadence. The Board has rejected the four nominees, concluding they do not bring strengths that would merit replacing any existing director, and it is nominating all 10 of its own directors for reelection. The company's public messaging centers on its "Pivot to Growth" strategy, which it credits with record 2021 operating margin of 17%, strong free cash flow, order growth, and $350 million of 2021 share repurchases (about $1 billion since 2016, with at least $50 million planned for 2022). Management cites a 32% total stockholder return since CEO Lynn Bamford took over on January 1, 2021, versus a 6% median for proxy peers and 13% for the S&P 400. The company also highlighted a shift toward Defense, citing six of its last seven acquisitions and a recently announced planned purchase of Safran's arresting systems business. For investors, the key near-term facts are that no meeting date has been set, stockholders are not required to act now, and the Board recommends waiting for definitive proxy materials. The filing does not disclose Saddle Point's specific proposals or strategic critiques, so the substance of the dispute cannot be assessed from this document alone. The internal letters to leadership and employees emphasize "business as usual" and route media and investor inquiries to John Watts. Investors should monitor the definitive proxy statement and any Saddle Point filings for the nominees' platform and the potential cost of a contested election.

Mar 2, 20228-K
Earnings & ResultsExhibits & Filings

CURTISS WRIGHT CORP 8-K Report, Financial Results (Feb 24, 2022)

Curtiss-Wright (NYSE: CW) reported fourth-quarter and full-year 2021 results on February 23, 2022, closing the year with 7% adjusted sales growth to roughly $2.5 billion, record adjusted operating margin of 17.0% (up 70 bps, reached a year ahead of its 17% target), and adjusted diluted EPS of $7.34 (up 11%). Q4 reported sales were flat at $667 million, with adjusted sales up 2% to $655 million, while adjusted operating margin held flat at 19.7%. New orders rose 19% in Q4 and 11% for the year, with backlog up 3% to $2.2 billion, and book-to-bill exceeded 1.0x. Full-year adjusted free cash flow was $347 million (116% conversion), and the company repurchased a record $350 million of shares. Management resolved two legacy matters: a settlement with Westinghouse covering the U.S. and China AP1000 reactor coolant pump contracts, which secures Curtiss-Wright's RCP technology for future AP1000 plants (including Eastern Europe, with potential new RCP orders within three to five years), and the completed sale of the German valves business. The company also announced the $240 million cash acquisition of Safran's aerospace arresting systems business, expected to close in early Q3 2022, which is dilutive to adjusted operating margin in year one but accretive to adjusted EPS. For 2022, management guided to adjusted sales of $2.53-2.58 billion (up 3-5%), adjusted operating margin of 17.1-17.3%, adjusted diluted EPS of $8.05-8.25 (up 10-12%), and adjusted free cash flow of $345-365 million. Investors should note that Q1 2022 EPS is expected to be below the prior-year level, that the guidance reflects higher R&D spending and the CAP1000 wind-down, and that reported 2021 results include one-time charges (such as the Westinghouse settlement) that are excluded from the adjusted figures.

Feb 24, 20228-K
Other Events

CURTISS WRIGHT CORP 8-K Report, Corporate Update (Dec 20, 2021)

Curtiss-Wright Corporation (CW) has announced the adoption of two Rule 10b5-1 trading plans, effective January 3, 2022, to facilitate its previously authorized share repurchase program. These plans are designed to allow the company to buy back its stock even during periods when it might otherwise be restricted by insider trading rules or self-imposed blackout periods. This move signals the company's continued commitment to returning capital to shareholders and managing its share count. Under the first plan, CW intends to repurchase approximately $50 million worth of its common stock, spread equally throughout calendar year 2022. The second plan provides for potential purchases of up to $100 million, with the caveat that these purchases are subject to a price limit, meaning the company will only buy shares if they are trading below a specified price. These plans are part of a larger $550 million repurchase authorization, of which $300 million had been utilized prior to this announcement.

Dec 20, 20218-K
Other Events

CURTISS WRIGHT CORP 8-K Report, Corporate Update (Nov 18, 2021)

Curtiss-Wright Corporation (CW) announced the adoption of a written trading plan under Rule 10b5-1 on November 18, 2021. This plan is a component of its previously authorized $550 million share repurchase program, allowing the company to buy back its stock even during blackout periods. The initial phase of this plan focuses on repurchasing $100 million worth of shares, distributed equally over the remainder of 2021, concluding on December 31, 2021. Following the completion of this initial $100 million repurchase, Curtiss-Wright anticipates having $250 million in share repurchase authorization remaining as it enters 2022. The company has appointed a broker to execute these repurchases under the plan's defined terms and limitations. This strategic move aims to efficiently deploy capital and return value to shareholders, with future repurchase activities potentially being conducted under subsequent Rule 10b5-1 plans.

Nov 18, 20218-K
Earnings & ResultsExhibits & Filings

CURTISS WRIGHT CORP 8-K Report, Financial Results (Nov 4, 2021)

Curtiss-Wright reported third quarter 2021 results that beat on profitability and cash flow. Reported sales were $621 million, up 9%, and adjusted sales were $614 million, up 12%, led by Aerospace & Defense markets (up 15%) and Commercial markets (up 6%). Adjusted operating income rose 12% to $108 million, with adjusted operating margin up 10 basis points to 17.5%. Adjusted diluted EPS was $1.88, up 6%. Free cash flow was $97 million, up 98% on a reported basis, helped mainly by the timing of tax payments and working capital improvements. New orders of $617 million rose 13%, and book-to-bill exceeded 1.0x. Backlog stood at $2.2 billion. Capital allocation was the headline item. The Board added $400 million to the repurchase authorization in September, bringing the total available to $550 million. The company completed a $200 million opportunistic buyback by November 3, retiring roughly 1.5 million shares, and remains on track for $250 million of repurchases in 2021. The quarterly dividend was held at $0.18 per share. Management raised the bottom end of its full-year 2021 adjusted EPS guidance to $7.20-$7.35 from $7.15-$7.35. Sales growth of 7%-9%, operating income growth of 9%-12%, operating margin of 16.7%-16.8%, and free cash flow of $330-$360 million were all maintained. Management cited ongoing global supply chain disruption as the main risk to the outlook. Investors should note that adjusted figures exclude the exited Boeing 737 MAX actuation line, the German valves business held for sale, and acquisition purchase accounting costs.

Nov 4, 20218-K
Other Events

CURTISS WRIGHT CORP 8-K Report, Corporate Update (Sep 16, 2021)

Curtiss-Wright Corporation (CW) announced on September 16, 2021, the adoption of a written trading plan under Rule 10b5-1, effective immediately and running through December 31, 2021. This plan is implemented in conjunction with a previously authorized share repurchase program, which allows the company to buy back up to $550 million of its outstanding common stock. The specific trading plan will facilitate repurchases totaling $200 million, with purchases executed by a designated broker under the plan's terms and within Rule 10b-18 daily volume limitations. The adoption of this Rule 10b5-1 plan is a strategic move to allow for consistent share repurchases, even during periods when the company might otherwise be restricted due to blackout periods or insider trading regulations. This demonstrates management's commitment to returning capital to shareholders and potentially enhancing shareholder value through share buybacks. Investors should note that the company may implement subsequent trading plans to continue executing its broader share repurchase authorization.

Sep 16, 2021
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