IR · Ingersoll Rand

151 filings

IR SEC Filings

Ingersoll Rand - 151 total filings

Filing record · 2017–202610-K910-Q298-K113

Showing 1–50 of 151 filings

Ingersoll Rand 8-K Report, Executive Changes (Oct 30, 2026)

On October 27, 2026, Michael Weatherred, Senior Vice President of the Precision and Science Technologies ("PST") Segment and Demand Generation and Execution ("DGX") of Ingersoll Rand Inc., notified the company of his retirement, effective immediately. He agreed to serve in an advisory role through May 2028. The company simultaneously announced internal promotions: Scott Watson as senior vice president and group president, Industrial Technologies and Services North America and EMEIA, and Shaun Carlson as senior vice president and group president, PST, both effective October 27, 2026, and both reporting to Chairman and CEO Vicente Reynal. The Compensation Committee approved a new performance-based leadership equity award and an amended and restated employment agreement for Mr. Reynal, effective October 27, 2026. The award includes 226,098 performance stock units, valued at approximately $17.1 million based on the closing stock price on the effective date of the employment agreement, with a grant expected on November 23, 2026. PSUs vest based on five-year compounded annual growth in Adjusted EPS over January 1, 2027 to December 31, 2031, with 50% vesting at 8% CAGR and 100% at 10% CAGR, subject to a ROIC modifier of up to plus or minus 10%. The award also includes performance-conditioned stock options of 50,000 to 100,000 shares per fiscal year for 2027 through 2031, based on Adjusted EPS growth of 9% to 10% or more. The employment agreement extends the initial term to February 29, 2032, raises annual base salary from $1,100,000 to $1,200,000, and keeps the target bonus at 150% of base salary. Severance terms were modified to include a prorated annual bonus, and, within a window from six months before to two years after a change in control, severance equals 1.5x base salary with 18 months of grossed-up COBRA premium payments. Mr. Reynal may make personal use of the leased aircraft up to $400,000 in aggregate incremental costs per year.

Oct 30, 2026 10-Q

Ingersoll Rand Quarterly Report for Q3 Ended Sep 30, 2026

Ingersoll Rand Inc. reported third-quarter 2026 revenues of $2,064.9 million, up from $1,955.0 million a year earlier, and net income attributable to Ingersoll Rand Inc. of $669.9 million, compared with $244.1 million in the prior-year quarter. The results were lifted by a $380.1 million recovery of acquisition-related losses, net, recorded in other operating expense (income), net, which relates to representations and warranties settlements tied to the ILC Dover transaction. Diluted EPS was $1.73 versus $0.61. Operating income rose to $782.5 million from $375.5 million, and the effective tax rate fell to 7.4% from 23.0%, partly reflecting a valuation allowance release and a nontaxable settlement. For the nine months, revenues were $5,960.9 million, up from $5,559.7 million, and net income attributable to the company was $1,118.8 million. Adjusted EBITDA was $584.4 million for the quarter, up from $544.6 million, and $1,573.4 million for the nine months, up from $1,513.7 million. Net cash provided by operating activities for the nine months was $1,143.4 million, and free cash flow was $1,055.6 million. Both figures include $187.5 million of representations and warranties settlement collections and $42.6 million of IEEPA tariff refunds. Management stated that these developments have not had a material impact on results to date. The balance sheet shows cash of $1,342.7 million and total debt of $4,736.5 million, with $700.2 million classified as current because the 5.197% notes due June 2027 were reclassified. The company had $2,600.0 million of unused revolver availability and reported compliance with its covenants. Treasury stock purchases were $689.1 million in the nine months. In a subsequent event on October 29, 2026, the Board authorized a $2.0 billion increase to the share repurchase program, on top of $312.6 million remaining under the existing authorization.

Oct 30, 2026 8-K

Ingersoll Rand 8-K Report, Financial Results (Oct 29, 2026)

Ingersoll Rand Inc. (NYSE: IR) reported third quarter 2026 results on October 29, 2026, with reported orders of $2,345 million, up 21% (up 18% organic), and reported revenues of $2,065 million, up 6% (up 4% organic). Reported net income attributable to Ingersoll Rand Inc. was $670 million, or $1.73 per diluted share, which includes a $380.1 million recovery of acquisition related losses. Adjusted net income attributable to Ingersoll Rand Inc. was $415 million, or $1.07 per share, up 24%; excluding IEEPA Tariff Refunds, it was $390 million, or $1.01 per share, up 17%. Adjusted EBITDA was $584 million, up 7%, with a 28.3% margin, or $552 million excluding IEEPA Tariff Refunds, up 1%, with a 26.7% margin. The company generated reported operating cash flow of $648 million and free cash flow of $623 million in the quarter. Liquidity stood at $3.9 billion as of September 30, 2026, including $1.3 billion of cash on hand and $2.6 billion of undrawn credit facility capacity. Net debt to LTM Adjusted EBITDA leverage was 1.6x, down 0.2x year over year. The Board authorized a $2 billion increase to the share repurchase program, incremental to the $313 million remaining, and the company returned approximately $358 million to shareholders in the quarter through $350 million of buybacks and $8 million of dividends. Ingersoll Rand also disclosed ILC Dover transaction recoveries of approximately $425.1 million gross, including the $187.5 million recovery announced in July 2026, with $25.0 million collected in Q2 2026, $162.5 million collected in Q3 2026, and the remainder expected in Q4. The company updated full-year 2026 guidance, calling for revenue growth of 5.5% to 7.0%, adjusted EBITDA excluding Q3 IEEPA Tariff Refunds of $2,130 million to $2,190 million, and adjusted EPS excluding Q3 IEEPA Tariff Refunds of $3.58 to $3.70. Management expects free cash flow conversion of 100% or more, including the ILC Dover recoveries.

Oct 29, 2026 10-Q

Ingersoll Rand Quarterly Report for Q2 Ended Jun 30, 2026

Ingersoll Rand Inc. reported second-quarter 2026 revenues of $2,048.8 million, up from $1,887.9 million in the prior-year quarter, with the filing attributing the increase primarily to higher organic revenues of $77.5 million, acquisitions of $53.4 million, and favorable foreign currency of $30.0 million. Operating income rose to $380.3 million from $76.4 million, and net income attributable to Ingersoll Rand was $256.8 million, compared with a net loss of $115.3 million a year earlier. The prior-year period included goodwill and intangible impairments and a $120.9 million equity method investment loss that did not recur, so the year-over-year comparison is distorted. Adjusted EBITDA was $519.9 million, and the company reported Free Cash Flow of $268.9 million for the quarter. For the six months ended June 30, 2026, revenues were $3,896.0 million and net income attributable to Ingersoll Rand was $448.9 million. Cash from operations was $495.6 million and Free Cash Flow was $432.3 million, both roughly flat with the prior year. The company repurchased $338.8 million of treasury stock during the six-month period, and cash and cash equivalents ended the period at $1,173.5 million. Total debt was $4,768.5 million, with $699.8 million classified as current because the 5.197% Senior Notes due June 2027 move into the current portion. Subsequent to quarter-end, the company settled with insurers for an additional $162.5 million related to the ILC Dover transaction, which will be recorded in the third quarter. The company also recorded a $25.0 million recovery from the same matter in the second quarter, and $10.3 million of IEEPA tariff refunds in cost of sales. Management notes that tariff developments have not had a material impact to date but could be material in the future.

Jul 31, 2026 8-K

Ingersoll Rand 8-K Report, Financial Results (Jul 30, 2026)

Ingersoll Rand Inc. (NYSE: IR) reported second quarter 2026 results in an 8-K furnished July 30, 2026, with reported orders of $2.04 billion (up 5%), reported revenues of $2.05 billion (up 9%), and reported net income attributable to Ingersoll Rand Inc. of $257 million, or $0.66 per share. Adjusted net income attributable to Ingersoll Rand Inc. was $339 million, or $0.86 per share (up 7%), and Adjusted EBITDA was $520 million (up 2%) with a 25.4% margin. Reported operating cash flow was $296 million and free cash flow was $269 million, and liquidity totaled $3.8 billion, including $1.2 billion of cash and $2.6 billion of undrawn credit capacity. By segment, Industrial Technologies and Services (IT&S) generated revenue of $1.62 billion (up 9%, or up 4% organic) but organic orders were roughly flat, and its Adjusted EBITDA margin fell 180 basis points to 26.8% on inflation and commercial investment pressures, mainly in China. Precision and Science Technologies (P&ST) grew orders 11% (7% organic) and revenue 8%, and its Adjusted EBITDA margin rose 200 basis points to 31.5%. Moody's upgraded the company one notch to Baa1 in June 2026. The company deployed $110 million to M&A in the quarter and returned about $248 million to shareholders through $240 million of buybacks and $8 million of dividends. Management raised its full-year 2026 guidance for revenue growth of 4.5% to 6.5% (organic growth of 1% to 3%, plus roughly 2.5% from M&A and roughly 1% from currency), Adjusted EBITDA of $2,130 million to $2,190 million, and Adjusted EPS of $3.45 to $3.57, with the company expecting results near the high end of that EPS range. The filing also discloses the pending Fai Filtri s.r.l. acquisition, expected to close in Q4 2026, and a U.S.-based blower manufacturer acquisition expected to close July 31, 2026.

Jul 30, 2026 8-K

Ingersoll Rand 8-K Report, Executive Changes (Jun 16, 2026)

Ingersoll Rand Inc. (IR) reported the results of its June 11, 2026 annual meeting of stockholders, at which 372,965,993 shares of common stock, or approximately 95.3% of the 391,332,297 shares entitled to vote (record date April 16, 2026), were present in person or by proxy. Stockholders approved the Ingersoll Rand Inc. 2026 Omnibus Incentive Plan, which became effective on approval. The Board had previously adopted the plan subject to stockholder approval. The material terms are described in the company's definitive Proxy Statement dated April 24, 2026, and the full plan is filed as Exhibit 10.1. Stockholders elected all ten director nominees to terms expiring at the 2027 annual meeting. They also ratified Deloitte & Touche LLP as the independent registered public accounting firm for fiscal 2026 and approved, on a non-binding advisory basis, the compensation of the named executive officers. The vote totals for each proposal are reported in the filing. For investors, the principal items are the approval of the 2026 Omnibus Incentive Plan, which governs future equity and incentive compensation, and the advisory say-on-pay vote. The filing reports the vote counts but does not describe the plan's share reserve or other economic terms, which are set out in the Proxy Statement and Exhibit 10.1.

Jun 16, 2026 10-Q

Ingersoll Rand Quarterly Report for Q1 Ended Mar 31, 2026

Ingersoll Rand Inc. reported first-quarter 2026 revenues of $1,847.2 million, up from $1,716.8 million in the same period of 2025, with the filing attributing the increase primarily to favorable foreign currency impact of $72.4 million and acquisitions of $63.9 million, partially offset by lower organic revenues of $5.9 million. Net income attributable to Ingersoll Rand Inc. rose to $192.1 million from $186.5 million, and diluted earnings per share were $0.49 compared with $0.46. Gross profit margin fell to 42.9% from 44.6%, which management attributed to unfavorable cost leverage on lower organic revenues, unfavorable product mix, and tariff-related pricing. Adjusted EBITDA increased to $469.1 million from $459.7 million, although its margin declined to 25.4% from 26.8%. Cash generation weakened in the quarter. Operating cash flow was $199.7 million versus $256.4 million a year earlier, and Free Cash Flow was $163.4 million versus $222.7 million, driven by higher working capital use and tax payments. The company repurchased $89.5 million of treasury stock during the quarter. Cash and cash equivalents were $1,274.4 million at March 31, 2026, against total debt of $4,778.8 million, and the company reported $2,600.0 million of unused availability under its Revolving Credit Facility and Commercial Paper Program. Segment results diverged. Industrial Technologies and Services revenues grew 6.8% to $1,444.5 million, but its Segment Adjusted EBITDA declined 0.9% to $385.5 million as margin fell 210 basis points to 26.7%. Precision and Science Technologies revenues rose 10.4% to $402.7 million and Segment Adjusted EBITDA rose 14.8% to $121.9 million. The company also completed the acquisition of Scinomix, Inc. for $46.7 million cash consideration in January 2026, and management noted that tariffs have not had a material impact to date but could be material in the future.

Apr 29, 2026 8-K

Ingersoll Rand 8-K Report, Financial Results (Apr 28, 2026)

Ingersoll Rand Inc. (NYSE: IR) reported first-quarter 2026 results on April 28, 2026, as furnished in Exhibit 99.1 to this Form 8-K. Reported orders were $1,978 million, up 5%, and reported revenues were $1,847 million, up 8%. Reported net income attributable to Ingersoll Rand Inc. was $192 million, or $0.49 per share. Adjusted net income attributable to Ingersoll Rand Inc. was $305 million, or $0.77 per share, up 7%, and Adjusted EBITDA was $469 million, up 2%, with a margin of 25.4%. Management said the company began 2026 with solid momentum and is confident in reaching its annual revenue target, citing a robust M&A pipeline. Segment performance was mixed. Industrial Technologies and Services (IT&S) reported revenues of $1,445 million, up 7% on a reported basis but down 2% organically, with Segment Adjusted EBITDA of $386 million, down 1%, and a margin of 26.7%, down 210 basis points. The company attributed the margin decline largely to organic volume declines and continued commercial investments, and said Middle East orders are expected to recover through the balance of the year. Precision and Science Technologies (P&ST) reported revenues of $403 million, up 10% (up 4% organic), with Segment Adjusted EBITDA of $122 million, up 15%, and a margin of 30.3%, up 120 basis points. Cash generation and balance sheet items were also reported. Operating cash flow was $200 million and free cash flow was $163 million, compared with $256 million and $223 million in the prior-year period. Liquidity totaled $3.9 billion, including $1.3 billion of cash on hand. Net debt to Adjusted EBITDA leverage was 1.7x, up 0.1x year over year. The company deployed $52 million on the Scinomix acquisition, returned about $97 million to shareholders, and announced the signing of the Fox s.r.l. acquisition, expected to close on April 30, 2026. Full-year 2026 guidance was maintained, including revenue growth of 2.5% to 4.5% and Adjusted EPS of $3.45 to $3.57.

Apr 28, 2026 10-K

Ingersoll Rand Annual Report, Year Ended Dec 31, 2025

Ingersoll Rand Inc. (NYSE: IR) reported 2025 revenues of $7.65 billion, up from $7.24 billion in 2024, with the increase driven primarily by acquisitions of $419.9 million and favorable foreign currency of $92.0 million, partially offset by lower organic revenues of $96.0 million. Net income fell to $588.8 million from $846.3 million, reflecting non-cash impairments of goodwill ($229.7 million) and other intangible assets ($43.7 million), plus a $127.1 million loss on equity method investments, which included a $120.9 million impairment of its HPS stake. Adjusted EBITDA rose to $2.09 billion from $2.02 billion, though its margin declined to 27.4% from 27.9%. Cash flow from operations was $1.36 billion and free cash flow was $1.22 billion. The company spent $1.02 billion repurchasing stock, paid $525.0 million for acquisitions, and ended the year with $1.25 billion in cash against total debt of $4.78 billion. Liquidity remained supported by $2.6 billion of unused availability under both the Revolving Credit Facility and Commercial Paper Program. By segment, Industrial Technologies and Services generated $6.06 billion in revenue with Segment Adjusted EBITDA of $1.75 billion (28.9% margin), while Precision and Science Technologies generated $1.59 billion in revenue, up 12.5%, with Segment Adjusted EBITDA of $478.0 million (30.0% margin). The company stated that as of the filing date it did not believe cybersecurity risks had materially affected it.

Feb 17, 2026 8-K

Ingersoll Rand 8-K Report, Financial Results (Feb 12, 2026)

Ingersoll Rand Inc. (NYSE: IR) reported fourth-quarter and full-year 2025 results in a press release furnished as Exhibit 99.1 to this Form 8-K. For the full year 2025, orders were $7,716 million, up 9%; revenues were $7,651 million, up 6%; net income attributable to Ingersoll Rand Inc. was $581 million, or $1.45 per share; and Adjusted EBITDA was $2,094 million, up 4%, with a 27.4% margin. Operating cash flow was $1,356 million and free cash flow was $1,220 million. The company returned $1,050 million to shareholders through share repurchases and dividends during the year. Fourth-quarter revenues were $2,091 million, up 10%, and Adjusted EPS was $0.96, up 14% on adjusted net income. The company's 2026 guidance calls for revenue growth of 2.5% to 4.5%, comprising currency of +1%, M&A of +1.5%, and organic growth of flat to 2%. Adjusted EBITDA is expected between $2,130 million and $2,190 million, and Adjusted EPS between $3.45 and $3.57, which the filing describes as 5% growth at the midpoint. Free cash flow conversion to adjusted net income is expected to be about 95%, with capital expenditures around 2% of sales. At the segment level, Industrial Technologies and Services (IT&S) fourth-quarter Segment Adjusted EBITDA margin declined 140 basis points to 28.9%, which the company attributed primarily to tariffs and commercial investments. Precision and Science Technologies (P&ST) margin rose 280 basis points to 30.4% on operational execution. The company also disclosed a January 2026 acquisition of Scinomix, Inc. The filing notes a goodwill impairment of $229.7 million and other intangible asset impairments of $43.7 million for full-year 2025.

Feb 12, 2026 8-K

Ingersoll Rand 8-K Report, Executive Changes (Dec 17, 2025)

Ingersoll Rand Inc. (NYSE: IR) filed a Form 8-K on December 17, 2025 reporting two items: a board appointment under Item 5.02 and a press release furnished under Item 7.01. The Board increased its size to ten directors and appointed Jerome Guillen as a director, effective January 1, 2026, to serve until the 2026 Annual Meeting of Stockholders. The Board also appointed him to the Compensation Committee and the Sustainability Committee, and determined he is independent under New York Stock Exchange listing standards and the Company's Corporate Governance Guidelines. He will be compensated under the Company's non-employee director compensation policy, as described in the 2025 proxy statement filed April 25, 2025. According to the filing, Mr. Guillen spent more than two decades in leadership roles in the automotive and transportation industries, most recently as a president at Tesla, Inc. He also previously held leadership roles at Daimler AG and McKinsey & Company, and serves on the board of Vale Base Metals. The company's chairman and CEO, Vicente Reynal, said his experience in transformative projects and innovation will support the company's commitment to sustainable organic growth. The filing contains no financial results, guidance, or other quantitative information.

Dec 17, 2025 10-Q

Ingersoll Rand Quarterly Report for Q3 Ended Sep 30, 2025

Ingersoll Rand Inc. reported third-quarter 2025 revenues of $1,955.0 million, up from $1,861.0 million a year earlier, with net income attributable to Ingersoll Rand Inc. of $244.1 million versus $221.6 million. Growth was driven primarily by acquisitions of $88.3 million and higher pricing of $49.4 million, partially offset by lower organic volumes of $73.7 million. Diluted EPS was $0.61 compared with $0.54. Adjusted EBITDA rose to $544.6 million from $532.7 million, though its margin declined to 27.9% from 28.6%, which management attributed to unfavorable cost leverage on lower organic volumes and tariff-related pricing. Nine-month results were weaker, reflecting non-cash impairments recorded in the second quarter of 2025. The company recognized goodwill impairments of $229.7 million, a $36.1 million impairment of an indefinite-lived tradename, and a $127.1 million loss on equity method investments tied to its HPS stake. Net income attributable to Ingersoll Rand Inc. fell to $315.3 million from $608.8 million, and nine-month operating income declined to $754.4 million from $921.3 million. Nine-month cash flow from operations was $856.7 million, and free cash flow was $758.6 million. Balance sheet capacity remains substantial. Cash and cash equivalents stood at $1,176.6 million, total debt at $4,788.1 million, and $2,600.0 million was available under the Revolving Credit Facility. Acquisitions consumed $459.8 million of cash in the nine months, including TMIC/Adicomp for $193.7 million. The company also bought $703.3 million of treasury stock during the period, and $2,201.5 million of treasury stock now sits on the balance sheet.

Oct 31, 2025 8-K

Ingersoll Rand 8-K Report, Financial Results (Oct 30, 2025)

Ingersoll Rand Inc. (NYSE: IR) reported third quarter 2025 results on October 30, 2025, with orders of $1,942 million (up 8%), revenues of $1,955 million (up 5%), and net income attributable to Ingersoll Rand Inc. of $244 million, or $0.61 per diluted share. Adjusted net income was $346 million, or $0.86 per share, and Adjusted EBITDA was $545 million, up 2%, with a margin of 27.9%. Operating cash flow was $355 million and free cash flow was $326 million. Liquidity stood at $3.8 billion as of September 30, 2025, including $1.2 billion of cash on hand and $2.6 billion of undrawn credit facility capacity. By segment, Industrial Technologies and Services orders rose 7% (0.3% organic) while revenues rose 5% (down 2% organic), and segment Adjusted EBITDA margin fell 170 basis points to 29.0%, which the company attributed largely to organic volume declines, tariffs, and commercial investments. Precision and Science Technologies orders rose 11% (7% organic), revenues rose 5% (2% organic), and segment Adjusted EBITDA margin improved 80 basis points to 30.8%. Net debt-to-Adjusted EBITDA leverage was 1.8x, up 0.1x year over year. In the quarter the company deployed $249 million to M&A, closed the Dave Barry Plastics acquisition in August, and returned $201 million to shareholders through $193 million of share repurchases and $8 million of dividends. The company revised its full-year 2025 guidance, now calling for total revenue growth of 4-6%, organic revenue of (2)-0%, Adjusted EBITDA of $2,060 million to $2,090 million (+2% to +4% year over year), and Adjusted EPS of $3.25 to $3.31 ((1%) to +1% year over year). The filing also reports year-to-date goodwill and other intangible asset impairments of $265.8 million.

Oct 30, 2025 8-K

Ingersoll Rand 8-K Report, Financial Results (Jul 31, 2025)

Ingersoll Rand Inc. (NYSE: IR) reported second quarter 2025 results, which it described as record second-quarter orders, revenues and Adjusted EBITDA. Reported orders were $1,940 million, up 8%, and reported revenues were $1,888 million, up 5%. The company reported a net loss attributable to Ingersoll Rand Inc. of $115 million, or $0.29 per share, driven by non-cash impairments of $265.8 million. Excluding these and other adjustments, Adjusted net income was $325 million, or $0.80 per share, and Adjusted EBITDA was $509 million, up 3%, with a margin of 27.0%. By segment, Industrial Technologies and Services reported orders of $1,561 million, up 7% (up 1% organic), and revenues of $1,492 million, up 2% (down 4% organic). Precision and Science Technologies reported orders of $379 million, up 13% (down 5% organic), and revenues of $396 million, up 17% (down 2% organic). The company reported operating cash flow of $246 million and free cash flow of $210 million, and ended the quarter with liquidity of $3.9 billion, including $1.3 billion of cash on hand. It returned approximately $508 million to shareholders, including $500 million in share repurchases, and deployed $47 million to M&A in the quarter. Management raised full-year 2025 guidance for revenue (4% to 6% growth), Adjusted EBITDA ($2,100 million to $2,160 million, up 4% to 7% year over year) and Adjusted EPS ($3.34 to $3.46, up 2% to 5%). Organic revenue guidance is (2)% to 0% for the company and for each segment.

Jul 31, 2025 10-Q

Ingersoll Rand Quarterly Report for Q2 Ended Jun 30, 2025

Ingersoll Rand Inc. reported a net loss attributable to the company of $115.3 million for the three months ended June 30, 2025, compared with net income of $185.0 million a year earlier, as revenue rose to $1,887.9 million from $1,805.3 million. The decline was driven mainly by non-cash impairments: $229.7 million of goodwill and $36.1 million of other intangible assets in the Precision and Science Technologies segment, plus a $120.9 million impairment of its equity method investment in the legacy High Pressure Solutions business. For the six months ended June 30, 2025, revenue was $3,604.7 million and net income attributable to the company was $71.2 million, versus $387.2 million in the prior-year period. Adjusted EBITDA rose to $509.4 million for the quarter and $969.1 million for the six months, while Free Cash Flow was $433.1 million for the six months, up from $382.4 million. Acquisitions contributed $116.4 million to second-quarter revenue, offset by lower organic volumes of $94.7 million and higher pricing of $33.1 million. Interest expense increased to $62.7 million for the quarter from $50.8 million, reflecting debt raised to fund the ILC Dover acquisition. Cash and cash equivalents were $1,310.6 million at June 30, 2025, and the company had $2,600.0 million of unused availability under its Revolving Credit Facility and Commercial Paper Program. Management stated that the goodwill and intangible impairments were partly driven by higher discount rates and reduced forecasts for the Biopharma and Aerospace & Defense reporting units. After the quarter end, on July 1, 2025, the company completed the acquisition of Termomeccanica Industrial Compressors S.p.A. and Adicomp S.p.A. for approximately €160 million. The company also repurchased $510.2 million of treasury stock in the six-month period, and its board increased the share repurchase authorization by $1.0 billion on May 1, 2025.

Jul 31, 2025 8-K

Ingersoll Rand 8-K Report, Executive Changes (Jul 15, 2025)

Ingersoll Rand Inc. (NYSE: IR) reported in this Form 8-K filed July 15, 2025 that its Board of Directors, on July 14, 2025, reset the Board size to nine directors and appointed Aurobind Satpathy as a director effective July 15, 2025, to serve until the 2026 Annual Meeting of Stockholders. The Board also appointed Mr. Satpathy to the Nominating and Corporate Governance Committee and the Sustainability Committee, and determined he is independent under New York Stock Exchange listing standards and the Company's Corporate Governance Guidelines. As a non-employee director, Mr. Satpathy will be compensated on a prorated basis under the Company's director compensation policy, including a restricted stock unit award under the Amended and Restated 2017 Omnibus Incentive Plan, to be granted on August 6, 2025. The filing states he has no arrangements with others for his selection and is not party to any related-person transaction requiring disclosure under Item 404(a) of Regulation S-K. The Company issued a press release on July 15, 2025, furnished as Exhibit 99.1 under Regulation FD. The release describes Mr. Satpathy as a senior partner at McKinsey & Company with nearly 30 years of experience, and quotes Chairman and CEO Vicente Reynal on his expertise. The filing presents this as a governance update and contains no financial results or guidance.

Jul 15, 2025 8-K

Ingersoll Rand 8-K Report, Executive Changes (Jun 17, 2025)

Ingersoll Rand Inc. (IR) reported in this Form 8-K, filed June 17, 2025, that its Board of Directors, on June 12, 2025, expanded the role of Michael Weatherred, Senior Vice President, IR Execution Excellence (IRX), Business and Commercial Excellence, to also lead the Company's Precision & Science Technologies ("PST") segment. His new title is Senior Vice President PST Segment, Demand Generation and Execution, and he will develop processes, built on IRX, to support growth, margin expansion, and optimized capital allocation across PST. The Compensation Committee approved compensation changes for Mr. Weatherred effective June 16, 2025, including an annual base salary rate of $600,000, a revised annual cash payout opportunity of 85% under the Management Incentive Plan (with PST performance goals for the period after the Effective Date), and equity awards. The Committee also approved an additional equity award for Andrew Schiesl, Senior Vice President, General Counsel, Chief Compliance Officer, following a market review by its independent compensation consultant, to keep his total compensation market competitive and retentive. The equity grants to Mr. Weatherred and Mr. Schiesl are denominated as follows: Mr. Weatherred receives $75,000 in restricted stock units, $75,000 in stock options and $150,000 in performance stock units; Mr. Schiesl receives $112,500 in restricted stock units, $112,500 in stock options and $225,000 in performance stock units. The actual award amounts will be set on the grant date of August 6, 2025. Restricted stock units and options vest 25% per year over four years, and performance stock units are evaluated after a performance period from January 1, 2025 to December 31, 2027.

Jun 17, 2025 8-K

Ingersoll Rand 8-K Report, Shareholder Vote Results (Jun 16, 2025)

Ingersoll Rand Inc. held its 2025 annual meeting of stockholders on June 12, 2025. Holders of 383,328,167 shares, or approximately 95.01% of the 403,447,247 shares entitled to vote (record date April 17, 2025), were present in person or by proxy. The filing reports final results on three proposals described in the company's definitive proxy statement dated April 25, 2025. Stockholders elected all eight director nominees, Vicente Reynal, William P. Donnelly, Jennifer Hartsock, John Humphrey, Marc E. Jones, JoAnna A. Sohovich, Mark P. Stevenson and Michelle Swanenburg, to terms expiring at the 2026 annual meeting. Stockholders also ratified Deloitte & Touche LLP as the independent registered public accounting firm for fiscal 2025, with 372,593,679 votes for, 10,060,952 against and 673,536 abstentions. In a non-binding advisory vote, stockholders approved the compensation of the named executive officers as described in the proxy statement, with 355,188,185 votes for, 14,093,734 against and 1,020,013 abstentions. Broker non-votes were 13,026,235 on the director and compensation proposals.

Jun 16, 2025 10-Q

Ingersoll Rand Quarterly Report for Q1 Ended Mar 31, 2025

Ingersoll Rand Inc. reported first-quarter 2025 revenues of $1,716.8 million, up from $1,670.1 million in the prior-year quarter, with the filing attributing the increase primarily to acquisitions of $139.5 million and higher pricing of $23.8 million, partially offset by lower organic volumes of $88.9 million and unfavorable foreign currency impact of $27.7 million. Operating income rose to $302.5 million from $293.2 million, but net income attributable to Ingersoll Rand Inc. declined to $186.5 million from $202.2 million, mainly due to higher interest expense of $61.2 million versus $36.8 million, which the filing ties to debt issued to fund the ILC Dover acquisition. Diluted EPS was $0.46 versus $0.50. Cash generation improved meaningfully. Net cash provided by operating activities was $256.4 million compared with $161.6 million, and free cash flow, a non-GAAP measure defined by the company as operating cash flow less capital expenditures, was $222.7 million versus $99.3 million. Adjusted EBITDA was essentially flat at $459.7 million, and the company's Segment Adjusted EBITDA margin declined in both segments. Cash and cash equivalents were $1,612.8 million at March 31, 2025, and the company reported $2,600.0 million of unused availability under its Revolving Credit Facility and Commercial Paper Program. Management noted that U.S. tariff policy and reciprocal trade measures have not had a material impact to date but could be material in the future. The filing also discloses a subsequent event: on May 1, 2025, the Board authorized a $1.0 billion increase to the share repurchase program, incremental to the $993.0 million remaining under the existing authorization.

May 2, 2025 8-K

Ingersoll Rand 8-K Report, Financial Results (May 1, 2025)

Ingersoll Rand Inc. (NYSE: IR) reported first quarter 2025 results on May 1, 2025, furnished under Item 2.02 via Exhibit 99.1. Reported orders were $1,882 million, up 10%, and reported revenues were $1,717 million, up 3%. Reported net income attributable to Ingersoll Rand Inc. was $187 million, or $0.46 per share, while adjusted net income was $293 million, or $0.72 per share. Adjusted EBITDA was $460 million, flat, with a margin of 26.8%, down 70 basis points year over year. Operating cash flow was $256 million and free cash flow was $223 million, up 59% and 124% respectively. Liquidity stood at $4.2 billion as of March 31, 2025. By segment, Industrial Technologies and Services reported orders of $1,487 million, up 6% (up 3% organic), and revenues of $1,352 million, down 2% (down 4% organic). Precision and Science Technologies reported orders of $395 million, up 28% (up 3% organic), and revenues of $365 million, up 23% (down 3% organic). Net debt to Adjusted EBITDA leverage was 1.6x, an increase of 0.9x from the prior year, driven primarily by the ILC Dover acquisition. The company updated its full-year 2025 guidance, lowering Adjusted EBITDA to $2,070 million–$2,130 million from $2,130 million–$2,190 million, and Adjusted EPS to $3.28–$3.40 from $3.38–$3.50. The Board authorized a $1 billion increase to the share repurchase program, incremental to $993 million remaining, and the company is targeting up to $750 million of share repurchases over the remainder of 2025.

May 1, 2025 8-K

Ingersoll Rand 8-K Report, Executive Changes (Apr 3, 2025)

Ingersoll Rand Inc. (NYSE: IR) filed this Current Report on Form 8-K dated April 3, 2025, to disclose the appointment of Michelle Swanenburg to its Board of Directors, effective April 3, 2025. The Board, acting on the recommendation of its Nominating and Corporate Governance Committee, named her a director to serve until the 2025 Annual Meeting of Stockholders. She was also appointed to the Compensation Committee and the Sustainability Committee, and the Board determined she is independent under New York Stock Exchange listing standards. The filing states she has no arrangements or understandings with any other person regarding her selection and is not party to any related-person transaction requiring disclosure under Item 404(a) of Regulation S-K. As a non-employee director, Ms. Swanenburg will receive prorated compensation under the company's director pay policy: an annual retainer of $61,875 and restricted stock units valued at $144,375. The number of RSUs will be based on the NYSE closing price on May 5, 2025, the grant date, and the units vest in full on the one-year anniversary of that grant date. The filing also furnishes a press release, Exhibit 99.1, which describes Ms. Swanenburg as head of Human Resources at T. Rowe Price and notes her prior role as head of HR at Oaktree Capital Management. For investors, this is a governance update rather than a financial disclosure; the filing contains no operating results or financial figures for Ingersoll Rand. The announcement frames her expertise in human capital management, corporate governance and shareholder engagement as supporting the company's Deploy Talent strategic imperative.

Apr 3, 2025 8-K

Ingersoll Rand 8-K Report, Executive Changes (Mar 28, 2025)

Ingersoll Rand Inc. (IR) filed this Current Report on Form 8-K on March 28, 2025, under Item 5.02 (Departure of Directors or Certain Officers). The filing discloses that Julie A. Schertell, a member of the Board of Directors, notified the Board on March 27, 2025, of her intention to resign. Ms. Schertell's resignation is effective March 27, 2025. She is leaving the Board as well as her seats on the Nominating and Corporate Governance Committee and the Sustainability Committee of the Board. The filing states that the resignation was not the result of any disagreement with the Company, its management, or any other Board member. For investors, the filing reports a board-level change without any stated dispute, and it does not identify a replacement director or any compensatory arrangements in connection with the departure.

Mar 28, 2025 10-K

Ingersoll Rand Annual Report, Year Ended Dec 31, 2024

Ingersoll Rand Inc. (NYSE: IR) reported 2024 revenues of $7,235.0 million, up from $6,876.1 million in 2023, an increase of $358.9 million or 5.2%. The growth was driven primarily by acquisitions of $471.2 million and higher pricing of $153.3 million, partially offset by lower organic volumes of $241.9 million. Gross profit rose to $3,170.0 million (43.8% of revenues versus 41.9% in 2023), and operating income increased to $1,300.1 million from $1,164.3 million. Net income attributable to Ingersoll Rand Inc. was $838.6 million, compared with $778.7 million in 2023. Adjusted EBITDA reached $2,018.1 million, or 27.9% of revenues, up from 26.0% in 2023. Free cash flow was $1,247.6 million, slightly below $1,272.0 million in 2023. The year was defined by major acquisitions, most notably ILC Dover, acquired in June 2024 for initial cash consideration of $2,349.7 million. Net cash paid in acquisitions totaled $2,958.7 million, funded substantially by $3,300.0 million of new senior notes issued in May 2024 and a new $2,600 million unsecured revolving credit facility. Total debt rose to $4,757.5 million at year-end from $2,723.6 million, and interest expense increased to $213.2 million from $156.7 million. Cash and cash equivalents were $1,541.2 million at December 31, 2024. The company also repurchased $260.7 million of common stock and paid $32.3 million in dividends. Investors should note that goodwill and other intangible assets represented $12.5 billion, or 70%, of total assets, and two Precision and Science Technologies reporting units, which include the ILC Dover goodwill, had limited impairment cushions of 5% to 16%. The company also divested its asbestos liabilities in June 2024 for a pre-tax loss of $58.8 million. Management reported that 57% of revenues came from customers outside the United States and that aftermarket revenue represented 36.4% of total revenue.

Feb 19, 2025 8-K

Ingersoll Rand 8-K Report, Financial Results (Feb 13, 2025)

Ingersoll Rand Inc. (NYSE: IR) reported record results for the fourth quarter and full year ended December 31, 2024, according to a press release furnished as Exhibit 99.1 to this Form 8-K. For the full year 2024, reported orders were $7,106 million, up 4%; reported revenues were $7,235 million, up 5%; and net income attributable to Ingersoll Rand Inc. was $839 million, or $2.06 per share. Adjusted net income was $1,349 million, or $3.29 per share, up 11%, and Adjusted EBITDA was $2,018 million, up 13%, with a margin of 27.9%. Reported operating cash flow was $1,397 million and free cash flow was $1,248 million, a free cash flow margin of 17%. The company returned $293 million to shareholders through share repurchases and dividends during 2024. For the fourth quarter, reported revenues were $1,899 million, up 4%, and Adjusted EBITDA was $532 million, up 6%. Fourth-quarter organic revenue declined in both segments, with Industrial Technologies and Services flat and Precision and Science Technologies down 5% organically. Net debt to Adjusted EBITDA leverage was 1.6x at quarter end, up 1.0x from the prior year, which the company attributed to the ILC Dover acquisition completed in the second quarter of 2024. Liquidity was $4.1 billion, including $1.5 billion of cash and $2.6 billion of undrawn credit capacity. For 2025, management guides to total revenue growth of 3% to 5%, including organic growth of 1% to 3%, Adjusted EBITDA of $2,130 million to $2,190 million (up 6% to 9%), and Adjusted EPS of $3.38 to $3.50 (up 3% to 6%). The guidance reflects an expected FX impact of about 2% on revenue and approximately $300 million, or about 4%, from completed M&A, with M&A revenue expected mainly in the first half of the year.

Feb 13, 2025 10-Q

Ingersoll Rand Quarterly Report for Q3 Ended Sep 30, 2024

Ingersoll Rand Inc. reported third-quarter 2024 revenues of $1,861.0 million, up from $1,738.9 million a year earlier, and net income attributable to Ingersoll Rand Inc. of $221.6 million versus $208.3 million. Diluted EPS was $0.54 compared with $0.51. The filing attributes the revenue increase primarily to acquisitions of $155.1 million and higher pricing of $32.3 million, partially offset by lower organic volumes of $73.2 million. Operating income rose to $356.3 million from $318.4 million, and Adjusted EBITDA increased to $532.7 million from $461.5 million, with Adjusted EBITDA margin of 28.6% versus 26.5%. The balance sheet changed materially during the first nine months of 2024, driven by the June 3, 2024 acquisition of ILC Dover for initial cash consideration of $2,349.7 million. Total debt rose to $4,785.4 million at September 30, 2024 from $2,723.6 million at December 31, 2023, following the issuance of $3,300.0 million of senior notes in May 2024. Goodwill increased to $8,206.2 million and other intangible assets to $4,445.8 million. Cash and cash equivalents declined to $1,376.9 million. Net cash used in investing activities was $2,872.8 million, reflecting $2,759.1 million in net cash paid for acquisitions. Other notable items include a $58.8 million pre-tax loss (or $51.2 million after tax) from the June 2024 divestiture of three subsidiaries holding asbestos liabilities, and free cash flow of $756.7 million for the nine months versus $720.2 million a year earlier. The company also reported a $2,600.0 million unused New Revolving Credit Facility and a commercial paper program established in August 2024. Subsequent to quarter-end, on October 1, 2024, the company completed the acquisition of Air Power Systems Co., LLC for an upfront cash price of $112 million.

Nov 1, 2024 8-K

Ingersoll Rand 8-K Report, Financial Results (Oct 31, 2024)

Ingersoll Rand Inc. (NYSE: IR) furnished an 8-K on October 31, 2024 under Item 2.02 containing its press release reporting results for the quarter ended September 30, 2024. Third-quarter orders were $1,799 million, up 10%, and reported revenues were $1,861 million, up 7%. Reported net income attributable to Ingersoll Rand Inc. was $222 million, or $0.54 per diluted share, while adjusted net income was $345 million, or $0.84 per share. Adjusted EBITDA was $533 million, up 15%, with a margin of 28.6%, up 210 basis points. Reported operating cash flow was $404 million and free cash flow was $374 million, up 2%. Liquidity stood at $4.0 billion, including $1.4 billion of cash and $2.6 billion of undrawn credit capacity. The company updated its full-year 2024 guidance. Total revenue growth is now expected at 5% to 7%, down from the prior 6% to 8%. Adjusted EBITDA guidance was narrowed to $2,010 million to $2,040 million, from $2,010 million to $2,060 million. Adjusted EPS guidance was narrowed to $3.28 to $3.34, from $3.27 to $3.37. Organic revenue guidance was lowered to (2)% to 0% for the company and for each segment, from 0% to 2%. M&A contribution was raised to approximately $455 million from approximately $440 million. Net debt to Adjusted EBITDA leverage was 1.7x, up 0.8x year over year, driven mainly by the ILC Dover acquisition closed in the second quarter of 2024. The company deployed $15 million to M&A in the quarter and closed four acquisitions in October 2024. It also returned about $71 million to shareholders through $63 million of share repurchases and $8 million of dividends. Management said the company remains on track toward its long-term Investor Day targets of double-digit Adjusted EPS growth and strong free cash flow generation.

Oct 31, 2024 8-K

Ingersoll Rand 8-K Report, Executive Changes (Aug 23, 2024)

On August 20, 2024, the Compensation Committee of Ingersoll Rand Inc. granted supplemental equity awards to Vikram Kini, Senior Vice President and Chief Financial Officer, and Michael Weatherred, Senior Vice President, IR Execution Excellence (IRX) and Business Excellence. The grants followed a comprehensive mid-year review of named executive officer compensation, conducted with the Company's independent compensation consultant, to ensure total compensation remains market competitive. Mr. Kini received 3,591 restricted stock units (RSUs) and 8,694 stock options. Mr. Weatherred received 3,867 RSUs and 9,363 stock options. Both sets of awards vest in four equal annual installments beginning August 20, 2025. The stock options carry an exercise price of $90.50, the Company's closing share price on August 20, 2024. The awards are intended to supplement the 2024 annual long-term incentive awards previously reported, and they are subject to the same terms and conditions. The Committee states that it expects to incorporate the value of these supplemental awards into the annual grants to Mr. Kini and Mr. Weatherred in future award cycles. The filing is primarily a compensation disclosure under Item 5.02 and does not report financial results or other operating information.

Aug 23, 2024 8-K

Ingersoll Rand 8-K Report, Regulation FD Disclosure (Aug 16, 2024)

On August 13, 2024, Ingersoll Rand Inc. established a commercial paper program under which it may issue short-term, unsecured commercial paper notes. The aggregate face or principal amount of notes outstanding at any time may not exceed $2.6 billion, and amounts may be borrowed, repaid, and re-borrowed. The filing states that no notes are currently outstanding under the program. The notes will have maturities of up to 397 days and will rank at least pari passu with the company's other unsecured and unsubordinated indebtedness. The company says the program is intended to provide additional financing flexibility for various purposes, including acquisitions, and that it remains committed to its investment grade credit rating. One or more commercial paper dealers will act as dealers under separate dealer agreements. The notes are offered under the Section 4(a)(2) exemption and have not been registered under the Securities Act or state securities laws. The filing is a Regulation FD disclosure under Item 7.01. The information is furnished rather than filed for Exchange Act Section 18 purposes, and it is not an offer to sell or a solicitation to buy any notes. The filing also includes standard forward-looking statement cautions, referring readers to risk factors in the company's most recent Form 10-K.

Aug 16, 2024 10-Q

Ingersoll Rand Quarterly Report for Q2 Ended Jun 30, 2024

Ingersoll Rand Inc. reported second-quarter 2024 revenues of $1,805.3 million, up from $1,686.5 million a year earlier, with net income of $186.5 million compared with $180.8 million and diluted earnings per share of $0.45 versus $0.44. Growth was driven mainly by acquisitions of $117.0 million and higher pricing of $42.3 million, partially offset by lower organic volumes of $26.1 million. Operating income was roughly flat at $271.8 million versus $272.4 million, as a $58.8 million pre-tax loss on the sale of asbestos-related subsidiaries and higher acquisition-related expenses were recorded in other operating expense, net, which rose to $88.2 million. Adjusted EBITDA increased to $494.6 million from $424.7 million, and the company reported Adjusted EBITDA margin of 27.4% versus 25.2% in the prior-year quarter. The balance sheet changed substantially during the period. On June 3, 2024, the company completed the acquisition of ILC Dover for initial cash consideration of $2,360.2 million, funded in part by $3,300.0 million of new senior notes issued May 10, 2024. Total debt rose to $4,755.4 million from $2,723.6 million at year-end 2023, while cash and cash equivalents fell to $1,062.5 million from $1,595.5 million. Goodwill increased to $8,217.1 million and other intangible assets to $4,478.2 million. The company also entered a new $2,600.0 million unsecured revolving credit facility, of which none was drawn at June 30, 2024. Free cash flow for the six months was $382.4 million, compared with $351.5 million a year earlier, and the company repurchased treasury stock of $135.5 million in the period. Management stated it was in compliance with all debt covenants at June 30, 2024. Investors will likely focus on the integration of ILC Dover, the higher debt load and its interest cost, and whether organic volume weakness persists.

Aug 2, 2024 8-K

Ingersoll Rand 8-K Report, Financial Results (Jul 31, 2024)

Ingersoll Rand Inc. (NYSE: IR) furnished a press release dated July 31, 2024 under Item 2.02, reporting record second-quarter revenues, Adjusted EBITDA, and Adjusted EPS for the quarter ended June 30, 2024. Reported revenues were $1,805 million, up 7% (up 1% organic), and orders were $1,799 million, up 4% (down 1% organic). Reported net income attributable to Ingersoll Rand was $185 million, or $0.45 per diluted share, while Adjusted net income was $341 million, or $0.83 per share. Adjusted EBITDA was $495 million, up 16%, with a margin of 27.4%, up 220 basis points. Operating cash flow was $305 million and free cash flow was $283 million, up 39%. The company raised its full-year 2024 guidance. Total revenue growth is now expected at 6% to 8%, up from 4% to 6%, with organic growth lowered to 0% to 2% from 2% to 4%, largely due to China. Adjusted EBITDA guidance rose to $2,010 million to $2,060 million, and Adjusted EPS guidance rose to $3.27 to $3.37. The filing attributes the revenue increase mainly to recent M&A, partly offset by FX and lower organic growth expectations. During the quarter the company deployed $2.6 billion to M&A, including the ILC Dover acquisition, and closed several other deals. It issued $3.3 billion of unsecured investment grade bonds in May 2024, which were used in part to repay term loans and fund ILC Dover. Net debt to Adjusted EBITDA was 2.0x, and liquidity totaled $3.7 billion, including $1.1 billion of cash and $2.6 billion of undrawn credit facility capacity. The company also reported a $58.8 million loss on an asbestos-related asset sale in the quarter.

Jul 31, 2024 8-K

Ingersoll Rand 8-K Report, Shareholder Vote Results (Jun 17, 2024)

Ingersoll Rand Inc. filed this Form 8-K to report the final voting results from its 2024 annual meeting of stockholders, held June 13, 2024. Holders of 376,796,509 shares, or approximately 93.37% of the 403,534,346 shares entitled to vote, were present in person or by proxy. The filing covers three proposals, each described in more detail in the company's definitive proxy statement dated April 26, 2024. Stockholders elected all ten director nominees, each to a term expiring at the 2025 annual meeting. Stockholders ratified the appointment of Deloitte & Touche LLP as the independent registered public accounting firm for fiscal 2024. They also approved, on a non-binding advisory basis, the compensation of the named executive officers as described in the proxy statement. For investors, the filing shows broad support for the board slate, the auditor, and executive pay. Director vote totals ranged from 343,765,768 to 362,054,390 votes for, with between 159,171 and 18,184,941 votes against for each nominee, and most nominees received well over 350 million votes for. The say-on-pay proposal received 343,474,703 votes for and 18,077,084 votes against.

Jun 17, 2024 8-K

Ingersoll Rand 8-K Report, Regulation FD Disclosure (Jun 10, 2024)

On June 10, 2024, Ingersoll Rand Inc. permanently divested its legacy asbestos liability by selling its wholly-owned subsidiaries that hold these liabilities and the related insurance assets to Delticus, a corporate liability acquisition platform owned by entities affiliated with Third Point LLC. Delticus assumes management of the divested subsidiaries, including management of their claims and insurance policy reimbursements. At closing, the divested entities were capitalized with a total of $188.5 million, comprising $143.5 million from insurance settlement proceeds, $35 million from affiliates of Delticus, and $10 million from Ingersoll Rand. The company and its board received a solvency opinion from an independent advisory firm supporting the determination that the divested entities were solvent and adequately capitalized before, at the time of, and after the sale. As a result, no asbestos liabilities or related insurance assets will be included in Ingersoll Rand's consolidated year-end 2024 balance sheet. Management stated the sale provides greater long-term financial certainty for investors and allows the company to keep focusing on organic and inorganic investments to advance its capabilities and expand its addressable markets. Evercore acted as exclusive financial advisor to Ingersoll Rand, and Simpson Thacher & Bartlett LLP as legal counsel. The information is furnished under Item 7.01 (Regulation FD Disclosure) and is not deemed filed under Section 18 of the Exchange Act.

Jun 10, 2024 8-K

Ingersoll Rand 8-K Report, Regulation FD Disclosure (Jun 4, 2024)

Ingersoll Rand Inc. (IR) filed this Form 8-K under Item 7.01 (Regulation FD Disclosure) to report that Chairman, President and Chief Executive Officer Vicente Reynal sold an aggregate of 456,974 shares of common stock on June 3 and June 4, 2024. The shares were obtained from the exercise of stock options granted in May 2015 that were set to expire in less than a year. After the exercise price and withholding taxes, the exercise resulted in approximately 213,200 net shares sold. The filing states that the sales were made under a Rule 10b5-1 trading arrangement Mr. Reynal adopted on March 3, 2024, which was previously disclosed. The company says he continues to hold a meaningful stake, with total beneficial ownership of 345,669 shares and 1,247,499 vested stock options. It also notes he retains substantial unvested equity, including 1,000,000 performance-based restricted stock units from a September 2022 leadership award, and 167,875 performance-based RSUs, 69,085 time-based RSUs and 366,030 stock options from annual grants. For investors, the filing is primarily an insider-transaction disclosure. The company characterizes the sales as the required exercise of expiring options under a pre-established plan, and emphasizes that the large unvested equity position creates significant retention value. The information is furnished rather than filed for purposes of Section 18 of the Exchange Act.

Jun 4, 2024 8-K

Ingersoll Rand 8-K Report, Material Agreement (May 10, 2024)

On May 7, 2024, Ingersoll Rand Inc. entered into an underwriting agreement for the issuance of $3.3 billion of senior unsecured notes in five tranches: $700 million of 5.197% notes due 2027, $750 million of 5.176% notes due 2029, $500 million of 5.314% notes due 2031, $750 million of 5.450% notes due 2034, and $600 million of 5.700% notes due 2054. The notes were issued on May 10, 2024 under a base indenture dated August 14, 2023, with Deutsche Bank Trust Company Americas as trustee. The company used proceeds of the 2034 and 2054 notes to repay in full its existing senior secured credit facilities. Per the press release, $1,236 million of the net proceeds of $3,276 million repaid term loans, and $2,000 million is to partially fund the cash consideration for the ILC Dover acquisition. On the same date, the company entered into a new $2.6 billion senior unsecured revolving credit facility with Citibank, N.A. as administrative agent. The facility matures five years from closing, subject to up to two one-year extensions, and its financial covenant requires a ratio of adjusted consolidated total net debt to EBITDA of not more than 3.50 to 1.00, with an option to increase to 4.00 to 1.00 following qualified acquisitions. The 2027, 2029 and 2031 notes are subject to a special mandatory redemption at 101% of principal plus accrued interest if the acquisition is not consummated by the specified deadline or the company notifies the trustee it will not pursue it. The company stated that, absent such a redemption, it intends to use those notes' proceeds to partially fund the acquisition's cash consideration. The press release states that all three rating agencies upgraded the company one notch on May 6, 2024, to BBB (S&P), BBB (Fitch) and Baa2 (Moody's), and management described the transactions as completing the company's secured refinancing and making its debt portfolio fully unsecured.

May 10, 2024 10-Q

Ingersoll Rand Quarterly Report for Q1 Ended Mar 31, 2024

Ingersoll Rand Inc. reported first-quarter 2024 revenues of $1,670.1 million, up from $1,629.3 million a year earlier, with the filing attributing the increase primarily to acquisitions of $55.7 million and higher pricing of $48.3 million, partially offset by lower organic volumes of $60.9 million. Gross profit rose to $746.3 million from $664.2 million, and gross margin expanded to 44.7% from 40.8%. Operating income increased to $293.2 million from $240.3 million, and net income attributable to Ingersoll Rand Inc. was $202.2 million, or $0.50 per diluted share, compared with $161.1 million, or $0.39, in the prior-year quarter. Adjusted EBITDA rose to $458.5 million from $400.1 million, and the Adjusted EBITDA margin was 27.5% versus 24.6%. Cash flow was weaker. Operating cash flow was $161.6 million versus $170.3 million, and free cash flow fell to $99.3 million from $147.9 million, reflecting higher capital expenditures of $62.3 million versus $22.4 million. Cash and cash equivalents ended the quarter at $1,452.3 million, and total debt was $2,718.3 million. The company repurchased $72.9 million of treasury stock during the quarter. Management stated it believes operating cash flow and revolver availability of $2,000.0 million will be sufficient for the foreseeable future. The most significant pending event is the March 25, 2024 agreement to acquire ILC Dover from New Mountain Capital, LLC for an upfront all-cash price of approximately $2.325 billion plus contingent consideration of up to $75.0 million, expected to close in the second quarter of 2024. In a subsequent event, the board authorized a $1.0 billion increase to the share repurchase program on April 25, 2024, incremental to the $750 million authorization remaining.

May 3, 2024 8-K

Ingersoll Rand 8-K Report, Financial Results (May 2, 2024)

Ingersoll Rand Inc. (NYSE: IR) reported record first-quarter 2024 revenue, Adjusted EBITDA and Adjusted EPS, with reported revenues of $1,670 million (up 3%, or down 1% organic), reported orders of $1,707 million (down 4%, or down 7% organic), and a book-to-bill of 1.02x. Reported net income attributable to Ingersoll Rand was $202 million, or $0.50 per share, and Adjusted EBITDA was $459 million with a 27.5% margin, up 290 basis points. Operating cash flow was $162 million and free cash flow was $99 million, down 33% on the prior year's cash flow data as reported in the filing's commentary. The company cited the timing of about $40 million of capital expenditures and about $20 million of interest payments on recently issued bonds as drivers of the decline. The Industrial Technologies and Services segment drove results, with revenues of $1,373 million (up 4%, flat organic) and segment Adjusted EBITDA of $411 million, a 29.9% margin. The Precision and Science Technologies segment saw orders decline 5% organically on tough comparisons and Life Sciences weakness, though revenue held at $297 million with a 30.8% segment margin. Liquidity stood at $3.5 billion, including $1.5 billion of cash, and net debt to Adjusted EBITDA leverage was 0.7x. Management raised full-year 2024 Adjusted EBITDA guidance to $1,940 to $2,000 million and Adjusted EPS guidance to $3.20 to $3.30, while maintaining 2% to 4% organic revenue growth guidance. The Board authorized a $1 billion increase to the share repurchase program, incremental to the $750 million existing authorization that is expected to be exhausted by the end of 2024. During the quarter the company deployed $143 million to M&A, including the Controlled Fluidics and Ethafilter acquisitions.

May 2, 2024 8-K

Ingersoll Rand 8-K Report, Regulation FD Disclosure (Mar 25, 2024)

Ingersoll Rand Inc. (NYSE: IR) announced on March 25, 2024 that it has entered into a definitive merger agreement to acquire ILC Dover from affiliates of New Mountain Capital, subject to customary closing conditions, including regulatory approvals, with closing expected in Q2 2024. The upfront cash purchase price is approximately $2.325 billion, plus an earnout tied to select 2024 operating efficiency metrics. At maximum payout, the earnout increases the 17x upfront purchase multiple by less than one turn. The press release describes the upfront multiple as approximately 17x 2024E Adjusted EBITDA, with Adjusted EBITDA margins in the mid-30s and a three-year organic revenue CAGR in the mid-teens, and says the deal is immediately accretive to growth and margin rates. Strategically, ILC Dover would be combined with Ingersoll Rand's life science-focused brands within the Precision and Science Technologies (P&ST) segment to form a life sciences platform with approximately $700 million in revenue, led by ILC's CEO Corey Walker, who will join the Ingersoll Rand leadership team. The remaining P&ST businesses, with about $1 billion in revenue, will form a second platform under Santiago Arias Duval. The company says the acquisition expands its addressable market by more than $10 billion, to approximately $65 billion, and that about 75% of ILC's revenue is consumable, like-for-like replacement, or recurring. Management expects ILC to reach almost $400 million in revenue in 2024E and targets a return on invested capital in the high single digits by year three of ownership. The filing furnishes the press release as Exhibit 99.1 under Regulation FD and notes it is not deemed filed under the Exchange Act.

Mar 25, 2024 10-K

Ingersoll Rand Annual Report, Year Ended Dec 31, 2023

Ingersoll Rand Inc. (NYSE: IR) reported revenues of $6.88 billion for 2023, up $959.8 million, or 16.2%, from $5.92 billion in 2022, driven primarily by higher pricing of $397.0 million, acquisitions of $375.1 million, and higher organic volumes of $213.3 million. Gross profit rose to $2.88 billion (41.9% of revenues versus 39.3% in 2022), and operating income increased to $1.16 billion from $817.3 million. Net income attributable to Ingersoll Rand Inc. was $778.7 million, or $1.90 diluted earnings per share, compared with $604.7 million in 2022. Adjusted EBITDA rose $352.0 million to $1.79 billion, with its margin reaching 26.0% of revenues. Free cash flow from continuing operations was $1.27 billion, up from $770.8 million. The company's two segments both grew. Industrial Technologies and Services revenues rose 19.7% to $5.63 billion, with Segment Adjusted EBITDA margin of 28.2%. Precision and Science Technologies revenues rose 2.7% to $1.24 billion, with a 30.0% segment Adjusted EBITDA margin, though segment orders declined 3.5%. Acquisitions in 2023 included SPX FLOW's Air Treatment business for $519.0 million and Howden Roots for $292.5 million. Capital allocation included $263.0 million of share repurchases, $32.4 million of dividends, and $27.6 million of net debt repayments. Investors should note total debt of $2.72 billion at year-end, with interest expense rising to $156.7 million from $103.2 million, reflecting higher variable-rate interest. The company had $1.60 billion of cash and cash equivalents and $2.00 billion of unused revolving credit availability. Asbestos and silica-related litigation remains a disclosed risk, with a litigation reserve of $126.9 million and an insurance recovery receivable of $157.7 million. The company also disclosed a April 2023 cybersecurity incident that it stated did not have a material impact on results.

Feb 23, 2024 8-K

Ingersoll Rand 8-K Report, Financial Results (Feb 15, 2024)

Ingersoll Rand Inc. furnished a press release (Exhibit 99.1) reporting results for the fourth quarter and full year ended December 31, 2023, which the company describes as record results. For full-year 2023, reported orders were $6,822 million, up 7% (up 2% organic), and reported revenues were $6,876 million, up 16% (up 10% organic). Net income attributable to Ingersoll Rand Inc. was $779 million, or $1.90 per share, and Adjusted EBITDA was $1,787 million, up 25%, with a 26.0% margin. Operating cash flow from continuing operations was $1,377 million, and free cash flow from continuing operations was $1,272 million, up 65%. The company returned $295 million to shareholders through share repurchases and dividends during the year. For the fourth quarter, reported revenues were $1,821 million, up 12% (up 4% organic), and Adjusted EBITDA was $501 million, up 19%, with a 27.5% margin. Liquidity was $3.6 billion at December 31, 2023, including $1.6 billion of cash on hand and $2.0 billion of undrawn credit facility capacity. Backlog was up 8% and remained near historically high levels. Net debt to Adjusted EBITDA leverage was 0.6x for the quarter. For 2024, the company guided to full-year revenue growth of 5% to 7%, Adjusted EBITDA of $1,915 million to $1,975 million (up 7% to 11%), and Adjusted EPS of $3.14 to $3.24 (up 6% to 9%). The guidance assumes an FX impact of about 1% and approximately $160 million of M&A contribution, with corporate costs of about $160 million. Management did not provide reconciliations of 2024 non-GAAP guidance to GAAP measures.

Feb 15, 2024 10-Q

Ingersoll Rand Quarterly Report for Q3 Ended Sep 30, 2023

Ingersoll Rand Inc. reported strong third-quarter 2023 results in its Form 10-Q. Revenues for the three months ended September 30, 2023 were $1,738.9 million, up from $1,515.7 million, and net income attributable to Ingersoll Rand Inc. was $208.3 million, compared with $145.1 million a year earlier. For the nine months, revenues reached $5,054.7 million and net income attributable to the company was $548.9 million. Management attributed the revenue increase mainly to higher pricing, acquisitions and organic volume. Adjusted EBITDA rose to $461.5 million for the quarter, with the margin expanding to 26.5% of revenues. Free cash flow from continuing operations for the nine months was $720.2 million, compared with $449.5 million in the prior-year period. The company made several significant acquisitions in 2023, most notably SPX FLOW's Air Treatment business for $519.0 million and Howden Roots LLC for $291.9 million, both within the Industrial Technologies and Services segment. Cash paid in acquisitions totaled $923.8 million for the nine months. To fund this activity, Ingersoll Rand issued $1,500.0 million of senior notes in August 2023 and used the proceeds to repay part of its senior secured term loan. The company ended the quarter with $1,197.5 million of cash and cash equivalents, total debt of $2,733.2 million, and $2,000.0 million of unused revolving credit availability. Interest expense rose sharply to $39.6 million in the quarter from $26.6 million, reflecting higher weighted-average interest rates. The company also disclosed a cybersecurity incident detected on April 27, 2023, which it said is not expected to have a material impact on its business, and it repurchased $133.3 million of treasury stock in the nine months.

Nov 3, 2023 8-K

Ingersoll Rand 8-K Report, Financial Results (Nov 1, 2023)

Ingersoll Rand Inc. (NYSE: IR) reported record third-quarter 2023 revenues of $1,738.9 million, up 15% (6% organic), with reported net income attributable to Ingersoll Rand Inc. of $208.3 million, or $0.51 per share, and adjusted net income from continuing operations of $316.0 million, or $0.77 per share. Orders were $1,637.8 million, down 1% (8% organic). Adjusted EBITDA rose 23% to $461.5 million, with a margin of 26.5%, and free cash flow from continuing operations reached $368.7 million, up 46%. The Industrial Technologies and Services segment drove most of the growth, with revenues of $1,428.4 million, up 19% (10% organic), while Precision and Science Technologies revenues were $310.5 million, down 2% (5% organic), with orders weakened by its Life Sciences business. The company raised its full-year 2023 guidance for total revenue growth to 14% to 16%, organic revenue growth to 9% to 11%, Adjusted EBITDA to $1,730 million to $1,770 million, and Adjusted EPS to $2.81 to $2.89. Liquidity stood at $3.2 billion, including $1.2 billion of cash and $2.0 billion of undrawn credit capacity. Net debt to Adjusted EBITDA leverage was 0.9x. In August 2023 the company refinanced $1.5 billion of floating secured term loans with inaugural unsecured investment grade bonds, and it deployed $308 million to M&A in the quarter, including the Howden Roots acquisition. No shares were repurchased in the third quarter, though the company remains committed to about $250 million of share repurchases for the full year. The filing is furnished under Item 2.02 and is not deemed filed for Section 18 purposes. The company's full earnings conference call was scheduled for November 2, 2023.

Nov 1, 2023 8-K

Ingersoll Rand 8-K Report, Executive Changes (Sep 28, 2023)

Ingersoll Rand Inc. (NYSE: IR) filed this Form 8-K on September 28, 2023 to report board changes. Under Item 5.02, the Board increased its size from nine to eleven members and elected Julie Schertell and JoAnna Sohovich to fill the new seats, both effective October 2, 2023. Their terms run until the 2024 Annual Meeting of Stockholders. Sohovich was appointed to the Audit Committee, and Schertell to the Nominating and Corporate Governance Committee and the Sustainability Committee. The Board determined that both are independent under NYSE listing standards and SEC rules, and neither has a material related-party interest requiring disclosure under Item 404(a) of Regulation S-K. Under Item 7.01, the company issued a press release on the same date announcing the appointments, furnished as Exhibit 99.1. The press release describes Schertell as president and CEO of Mativ (NYSE: MATV) and formerly president and CEO of Neenah, Inc. It describes Sohovich as chair of the Board of Directors of Chamberlain Group, a former CEO of that company, and a board member of Barnes Group. Chairman and CEO Vicente Reynal said the appointments support the company's strategic imperatives, including organic and inorganic growth and digital growth strategy. The filing is largely governance-related and contains no financial results, guidance, or dollar figures. Compensation for the new directors will be prorated under the non-employee director policy described in the company's 2023 proxy statement, which is incorporated by reference.

Sep 28, 2023 8-K

Ingersoll Rand 8-K Report, Executive Changes (Sep 7, 2023)

Ingersoll Rand Inc. (NYSE: IR) disclosed in this Form 8-K, filed September 7, 2023, that Enrique Miñarro Viseras, Senior Vice President and General Manager of Global Precision and Science Technologies, resigned effective September 8, 2023, notice of which was given on August 31, 2023. He is departing to pursue an external opportunity. The company named Santiago Arias Duval, Vice President and General Manager of Life Sciences, as interim business leader for the Precision & Science Technologies (PST) segment, effective immediately. While the company considers internal and external candidates for a permanent appointment, Arias Duval will be responsible for the global PST strategy across commercial, operations, and new product development, and will drive the ongoing execution of PST's inorganic growth strategy. The filing describes Arias Duval as having more than 15 years of experience and as having led and integrated several acquisitions since joining the company in 2017, including MP Pumps, Air Dimensions, and Zinsser North America. The leadership change is described as a transition in management, and the filing does not contain financial results for the period.

Sep 7, 2023 8-K

Ingersoll Rand 8-K Report, Regulation FD Disclosure (Sep 7, 2023)

Ingersoll Rand Inc. disclosed under Item 7.01 (Regulation FD) that Senior Vice President and Chief Financial Officer Vikram Kini adopted a Rule 10b5-1 trading arrangement on June 6, 2023. The plan covers sales of Company stock issuable upon exercise of vested stock options granted on March 19, 2014, which expire by their terms in March 2024. The plan was subject to a 90-day cooling-off period, and sales are scheduled to commence on September 6, 2023. The filing states that, assuming all shares subject to the plan are sold, Mr. Kini will remain meaningfully invested in the Company's stock and will remain in compliance with the Company's stock ownership guidelines, which require him to maintain ownership of at least five times his annual base salary. The filing states that the plan is intended to satisfy the affirmative defense of Rule 10b5-1(c) under the Securities Exchange Act of 1934. The filing does not state the number of shares or the proceeds involved, and the information is furnished rather than filed for purposes of Section 18 of the Exchange Act.

Sep 7, 2023 8-K

Ingersoll Rand 8-K Report, Material Agreement (Aug 14, 2023)

On August 14, 2023, Ingersoll Rand Inc. issued $500,000,000 of 5.400% Senior Notes due 2028 and $1,000,000,000 of 5.700% Senior Notes due 2033, sold under an underwriting agreement dated August 8, 2023 with Citigroup Global Markets Inc., Goldman Sachs & Co. LLC and J.P. Morgan Securities LLC as representatives of the underwriters. The notes were issued under a Base Indenture with Deutsche Bank Trust Company Americas as trustee, and both series are senior unsecured obligations that rank equally with the company's other senior unsecured debt. They are effectively junior to subsidiary liabilities and to the company's secured indebtedness, including its Senior Secured Credit Facilities, to the extent of the value of the assets securing that debt. Interest on both series accrues from August 14, 2023 and is payable semi-annually on February 14 and August 14, beginning February 14, 2024. The 2028 Notes mature on August 14, 2028 and the 2033 Notes mature on August 14, 2033. The company may redeem each series before July 14, 2028 (2028 Notes) or May 14, 2033 (2033 Notes) at a make-whole premium, and at par plus accrued interest thereafter. Upon a change of control triggering event, the company must offer to repurchase the notes at 101% of principal plus accrued and unpaid interest, unless it has given notice of redemption for all notes of that series. The indenture limits liens on certain assets to secure debt, consolidations, mergers and sales of substantially all assets, and sale and leaseback transactions, and includes customary events of default. The company stated that it used the net proceeds to repay a portion of the amounts outstanding under its Senior Secured Credit Facilities.

Aug 14, 2023 8-K

Ingersoll Rand 8-K Report, Executive Changes (Aug 4, 2023)

Ingersoll Rand Inc. (IR) filed this Current Report on Form 8-K on August 4, 2023 under Item 5.02, which covers departures of directors and certain officers. The filing discloses that on August 3, 2023, Mr. Michael Stubblefield, a member of the Company's Board of Directors, notified the Board of his intention to resign from the Board and from his position on the Audit Committee, with the resignation effective August 6, 2023. The filing states that Mr. Stubblefield's resignation was not the result of any disagreement with the Company, its management, or any other member of the Board. No replacement director, committee appointment, or compensatory arrangement is described in this filing. For investors, this is a routine governance change with limited direct financial impact. The main points to note are the loss of an Audit Committee member effective August 6, 2023, and the stated absence of any disagreement, which lowers the likelihood that the departure signals an underlying dispute with management or the Board.

Aug 4, 2023 10-Q

Ingersoll Rand Quarterly Report for Q2 Ended Jun 30, 2023

Ingersoll Rand Inc. reported strong second-quarter 2023 results, with revenues of $1,686.5 million, up $246.6 million or 17.1% from $1,439.9 million a year earlier, and net income of $180.8 million versus $139.3 million. For the six months, revenues were $3,315.8 million (up 19.4%) and net income was $344.0 million versus $243.8 million. Growth was driven mainly by higher pricing ($108.5 million in the quarter), acquisitions and higher organic volumes, partially offset by unfavorable foreign currency effects. Adjusted EBITDA rose to $424.7 million, or 25.2% of revenues, for the quarter, and free cash flow for the six months was $351.5 million. Balance sheet and capital activity was significant over the period. The company spent $615.8 million on acquisitions in the first six months, including the Air Treatment business from SPX FLOW for $519.0 million, and cash and cash equivalents declined to $1,178.1 million from $1,613.0 million at year-end 2022. Total debt was $2,729.8 million at June 30, 2023, and the company amended its Revolving Credit Facility to $2,000.0 million with a maturity extended to April 21, 2028. The company also repurchased $132.8 million of treasury stock in the first six months and had $373.0 million remaining under its share repurchase authorization at June 30, 2023. In a subsequent development, the company agreed on June 12, 2023 to acquire Howden Roots LLC for approximately $300 million, with closing expected in the third quarter of 2023. The filing also discloses a cybersecurity incident detected on April 27, 2023, which management does not expect to have a material impact on the business, results of operations or financial condition. Asbestos and silica-related litigation reserves totaled $133.0 million at June 30, 2023, and the company reported no material changes to its risk factors since its 2022 Form 10-K.

Aug 4, 2023 8-K

Ingersoll Rand 8-K Report, Financial Results (Aug 2, 2023)

Ingersoll Rand Inc. (NYSE: IR) reported record second quarter 2023 orders and revenue in an 8-K furnishing its press release for the quarter ended June 30, 2023. Second quarter orders were $1,737 million, up 9%, or 5% organic, and revenues were $1,687 million, up 17%, or 12% organic. Net income attributable to Ingersoll Rand Inc. was $180 million, or $0.44 per share, and Adjusted EBITDA was $425 million, up 27%, with a margin of 25.2%. Operating cash flow from continuing operations was $228 million and free cash flow from continuing operations was $204 million, up 24%. Liquidity totaled $3.2 billion, including $1.2 billion of cash on hand and $2.0 billion of undrawn credit facility capacity. The company raised its full-year 2023 guidance across total revenue growth (now 12% to 14%), organic revenue growth (now 8% to 10%), Adjusted EBITDA (now $1,690 million to $1,740 million), and Adjusted EPS (now $2.70 to $2.80). The Industrial Technologies and Services segment drove much of the strength, with orders up 13% and revenues up 20%, while Precision and Science Technologies saw orders down 8% and revenues up 6%. Management also highlighted a first-time investment grade Issuer Default Rating of 'BBB-' from Fitch and the pending acquisition of Howden Roots LLC, which is expected to close in the third quarter of 2023 and join the IT&S segment. During the quarter, the company deployed $49 million to M&A and returned $64 million to shareholders, including $56 million for approximately 1.0 million share repurchases and $8 million in dividends. Net debt to Adjusted EBITDA leverage was 1.0x, an improvement of 0.1x from the prior year. The company scheduled a conference call on August 3, 2023 at 8:00 a.m. Eastern Time to discuss the results.

Aug 2, 2023 8-K

Ingersoll Rand 8-K Report, Shareholder Vote Results (Jun 22, 2023)

Ingersoll Rand Inc. (IR) filed this Form 8-K on June 22, 2023 to report the final results of its 2023 annual meeting of stockholders, held June 15, 2023. Approximately 93.43% of the 404,677,854 shares of common stock entitled to vote, or 378,112,025 shares, were present in person or by proxy. Stockholders elected all ten director nominees to terms expiring at the 2024 annual meeting, ratified Deloitte & Touche LLP as the independent registered public accounting firm for fiscal 2023, and approved executive compensation on an advisory, non-binding basis. The say-on-pay vote was the closest result on the agenda. Of the votes cast, 212,136,633 were For and 150,074,243 were Against, with 527,856 abstentions and 15,373,293 broker non-votes. On the frequency of future advisory votes, 356,599,336 stockholders voted for one year, 5,597,807 for three years, 266,364 for two years, and 275,225 abstained. Based on this result and the Board's recommendation, the company will hold the advisory compensation vote annually until the next frequency vote. Director support was generally strong, though it varied. Gary D. Forsee, Jennifer Hartsock and Michael Stubblefield each received more than 357 million For votes, while William P. Donnelly received 326,095,241 For votes against 36,413,840 Against votes, the largest opposition among the nominees. The filing reports the results only and does not describe any further corporate action beyond the frequency decision.

Jun 22, 2023 10-Q

Ingersoll Rand Quarterly Report for Q1 Ended Mar 31, 2023

Ingersoll Rand Inc. reported first-quarter 2023 revenues of $1,629.3 million, up from $1,337.0 million a year earlier, with operating income of $240.3 million versus $157.0 million and net income attributable to Ingersoll Rand Inc. of $161.1 million versus $103.7 million. Gross profit rose to $664.2 million, and the filing attributes the revenue increase primarily to higher pricing of $135.9 million, higher organic volumes of $136.3 million and acquisitions of $77.0 million, partially offset by unfavorable foreign currency of $56.9 million. Adjusted EBITDA increased to $400.1 million from $303.6 million, and Free Cash Flow was $147.9 million compared with $32.2 million. The quarter included significant acquisition activity, most notably the January 3, 2023 purchase of SPX FLOW's Air Treatment business for $519.0 million in cash, plus the Paragon Tank Truck Equipment acquisition for $42.3 million. Net cash paid in acquisitions was $566.4 million, and cash and cash equivalents fell to $1,119.3 million from $1,613.0 million at year-end 2022. Total debt was $2,742.7 million at March 31, 2023, and the company was in compliance with all covenants. After the quarter end, on April 21, 2023, the company entered into Amendment No. 9 to its Credit Agreement, extending the revolving credit maturity to April 21, 2028 and increasing commitments from $1,100.0 million to $2,000.0 million. The filing also disclosed a cybersecurity incident detected on April 27, 2023 that disrupted several information technology systems; the company stated it does not expect a material impact but could not yet determine the full extent of any impact.

May 5, 2023