JBL 8-K Current Reports

Jabil 8-K Report, Financial Results (Sep 30, 2026)

Jabil Inc. (NYSE: JBL) filed an 8-K on September 30, 2026, furnishing a press release (Exhibit 99.1) reporting preliminary, unaudited results for its fourth fiscal quarter and full fiscal year ended August 31, 2026. For the full year, net revenue was $36.0 billion, U.S. GAAP operating income was $1.7 billion, U.S. GAAP diluted EPS was $9.75, core operating income (Non-GAAP) was $2.1 billion, and core diluted EPS (Non-GAAP) was $13.09. CEO Mike Dastoor said fiscal 2026 revenue grew 21%, core operating margin expanded 40 basis points, and adjusted free cash flow exceeded $1.5 billion. Fourth-quarter net revenue was $10.6 billion, with U.S. GAAP diluted EPS of $3.76 and core diluted EPS of $4.40. For fiscal 2027, Jabil guided to net revenue of $44.5 billion, core operating margin of 6.1%, core diluted EPS of $17.55, and adjusted free cash flow of approximately $1.6 billion. The first-quarter fiscal 2027 outlook calls for net revenue of $10.6 billion to $11.4 billion and core diluted EPS of $3.80 to $4.20. Management attributed the outlook to accelerating AI infrastructure demand alongside growth in automotive, healthcare, energy infrastructure, defense and aerospace, and warehouse and retail automation. Balance sheet figures show total assets rising to $27.4 billion from $18.5 billion, driven by higher receivables, inventories and prepaid expenses, while accounts payable grew to $14.4 billion. Management repurchased $1.06 billion of treasury stock during the year. The results are preliminary and subject to change as the company finalizes its audited financials.

Sep 30, 2026 8-K

Jabil 8-K Report, Financial Results (Jun 17, 2026)

Jabil Inc. (NYSE: JBL) reported preliminary, unaudited results for its third fiscal quarter of 2026 (ended May 31, 2026) in a June 17, 2026 press release furnished as Exhibit 99.1. Net revenue was $8.75 billion versus $7.83 billion a year earlier, U.S. GAAP operating income was $445 million, U.S. GAAP diluted EPS was $2.59, and core operating income (non-GAAP) was $504 million with core diluted EPS of $3.16. For the nine months, net revenue was $25.34 billion and net income attributable to Jabil was $644 million, and net cash provided by operating activities was $1.27 billion. CEO Mike Dastoor said AI infrastructure demand remains extremely strong and that performance in Automotive and Connected Living was better than expected. Management raised its fiscal 2026 outlook for revenue, core operating margin, core EPS and free cash flow. The new full-year guidance calls for net revenue of $35 billion, a core operating margin of 5.8%, core diluted EPS of $12.70 and adjusted free cash flow of $1.4 billion or more. For the fourth quarter, the company guided to net revenue of $9.2 billion to $10.0 billion and core diluted EPS of $3.80 to $4.20. Balance sheet activity over the nine months showed total assets rising to $23.82 billion from $18.54 billion at August 31, 2025, with accounts payable rising to $11.91 billion from $7.94 billion and goodwill and intangible assets rising to $1.86 billion from $1.11 billion. Cash and cash equivalents fell to $1.36 billion, and treasury stock payments were $891 million for the nine months. The filing states that the preliminary figures could differ from the final results when the company completes its review.

Jun 17, 2026 8-K

Other Events

Jabil 8-K Report, Corporate Update (Apr 22, 2026)

Jabil Inc. (JBL) disclosed in this Form 8-K, filed April 22, 2026 under Item 8.01 (Other Events), that the Board rejected the conditional resignations of directors John Plant and Tiger Tyagarajan. Both had failed to receive a majority of votes cast in their election at the 2026 Stockholders Meeting, which under the Company's bylaws triggered the tendering of conditional resignations. The Nominating and Corporate Governance Committee evaluated each resignation and recommended rejection, and neither director participated in the review or the Board's determination. In reaching its decision, the committee and Board weighed attendance and engagement, qualifications, and contributions to the Board and its committees, along with whether accepting the resignations would serve the best interests of the Company and its stockholders. The filing notes both directors had strong attendance records before fiscal year 2025 and have attended more than 75% of regularly scheduled Board and committee meetings so far in fiscal year 2026, which began in September 2025. Mr. Plant, a director since 2016, is described as one of the Company's audit committee financial experts. Mr. Tyagarajan, who joined the Board in 2024, is described as contributing experience in digital transformation, data analytics, artificial intelligence and global enterprise operations, informed by his service as President and CEO of Genpact Ltd. Both directors will continue serving on the Board and their respective committees until the 2027 Annual Meeting of Stockholders or until an earlier resignation or removal. For investors, the filing is a governance update rather than a financial disclosure, and it contains no financial figures.

Apr 22, 2026 8-K

Jabil 8-K Report, Financial Results (Mar 18, 2026)

Jabil Inc. reported preliminary, unaudited results for its second fiscal quarter ended February 28, 2026, in a press release furnished as Exhibit 99.1 to this Form 8-K. Net revenue for the quarter was $8.28 billion, versus $6.73 billion in the prior-year quarter. U.S. GAAP operating income was $374 million and U.S. GAAP diluted EPS was $2.08. Core operating income (non-GAAP) was $436 million and core diluted EPS (non-GAAP) was $2.69, which management described as ahead of its expectations across revenue, core operating margin and core EPS. Management attributed the strength mainly to Intelligent Infrastructure, with improvement in Regulated Industries (automotive and renewables). For the third fiscal quarter of 2026, Jabil guided to net revenue of $8.1 billion to $8.9 billion, U.S. GAAP operating income of $398 million to $458 million, and core diluted EPS of $2.83 to $3.23. For full fiscal 2026, the company raised its outlook for revenue and core EPS, now expecting net revenue of $34 billion, a core operating margin of 5.7%, core diluted EPS of $12.25 and adjusted free cash flow of $1.3 billion or more. The company stated that the results are preliminary and may differ once the quarter is finalized. The balance sheet shows total assets of $20.63 billion at February 28, 2026, up from $18.54 billion at August 31, 2025, with notes payable and long-term debt (non-current) rising to $3.38 billion from $2.39 billion. Six-month operating cash flow was $734 million, and the company repurchased $600 million of treasury stock during the period. Cash paid for acquisitions was $848 million, including the Hanley Energy Group acquisition referenced in the filing.

Mar 18, 2026 8-K

Jabil 8-K Report, Executive Changes (Jan 28, 2026)

Jabil Inc. (NYSE: JBL) filed this Form 8-K on January 28, 2026 to report board and leadership changes following its 2026 Annual Meeting of Stockholders. On January 22, 2026, the Board increased its size from seven to nine directors and appointed Thomas T. Edman and Raejeanne Skillern as independent directors, effective immediately. Steven Raymund was appointed Chairman of the Board on the same date, and Sujatha Chandrasekaran was added to the Compensation and Cybersecurity Committees. Mark T. Mondello, who did not stand for re-election, ended his employment and his role as Executive Chairman on January 22, 2026. Jabil also entered into a Consulting Agreement with Mr. Mondello dated January 22, 2026, under which he will provide advisory and strategic services as an independent contractor through January 22, 2028. Jabil will pay him a monthly consulting fee of $145,833.00, unless the agreement is terminated for Cause as defined in the 2021 Equity Incentive Plan, and will reimburse reasonable out-of-pocket expenses. The filing's exhibits include a press release dated January 22, 2026 announcing the director appointments, which the company attributes to CEO Mike Dastoor's remarks about 60 years of Jabil innovation. For investors, the filing is primarily a governance update: a larger board, a new chairman, two new independent directors with electronics manufacturing and cloud/data center backgrounds, and a defined post-employment consulting arrangement for the former Executive Chairman. The filing does not report financial results or operating metrics.

Jan 28, 2026 8-K

Material AgreementsOther EventsExhibits & Filings

Jabil 8-K Report, Shareholder Vote Results (Jan 27, 2026)

At its Annual Meeting of Stockholders held on January 22, 2026, Jabil Inc. shareholders elected five of seven board nominees: Anousheh Ansari, Sujatha Chandrasekaran, Michael Dastoor, Christopher S. Holland and Steven A. Raymund. Directors John C. Plant and N.V. "Tiger" Tyagarajan did not receive a majority of votes cast for their election, with 73,295,834 and 60,800,219 votes against them, respectively. Under the company's director resignation policy in its Amended and Restated By-Laws, both offered their resignations on January 23, 2026, conditioned on Board acceptance. The Nominating and Governance Committee will consider the resignations and make a recommendation, and the Board will act on that recommendation and publicly disclose its decision and rationale within 90 days of the Committee's recommendation. Stockholders also ratified Ernst & Young LLP as the independent registered public accounting firm for the fiscal year ending August 31, 2026, with 95,104,341 votes for and 1,226,018 against. The advisory vote on executive compensation was approved, with 84,693,456 votes for and 2,457,288 against. A stockholder proposal titled "Shareholder Right to Act by Written Consent" was not approved, receiving 33,551,092 votes for and 53,567,757 against. For investors, the key items are the board-level governance development involving two incumbent directors who failed the majority-vote standard and the pending Board decision on their resignations. The auditor ratification and say-on-pay results were favorable to management, and the shareholder proposal on written consent did not pass.

Jan 27, 2026 8-K

Jabil 8-K Report, Material Agreement (Jan 23, 2026)

Jabil Inc. issued $1.0 billion of senior unsecured notes in an underwritten public offering on January 23, 2026, consisting of $500 million of 4.200% Senior Notes due February 1, 2029 and $500 million of 4.750% Senior Notes due February 1, 2033. Interest on both series is payable semi-annually on February 1 and August 1, beginning August 1, 2026. The notes were issued under the Company's 2008 Indenture with U.S. Bank Trust Company, National Association, as trustee, and the terms were set by an Officers' Certificate dated January 23, 2026. The notes were sold pursuant to Form S-3 Registration Statement (File No. 333-273111) and a prospectus supplement dated January 14, 2026. The notes rank equally with the Company's other existing and future senior unsecured indebtedness. Both series are redeemable at par plus accrued interest on or after January 1, 2029 for the 2029 Notes and December 1, 2032 for the 2033 Notes. Before those dates, the Company may redeem at 100% of principal plus a make-whole premium. Upon a Change of Control Repurchase Event, the Company may be required to offer to repurchase the notes at 101% of principal. The Indenture includes covenants limiting liens, sale and leaseback transactions, certain funded debt at restricted subsidiaries, subsidiary guarantees, and mergers or asset transfers. The filing also reports an Underwriting Agreement with BNP Paribas Securities Corp., Citigroup Global Markets Inc., Credit Agricole Securities (USA) Inc. and SMBC Nikko Securities America, Inc., as representatives of the underwriters, which contains customary representations, indemnification and termination provisions. The Company also filed an opinion of Gibson, Dunn & Crutcher LLP relating to the notes.

Jan 23, 2026 8-K

Leadership ChangesOther EventsExhibits & Filings

Jabil 8-K Report, Financial Results (Dec 17, 2025)

Jabil Inc. issued a press release on December 17, 2025, furnished as Exhibit 99.1 under Item 2.02, reporting preliminary, unaudited results for its first fiscal quarter of 2026 ended November 30, 2025, and raising its fiscal 2026 outlook. For the quarter, net revenue was $8.3 billion (compared with $6.99 billion a year earlier), U.S. GAAP operating income was $283 million, U.S. GAAP diluted EPS was $1.35, core operating income (non-GAAP) was $454 million, and core diluted EPS (non-GAAP) was $2.85. CEO Mike Dastoor said Intelligent Infrastructure remains a major growth engine, and that Regulated Industries and Connected Living & Digital Commerce also performed better than anticipated. For the second fiscal quarter of 2026, Jabil guided to net revenue of $7.5 billion to $8.0 billion, U.S. GAAP operating income of $312 million to $382 million, and core diluted EPS of $2.27 to $2.67. For full fiscal year 2026, the company expects net revenue of $32.4 billion, a core operating margin of 5.7%, core diluted EPS of $11.55, and adjusted free cash flow of $1.3 billion or more. The guidance is subject to the forward-looking risk factors listed, including the anticipated closing of the Hanley Energy Group acquisition and the possibility that final first-quarter results differ from the preliminary figures. Balance sheet and cash flow data show cash and cash equivalents of $1.57 billion at November 30, 2025, down from $1.93 billion at August 31, 2025. Operating cash flow for the quarter was $323 million, and adjusted free cash flow (non-GAAP) was $272 million. The company repurchased $300 million of treasury stock during the quarter.

Dec 17, 2025 8-K

Jabil 8-K Report, Executive Changes (Oct 21, 2025)

Jabil Inc. (NYSE: JBL) disclosed in an 8-K dated October 21, 2025 that Executive Chairman Mark T. Mondello and Directors Kathleen A. Walters and James Siminoff will not seek re-election to the Board when their terms conclude at the 2026 Annual Meeting of Stockholders on January 22, 2026. The announcement followed the Board's October meeting, and the company's press release (Exhibit 99.1, dated October 16, 2025) states that the three will continue serving until that meeting. Lead Director Steven Raymund is expected to become Chairman of the Board upon Mr. Mondello's departure. Jabil also anticipates entering into a consulting agreement with Mr. Mondello effective at the time of his departure. On October 16, 2025, the Board also approved reducing its size to seven members, effective immediately before the 2026 Annual Meeting. The press release describes Mr. Mondello's 12 years on the board, 33 years with Jabil, and a decade as chief executive officer from 2013 to 2023. It also notes Ms. Walters' retirement from Georgia-Pacific Corp. in 2019 and Mr. Siminoff's return to a full-time role at Amazon as vice president of product at Ring. The filing contains no financial results or operating metrics.

Oct 21, 2025 8-K

Material AgreementsFinancial EventsExhibits & Filings

Jabil 8-K Report, Financial Results (Sep 25, 2025)

Jabil Inc. (NYSE: JBL) furnished a press release dated September 25, 2025 reporting preliminary, unaudited results for its fourth quarter and fiscal year ended August 31, 2025. For the fourth quarter, net revenue was $8.3 billion (8,252 million), U.S. GAAP operating income was $337 million, U.S. GAAP diluted EPS was $1.99, core operating income (non-GAAP) was $519 million, and core diluted EPS (non-GAAP) was $3.29. For fiscal 2025, net revenue was $29.8 billion (29,802 million), U.S. GAAP operating income was $1.2 billion, U.S. GAAP diluted EPS was $5.92, core operating income was $1.6 billion, and core diluted EPS was $9.75. Management attributed the year's performance to AI-driven demand across capital equipment, data centers and networking, offset by pressures in Automotive and Renewables and portfolio actions in Connected Living & Digital Commerce. For fiscal 2026, management guided to first-quarter net revenue of $7.7 billion to $8.3 billion, U.S. GAAP diluted EPS of $1.27 to $1.84, and core diluted EPS of $2.47 to $2.87. For the full year, the company expects net revenue of approximately $31.3 billion, a core operating margin of 5.6%, core diluted EPS of $11.00, and adjusted free cash flow greater than $1.3 billion. Fiscal 2025 adjusted free cash flow was $1,318 million, compared with $1,055 million in fiscal 2024. The release notes that the figures are preliminary and may differ once final results are completed.

Sep 25, 2025 8-K

Jabil 8-K Report, Material Agreement (Jun 24, 2025)

On June 18, 2025, Jabil Inc. entered into a senior unsecured credit agreement providing a five-year revolving credit facility in an initial amount of $3.2 billion, which may be increased by up to $1.0 billion at the lenders' discretion. The facility is available in Dollars, Euros, Yen, or other currencies approved by the administrative agent and lenders. It matures five years from closing, with unlimited successive one-year extension options subject to lender discretion, and the tenor may not at any time exceed five years. As of the date of the agreement, the facility was undrawn. Pricing is tied to the company's non-credit enhanced long-term senior unsecured debt rating from S&P Global Ratings, Moody's Ratings and Fitch Ratings. Based on current ratings, the rate is 0.075% above the base rate or 1.075% above the benchmark rate. The company terminated its January 22, 2020 credit agreement covering existing three- and five-year revolving facilities totaling $3.2 billion, with no early termination penalties incurred. Citibank, N.A. serves as administrative agent. The filing also covers related Item 1.02 (termination of a material definitive agreement) and Item 2.03 (creation of a direct financial obligation), both incorporating the Item 1.01 disclosure. The full agreement is filed as Exhibit 10.1.

Jun 24, 2025 8-K/A

Financial Events

Jabil 8-K/A Report, Exit or Disposal Costs (Jun 20, 2025)

Jabil Inc. filed this Form 8-K/A on June 20, 2025 to amend its original Form 8-K filed September 26, 2024, which disclosed the Board's September 24, 2024 approval of a restructuring plan (the "2025 Restructuring Plan") to align its support infrastructure and optimize organizational effectiveness. The plan includes headcount reductions across Selling, General and Administrative and manufacturing cost bases, along with capacity realignment. The original filing had stated that the company could not yet make a good faith estimate of the costs; this amendment provides those estimates. The company expects total pre-tax restructuring and other related costs of approximately $200 million, to be incurred over the course of fiscal year 2025. The estimate is broken into three categories: $60 million to $70 million of employee severance and benefit costs, $65 million to $70 million of asset write-off costs, and $55 million to $65 million of contract termination and other related costs. The estimates exclude any potential income tax effects. The company cautions that the exact timing of charges and cash outflows has not been finalized and may be affected by transition timetables, employee consultations, and jurisdictional statutory severance requirements. Jabil states it will file further amendments to the Original 8-K as details are refined and cost estimates are finalized.

Jun 20, 2025 8-K

Jabil 8-K Report, Financial Results (Jun 17, 2025)

Jabil Inc. reported preliminary, unaudited results for its third fiscal quarter ended May 31, 2025, and raised its fiscal 2025 outlook, according to a press release furnished as Exhibit 99.1 to this Form 8-K. Third-quarter net revenue was $7.83 billion, compared with $6.77 billion a year earlier. U.S. GAAP operating income was $403 million, U.S. GAAP diluted earnings per share were $2.03, core operating income (non-GAAP) was $420 million, and core diluted earnings per share (non-GAAP) were $2.55. Management cited strength in cloud, data center infrastructure, and capital equipment, with the Intelligent Infrastructure segment described as a growth engine, offset by softness in EVs, Renewables, and 5G. The company stated it expects to be tracking toward record core earnings per share. For the fourth quarter of fiscal 2025, Jabil guided to net revenue of $7.1 billion to $7.8 billion, U.S. GAAP diluted EPS of $1.79 to $2.37, and core diluted EPS of $2.64 to $3.04. For full fiscal 2025, the company outlined net revenue of $29 billion, a core operating margin of 5.4%, core diluted EPS of $9.33, and adjusted free cash flow of $1.2 billion or more. Through nine months, net cash provided by operating activities was $1.05 billion, adjusted free cash flow was $813 million, and cash and cash equivalents stood at $1.52 billion at May 31, 2025. Management described its priorities as enhancing core margins, optimizing cash flow, and returning value to shareholders, primarily through share repurchases; nine-month treasury stock purchases totaled $975 million. The release notes that third-quarter results could differ from the preliminary figures as the company finalizes them.

Jun 17, 2025 8-K

Jabil 8-K Report, Executive Changes (Apr 22, 2025)

Jabil Inc. (NYSE: JBL) filed this Current Report on Form 8-K to disclose the appointment of Sujatha Chandrasekaran to its Board of Directors. On April 16, 2025, the Board increased its size from nine to ten directors and appointed Ms. Chandrasekaran, effective immediately, to serve until the next annual meeting of stockholders or until her successor is duly elected and qualified. The Board has determined that she is independent under New York Stock Exchange standards. Her committee assignments are expected to be made at the Board's next regularly scheduled meeting. Ms. Chandrasekaran will receive non-employee director compensation consistent with that described in Jabil's definitive proxy statement on Schedule 14A filed December 12, 2024, as adjusted by the Board from time to time. The filing states there is no arrangement or understanding with any other person under which she was selected as a director, and no transactions requiring disclosure under Item 404(a) of Regulation S-K. The filing attaches Exhibit 99.1, a press release dated April 21, 2025, announcing the appointment. The release describes her background as Senior Executive Vice President and Chief Digital and Information Officer at CommonSpirit Health, previously Global Chief Digital and Information Officer at Kimberly-Clark and Global Chief Technology and Data Officer at Walmart. The filing contains no financial results or guidance.

Apr 22, 2025 8-K

Jabil 8-K Report, Financial Results (Mar 20, 2025)

Jabil Inc. (NYSE: JBL) furnished a press release on March 20, 2025 reporting preliminary, unaudited results for its second fiscal quarter ended February 28, 2025. Net revenue was $6.7 billion ($6,728 million, versus $6,767 million a year earlier), U.S. GAAP operating income was $245 million, and U.S. GAAP diluted earnings per share were $1.06, compared with $7.31 in the prior-year quarter, which included a $944 million gain from the divestiture of the Mobility Business. Core operating income (Non-GAAP) was $334 million and core diluted earnings per share (Non-GAAP) was $1.94, versus $1.68 a year earlier. The company said results were ahead of its expectations, citing continued strength in capital equipment, cloud and data center infrastructure, and digital commerce end-markets. For the third fiscal quarter of 2025, Jabil guided to net revenue of $6.7 billion to $7.3 billion, U.S. GAAP diluted EPS of $1.50 to $1.99, and core diluted EPS of $2.08 to $2.48. For full fiscal year 2025, it outlined net revenue of $27.9 billion, a core operating margin of 5.4%, core diluted EPS of $8.95, and adjusted free cash flow of $1.2 billion or more. The release title describes the fiscal 2025 outlook as raised. Six-month adjusted free cash flow was $487 million, and cash and cash equivalents fell to $1,592 million from $2,201 million at August 31, 2024, reflecting $746 million of financing outflows including $636 million of treasury stock repurchases. The balance sheet shows total assets of $17,396 million and total equity of $1,358 million at February 28, 2025, down from $1,737 million at August 31, 2024, as treasury stock rose to $7,570 million. The company cautioned that its final quarterly numbers could differ from these preliminary, unaudited figures.

Mar 20, 2025 8-K

Other EventsExhibits & Filings

Jabil 8-K Report, Shareholder Vote Results (Jan 28, 2025)

Jabil Inc. held its Annual Meeting of Stockholders on January 23, 2025, and this Form 8-K reports the voting results on five proposals described in its Proxy Statement dated December 12, 2024. All nine director nominees were elected to serve until the next annual meeting or until their successors are duly elected and qualified. Stockholders also ratified Ernst & Young LLP as the independent registered public accounting firm for the fiscal year ending August 31, 2025, and approved the executive compensation on an advisory basis. Two stockholder proposals were not approved. One, titled "Shareholder Opportunity to Vote on Excessive Golden Parachutes," received 4,625,589 votes for and 86,377,730 against. The other, titled "Director Election Resignation Governance Guideline," received 23,399,663 votes for and 67,533,841 against. The filing reports the votes cast for, against, and abstaining for each nominee and proposal, along with broker non-votes where applicable.

Jan 28, 2025 8-K

Jabil 8-K Report, Corporate Update (Jan 27, 2025)

Jabil Inc. (JBL) filed a Current Report on Form 8-K under Item 8.01 (Other Events) on January 27, 2025, reporting that it filed a prospectus supplement to its previously filed automatic shelf registration statement on Form S-3 (File No. 333-273111). The supplement registers the resale of up to 1,158,539 shares of the Company's common stock, par value $0.001 per share, by a selling stockholder. The shares are issuable upon exercise of a warrant issued under a Warrant Agreement dated December 27, 2024. The Company states it will not receive any proceeds from sales of the shares by the selling stockholder. The filing is administrative in nature: its stated purpose is to provide the legal opinion of Skadden, Arps, Slate, Meagher & Flom LLP on the validity of the shares, attached as Exhibit 5.1, along with the related consent under Exhibit 23.2. For investors, the filing introduces potential resale of up to about 1.16 million shares by a single selling stockholder but does not describe the identity of that holder, the warrant's exercise price, or any other financial results or operating developments.

Jan 27, 2025 8-K

Securities & ListingExhibits & Filings

Jabil 8-K Report, Unregistered Securities Sale (Jan 3, 2025)

Jabil Inc. (JBL) filed a Current Report on Form 8-K disclosing that on December 27, 2024, it issued a warrant to Amazon.com NV Investment Holdings LLC to acquire up to 1,158,539 ordinary shares of the Company. The warrant has an initial exercise price of $137.7671 per share, which the filing states is the preceding 30 trading day VWAP. The warrant allows cashless exercise and expires December 27, 2031. Warrant shares vest for payments for purchased products and services over the warrant term, and a portion had already vested as of issuance. The warrant's unvested portion will vest in full upon the consummation of an acquisition transaction, subject to certain exceptions. Until exercised, the warrant carries no voting or other common stockholder rights. The exercise price and share count are subject to customary anti-dilution adjustments. The Company states that the issuance of the warrant and warrant shares was not registered under the Securities Act of 1933 and that it believes the transaction is exempt under Section 4(a)(2). The full warrant is filed as Exhibit 4.1, with portions redacted pursuant to Item 601(b)(10)(iv) of Regulation S-K. The filing is a Form 8-K covering Item 3.02 (Unregistered Sale of Equity Securities) and Item 9.01 (Financial Statements and Exhibits).

Jan 3, 2025 8-K

Corporate ChangesExhibits & Filings

Jabil 8-K Report, Financial Results (Dec 18, 2024)

Jabil Inc. (NYSE: JBL) furnished a press release dated December 18, 2024 reporting preliminary, unaudited results for its first fiscal quarter of 2025, ended November 30, 2024. Net revenue was $6.99 billion, compared with $8.39 billion in the prior-year quarter. U.S. GAAP operating income was $197 million (versus $303 million), U.S. GAAP diluted EPS was $0.88 (versus $1.47), and core operating income (non-GAAP) was $347 million (versus $499 million). Core diluted EPS (non-GAAP) was $2.00, compared with $2.60 a year earlier. Net cash provided by operating activities was $312 million and adjusted free cash flow (non-GAAP) was $226 million. Management said results came in stronger than anticipated, driven by incremental strength in its Cloud, Data Center Infrastructure, and Digital Commerce end-markets. For fiscal 2025, Jabil now expects net revenue of approximately $27.3 billion, a core operating margin of 5.4%, core diluted EPS of $8.75, and adjusted free cash flow of $1.2 billion. For the second fiscal quarter, guidance calls for net revenue of $6.1 billion to $6.7 billion, U.S. GAAP diluted EPS of $0.69 to $1.27, and core diluted EPS of $1.60 to $2.00. The filing also shows cash and cash equivalents of $2.06 billion at November 30, 2024, total debt of $2.88 billion in notes payable and long-term debt, and total stockholders' equity of $1.59 billion. Treasury stock purchases were $232 million in the quarter. Restructuring, severance and related charges were $83 million, and the company cited charges related to Hurricanes Helene and Milton affecting its St. Petersburg, Florida and North Carolina operations.

Dec 18, 2024 8-K

Jabil 8-K Report, Bylaw Amendment (Oct 23, 2024)

On October 17, 2024, the Board of Directors of Jabil Inc. approved and adopted Amended and Restated Bylaws, which took effect immediately. The principal change lowers the ownership threshold required to call a special meeting of stockholders from a majority of shares entitled to vote at the meeting to shares representing at least twenty-five percent of the voting power of the stock entitled to vote on the matter. The amendments also clarify and update related procedural mechanics. The change alters stockholder governance rather than the company's operations or finances. It gives a smaller group of stockholders the ability to call a special meeting, which may matter to investors seeking to raise issues between annual meetings. The filing reports no financial results, no transaction, and no other corporate action. The full text of the Amended and Restated Bylaws is filed as Exhibit 3.1, and a version marked to show the changes from the prior bylaws is filed as Exhibit 3.2. Both are incorporated by reference into the filing, and the filing also includes the Cover Page Interactive Data File as Exhibit 104.

Oct 23, 2024 8-K

Earnings & ResultsFinancial EventsExhibits & Filings

Jabil 8-K Report, Financial Results (Sep 26, 2024)

Jabil Inc. (NYSE: JBL) reported preliminary, unaudited results for its fourth quarter and fiscal year ended August 31, 2024, in a press release furnished as Exhibit 99.1. For the fiscal year, net revenue was $28.9 billion, U.S. GAAP operating income was $2.0 billion, U.S. GAAP diluted EPS was $11.17, core operating income (Non-GAAP) was $1.6 billion, and core diluted EPS (Non-GAAP) was $8.49. For the fourth quarter, net revenue was $7.0 billion, U.S. GAAP diluted EPS was $1.18, and core diluted EPS (Non-GAAP) was $2.30. The company cited the sale of its Mobility business, growth in the AI datacenter sector, and challenges in multiple end-markets during the year. The U.S. GAAP full-year results include a pre-tax gain of $942 million from the divestiture of businesses. Jabil also approved a 2025 Restructuring Plan on September 24, 2024, to align its support infrastructure through headcount reductions across SG&A and manufacturing cost base and capacity realignment. The company expects approximately $150 million to $200 million in pre-tax restructuring and other related costs over fiscal 2025, with net cash expenditures of approximately $100 million to $130 million payable over fiscal 2025 and 2026. Timing and cost categories are not finalized and remain subject to employee consultation and statutory requirements. For guidance, Jabil expects first-quarter fiscal 2025 net revenue of $6.3 billion to $6.9 billion and core diluted EPS of $1.65 to $2.05, and full-year fiscal 2025 net revenue of $27.0 billion, core operating margin of 5.4%, core diluted EPS of $8.65, and adjusted free cash flow of $1.2 billion. The Board also authorized a share repurchase program of up to $1 billion of common stock.

Sep 26, 2024 8-K

Jabil 8-K Report, Executive Changes (Sep 6, 2024)

Jabil Inc. (NYSE: JBL) filed this Current Report on Form 8-K to disclose that its Board of Directors, on September 3, 2024, increased the size of the Board from nine to ten directors and appointed Michael Dastoor to fill the new seat, effective immediately. Dastoor, age 58, was named Chief Executive Officer in May 2024. He has been with Jabil since 2000, previously serving as Chief Financial Officer from April 2018 through April 2024 and as Senior Vice President, Controller since July 2010. The filing states that he has no direct or indirect material interest in any transaction required to be reported under Item 404(a) of Regulation S-K. The appointment is primarily a governance update that consolidates the CEO's role with a board seat. The accompanying press release (Exhibit 99.1) quotes Executive Chairman Mark Mondello describing the appointment as a natural extension of Dastoor's leadership, and quotes Dastoor saying he looks forward to supporting the company's strategic direction and driving long-term shareholder value. The filing does not disclose any change to Dastoor's compensation or any other arrangement in connection with the appointment. For investors, this filing signals a leadership structure in which the current CEO sits on the Board, and it reflects the Board's decision to expand from nine to ten members. No financial results or operating metrics are reported in this filing.

Sep 6, 2024 8-K

Jabil 8-K Report, Financial Results (Jun 20, 2024)

Jabil Inc. reported preliminary, unaudited results for its third fiscal quarter ended May 31, 2024, in a press release furnished as Exhibit 99.1. Net revenue was $6.8 billion ($6,765 million), compared with $8,475 million in the prior-year quarter. U.S. GAAP operating income was $261 million, down from $375 million, and U.S. GAAP diluted EPS was $1.06, versus $1.72. Core operating income (non-GAAP) was $350 million, versus $404 million, and core diluted EPS was $1.89, versus $1.99. CEO Mike Dastoor said the year included the divestiture of the Mobility business, growth in the AI datacenter space, and softness across multiple end-markets. For the nine months, net income was $1,250 million, compared with $663 million, and U.S. GAAP diluted EPS was $9.86, versus $4.86. These results include a pre-tax gain of $944 million from the divestiture of the Mobility business, which the filing notes is subject to certain post-closing adjustments still being finalized. Core diluted EPS for the nine months was $6.20, versus $6.18. Restructuring, severance and related charges were $252 million for the nine months. Adjusted free cash flow (non-GAAP) was $636 million, versus $368 million. Cash and cash equivalents were $2,457 million at May 31, 2024. For the fourth quarter of fiscal 2024, Jabil guided to net revenue of $6.3 billion to $6.9 billion, core operating income of $365 million to $425 million, and core diluted EPS of $2.03 to $2.43. For full fiscal 2024, it expects net revenue of $28.5 billion, a core operating margin of 5.6%, core diluted EPS of $8.40, and adjusted free cash flow of more than $1 billion. Management says it is working toward its commitment to repurchase $2.5 billion of its shares. The company cautions that its final third-quarter results may differ from these preliminary figures.

Jun 20, 2024 8-K

Leadership ChangesOther EventsExhibits & Filings

Jabil 8-K Report, Executive Changes (May 31, 2024)

Jabil Inc. (JBL) filed this Form 8-K on May 31, 2024 to disclose a separation agreement with Gerald ("JJ") Creadon, who no longer served as Executive Vice President, Operations as of May 18, 2024, as previously disclosed in a Form 8-K filed May 20, 2024. Under a Mutual Separation Agreement and Release dated May 24, 2024, Mr. Creadon begins garden leave on June 1, 2024, remains available to support the transition of his responsibilities, and has a Separation Date of March 1, 2025. The agreement provides Mr. Creadon a payment of $1,500,000, less applicable taxes and withholdings, paid in six equal quarterly installments beginning after the Separation Date. He will also receive his annual cash incentive bonus under Jabil's Short Term Incentive Plan for fiscal year 2024, retain his outstanding equity awards subject to the applicable award agreements, and receive subsidized insurance continuation for the lesser of eighteen months or until he becomes eligible for other group health coverage, subject to a timely COBRA election. The agreement includes a general release of claims and restrictive covenants: confidentiality, non-disclosure and non-disparagement provisions, non-compete, non-solicitation and non-interference provisions for two years after the Separation Date, and a duty to assist in certain legal proceedings. Cash payments are subject to forfeiture and clawback if he violates these provisions. The full agreement is filed as Exhibit 10.1, with certain portions redacted under Item 601(b)(10)(iv) of Regulation S-K.

May 31, 2024 8-K

Jabil 8-K Report, Executive Changes (May 20, 2024)

On May 18, 2024, Kenneth S. Wilson ceased to serve as Chief Executive Officer and Director of Jabil Inc. following completion of an internal investigation related to corporate policies. The filing states this investigation did not relate to, and does not impact, Jabil's financial statements or financial reporting. The Board was reduced to nine directors. Wilson's Separation, Release and Restrictive Covenants Agreement provides a $2,000,000 payment (less taxes and withholdings) in eight quarterly installments of $250,000, retention of 2024-vesting long-term incentive awards, two-year noncompete and non-solicitation provisions, and clawback/forfeiture conditions. Michael Dastoor, previously Interim Chief Executive Officer and Chief Financial Officer, was appointed Chief Executive Officer on May 18, 2024. Gregory B. Hebard, Senior Vice President, Treasurer, was appointed Executive Vice President and Chief Financial Officer. Steven D. Borges returned to the role of Executive Vice President, Global Business Units, and an amendment to his separation agreement extends his last day of employment, with seven months of garden leave if terminated without Cause. Additional leadership changes include Gerald "JJ" Creadon no longer serving as Executive Vice President, Operations, with Frederic McCoy appointed to that role, and Matt Crowley and Andrew D. Priestley appointed Executive Vice President, Global Business Units. The company's press release dated May 20, 2024 (Exhibit 99.1) announced these transitions.

May 20, 2024 8-K

Jabil 8-K Report, Executive Changes (Apr 18, 2024)

Jabil Inc. disclosed in this Form 8-K, filed April 18, 2024, that Chief Executive Officer and Director Kenneth S. Wilson was placed on paid leave on April 15, 2024, pending completion of an investigation related to corporate policies. The filing states that the conduct prompting the review does not relate to, and does not impact, the Company's financial statements or financial reporting. Effective April 19, 2024, the Board of Directors appointed Chief Financial Officer Michael Dastoor as interim Chief Executive Officer. The filing incorporates by reference the information about Mr. Dastoor from the Company's Annual Report on Form 10-K filed October 20, 2023. Mark T. Mondello continues in his role as Executive Chairman of the Board. For investors, the key takeaways are the leadership change at the top of the company and the statement that the investigation does not affect financial reporting. The filing does not describe the nature of the conduct under review or the expected duration of the investigation, and the 8-K contains no financial results.

Apr 18, 2024 8-K

Material AgreementsFinancial EventsExhibits & Filings

Jabil 8-K Report, Financial Results (Mar 15, 2024)

Jabil Inc. reported preliminary, unaudited results for its second fiscal quarter of 2024, ended February 29, 2024, in a press release furnished as Exhibit 99.1. Net revenue was $6.77 billion, and U.S. GAAP operating income was $1.13 billion. That GAAP figure includes a $944 million gain from the divestiture of businesses, which the company tied to the sale of its Mobility business. Core operating income (non-GAAP) was $338 million, and core diluted earnings per share (non-GAAP) was $1.68. U.S. GAAP diluted EPS was $7.31. Restructuring, severance and related charges were $70 million in the quarter. For the third fiscal quarter of 2024, Jabil guided to net revenue of $6.2 billion to $6.8 billion, core operating income of $325 million to $385 million, and core diluted EPS of $1.65 to $2.05. For full fiscal 2024, the company updated its outlook to net revenue of $28.5 billion, a core operating margin of 5.6%, core diluted EPS of $8.40, and adjusted free cash flow of more than $1 billion. Management said it expects revenue headwinds this year to be short-term and described fiscal 2024 as a transitional year. CEO Kenny Wilson also said he expects to expand margins year over year and deliver core EPS of $10.65 in fiscal 2025. For the six months ended February 29, 2024, net cash provided by operating activities was $666 million and adjusted free cash flow (non-GAAP) was $221 million. Cash and cash equivalents were $2,566 million at period end, and notes payable and long-term debt, less current installments, were $2,878 million.

Mar 15, 2024 8-K/A

Financial Events

Jabil 8-K/A Report, Exit or Disposal Costs (Mar 15, 2024)

Jabil Inc. (JBL) filed this Form 8-K/A to amend its Original 8-K filed October 2, 2023, which disclosed the Board of Directors' September 26, 2023 approval of a restructuring plan (the "2024 Restructuring Plan"). The plan is intended to realign the cost base for stranded costs tied to the sale and realignment of the Company's Mobility business and to optimize its global footprint. The original filing had stated that the Company could not make a good faith estimate of the major cost types, and this amendment supplies those estimates. The Company continues to expect total pre-tax restructuring and other related costs of approximately $300 million, to be incurred over fiscal year 2024. Estimated components are $150 million to $180 million of employee severance and benefit costs, $80 million to $120 million of asset write-off costs, and $30 million to $40 million of contract termination and other related costs. The Company notes that exact timing, cost ranges by category, and charges may change as transition timetables are finalized, employee consultations occur, and jurisdictional statutory severance is considered. Estimates exclude any potential income tax effects. The filing is largely forward-looking and cautions that results could differ materially based on economic conditions, implementation risks, and the factors described in the Company's Form 10-K for the fiscal year ended August 31, 2023. The Company states it will file further amendments as details are refined.

Mar 15, 2024 8-K

Jabil 8-K Report, Material Agreement (Feb 26, 2024)

Jabil Inc. filed this Form 8-K on February 26, 2024 to report that, on February 23, 2024, it entered into Amendment No. 3 to its senior unsecured credit agreement dated January 22, 2020. The agreement is among the company, its lenders, and Citibank, N.A. as administrative agent, with several other banks serving as sustainability agents, syndication agents, documentation agents, and joint lead arrangers and bookrunners. The filing states that the amendment, among other things, revised the sustainability-linked adjustments to interest rates on borrowings under both the Three-Year Revolving Credit Facility and the Five-Year Revolving Credit Facility. The amendment also extends the termination dates for the extending lenders' commitments. The Three-Year Revolving Credit Facility moves from January 22, 2025 to January 22, 2026, and the Five-Year Revolving Credit Facility moves from January 22, 2027 to January 22, 2028. Each is subject to an additional one-year extension at the company's option. The filing states that no other material changes were made to the agreement, which remains in full force and effect. The filing also notes that certain lenders and their affiliates have other financial service relationships with Jabil and its subsidiaries, including cash management, loans, letter of credit and bank guarantee facilities, investment banking, trust services, and foreign exchange and other derivative arrangements. The 8-K is incorporated under Item 2.03 as well, and the full amendment is filed as Exhibit 10.1.

Feb 26, 2024 8-K

Regulation FDExhibits & Filings

Jabil 8-K Report, Shareholder Vote Results (Jan 30, 2024)

Jabil Inc. held its Annual Meeting of Stockholders on January 25, 2024, and this Current Report on Form 8-K, filed January 30, 2024, under Item 5.07 (Submission of Matters to a Vote of Security Holders), reports the voting results for five proposals. All ten director nominees were elected to serve until the next annual meeting or until their successors are duly elected and qualified. For example, Anousheh Ansari received 106,640,175 FOR votes and 727,630 AGAINST votes, while John C. Plant received 65,026,864 FOR votes and 42,345,037 AGAINST votes, the weakest director result in the filing. Stockholders ratified Ernst & Young LLP as the independent registered public accounting firm for the fiscal year ending August 31, 2024, with 116,299,207 votes FOR, 933,085 AGAINST and 587,889 ABSTAIN. On an advisory basis, stockholders approved the executive compensation program, with 105,235,715 FOR, 2,088,300 AGAINST and 151,461 ABSTAIN. Stockholders also favored holding future advisory votes on executive compensation every one year, with 104,292,529 votes for that frequency, which the Company said is consistent with the Board's recommendation and means it will continue to hold an annual advisory vote. A stockholder proposal titled "Adopt a Shareholder Right to Call a Special Shareholder Meeting" was reported as approved, with 59,517,468 FOR, 47,802,460 AGAINST and 155,548 ABSTAIN. The filing reports 10,344,705 non-votes on each proposal, and no other matters are described.

Jan 30, 2024 8-K

Jabil 8-K Report, Regulation FD Disclosure (Dec 29, 2023)

Jabil Inc. (NYSE: JBL) filed this Current Report under Item 7.01 (Regulation FD Disclosure) and Item 9.01 to announce the completion of the divestiture of its Mobility business to BYD Electronic (International) Company Limited ("BYDE"). The transaction was a cash deal valued at $2.2 billion, under a September 26, 2023 agreement between Jabil's indirect subsidiary, Jabil Circuit (Singapore) Pte. Ltd., and an affiliate of BYDE. The closing occurred earlier than the January 31, 2024 date assumed in prior guidance. CEO Kenny Wilson said the net proceeds will support the company's shareholder-centric capital framework, including incremental share buybacks, and provide room for further investment in key areas. Because of the earlier close, Jabil lowered its second-quarter fiscal 2024 outlook. The midpoint of net revenue guidance is now lower by approximately $400 million, and core earnings per share is lower by approximately $0.30. Updated Q2 net revenue guidance is $6.6 billion to $7.2 billion, down from $7.0 billion to $7.6 billion, and core diluted EPS guidance is $1.43 to $1.83, down from $1.73 to $2.13. Full-year fiscal 2024 net revenue guidance was reduced to $30.6 billion from $31 billion. Core operating margin of 5.3% to 5.5%, core diluted EPS of $9.00 or more, and adjusted free cash flow of $1 billion or more were left unchanged. CFO Mike Dastoor said the early close allows the company to begin reducing stranded costs and to execute accelerated buybacks during fiscal 2024. Management expects to fully use the current $2.5 billion repurchase authorization this fiscal year and believes it can offset lower second-quarter income and deliver core earnings above $9 per diluted share for the year. The information is furnished, not filed, under Section 18 of the Exchange Act.

Dec 29, 2023 8-K

Leadership ChangesOther EventsExhibits & Filings

Jabil 8-K Report, Financial Results (Dec 14, 2023)

Jabil Inc. (NYSE: JBL) furnished a press release under Item 2.02 reporting preliminary, unaudited results for its first fiscal quarter of 2024, ended November 30, 2023. Net revenue was $8.39 billion ($8,387 million), compared with $9,635 million in the prior-year quarter. U.S. GAAP operating income was $303 million versus $362 million a year earlier, and U.S. GAAP diluted EPS was $1.47 versus $1.61. Core operating income (Non-GAAP) rose to $499 million from $461 million, and core diluted EPS (Non-GAAP) was $2.60 versus $2.31. CEO Kenny Wilson attributed the quarter's revenue to a broad-based softening in demand during the final stretch of the quarter, while noting good year-over-year growth in core margins and core earnings per share. For the second fiscal quarter of 2024, Jabil guided to net revenue of $7.0 billion to $7.6 billion, U.S. GAAP diluted EPS of $0.77 to $1.37, and core diluted EPS of $1.73 to $2.13. The U.S. GAAP outlook excludes an anticipated gain on the divestiture of the Mobility business, which is being sold to BYD Electronic (International) Company Limited. The company also reiterated an amended full-year fiscal 2024 outlook: net revenue of $31 billion, core operating margin of 5.3% to 5.5%, core diluted EPS of $9.00 or more, and adjusted free cash flow of $1 billion or more. Cash flow and balance sheet items in the release show net cash provided by operating activities of $448 million, adjusted free cash flow of $173 million, cash and cash equivalents of $1,550 million, and $500 million in treasury stock repurchases during the quarter. Restructuring, severance and related charges were $127 million, related to the 2024 Restructuring Plan.

Dec 14, 2023 8-K

Jabil 8-K Report, Executive Changes (Nov 6, 2023)

Jabil Inc. (NYSE: JBL) disclosed in this Form 8-K that director Thomas Sansone determined on October 31, 2023 that he will not stand for re-election to the Board at the 2024 annual meeting of stockholders, so his term as a director will end immediately prior to that meeting. The company's November 3, 2023 press release, attached as Exhibit 99.1, describes Mr. Sansone as vice chair of the Board who previously served as President of Jabil from 1988 to 1999, and notes his roughly forty years with the company since joining in 1983. To fill the resulting seats, Jabil announced that Jamie Siminoff and Tiger Tyagarajan have been nominated to stand for election to the Board at the January 2024 annual meeting. Siminoff is described as founder and chief inventor of Ring, which Amazon acquired in 2018, and Tyagarajan is described as President and CEO of Genpact. The Board has also approved, contingent on all eight incumbent directors standing for re-election, an increase in its size from eight to ten members effective immediately before the 2024 Annual Meeting; if not all eight incumbents stand, that increase is void to the extent new directors instead fill vacancies. For investors, this filing is a governance update rather than a financial disclosure. It contains no financial results or financial statement figures, and its significance lies in a planned board transition and the addition of two new directors with operating backgrounds in technology and global services.

Nov 6, 2023 8-K

Financial Events

Jabil 8-K Report, Exit or Disposal Costs (Oct 2, 2023)

Jabil Inc. (JBL) filed a Form 8-K on October 2, 2023, under Item 2.05 (Costs Associated with Exit or Disposal Activities) to disclose a restructuring plan approved by its Board of Directors on September 26, 2023. The plan is intended to realign the company's cost base for stranded costs tied to the sale and realignment of its Mobility business, and to optimize its global footprint. It includes headcount reductions across the Selling, General and Administrative (SG&A) cost base and capacity realignment, and is referred to as the 2024 Restructuring Plan. The company currently expects to recognize approximately $300 million in pre-tax restructuring and other related costs over its 2024 fiscal year, and expects net cash expenditures of approximately $200 million payable over fiscal years 2024 and 2025. These estimates exclude any potential income tax effects. The filing states that the exact timing of charges and cash outflows, and estimated cost ranges by category, have not been finalized, and that restructuring decisions at certain locations remain subject to consultation with employees and their representatives. The company stated that it will file amendments to this Current Report as details of the plan are refined and cost estimates are finalized, to the extent required by applicable rules. Investors should treat the current figures as preliminary, with the amount and timing of actual charges subject to change.

Oct 2, 2023 8-K

Material AgreementsRegulation FDExhibits & Filings

Jabil 8-K Report, Financial Results (Sep 28, 2023)

Jabil Inc. reported preliminary, unaudited results for its fourth quarter and fiscal year ended August 31, 2023, in a press release furnished as Exhibit 99.1 to this Form 8-K. For the fourth quarter, net revenue was $8.5 billion (8,458 million, versus 9,030 million in the prior-year quarter), U.S. GAAP operating income was $441 million, and U.S. GAAP diluted EPS was $1.15 (versus $2.25 a year earlier). Core operating income (non-GAAP) was $477 million and core diluted EPS (non-GAAP) was $2.45. Electronics Manufacturing Services revenue declined 13 percent year over year in the quarter, while Diversified Manufacturing Services revenue remained consistent. For the full fiscal year 2023, net revenue was $34.7 billion (34,702 million, versus 33,478 million), U.S. GAAP operating income was $1.5 billion (1,537 million), U.S. GAAP diluted EPS was $6.02, and core diluted EPS was $8.63. Diversified Manufacturing Services revenue grew 8 percent year over year, and Electronics Manufacturing Services revenue remained consistent. Net cash provided by operating activities was $1,734 million and adjusted free cash flow (non-GAAP) was $1,026 million. Cash and cash equivalents ended the year at $1,804 million, and the balance sheet shows assets held for sale of $1,929 million and liabilities held for sale of $1,397 million. For the first quarter of fiscal 2024, Jabil guided to net revenue of $8.4 billion to $9.0 billion, U.S. GAAP operating income of $423 million to $483 million, U.S. GAAP diluted EPS of $2.02 to $2.42, and core diluted EPS of $2.40 to $2.80. The Board also amended and increased the share repurchase program, which had approximately $776 million outstanding as of August 31, 2023, to allow repurchases of up to $2.5 billion of common stock.

Sep 28, 2023 8-K

Jabil 8-K Report, Material Agreement (Sep 27, 2023)

Jabil Inc. (NYSE: JBL) has entered into a definitive agreement to sell its product manufacturing business in Chengdu, including supporting component manufacturing in Wuxi, to BYD Electronic (International) Co. Ltd. for cash consideration of $2.2 billion, subject to customary purchase price adjustments. The sale is made by Jabil Circuit (Singapore) Pte. Ltd., an indirect subsidiary, and follows a preliminary acquisition agreement dated August 26, 2023. The Purchaser has already paid aggregate deposits of $440 million, of which $308 million was paid to the Company and $132 million to an escrow agent. The deposits are generally retained by the Seller, except in specified circumstances, and the Purchaser is entitled to repayment of $390 million if the Reorganization is not completed in all material respects by April 1, 2024, other than due to failure to obtain Chinese regulatory approvals, and other mutual and Seller closing conditions are satisfied. The transaction is expected to close within the first two quarters of fiscal year 2024 (September 1, 2023 through February 29, 2024) and is subject to customary closing conditions, including regulatory approvals and completion of a pre-closing reorganization. Closing is not conditioned on financing. BYD Company Limited, the Purchaser's indirect majority shareholder, has agreed to provide $2.15 billion of debt financing under a Loan Agreement to fund the purchase price. Seller's liability for claims under the Purchase Agreement is capped at $110 million in contract damages, with certain tax matters subject to separate indemnification. The parties also agreed to a customary intellectual property license and transition services agreement. In the accompanying press release, CEO Kenny Wilson stated that the divestiture would allow Jabil to enhance its shareholder-centric capital framework, including incremental share buybacks, and provide opportunities for investment in electric vehicles, renewable energy, healthcare, and AI cloud data centers. The company scheduled a fourth-quarter and fiscal year 2023 earnings call and investor briefing for September 28, 2023.

Sep 27, 2023 8-K

Other EventsExhibits & Filings

Jabil 8-K Report, Corporate Update (Aug 30, 2023)

Jabil Inc. (NYSE: JBL) reported in this Form 8-K, dated August 27, 2023 and filed August 30, 2023, that it has entered into a preliminary agreement with BYD Electronic (International) Company Limited ("BYDE") relating to the sale of its Mobility business. The potential transaction is expected to be valued at approximately $2.2 billion, according to the accompanying press release furnished as Exhibit 99.1. The agreement is preliminary. The parties have agreed only to endeavor to enter into a definitive agreement, and the divestiture will not be completed until due diligence is finished, a definitive agreement is executed, and the transaction closes. Closing is subject to required regulatory approvals and other customary conditions. The filing's forward-looking statements caution that the deal could terminate, may not result in a binding definitive agreement, and could bring unexpected costs or liabilities. CEO Kenny Wilson described the transaction as the largest in the company's history. He said that if completed, the proceeds would support a shareholder-focused capital framework, including incremental share buybacks, and would fund investment in electric vehicles, renewable energy, healthcare, AI cloud data centers, and other end-markets.

Aug 30, 2023 8-K

Jabil 8-K Report, Executive Changes (Aug 25, 2023)

Jabil Inc. filed a Form 8-K reporting the planned retirement of Steven Borges, Executive Vice President and CEO, Diversified Manufacturing Services. The filing describes a Mutual Separation Agreement and Release dated August 21, 2023. It states the retirement is effective December 31, 2023, and that Mr. Borges will separate from Jabil as of December 31, 2024, which is defined as the Separation Date. The filing does not reconcile these two dates. Under the agreement, Mr. Borges will receive a severance payment of $1.1 million, paid in four equal quarterly installments beginning on or immediately after the Separation Date. He will also receive his fiscal year 2024 annual cash incentive under Jabil's Short Term Incentive Plan, paid when other officers receive their fiscal 2024 plan payments. Outstanding equity and equity-based awards will be governed by their existing award agreements. Jabil will subsidize group medical coverage for the lesser of 18 months or until he becomes eligible for coverage with a successor employer. The agreement includes a general release, confidentiality and non-disparagement provisions, and non-compete, non-solicitation, and non-interference covenants running two years after the Separation Date. Payments are subject to forfeiture or clawback if these provisions are violated or threatened to be violated. The full agreement is filed as Exhibit 10.1, with certain portions redacted under Item 601(b)(10)(iv) of Regulation S-K, and Jabil has agreed to furnish an unredacted copy to the SEC upon request.

Aug 25, 2023 8-K

Jabil 8-K Report, Executive Changes (Aug 15, 2023)

Jabil Inc. (JBL) filed this Form 8-K dated August 15, 2023, reporting under Item 5.02 (Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers) that Steven D. Borges, Executive Vice President and CEO, Diversified Manufacturing Services, announced on August 10, 2023 that he intends to retire from Jabil Inc. on December 31, 2023. The filing states that Borges will remain available to transition his responsibilities through December 31, 2024, meaning his role in a planned leadership transition extends roughly a year beyond his retirement date. The filing does not name a successor or describe compensatory arrangements tied to the retirement. For investors, the key takeaway is a scheduled senior leadership change in the Diversified Manufacturing Services segment, with a defined transition period that should give the company time to plan succession. The filing contains no financial results, guidance, or other operational disclosures.

Aug 15, 2023 8-K

Jabil 8-K Report, Financial Results (Jun 15, 2023)

Jabil Inc. (NYSE: JBL) furnished a press release reporting preliminary, unaudited results for its third fiscal quarter of 2023, ended May 31, 2023. Net revenue was $8.5 billion, with Diversified Manufacturing Services (DMS) year-on-year revenue growth of 13 percent and Electronics Manufacturing Services (EMS) year-on-year revenue decline of 8 percent. U.S. GAAP operating income was $375 million and U.S. GAAP diluted earnings per share were $1.72. Core operating income (non-GAAP) was $404 million and core diluted earnings per share (non-GAAP) were $1.99. Nine-month net cash provided by operating activities was $1.048 billion, and adjusted free cash flow (non-GAAP) was $368 million. For the fourth quarter of fiscal 2023, Jabil guided to net revenue of $8.2 billion to $8.8 billion, U.S. GAAP diluted EPS of $1.96 to $2.32, and core diluted EPS of $2.14 to $2.50. For the full fiscal year, management stated it now believes the company will deliver $8.50 in core earnings per share on $34.7 billion in revenue. The release headline describes this as a raised outlook for fiscal year 2023. The filing is furnished under Item 2.02 and is not deemed filed for Exchange Act Section 18 purposes. Balance sheet data show cash and cash equivalents of $1.480 billion and total debt of $3.174 billion (current installments of $300 million plus long-term notes of $2.874 billion) as of May 31, 2023, and restructuring, severance and related charges of $45 million were recorded in the nine-month period.

Jun 15, 2023 8-K

Material AgreementsOther EventsExhibits & Filings

Jabil 8-K Report, Executive Changes (Apr 26, 2023)

Jabil Inc. filed this Form 8-K on April 26, 2023 under Item 5.02 (Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers) to announce a leadership transition and board change. As previously disclosed on November 3, 2022, Kenneth Wilson will succeed Mark Mondello as Chief Executive Officer, effective May 1, 2023. On April 20, 2023, the Board increased its size from eight to nine directors and appointed Mr. Wilson to the Board, effective May 1, 2023, serving until the next annual shareholder meeting or until a successor is duly elected and qualified. Mr. Wilson, age 58, previously served as Executive Vice President and Chief Executive Officer of Jabil's Green Point division starting September 2017, and first joined Jabil in 2000 in various leadership roles, including Senior Vice President of global business units and running consumer electronics and telecommunications businesses. The filing also discloses that two of Mr. Wilson's sons are employed by Jabil: Jordan Wilson, a Business Unit Manager with expected fiscal year 2023 base compensation of approximately $136,000, and Adam Wilson, a Business Unit Coordinator with fiscal year 2023 base compensation of $120,000.

Apr 26, 2023 8-K

Jabil 8-K Report, Material Agreement (Apr 13, 2023)

On April 13, 2023, Jabil Inc. issued $300.0 million aggregate principal amount of its 5.450% Senior Notes due 2029 in an underwritten public offering. The Notes mature on February 1, 2029, pay interest semi-annually on February 1 and August 1 beginning August 1, 2023, and are unsecured obligations that rank equally in right of payment with the company's other existing and future senior unsecured indebtedness. The terms were established under an Officers' Certificate supplementing the 2008 Indenture with U.S. Bank Trust Company, National Association, as trustee. The Notes are redeemable at the company's option before January 1, 2029 at 100% of principal plus a make-whole premium and accrued interest, and on or after January 1, 2029 at 100% of principal plus accrued interest. Upon a Change of Control Repurchase Event, the company may be required to offer to repurchase the Notes at 101% of aggregate principal amount. The Indenture contains covenants limiting liens, sale and leaseback transactions, funded debt at restricted subsidiaries, guarantees of company indebtedness by subsidiaries, and consolidations, mergers, or sales of substantially all assets. The offering was made under the company's Form S-3 registration statement (File No. 333-239916) and a prospectus supplement dated April 10, 2023. The underwriting agreement was entered into with BofA Securities, Inc., J.P. Morgan Securities LLC, Mizuho Securities USA LLC and U.S. Bancorp Investments, Inc. as representatives of the underwriters.

Apr 13, 2023 8-K

Material AgreementsFinancial EventsExhibits & Filings

Jabil 8-K Report, Financial Results (Mar 16, 2023)

Jabil Inc. reported preliminary, unaudited results for its second fiscal quarter of 2023 (ended February 28, 2023) in a press release furnished as Exhibit 99.1. Net revenue for the quarter was $8.1 billion ($8,134 million), up from $7,553 million a year earlier, with U.S. GAAP operating income of $359 million and U.S. GAAP diluted earnings per share of $1.52. Core operating income (Non-GAAP) was $391 million and core diluted earnings per share (Non-GAAP) was $1.88. The company stated that Diversified Manufacturing Services (DMS) revenue grew 8 percent year-on-year and Electronics Manufacturing Services (EMS) revenue grew 7 percent year-on-year. For the third fiscal quarter of 2023, Jabil guided to net revenue of $7.9 billion to $8.5 billion, U.S. GAAP operating income of $336 million to $396 million, and U.S. GAAP diluted EPS of $1.50 to $1.90. Core diluted EPS (Non-GAAP) is expected to be $1.70 to $2.10. For the full fiscal year 2023, incoming CEO Kenny Wilson said the company now expects a 4.9% core operating margin on $34.5 billion in revenue. Six-month figures show net revenue of $17.8 billion and operating cash flow of $580 million, with adjusted free cash flow (Non-GAAP) of $112 million. Investors should note that the quarterly figures are preliminary and unaudited, and the company warns that final results could differ. The balance sheet shows cash of $1,200 million and total debt of $2,900 million (current installments of $323 million plus long-term debt of $2,577 million). The filing also records $45 million of restructuring, severance and related charges in the six-month period.

Mar 16, 2023 8-K

Jabil 8-K Report, Material Agreement (Feb 13, 2023)

Jabil Inc. entered into Amendment No. 2 to its senior unsecured credit agreement on February 10, 2023. The agreement, originally dated January 22, 2020, is led by Citibank, N.A. as administrative agent, with a group of co-agents, documentation agents, and joint lead arrangers and bookrunners. The amendment adjusts the sustainability-linked interest rate terms on both the Three-Year and Five-Year Revolving Credit Facilities, and replaces LIBOR-based provisions with SOFR, CDOR, EURIBOR and TIBOR provisions. Under the amendment, U.S.-dollar loans can bear interest at term SOFR or daily simple SOFR plus a 0.10% spread adjustment and an applicable margin of 0.975% to 1.450%, or at a base rate plus a margin of 0.000% to 0.450%. Canadian-dollar, Euro and Yen loans carry margins of 0.975% to 1.450% over their respective reference rates. The margin depends on Jabil's public debt rating. The amendment also extends the termination dates of the available commitments of the extending lenders. The Three-Year Revolving Credit Facility moves from January 22, 2024 to January 22, 2025, and the Five-Year Revolving Credit Facility moves from January 22, 2026 to January 22, 2027. Both are subject to additional one-year extensions at the company's option. Sustainability-linked adjustments may reduce or increase the applicable margin by up to 4 basis points per annum and the applicable percentage by up to 1 basis point per annum, based on greenhouse gas emissions and environmental, health and safety targets. The filing states that no other material changes were made to the agreement, which remains in full force and effect. For investors, the filing describes a routine refinancing-style update to Jabil's revolving credit capacity rather than a new borrowing. It extends the maturity runway on the revolving facilities, updates the benchmark rate framework, and ties pricing to sustainability performance. Certain lenders and their affiliates also have other relationships with Jabil, including cash management, letter of credit, investment banking and foreign exchange and derivative arrangements.

Feb 13, 2023 8-K

Jabil 8-K Report, Shareholder Vote Results (Jan 31, 2023)

Jabil Inc. (JBL) filed this Current Report under Item 5.07 to disclose the voting results from its Annual Meeting of Stockholders, held on January 26, 2023. Stockholders voted on three proposals, and the filing states that each received enough votes to pass. Stockholders elected eight directors: Anousheh Ansari, Christopher S. Holland, Mark T. Mondello, John C. Plant, Steven A. Raymund, Thomas A. Sansone, David M. Stout, and Kathleen A. Walters. They will serve until the next annual meeting or until their successors are duly elected and qualified. Support was broad for most nominees, though John C. Plant (87,152,969 for; 23,344,726 against) and Steven A. Raymund (90,010,206 for; 20,515,518 against) drew considerably more opposition than the other directors. Stockholders also ratified Ernst & Young LLP as the independent registered public accounting firm for the fiscal year ending August 31, 2023, with 121,339,249 votes for, 1,296,740 against, and 1,440,201 abstaining. In an advisory vote, they approved the company's executive compensation, with 107,642,583 votes for, 2,822,012 against, 158,813 abstaining, and 13,452,782 broker non-votes.

Jan 31, 2023 8-K

Jabil 8-K Report, Financial Results (Dec 15, 2022)

Jabil Inc. reported preliminary, unaudited results for its first fiscal quarter of 2023 (ended November 30, 2022) in a press release furnished as Exhibit 99.1. Net revenue was $9.6 billion ($9,635 million), up from $8,567 million a year earlier, with U.S. GAAP operating income of $362 million and U.S. GAAP diluted EPS of $1.61. Non-GAAP core operating income was $461 million and core diluted EPS was $2.31, compared with $400 million and $1.92 in the prior-year quarter. Management cited strong demand and more favorable product mix. The company also reported Diversified Manufacturing Services revenue growth of 8 percent and Electronics Manufacturing Services revenue growth of 18 percent year over year. For the second fiscal quarter of 2023, Jabil guided to net revenue of $7.8 billion to $8.4 billion, U.S. GAAP operating income of $319 million to $379 million, and core diluted EPS of $1.64 to $2.04. The company raised its full-year fiscal 2023 core EPS outlook to $8.40, a twenty-five cent increase from its outlook at the start of the fiscal year. Restructuring, severance and related charges of $45 million were recorded in the quarter, and operating cash flow was $166 million, compared with negative $46 million a year earlier. Adjusted free cash flow was $2 million. The release notes that results are preliminary and may differ from final figures when the company completes its first-quarter financial statements. The filing also states that the company adopted an annual normalized core tax rate beginning in fiscal 2023, and it highlights risks including customer demand volatility, supplier reliance, and geopolitical uncertainty in Russia and Ukraine.

Dec 15, 2022 8-K

Jabil 8-K Report, Executive Changes (Dec 1, 2022)

Jabil Inc. filed this Form 8-K dated November 28, 2022 (filed December 1, 2022) to disclose a board change. Director Martha Brooks notified the Board of Directors that she has decided not to stand for re-election at the company's 2023 annual meeting of stockholders. Her term as a director will end immediately prior to that meeting. Upon the end of Ms. Brooks's term, the size of the Board will be reduced from nine directors to eight. The filing reports no other changes to the Board, no officer appointments, and no compensatory arrangements. For investors, this is a routine governance disclosure rather than a financial event. The filing contains no financial results, guidance, or other operating information.

Dec 1, 2022 8-K

Jabil 8-K Report, Executive Changes (Nov 9, 2022)

Jabil Inc. (NYSE: JBL) announced in this Form 8-K that its Board of Directors appointed Kenneth (Kenny) Wilson as Chief Executive Officer, effective May 1, 2023, as part of succession planning. Wilson, age 57, currently serves as Executive Vice President and CEO of Jabil Green Point, a role he has held since September 2017, and first joined the company in 2000. He will succeed Mark Mondello, who will remain CEO until his retirement on April 30, 2023, and then continue as Executive Chairman of the Board. The press release furnished as Exhibit 99.1, dated November 4, 2022, describes the transition as the product of a multi-year plan. Lead Independent Director Steve Raymund said Mondello had been transparent about his plans over the past two years, allowing the Board to work with him on a thorough succession process. The release also states that Wilson will work closely with Mondello before assuming the CEO role, and that Mondello intends to focus on strategy and corporate development as Executive Chairman. For investors, the filing signals a planned, orderly leadership handover rather than an abrupt change. The filing does not disclose changes to compensation, financial guidance, or operating results in connection with the appointment.

Nov 9, 2022 8-K

Jabil 8-K Report, Financial Results (Sep 27, 2022)

Jabil Inc. reported preliminary, unaudited results for its fourth quarter and fiscal year ended August 31, 2022, and announced a new share repurchase authorization of up to $1 billion, running through fiscal year 2024. For the fourth quarter, net revenue was $9.0 billion (DMS year-on-year revenue growth of 13 percent, EMS growth of 32 percent), U.S. GAAP operating income was $409 million, and U.S. GAAP diluted earnings per share was $2.25. Core operating income (non-GAAP) was $447 million and core diluted EPS (non-GAAP) was $2.34. For fiscal year 2022, net revenue was $33.5 billion (DMS growth of 9 percent, EMS growth of 20 percent), U.S. GAAP operating income was $1.4 billion, and U.S. GAAP diluted EPS was $6.90. Core operating income was $1.5 billion and core diluted EPS was $7.65. Net cash provided by operating activities was $1,651 million and adjusted free cash flow (non-GAAP) was $810 million. Cash and cash equivalents ended the year at $1,478 million, and total debt-related balances included $300 million of current installments and $2,575 million of long-term notes payable and debt. For the first quarter of fiscal 2023, the company guided to net revenue of $9.0 billion to $9.6 billion, U.S. GAAP operating income of $367 million to $427 million, and U.S. GAAP diluted EPS of $1.65 to $2.05, with core diluted EPS guidance of $2.00 to $2.40. Total company revenue is expected to increase 9 percent year-on-year. The filing furnishes the press release under Item 2.02, which is not deemed filed under Section 18 of the Exchange Act.

Sep 27, 2022 8-K