Form 8-K
8-K — Johnson Controls International plc
Accession: 0000833444-26-000101
Filed: 2026-10-27
Period: 2026-10-27
CIK: 0000833444
SIC: 3585 (AIR COND & WARM AIR HEATING EQUIP & COMM & INDL REFRIG EQUIP)
Item: Results of Operations and Financial Condition
Item: Financial Statements and Exhibits
Documents
8-K — jci-20261027.htm (Primary)
EX-99.1 (q4exh991xq4fy26earningsrel.htm)
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XML — IDEA: XBRL DOCUMENT (R1.htm)
8-K
8-K (Primary)
Filename: jci-20261027.htm · Sequence: 1
jci-20261027
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of Earliest Event Reported): October 27, 2026
JOHNSON CONTROLS INTERNATIONAL PLC
(Exact name of registrant as specified in its charter)
Ireland 001-13836 98-0390500
(State or Other Jurisdiction of incorporation) (Commission File Number) (I.R.S. Employer Identification Number)
One Albert Quay. Cork, Ireland, T12 X8N6
(Address of principal executive offices and postal code)
(353) 21-423-5000 Not Applicable
(Registrant’s telephone number) (Former name, former address and former fiscal year, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of Each Class Trading Symbol Name of Each Exchange on Which Registered
Ordinary Shares, Par Value $0.01 JCI New York Stock Exchange
0.375% Senior Notes due 2027 JCI27 New York Stock Exchange
3.000% Senior Notes due 2028 JCI28 New York Stock Exchange
5.500% Senior Notes due 2029 JCI29 New York Stock Exchange
1.750% Senior Notes due 2030 JCI30 New York Stock Exchange
2.000% Sustainability-Linked Senior Notes due 2031 JCI31 New York Stock Exchange
1.000% Senior Notes due 2032 JCI32 New York Stock Exchange
4.900% Senior Notes due 2032 JCI32A New York Stock Exchange
3.125% Senior Notes due 2033 JCI33 New York Stock Exchange
4.250% Senior Notes due 2035 JCI35 New York Stock Exchange
6.000% Notes due 2036 JCI36A New York Stock Exchange
5.70% Senior Notes due 2041 JCI41B New York Stock Exchange
5.250% Senior Notes due 2041 JCI41C New York Stock Exchange
4.625% Senior Notes due 2044 JCI44A New York Stock Exchange
5.125% Notes due 2045 JCI45B New York Stock Exchange
6.950% Debentures due December 1, 2045 JCI45A New York Stock Exchange
4.500% Senior Notes due 2047 JCI47 New York Stock Exchange
4.950% Senior Notes due 2064 JCI64A New York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02. Results of Operations and Financial Condition.
On October 27, 2026, Johnson Controls International plc (the "Company") issued a press release containing information about the Company’s results of operations for the three months and fiscal year ended September 30, 2026. A copy of this press release is furnished as Exhibit 99.1 and incorporated by reference in this Item 2.02.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits:
Exhibit No. Description
99.1
Press release issued by Johnson Controls International plc, dated October 27, 2026, relating to the Company’s results of operations.
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
JOHNSON CONTROLS INTERNATIONAL PLC
Date: October 27, 2026 By: /s/ Daniel C. McConeghy
Name: Daniel C. McConeghy
Title: Vice President and Chief Accounting and Tax Officer
EX-99.1
EX-99.1
Filename: q4exh991xq4fy26earningsrel.htm · Sequence: 2
Document
Exhibit 99.1
FOR IMMEDIATE RELEASE
Johnson Controls Reports Q4 and FY26 Results; Initiates FY27 Guidance
______________________________________________________________________________________
▪Q4 sales increased 10% and organic sales increased 12%*
▪Q4 GAAP EPS of $1.60; Q4 Adjusted EPS* of $1.66*
▪Q4 orders +44% organically year-over-year
▪Backlog of $23.0 billion increased 43% organically year-over-year
* This earnings release contains non-GAAP financial measures. Definitions and reconciliations of the non-GAAP financial measures can be found in the attached footnotes. Non-GAAP measures should be considered in addition to, and not as replacements for, the most comparable GAAP measures.
_____________________________________________________________________________________
CORK, Ireland — October 27, 2026 — Johnson Controls International plc (NYSE: JCI), a global leader in thermal management, mission-critical building systems, energy efficiency, and decarbonization, is proud to announce fiscal fourth quarter 2026 GAAP earnings per share (“EPS”) of $1.60. Adjusted EPS was $1.66.
Q4 sales increased 10% to $7.1 billion and organic sales increased 12%.
For the quarter, GAAP net income from continuing operations attributable to JCI was $967 million and adjusted net income from continuing operations was $1.0 billion. Cash provided by operating activities was $1.3 billion. Free cash flow was $1.1 billion and adjusted free cash flow was $1.1 billion.
“We finished fiscal 2026 with significant momentum, delivering more than 8% organic revenue growth, double-digit adjusted EPS growth and strong free cash flow conversion,” said Joakim Weidemanis, Chief Executive Officer of Johnson Controls. “Our strong topline growth, combined with continued productivity and simplification improvements, led to margin expansion across all three segments. That performance reflects the strength of our differentiated technological capabilities, unmatched field presence and proprietary business system, which help us move with speed, win with customers and strengthen performance. With record backlog and sustained customer demand, we enter fiscal 2027 with confidence in our ability to continue creating value for customers and shareholders.”
FISCAL Q4 SEGMENT RESULTS
The financial highlights presented in the tables below exclude discontinued operations and are in accordance with GAAP, unless otherwise indicated. All comparisons are to the fourth quarter of fiscal 2025. Orders and backlog metrics included in the release relate to the Company's Solutions and Services based businesses. Orders prior to Q1 2026 exclude certain equipment-only sales for longer cycle projects. Backlog has been restated to include this new category.
A slide presentation to accompany the results can be found in the Investor Relations section of Johnson Controls’ website at http://investors.johnsoncontrols.com.
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Americas
Fiscal Q4
(in millions) 2026 2025 Change
Sales $ 4,930 $ 4,325 14 %
Segment EBIT 992 763 30 %
Segment EBIT Margin % 20.1 % 17.6 % 250 bp
Segment EBITA (non-GAAP) 1,069 844 27 %
Adjusted Segment EBITA (non-GAAP) 1,086 862 26 %
Adjusted Segment EBITA Margin % (non-GAAP) 22.0 % 19.9 % 210 bp
Sales in the quarter of $4.9 billion increased 14% over the prior year. Organic sales also increased 14% led by continued strength in both Applied HVAC & Controls. Products and Systems sales increased 16% and Services increased 10% organically.
Excluding acquisitions and divestitures and adjusted for foreign currency, orders increased 58% year-over-year and backlog of $17.8 billion increased 54% year-over-year. The increase in orders and backlog was supported by sustained demand for data centers and our differentiated technology and capabilities.
Segment EBIT margin increased 250 bp and adjusted Segment EBITA margin increased 210 bp compared to the prior year. The increases were primarily driven by strong operating leverage on higher revenue and favorable business mix. Adjusted Segment EBITA in both Q4 2026 and Q4 2025 excludes transformation costs.
EMEA (Europe, Middle East, Africa)
Fiscal Q4
(in millions)
2026 2025 Change
Sales $ 1,312 $ 1,337 (2 %)
Segment EBIT 198 188 5 %
Segment EBIT Margin % 15.1 % 14.1 % 100 bps
Segment EBITA (non-GAAP) 205 201 2 %
Adjusted Segment EBITA (non-GAAP) 215 208 3 %
Adjusted Segment EBITA Margin % (non-GAAP) 16.4 % 15.6 % 80 bps
Sales in the quarter of $1.3 billion decreased 2% over the prior year. Organic sales grew 3% versus the prior year, with continued pressure in the region due to the conflicts in the Middle East. Products and Systems sales remained flat and Services increased 6% organically.
Excluding acquisitions and divestitures and adjusted for foreign currency, orders increased 12% year-over-year and backlog of $3.1 billion increased 18% year-over-year.
Segment EBIT margin increased 100 bps and adjusted Segment EBITA margin increased 80 bps compared to the prior year. The increases were primarily driven by favorable pricing and productivity improvements, partially
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offset by the impact of business divestitures. Adjusted Segment EBITA in both Q4 2026 and Q4 2025 excludes transformation costs.
APAC (Asia Pacific)
Fiscal Q4
(in millions) 2026 2025 Change
Sales $ 871 $ 780 12 %
Segment EBIT 162 136 19 %
Segment EBIT Margin % 18.6 % 17.4 % 120 bp
Segment EBITA (non-GAAP) 165 139 19 %
Adjusted Segment EBITA (non-GAAP) 165 139 19 %
Adjusted Segment EBITA Margin % (non-GAAP) 18.9 % 17.8 % 110 bp
Sales in the quarter of $871 million increased 12% versus the prior year. Organic sales increased 13% versus the prior year, led by 15% growth in Product and Systems and continued strength in Applied HVAC.
Excluding acquisitions and divestitures and adjusted for foreign currency, orders increased 11% and backlog of $2.1 billion increased 12% year-over-year.
Segment EBIT margin increased 120 bps and adjusted Segment EBITA margin increased 110 bps compared to the prior year, primarily driven by productivity improvements and higher revenues.
Corporate
Fiscal Q4
(in millions) 2026 2025 Change
Corporate Expense
GAAP $ 178 $ 269 (34 %)
Adjusted (non-GAAP) 80 124 (35 %)
Adjusted Corporate expense in both Q4 2026 and Q4 2025 excludes certain transaction/separation costs and transformation costs. In addition, Q4 2025 excludes accelerated depreciation of ERP assets. The decrease year-over-year is primarily due to ongoing cost reduction actions across corporate functions and the timing of certain corporate expenses.
OTHER Q4 ITEMS
▪The Company paid dividends of $242 million.
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GUIDANCE
The following forward-looking statements are non-GAAP financial measures. These non-GAAP financial measures are derived by excluding certain amounts from the corresponding financial measures determined in accordance with GAAP. The determination of the amounts excluded is a matter of management judgment and depends upon, among other factors, the nature of the underlying expense or income amounts recognized in a given period and the high variability of certain amounts, such as mark-to-market adjustments. Organic revenue growth excludes the effect of acquisitions, divestitures and foreign currency. The Company is unable to present a quantitative reconciliation of the aforementioned forward-looking non-GAAP financial measures to its most directly comparable forward-looking GAAP financial measures because such information is not available, and management cannot reliably predict the necessary components of such GAAP measures without unreasonable effort or expense. The unavailable information could have a significant impact on the Company’s fiscal 2027 first quarter and full year GAAP financial results.
The Company initiated fiscal 2027 first quarter continuing operations guidance:
▪Organic sales growth of 12% to 14%
▪Operating leverage of 30% to 35%
▪Adjusted EPS of $1.15 to $1.20
The Company initiated fiscal 2027 full year continuing operations guidance:
▪Organic sales growth of 11% to 12%
▪Operating leverage of 30%+
▪Adjusted EPS of $6.15 to $6.30
▪Adjusted free cash flow conversion of ~95%
CONFERENCE CALL & WEBCAST INFO
Johnson Controls will host a conference call to discuss this quarter’s results at 8:30 a.m. ET today, which can be accessed via webcast at https://johnson-controls-q4-2026-earnings.open-exchange.net. A slide presentation will accompany the prepared remarks and has been posted on the investor relations section of the Johnson Controls website at https://investors.johnsoncontrols.com/news-and-events/events-and-presentations. A replay will be made available approximately two hours following the conclusion of the conference call.
ABOUT JOHNSON CONTROLS
Johnson Controls, a global leader in thermal management, mission-critical building systems, energy efficiency, and decarbonization, helps customers use energy more productively, reduce carbon emissions, and operate with the precision and resilience required in rapidly expanding industries such as data centers, healthcare, pharmaceuticals, advanced manufacturing, and higher education.
For more than 140 years, Johnson Controls has delivered performance where it really matters. Backed by advanced technology, lifecycle services and an industry-leading field organization, we elevate customer performance, turn goals into real-world results and help move society forward.
Visit www.johnsoncontrols.com for more information and follow @Johnson Controls on social platforms.
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JOHNSON CONTROLS CONTACTS:
INVESTOR CONTACTS: MEDIA CONTACT:
Eric Swanson
Danielle Canzanella
Email: eric.swanson@jci.com
Email: danielle.canzanella@jci.com
Michael Gates
Email: michael.j.gates@jci.com
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JOHNSON CONTROLS INTERNATIONAL PLC CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS
Johnson Controls International plc (the "Company") has made statements in this document that are forward-looking and therefore are subject to risks and uncertainties. All statements in this document other than statements of historical fact are, or could be, "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. In this document, statements regarding the Company’s future financial position, sales, costs, earnings, cash flows, other measures of results of operations, synergies and integration opportunities, capital expenditures, debt levels and market outlook are forward-looking statements. Words such as "may," "will," "expect," "intend," "estimate," "anticipate," "believe," "should," "forecast," "project" or "plan" and terms of similar meaning are also generally intended to identify forward-looking statements. However, the absence of these words does not mean that a statement is not forward-looking. The Company cautions that these statements are subject to numerous important risks, uncertainties, assumptions and other factors, some of which are beyond the Company’s control, that could cause the Company’s actual results to differ materially from those expressed or implied by such forward-looking statements, including, among others, risks related to: the ability to develop or acquire new, competitively differentiated products and technologies that achieve market acceptance and meet applicable quality and regulatory requirements; the ability to manage general economic, business and capital market conditions, including the impacts of trade restrictions, recessions, economic downturns and global price inflation; the ability to manage macroeconomic and geopolitical volatility, including changes to laws or policies governing foreign trade, including tariffs, economic sanctions, foreign exchange and capital controls, import/export controls or other trade restrictions as well as any associated supply chain disruptions; fluctuations in demand in key verticals, including data centers and other mission-critical segments, as well as risks associated with customer concentration and the conversion of backlog to revenue; the ability to execute on the Company’s business system and operating model to drive organizational improvement; the ability to innovate and adapt to emerging technologies, ideas and trends in the marketplace, including the incorporation of technologies such as artificial intelligence; fluctuations in the cost and availability of public and private financing for customers; the ability to manage disruptions caused by catastrophic or geopolitical events, such as international conflicts (including the Russia-Ukraine conflict and conflicts in the Middle East), armed conflict, terrorism, political change, natural disasters, extreme weather, pandemics and outbreaks of contagious diseases and other adverse public health developments; the ability to successfully execute and complete portfolio simplification actions, as well as the possibility that the expected benefits of such actions will not be realized or will not be realized within the expected time frame; managing the risks and impacts of potential and actual security breaches, cyberattacks, privacy breaches or data breaches, maintaining and improving the capacity, reliability and security of the Company’s enterprise information technology infrastructure; the ability to manage the lifecycle cybersecurity risk in the development, deployment and operation of the Company’s digital platforms and services; fluctuations in currency exchange rates; the ability to hire and retain senior management and other key personnel; changes or uncertainty in laws, regulations, rates, policies, or interpretations that impact business operations or tax status; the ability to adapt to global climate change, climate change regulation and successfully meet the Company’s public sustainability commitments; the outcome of litigation and governmental proceedings; the risk of infringement or expiration of intellectual property rights; the ability to manage disruptions caused by catastrophic or geopolitical events, such as natural disasters, armed conflict, political change, climate change, pandemics and outbreaks of contagious diseases and other adverse public health developments; any delay or inability of the Company to realize the expected benefits and synergies of recent portfolio transactions; the tax treatment of recent portfolio transactions; significant transaction costs and/or unknown liabilities associated with such transactions; labor shortages, work stoppages, union negotiations, labor disputes and other matters associated with the labor force; and the cancellation of or changes to commercial arrangements. A detailed discussion of risks related to Johnson Controls’ business is included in the section entitled "Risk Factors" (refer to Part I, Item 1A, of this Annual Report on Form 10-K). The forward-looking statements included in this document are made only as of the date of this document, unless otherwise specified, and, except as required by law, Johnson Controls assumes no obligation, and disclaims any obligation, to update such statements to reflect events or circumstances occurring after the date of this document.
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FINANCIAL STATEMENTS
Johnson Controls International plc
Consolidated Statements of Income
(in millions, except per share data; unaudited)
Three Months Ended September 30, Twelve Months Ended September 30,
2026 2025 2026 2025
Net sales
Products and systems $ 5,014 $ 4,452 $ 17,701 $ 16,124
Services 2,099 1,990 7,965 7,472
7,113 6,442 25,666 23,596
Cost of sales
Products and systems 3,249 2,908 11,697 10,543
Services 1,159 1,183 4,454 4,461
4,408 4,091 16,151 15,004
Gross profit 2,705 2,351 9,515 8,592
Selling, general and administrative expenses 1,481 1,521 5,510 5,764
Restructuring and impairment costs 87 400 311 546
Net financing charges 82 76 279 319
Equity income 8 1 11 6
Income from continuing operations before income taxes 1,063 355 3,426 1,969
Income tax provision 93 85 536 245
Income from continuing operations 970 270 2,890 1,724
Income (loss) from discontinued operations, net of tax — 1,488 (27) 1,789
Net income 970 1,758 2,863 3,513
Income attributable to noncontrolling interests
Continuing operations 3 3 10 3
Discontinued operations — 62 — 219
Net income attributable to Johnson Controls $ 967 $ 1,693 $ 2,853 $ 3,291
Income (loss) attributable to Johnson Controls
Continuing operations $ 967 $ 267 $ 2,880 $ 1,721
Discontinued operations — 1,426 (27) 1,570
Total $ 967 $ 1,693 $ 2,853 $ 3,291
Basic earnings (loss) per share attributable to Johnson Controls
Continuing operations $ 1.60 $ 0.42 $ 4.73 $ 2.64
Discontinued operations — 2.26 (0.04) 2.40
Total $ 1.60 $ 2.68 $ 4.69 $ 5.04
Diluted earnings (loss) per share attributable to Johnson Controls
Continuing operations $ 1.60 $ 0.42 $ 4.72 $ 2.63
Discontinued operations — 2.25 (0.04) 2.40
Total $ 1.60 $ 2.67 $ 4.68 $ 5.03
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Johnson Controls International plc
Condensed Consolidated Statements of Financial Position
(in millions; unaudited)
September 30, 2026 September 30, 2025
Assets
Cash and cash equivalents $ 618 $ 379
Accounts receivable - net 7,316 6,269
Inventories 1,999 1,820
Current assets held for sale 4 14
Other current assets 1,741 1,680
Current assets 11,678 10,162
Property, plant and equipment - net 2,106 2,193
Goodwill 16,640 16,633
Other intangible assets - net 3,482 3,613
Noncurrent assets held for sale 231 140
Other noncurrent assets 6,065 5,198
Total assets $ 40,202 $ 37,939
Liabilities and Equity
Short-term debt $ 678 $ 723
Current portion of long-term debt 1,066 566
Accounts payable 4,381 3,614
Accrued compensation and benefits 1,198 1,268
Deferred revenue 3,370 2,470
Current liabilities held for sale 6 12
Other current liabilities 2,220 2,288
Current liabilities 12,919 10,941
Long-term debt 7,533 8,591
Pension and postretirement benefits 204 211
Noncurrent liabilities held for sale 34 9
Other noncurrent liabilities 5,866 5,233
Noncurrent liabilities 13,637 14,044
Shareholders’ equity attributable to Johnson Controls 13,611 12,927
Noncontrolling interests 35 27
Total equity 13,646 12,954
Total liabilities and equity $ 40,202 $ 37,939
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Johnson Controls International plc
Consolidated Statements of Cash Flows
(in millions; unaudited)
Three Months Ended September 30, Twelve Months Ended September 30,
2026 2025 2026 2025
Operating Activities of Continuing Operations
Income from continuing operations:
Attributable to Johnson Controls $ 967 $ 267 $ 2,880 $ 1,721
Attributable to noncontrolling interests 3 3 10 3
Total 970 270 2,890 1,724
Adjustments to reconcile net income to cash provided by operating activities of continuing operations:
Depreciation and amortization 159 280 654 865
Pension and postretirement benefits (76) 11 (115) (41)
Deferred income taxes (740) 341 (798) 195
Non-cash restructuring and impairment charges 35 371 195 427
Equity-based compensation 29 33 124 140
Other - net (3) (36) (87) (28)
Changes in assets and liabilities:
Accounts receivable (339) (132) (1,096) (211)
Inventories (44) 4 (210) (75)
Other assets (140) (292) (78) (581)
Restructuring reserves 24 (1) (1) 1
Accounts payable and accrued liabilities 951 663 1,715 694
Accrued income taxes 474 (544) 679 (556)
Cash provided by operating activities from continuing operations 1,300 968 3,872 2,554
Investing Activities of Continuing Operations
Capital expenditures (222) (130) (465) (434)
Acquisition of businesses, net of cash acquired — (1) (291) (10)
Divestitures of businesses, net of cash divested — 3 331 5
Other - net (11) 18 (43) 27
Cash used by investing activities from continuing operations (233) (110) (468) (412)
Financing Activities of Continuing Operations
Net proceeds from (repayments of) borrowings with maturities less than three months 24 (245) (170) 38
Proceeds from debt — 396 545 1,765
Repayments of debt (220) (552) (859) (1,648)
Stock repurchases and retirements (655) (5,021) (1,505) (5,991)
Payment of cash dividends (242) (243) (976) (976)
Other - net (9) (8) (83) 28
Cash used by financing activities from continuing operations (1,102) (5,673) (3,048) (6,784)
Discontinued Operations
Cash used by operating activities — (1,410) (98) (1,155)
Cash provided (used) by investing activities — 6,598 (155) 6,546
Cash used by financing activities — (430) — (604)
Cash provided (used) by discontinued operations — 4,758 (253) 4,787
Effect of exchange rate changes on cash, cash equivalents and restricted cash 7 (43) 129 (259)
Change in cash, cash equivalents and restricted cash held for sale — (258) — (255)
Increase (decrease) in cash, cash equivalents and restricted cash (28) (358) 232 (369)
Cash, cash equivalents and restricted cash at beginning of period 658 756 398 767
Cash, cash equivalents and restricted cash at end of period 630 398 630 398
Less: Restricted cash 12 19 12 19
Cash and cash equivalents at end of period $ 618 $ 379 $ 618 $ 379
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FOOTNOTES
1.Sale of Residential and Light Commercial HVAC Business
In July 2025, the Company sold its Residential and Light Commercial ("R&LC") HVAC business, including the North America Ducted business and the global Residential joint venture with Hitachi Global Life Solutions, Inc. ("Hitachi"), of which Johnson Controls owned 60% and Hitachi owned 40%. The R&LC HVAC business met the criteria to be classified as a discontinued operation and, as a result, its historical financial results are reflected in the consolidated financial statements as a discontinued operation.
2.Non-GAAP Measures
The Company reports various non-GAAP measures in this earnings release and the related earnings presentation. Non-GAAP measures should be considered in addition to, and not as replacements for, the most comparable GAAP measures. Refer to the following footnotes for further information on the calculations of the non-GAAP measures and reconciliations of the non-GAAP measures to the most comparable GAAP measures.
Organic sales
Organic sales growth excludes the impact of acquisitions, divestitures and foreign currency. Management believes organic sales growth is useful to investors in understanding period-over-period sales results and trends.
Cash flow
Management believes free cash flow and adjusted free cash flow measures are useful to investors in understanding the strength of the Company and its ability to generate cash. These non-GAAP measures can also be used to evaluate the Company’s ability to generate cash flow from operations and the impact that this cash flow has on its liquidity. Management also believes adjusted free cash flows are useful to investors in understanding period-over-period cash flows, cash trends and ongoing cash flows of the Company.
Adjusted free cash flow and adjusted free cash flow conversion are non-GAAP measures which exclude the impacts of the following:
•JC Capital cash flows primarily include activity associated with finance/notes receivables and inventory and/or capital expenditures related to lease arrangements. JC Capital net income is primarily related to interest income on the finance/notes receivable and profit recognized on arrangements with sales-type lease components.
•The impact of the accounts receivables factoring program which was discontinued in March 2024.
•Cash payments related to the water systems AFFF settlement and cash receipts for AFFF-related insurance recoveries.
•Prepayment of royalty fees associated with certain IP licensed to divested businesses.
•Discrete tax payments are non-recurring tax settlements for certain non-US jurisdictions.
Adjusted financial measures
Adjusted financial measures are non-GAAP measures that are derived by excluding certain amounts from the corresponding financial measures determined in accordance with GAAP. The determination of the excluded amounts is a matter of management judgment and depends upon the nature and variability of the underlying expense or income amounts and other factors.
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As detailed in the tables included in footnotes four through seven, the following items were excluded from certain financial measures:
•Net mark-to-market adjustments are the result of adjusting restricted asbestos investments and pension and postretirement plan assets to their current market value. These adjustments may have a favorable or unfavorable impact on results.
•Restructuring and impairment costs represents restructuring costs attributable to Johnson Controls including costs associated with exit plans or other restructuring plans that will have a more significant impact on the underlying cost structure of the organization. Impairment costs primarily relate to write-downs of goodwill, intangible assets and assets held for sale to their fair value.
•Water systems AFFF settlement and insurance recoveries include amounts related to a settlement with a nationwide class of public water systems concerning the use of AFFF manufactured and sold by a subsidiary of the Company, and AFFF-related insurance recoveries.
•Transaction/separation costs include costs associated with significant mergers and acquisitions.
•Transformation costs represent incremental expenses incurred in association with strategic growth initiatives and cost saving opportunities in order to realize the benefits of portfolio simplification and the Company's lifecycle solutions strategy.
•ERP asset - accelerated depreciation represents a change in ERP strategy within the EMEA segment, which led to certain assets being abandoned and the useful lives reduced.
•Gain on divestiture relates to the sale of the ADT Mexico Security business.
•Discrete tax items, net includes the net impact of discrete tax items within the period, including the following types of items: changes in estimates associated with valuation allowances, changes in estimates associated with reserves for uncertain tax positions, withholding taxes recorded upon changes in indefinite re-investment assertions for businesses to be disposed of and impacts from statutory rate changes.
•Related tax impact includes the tax impact of the various excluded items.
Management believes the exclusion of these items is useful to investors due to the unusual nature and/or magnitude of the amounts. When considered together with unadjusted amounts, adjusted financial measures are useful to investors in understanding period-over-period operating results, business trends and ongoing operations of the Company. Management may also use these metrics as guides in forecasting, budgeting and long-term planning processes and for compensation purposes.
Operating leverage
Operating leverage is defined as the change in adjusted EBIT for the period, divided by the corresponding change in net revenues. Management believes operating leverage is a useful metric to reflect enterprise value creation, capturing the impact of scale and cost discipline across the organization.
Debt ratios
Management believes that net debt to adjusted EBITDA, a non-GAAP measure, is useful to understanding the Company's financial condition as the ratio provides an overview of the extent to which the Company relies on external debt financing for its funding and also is a measure of risk to its shareholders.
11
3. Sales
The following tables detail the changes in sales from continuing operations attributable to organic growth, foreign currency, acquisitions, divestitures and other (unaudited):
Net sales Three Months Ended September 30,
(in millions)
Americas
EMEA
APAC
Total
Net sales - 2025
$ 4,325 $ 1,337 $ 780 $ 6,442
Base year adjustments
Divestitures and other — (42) (13) (55)
Foreign currency (2) (16) 7 (11)
Adjusted base net sales 4,323 1,279 774 6,376
Acquisitions 2 — — 2
Organic growth 605 33 97 735
Net sales - 2026
$ 4,930 $ 1,312 $ 871 $ 7,113
Growth %:
Net sales 14 % (2) % 12 % 10 %
Organic growth 14 % 3 % 13 % 12 %
Net sales Twelve Months Ended September 30,
(in millions) Americas EMEA APAC Total
Net sales - 2025
$ 15,831 $ 4,968 $ 2,797 $ 23,596
Base year adjustments
Divestitures and other — (120) (18) (138)
Foreign currency 36 153 26 215
Adjusted base net sales 15,867 5,001 2,805 23,673
Acquisitions 2 3 — 5
Organic growth 1,529 115 344 1,988
Net sales - 2026
$ 17,398 $ 5,119 $ 3,149 $ 25,666
Growth %:
Net sales 10 % 3 % 13 % 9 %
Organic growth 10 % 2 % 12 % 8 %
12
Products and systems revenue Three Months Ended September 30,
(in millions)
Americas
EMEA
APAC
Total
Products and systems revenue - 2025
$ 3,093 $ 800 $ 559 $ 4,452
Base year adjustments
Divestitures and other — — (2) (2)
Foreign currency (8) (8) 7 (9)
Adjusted products and systems revenue 3,085 792 564 4,441
Acquisitions 2 — — 2
Organic growth 483 3 85 571
Products and systems revenue - 2026
$ 3,570 $ 795 $ 649 $ 5,014
Growth %:
Products and systems revenue 15 % (1) % 16 % 13 %
Organic growth 16 % — % 15 % 13 %
Products and systems revenue Twelve Months Ended September 30,
(in millions) Americas EMEA APAC Total
Products and systems revenue - 2025
$ 11,187 $ 2,977 $ 1,960 $ 16,124
Base year adjustments
Divestitures and other — — (3) (3)
Foreign currency 26 105 22 153
Adjusted products and systems revenue 11,213 3,082 1,979 16,274
Acquisitions 2 3 — 5
Organic growth 1,064 48 310 1,422
Products and systems revenue - 2026
$ 12,279 $ 3,133 $ 2,289 $ 17,701
Growth %:
Products and systems revenue 10 % 5 % 17 % 10 %
Organic growth 9 % 2 % 16 % 9 %
13
Service revenue Three Months Ended September 30,
(in millions)
Americas
EMEA
APAC
Total
Service revenue - 2025
$ 1,232 $ 537 $ 221 $ 1,990
Base year adjustments
Divestitures and other — (42) (11) (53)
Foreign currency 6 (8) — (2)
Adjusted base service revenue 1,238 487 210 1,935
Organic growth 122 30 12 164
Service revenue - 2026
$ 1,360 $ 517 $ 222 $ 2,099
Growth %:
Service revenue 10 % (4) % — % 5 %
Organic growth 10 % 6 % 6 % 8 %
Service revenue Twelve Months Ended September 30,
(in millions) Americas EMEA APAC Total
Service revenue - 2025
$ 4,644 $ 1,991 $ 837 $ 7,472
Base year adjustments
Divestitures and other — (120) (15) (135)
Foreign currency 10 48 4 62
Adjusted base service revenue 4,654 1,919 826 7,399
Organic growth 465 67 34 566
Service revenue - 2026
$ 5,119 $ 1,986 $ 860 $ 7,965
Growth %:
Service revenue 10 % — % 3 % 7 %
Organic growth 10 % 3 % 4 % 8 %
14
4. Cash Flow, Free Cash Flow and Free Cash Flow Conversion
The following table includes operating cash flow conversion, free cash flow and free cash flow conversion (unaudited):
Three Months Ended September 30, Twelve Months Ended September 30,
(in millions) 2026 2025 2026 2025
Cash provided by operating activities from continuing operations $ 1,300 $ 968 $ 3,872 $ 2,554
Income from continuing operations attributable to Johnson Controls 967 267 2,880 1,721
Operating cash flow conversion 134% 363% 134% 148%
Cash provided by operating activities from continuing operations $ 1,300 $ 968 $ 3,872 $ 2,554
Capital expenditures (222) (130) (465) (434)
Free cash flow (non-GAAP) $ 1,078 $ 838 $ 3,407 $ 2,120
Income from continuing operations attributable to Johnson Controls $ 967 $ 267 $ 2,880 $ 1,721
Free cash flow conversion from net income (non-GAAP) 111% 314% 118 % 123 %
The following table includes adjusted free cash flow and adjusted free cash flow conversion (unaudited):
Three Months Ended September 30, Twelve Months Ended September 30,
(in millions) 2026 2025 2026 2025
Free cash flow (non-GAAP) $ 1,078 $ 838 $ 3,407 $ 2,120
Adjustments:
JC Capital cash (provided) used by operating activities 9 38 (24) 149
Water systems AFFF settlement cash payments and insurance recoveries 9 3 (156) 386
IP license prepayments — (240) (29) (240)
Discrete tax payments — 71 31 71
Impact of discontinued factoring program — — — 15
Adjusted free cash flow (non-GAAP) $ 1,096 $ 710 $ 3,229 $ 2,501
Adjusted net income attributable to JCI (non-GAAP) $ 1,008 $ 798 $ 3,153 $ 2,462
JC Capital net (income) loss (28) 1 (6) (3)
Adjusted net income attributable to JCI, excluding JC Capital (non-GAAP) $ 980 $ 799 $ 3,147 $ 2,459
Adjusted free cash flow conversion (non-GAAP) 112% 89% 103% 102 %
15
5. EBIT, Segment Profitability and Corporate Expense
The following table reconciles income from continuing operations before income taxes to EBIT and adjusted EBIT (unaudited):
Three Months Ended September 30, Twelve Months Ended September 30,
(in millions) 2026 2025 2026 2025
Income from continuing operations:
Attributable to Johnson Controls $ 967 $ 267 $ 2,880 $ 1,721
Attributable to noncontrolling interests 3 3 10 3
Income from continuing operations 970 270 2,890 1,724
Less: Income tax provision (1)
93 85 536 245
Income before income taxes 1,063 355 3,426 1,969
Net financing charges 82 76 279 319
EBIT $ 1,145 $ 431 $ 3,705 $ 2,288
EBIT margin 16.1 % 6.7 % 14.4 % 9.7 %
Adjusting items:
Net mark-to-market adjustments 57 (13) 73 (6)
Restructuring and impairment costs (87) (400) (311) (546)
Water systems AFFF insurance recoveries 1 26 149 39
Transaction/separation costs (30) (12) (73) (39)
Transformation costs (95) (56) (292) (180)
ERP asset - accelerated depreciation — (102) — (102)
Gain on divestiture — — 70 —
Adjusted EBIT (non-GAAP) $ 1,299 $ 988 $ 4,089 $ 3,122
Adjusted EBIT margin (non-GAAP) 18.3 % 15.3 % 15.9 % 13.2 %
(1) Adjusted income tax provision excludes the net tax impacts of pre-tax adjusting items and discrete tax items.
16
The following tables reconcile Segment EBIT to Segment EBITA (non-GAAP) as reported and reconcile Segment EBIT and Segment EBITA (non-GAAP) as reported to adjusted Segment EBIT and Segment EBITA (non-GAAP) and adjusted Segment EBIT and Segment EBITA (non-GAAP) margin (unaudited):
Three Months Ended September 30,
(in millions) Americas EMEA APAC
2026 2025 2026 2025 2026 2025
Sales $ 4,930 $ 4,325 $ 1,312 $ 1,337 $ 871 $ 780
Segment EBIT 992 763 198 188 162 136
Amortization 77 81 7 13 3 3
Segment EBITA (non-GAAP) 1,069 844 205 201 165 139
Adjusting items:
Transformation costs 17 18 10 7 — —
Adjusted Segment EBIT (non-GAAP) 1,009 781 208 195 162 136
Adjusted Segment EBITA (non-GAAP) 1,086 862 215 208 165 139
Segment EBIT margin % 20.1 % 17.6 % 15.1 % 14.1 % 18.6 % 17.4 %
Adjusted Segment EBIT margin % (non-GAAP) 20.5 % 18.1 % 15.9 % 14.6 % 18.6 % 17.4 %
Segment EBITA margin % (non-GAAP) 21.7 % 19.5 % 15.6 % 15.0 % 18.9 % 17.8 %
Adjusted Segment EBITA margin % (non-GAAP) 22.0 % 19.9 % 16.4 % 15.6 % 18.9 % 17.8 %
Twelve Months Ended September 30,
(in millions) Americas EMEA APAC
2026 2025 2026 2025 2026 2025
Sales $ 17,398 $ 15,831 $ 5,119 $ 4,968 $ 3,149 $ 2,797
Segment EBIT 3,088 2,526 700 581 589 461
Amortization 309 356 28 68 14 15
Segment EBITA (non-GAAP) 3,397 2,882 728 649 603 476
Adjusting items:
Transformation costs 74 24 23 9 4 —
Adjusted Segment EBIT (non-GAAP) 3,162 2,550 723 590 593 461
Adjusted Segment EBITA (non-GAAP) 3,471 2,906 751 658 607 476
Segment EBIT margin % 17.7 % 16.0 % 13.7 % 11.7 % 18.7 % 16.5 %
Adjusted Segment EBIT margin % (non-GAAP) 18.2 % 16.1 % 14.1 % 11.9 % 18.8 % 16.5 %
Segment EBITA margin % (non-GAAP) 19.5 % 18.2 % 14.2 % 13.1 % 19.1 % 17.0 %
Adjusted Segment EBITA margin % (non-GAAP) 20.0 % 18.4 % 14.7 % 13.2 % 19.3 % 17.0 %
17
The following table reconciles adjusted Segment EBITA (non-GAAP) to adjusted Segment EBITA margin (non-GAAP) (unaudited):
Three Months Ended September 30, Twelve Months Ended September 30,
(in millions) 2026 2025 2026 2025
Adjusted Segment EBITA (non-GAAP)
Americas $ 1,086 $ 862 $ 3,471 $ 2,906
EMEA 215 208 751 658
APAC 165 139 607 476
Sales 7,113 6,442 25,666 23,596
Adjusted Segment EBITA margin (non-GAAP) 20.6 % 18.8 % 18.8 % 17.1 %
The following table reconciles Corporate expense from continuing operations as reported to the comparable adjusted amounts (unaudited):
Three Months Ended September 30, Twelve Months Ended September 30,
(in millions) 2026 2025 2026 2025
Corporate expense (GAAP) $ 178 $ 269 $ 653 $ 767
Adjusting items:
Transaction/separation costs (30) (12) (73) (39)
Transformation costs (68) (31) (191) (147)
ERP asset - accelerated depreciation — (102) — (102)
Adjusted corporate expense (non-GAAP) $ 80 $ 124 $ 389 $ 479
18
6. Net Income and Diluted Earnings Per Share
The following tables reconcile net income from continuing operations attributable to JCI and diluted earnings per share from continuing operations as reported to the comparable adjusted amounts (unaudited):
Three Months Ended September 30,
Income from continuing operations attributable to JCI Diluted earnings
per share
(in millions, except per share) 2026 2025 2026 2025
As reported (GAAP) $ 967 $ 267 $ 1.60 $ 0.42
Adjusting items:
Net mark-to-market adjustments (57) 13 (0.09) 0.02
Restructuring and impairment costs 87 400 0.14 0.63
Water systems AFFF insurance recoveries (1) (26) — (0.04)
Transaction/separation costs 30 12 0.05 0.02
ERP asset - accelerated depreciation — 102 — 0.16
Transformation costs 95 56 0.16 0.09
Discrete tax items (90) 50 (0.15) 0.08
Related tax impact (23) (76) (0.04) (0.12)
Adjusted (non-GAAP)* $ 1,008 $ 798 $ 1.66 $ 1.26
* May not sum due to rounding
Twelve Months Ended September 30
Income from continuing operations attributable to JCI Diluted earnings
per share
(in millions, except per share) 2026 2025 2026 2025
As reported (GAAP) $ 2,880 $ 1,721 $ 4.72 $ 2.63
Adjusting items:
Net mark-to-market adjustments (73) 6 (0.12) 0.01
Gain on divestiture (70) — (0.11) —
Restructuring and impairment costs 311 546 0.51 0.83
Water systems AFFF insurance recoveries (149) (39) (0.24) (0.06)
Transaction/separation costs 73 39 0.12 0.06
ERP asset - accelerated depreciation — 102 — 0.16
Transformation costs 292 180 0.48 0.28
Discrete tax items (79) (36) (0.13) (0.06)
Related tax impact (32) (57) (0.05) (0.07)
Adjusted (non-GAAP)* $ 3,153 $ 2,462 $ 5.16 $ 3.76
* May not sum due to rounding
19
The following table reconciles the denominators used to calculate basic and diluted earnings per share (in millions; unaudited):
Three Months Ended September 30, Twelve Months Ended September 30,
2026 2025 2026 2025
Weighted average shares outstanding
Basic weighted average shares outstanding 604 631 609 652
Effect of dilutive securities:
Stock options, unvested restricted stock and unvested performance share awards 2 2 2 2
Diluted weighted average shares outstanding 606 633 611 654
7. Debt Ratios
The following table includes continuing operations and details net debt to income before income taxes and net debt to adjusted EBITDA (unaudited):
(in millions) September 30, 2026 June 30, 2026 September 30, 2025
Short-term debt $ 678 $ 865 $ 723
Current portion of long-term debt 1,066 311 566
Long-term debt 7,533 8,299 8,591
Total debt 9,277 9,475 9,880
Less: cash and cash equivalents 618 641 379
Net debt $ 8,659 $ 8,834 $ 9,501
Last twelve months income before income taxes $ 3,426 $ 2,718 $ 1,969
Net debt to income before income taxes 2.5 x 3.3 x 4.8 x
Last twelve months adjusted EBITDA (non-GAAP) $ 4,743 $ 4,553 $ 3,987
Net debt to adjusted EBITDA (non-GAAP) 1.8x 1.9x 2.4x
20
The following table reconciles income from continuing operations to adjusted EBIT and adjusted EBITDA (unaudited):
Twelve Months Ended
(in millions) September 30, 2026 June 30, 2026 September 30, 2025
Income from continuing operations $ 2,890 $ 2,190 $ 1,724
Income tax provision 536 528 245
Income before income taxes 3,426 2,718 1,969
Net financing charges 279 273 319
EBIT 3,705 2,991 2,288
Adjusting items:
Net mark-to-market adjustments (73) (3) 6
Restructuring and impairment costs 311 624 546
Water systems AFFF insurance recoveries (149) (174) (39)
Transaction/separation costs 73 55 39
Transformation costs 292 253 180
ERP asset - accelerated depreciation — 102 102
Gain on divestiture (70) (70) —
Adjusted EBIT (non-GAAP) 4,089 3,778 3,122
Depreciation and amortization 654 775 865
Adjusted EBITDA (non-GAAP) $ 4,743 $ 4,553 $ 3,987
8. Income Taxes
After adjusting for certain non-recurring items, the Company's effective tax rate for continuing operations was approximately 17% for the three and twelve months ended September 30, 2026 and approximately 12% for the three and twelve months ended September 30, 2025.
21
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Oct. 27, 2026
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