Skip to main content

CUMMINS INC

For the period ended Sep 30, 2026. Filed Nov 5, 2026.

View on SEC.gov

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Sep 30, 2026 · Filed Nov 5, 2026

CMI$466.47+3.6%Stored close · as of Nov 9, 2026

Extracted filing text, with the paragraph anchors used by the comparison.

See the whole filing, with its images and exhibits

Notes to Condensed Consolidated Financial Statements

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

INDEX TO THE NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Footnote · Page
NOTE 1NATURE OF OPERATIONS AND BASIS OF PRESENTATION10
NOTE 2REVENUE FROM CONTRACTS WITH CUSTOMERS11
NOTE 3PENSIONS AND OTHER POSTRETIREMENT BENEFITS13
NOTE 4EQUITY, ROYALTY AND INTEREST INCOME FROM INVESTEES15
NOTE 5INCOME TAXES15
NOTE 6MARKETABLE SECURITIES16
NOTE 7INVENTORIES17
NOTE 8SUPPLEMENTAL BALANCE SHEET DATA17
NOTE 9DEBT18
NOTE 10PRODUCT WARRANTY LIABILITY20
NOTE 11COMMITMENTS AND CONTINGENCIES21
NOTE 12ACCUMULATED OTHER COMPREHENSIVE LOSS23
NOTE 13DERIVATIVES25
NOTE 14ACCELERA ACTIONS26
NOTE 15REPORTABLE SEGMENTS27
NOTE 16RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS30

NOTE 1. NATURE OF OPERATIONS AND BASIS OF PRESENTATION

Overview

Cummins Inc. (“Cummins,” “we,” “our” or “us”) was founded in 1919 as Cummins Engine Company, a corporation in Columbus, Indiana, and one of the first diesel engine manufacturers. In 2001, we changed our name to Cummins Inc. We are a global power leader committed to powering a more prosperous world. Since 1919, we have delivered innovative solutions that move people, goods and economies forward. Our five reportable segments - Engine, Components, Distribution, Power Systems and Accelera - offer a broad portfolio, including advanced diesel, electric and hybrid powertrains; integrated power generation systems; critical components such as aftertreatment, turbochargers, fuel systems, controls, transmissions, axles and brakes; and zero emissions technologies like battery and electric powertrain systems. With a global footprint, deep technical expertise and an extensive service network, we deliver dependable, cutting-edge solutions tailored to our customers' needs, supporting them through the energy transition with our Destination Zero strategy. We sell our products to original equipment manufacturers (OEMs), distributors, dealers and other customers worldwide. We serve our customers through a service network of approximately 640 wholly-owned, joint venture and independent distributor locations and more than 13,000 Cummins certified dealer locations in approximately 190 countries and territories.

Interim Condensed Financial Statements

The unaudited Condensed Consolidated Financial Statements reflect all adjustments which, in the opinion of management, are necessary for a fair statement of the results of operations, financial position and cash flows. All such adjustments are of a normal recurring nature. The Condensed Consolidated Financial Statements were prepared in accordance with accounting principles in the United States of America (GAAP) pursuant to the rules and regulations of the Securities and Exchange Commission (SEC) for interim financial information. Certain information and footnote disclosures normally included in annual financial statements were condensed or omitted as permitted by such rules and regulations.

These interim condensed consolidated financial statements should be read in conjunction with the Consolidated Financial Statements included in our Annual Report on Form 10-K for the year ended December 31, 2025. Our interim period financial results for the three and nine month periods presented are not necessarily indicative of results to be expected for any other interim period or for the entire year. The year-end Condensed Consolidated Balance Sheet data was derived from audited financial statements but does not include all required annual disclosures.

Reclassifications

Certain amounts for prior year periods were reclassified to conform to the current year presentation.

Use of Estimates in Preparation of Financial Statements

Preparation of financial statements requires management to make estimates and assumptions that affect reported amounts presented and disclosed in our Condensed Consolidated Financial Statements. Significant estimates and assumptions in these Condensed Consolidated Financial Statements require the exercise of judgment. Due to the inherent uncertainty involved in making estimates, actual results reported in future periods may be different from these estimates.

Weighted-Average Diluted Shares Outstanding

The weighted-average diluted common shares outstanding exclude the anti-dilutive effect of certain stock options. The options excluded from diluted earnings per share were as follows:

Three months ended · Nine months ended
September 30,September 30,
2026202520262025
Options excluded6,5251,3332,8035,083

Related Party Transactions

In accordance with the provisions of various joint venture agreements, we may purchase products and components from our joint ventures, sell products and components to our joint ventures and our joint ventures may sell products and components to unrelated parties.

The following is a summary of sales to and purchases from nonconsolidated equity investees:

Three months ended · Nine months ended
September 30,September 30,
In millions2026202520262025
Sales to nonconsolidated equity investees$430$411$1,341$1,210
Purchases from nonconsolidated equity investees8284852,1071,649

The following is a summary of accounts receivable from and accounts payable to nonconsolidated equity investees:

In millionsSeptember 30,2026December 31,2025Balance Sheet Location
Accounts receivable from nonconsolidated equity investees$472$523Accounts and notes receivable, net
Accounts payable to nonconsolidated equity investees546263Accounts payable (principally trade)

Supply Chain Financing

We currently have supply chain financing programs with financial intermediaries, which provide certain vendors the option to be paid by financial intermediaries earlier than the due date on the applicable invoice (generally with 60 to 90 day payment terms). When a vendor utilizes the program and receives an early payment from a financial intermediary, they take a discount on the invoice. We then pay the financial intermediary the face amount of the invoice on the original due date. The maximum amount that we could have outstanding under these programs was $564 million at September 30, 2026. We do not reimburse vendors for any costs they incur for participation in the program; their participation is completely voluntary and there are no assets pledged as security or other forms of guarantees provided for the committed payment to the finance provider or intermediary. As a result, all amounts owed to the financial intermediaries are presented as accounts payable in our Condensed Consolidated Balance Sheets. Amounts due to the financial intermediaries reflected in accounts payable at September 30, 2026 and December 31, 2025, were $244 million and $153 million, respectively.

NOTE 2. REVENUE FROM CONTRACTS WITH CUSTOMERS

Long-term Contracts

We have certain arrangements, primarily long-term maintenance agreements, construction contracts, product sales with associated performance obligations extending beyond a year, product sales with lead times extending beyond one year that are non-cancellable or for which the customer incurs a penalty for cancellation and extended warranty coverage arrangements that span a period in excess of one year. The aggregate amount of the transaction price for these contracts, excluding extended warranty coverage arrangements, at September 30, 2026, was $8.1 billion. We expect to recognize the related revenue of $4.8 billion over the next 12 months and $3.3 billion over periods up to 10 years. See NOTE 10, “PRODUCT WARRANTY LIABILITY,” for additional disclosures on extended warranty coverage arrangements. Our other contracts generally are for a duration of less thanone year, include payment terms that correspond to the timing of costs incurred when providing goods and services to our customers or represent sales-based royalties.

Deferred and Unbilled Revenue

The following is a summary of our unbilled and deferred revenue and related activity:

In millionsSeptember 30,2026December 31,2025
Unbilled revenue$345$439
Deferred revenue2,8572,660

We recognized revenue of $235 million and $1,059 million for the three and nine months ended September 30, 2026, compared with $222 million and $814 million for the comparable periods in 2025, that was included in the deferred revenue balance at the beginning of each year. We did not record any impairment losses on our unbilled revenues during the three and nine months ended September 30, 2026 or 2025.

Disaggregation of Revenue

Consolidated Revenue

The table below presents our consolidated net sales by country based on the location of the customer:

Three months ended · Nine months ended
September 30,September 30,
In millions2026202520262025
United States$5,427$4,663$15,229$14,278
China9748443,0482,449
India4664471,3831,288
Other international2,5712,3637,6337,119
Total net sales$9,438$8,317$27,293$25,134

Segment Revenue

Engine segment external sales by market were as follows:

Three months ended · Nine months ended
September 30,September 30,
In millions2026202520262025
Heavy-duty truck$803$540$2,105$1,921
Medium-duty truck and bus7675332,1521,909
Light-duty automotive4965831,4341,490
Total on-highway2,0661,6565,6915,320
Off-highway3232661,013804
Total sales$2,389$1,922$6,704$6,124

Components segment external sales by business were as follows:

Three months ended · Nine months ended
September 30,September 30,
In millions2026202520262025
Drivetrain and braking systems$1,107$916$3,144$3,066
Emission solutions8377022,4972,270
Components and software308281968888
Automated transmissions14587357327
Total sales$2,397$1,986$6,966$6,551

Distribution segment external sales by region were as follows:

Three months ended · Nine months ended
September 30,September 30,
In millions2026202520262025
North America$2,302$2,200$6,823$6,373
Asia Pacific3673111,013831
Europe285273888865
China143121393357
India9593271256
Africa and Middle East6974195193
Latin America4698153231
Total sales$3,307$3,170$9,736$9,106

Distribution segment external sales by product line were as follows:

Three months ended · Nine months ended
September 30,September 30,
In millions2026202520262025
Power generation$1,328$1,246$3,976$3,536
Parts1,0491,0143,1903,051
Service4824941,3851,349
Engines4484161,1851,170
Total sales$3,307$3,170$9,736$9,106

Power Systems segment external sales by product line were as follows:

Three months ended · Nine months ended
September 30,September 30,
In millions2026202520262025
Power generation$742$623$2,126$1,652
Industrial301323892905
Generator technologies207180542495
Total sales$1,250$1,126$3,560$3,052

NOTE 3. PENSIONS AND OTHER POSTRETIREMENT BENEFITS

We sponsor funded and unfunded domestic and foreign defined benefit pension and other postretirement benefit (OPEB) plans. Contributions to these plans were as follows:

Three months ended · Nine months ended
September 30,September 30,
In millions2026202520262025
Defined benefit pension contributions$11$11$35$34
OPEB payments, net2164
Defined contribution pension plans252494100

We anticipate making additional defined benefit pension contributions during the remainder of 2026 of $12 million for our U.S. and U.K. qualified and non-qualified pension plans. These contributions may be made from trusts or company funds either to increase pension assets or to make direct benefit payments to plan participants. We expect our 2026 annual net periodic pension cost to approximate $75 million.

The components of net periodic pension and OPEB expense under our plans were as follows:

Pension
U.S. Plans · U.K. Plans · OPEB
Three months ended September 30,
In millions202620252026202520262025
Service cost$35$34$4$4$—$—
Interest cost4543192022
Expected return on plan assets(71)(67)(25)(23)——
Recognized net actuarial loss (gain)3297(2)(1)
Net periodic benefit expense$12$12$7$8$—$1
Pension
U.S. Plans · U.K. Plans · OPEB
Nine months ended September 30,
In millions202620252026202520262025
Service cost$104$100$11$11$—$—
Interest cost133130585845
Expected return on plan assets(211)(201)(75)(68)——
Amortization of prior service cost1111——
Recognized net actuarial loss (gain)872620(4)(4)
Net periodic benefit expense$35$37$21$22$—$1

NOTE 4. EQUITY, ROYALTY AND INTEREST INCOME FROM INVESTEES

Equity, royalty and interest income from investees, net of applicable taxes, was as follows:

Three months ended · Nine months ended
September 30,September 30,
In millions2026202520262025
Manufacturing entities
Chongqing Cummins Engine Company, Ltd.$28$23$86$68
Dongfeng Cummins Engine Company, Ltd.16136652
Beijing Foton Cummins Engine Co., Ltd.15175847
Tata Cummins, Ltd.1063023
All other manufacturers1565027
Distribution entities
Komatsu Cummins Chile, Ltda.13124541
All other distributors1052417
Cummins share of net income10782359275
Royalty and interest income20227078
Equity, royalty and interest income from investees$127$104$429$353

Our Amplify Cell Technologies LLC (Amplify) joint venture was formed in May 2024 and meets the definition of a variable interest entity since the equity-at-risk is not currently sufficient to support the future operations of the joint venture. Accelera, Daimler Trucks and Buses U.S. Holding LLC and PACCAR, Inc. each own 30 percent of the joint venture and havetwo board positions, while EVE Energy owns 10 percent and hasone board position. All significant decisions require majority or super-majority approval of the board. As a result, we are not the primary beneficiary of the joint venture, and it is not consolidated. We account for the joint venture using the equity method. Our Amplify joint venture will manufacture battery cells for electric commercial vehicles and industrial applications.

During the first quarter of 2026, expectations on electric vehicle demand in the commercial vehicle market continued to change. As a result, the joint venture partners agreed to finish building out the facility while delaying the timing for installing the manufacturing capacity. At this time, the production start date is uncertain. We evaluated the recoverability of our investment for a potential impairment and concluded that no impairment currently exists. As of September 30, 2026, we contributed $464 million and are contractually committed to future contributions of $366 million. The timing of those future contributions is uncertain. Our investment balance at September 30, 2026, net of operating losses, was $398 million. We will continue to monitor future events and developments that could impact our assessment of fair value which could result in an impairment in the future.

NOTE 5. INCOME TAXES

Our effective tax rates for the three and nine months ended September 30, 2026, were 17.7 percent and 22.8 percent, respectively. Our effective tax rates for the three and nine months ended September 30, 2025, were 32.7 percent and 26.3 percent, respectively.

The three months ended September 30, 2026, contained net favorable discrete items of $75 million, primarily due to $38 million of favorable adjustments for uncertain tax positions and $37 million of favorable return to provision adjustments.

The nine months ended September 30, 2026, included an unfavorable tax impact due to the $199 million loss on the sale of our low pressure fuel cell business and settlement of current and future customer obligations for which no tax benefit was recognized. Discrete tax items were a net favorable $53 million, primarily due to $32 million of favorable adjustments for uncertain tax positions, $14 million of favorable return to provision adjustments and $7 million of other favorable discrete tax items. See NOTE 14, “ACCELERA ACTIONS,” for additional information on the sale of our low pressure fuel cell business.

The three months ended September 30, 2025, contained net unfavorable discrete tax items of $4 million, primarily due to $32 million of unfavorable return to provision adjustments and net $1 million of other unfavorable tax items, partially offset by $25 million of favorable adjustments for uncertain tax positions and $4 million of favorable adjustments for share-based compensation.

The nine months ended September 30, 2025, contained net favorable discrete tax items of $6 million, primarily due to $30 million of favorable adjustments for uncertain tax positions and $12 million of favorable adjustments for share-based compensation, partially offset by $32 million of unfavorable return to provision adjustments and net $4 million of other unfavorable tax items.

NOTE 6. MARKETABLE SECURITIES

A summary of marketable securities, all of which were classified as current, was as follows:

September 30,2026December 31,2025
In millionsCostGross unrealized gains/(losses) (1)Estimatedfair valueCostGross unrealized gains/(losses) (1)Estimatedfair value
Equity securities
Publicly-traded shares$—$—$—$7$(7)$—
Debt mutual funds304931341610426
Certificates of deposit264—264280—280
Equity mutual funds91322131124
Debt securities15—1534—34
Marketable securities$592$22$614$750$14$764
(1) Unrealized gains and losses for debt securities are recorded in other comprehensive income while unrealized gains and losses for equity securities are recorded in our Condensed Consolidated Statements of Net Income.

The fair value of Level 1 securities is derived from the market price at the end of the period. The fair value of Level 2 securities is estimated using actively quoted prices for similar instruments from brokers and observable inputs where available, including market transactions and third-party pricing services, or net asset values provided to investors. We do not currently have any Level 3 securities, and there were no transfers between levels during the nine months ended September 30, 2026, or the year ended December 31, 2025. All debt securities are Level 2 and classified as available-for-sale.

A description of the valuation techniques and inputs used for our Level 2 fair value measures is as follows:

Debt mutual funds— The fair value measures for the vast majority of these investments are the daily net asset values published on a regulated governmental website. Daily quoted prices are available from the issuing brokerage and are used on a test basis to corroborate this Level 2 input measure.

Certificates of deposit— These investments provide us with a contractual rate of return and generally range in maturity from three months tofive years. The counterparties to these investments are reputable financial institutions with investment grade credit ratings. Since these instruments are not tradable and must be settled directly by us with the respective financial institution, our fair value measure is the financial institution's month-end statement.

Equity mutual funds — The fair value measures for these investments are the net asset values published by the issuing brokerage. Daily quoted prices are available from reputable third-party pricing services and are used on a test basis to corroborate this Level 2 input measure.

Debt securities— The fair value measures for these securities are broker quotes received from reputable firms. These securities are infrequently traded on a national exchange and these values are used on a test basis to corroborate our Level 2 input measure.

The proceeds from sales and maturities of marketable securities were as follows:

Nine months ended
September 30,
In millions20262025
Proceeds from sales of marketable securities$888$977
Proceeds from maturities of marketable securities143154
Investments in marketable securities - liquidations$1,031$1,131

NOTE 7. INVENTORIES

Inventories are stated at the lower of cost or net realizable value. Inventories included the following:

In millionsSeptember 30,2026December 31,2025
Finished products$3,560$3,091
Work-in-process and raw materials3,4722,987
Inventories at FIFO cost7,0326,078
Excess of FIFO over LIFO(221)(256)
Inventories$6,811$5,822

NOTE 8. SUPPLEMENTAL BALANCE SHEET DATA

Other assets included the following:

In millionsSeptember 30,2026December 31,2025
Deferred income taxes$1,025$1,063
Operating lease assets575537
Corporate-owned life insurance431454
Other438498
Other assets$2,469$2,552

Other accrued expenses included the following:

In millionsSeptember 30,2026December 31,2025
Marketing accruals$392$346
Other taxes payable304318
Income taxes payable181156
Current portion of operating lease liabilities142138
Other1,030968
Other accrued expenses$2,049$1,926

Other liabilities included the following:

In millionsSeptember 30,2026December 31,2025
Accrued product warranty$966$887
Operating lease liabilities459424
Pensions443443
Deferred income taxes380388
Accrued compensation198210
Long-term derivative liabilities19572
Other postretirement benefits9194
Other575610
Other liabilities$3,307$3,128

NOTE 9. DEBT

Loans Payable and Commercial Paper

Loans payable, commercial paper and the related weighted-average interest rates were as follows:

In millionsSeptember 30,2026December 31,2025
Loans payable (1)$383$313
Commercial paper (2)348353
(1) Loans payable consist primarily of loans payable to various international and domestic financial institutions. It is not practicable to aggregate these notes and calculate a quarterly weighted-average interest rate.
(2) The weighted-average interest rate, inclusive of all brokerage fees, was 3.36 percent and 3.20 percent at September 30, 2026 and December 31, 2025, respectively.

We can issue up to $4.0 billion of unsecured, short-term promissory notes (commercial paper) pursuant to the Board of Directors (the Board) authorized commercial paper programs. These programs facilitate the private placement of unsecured short-term debt through third-party brokers. We intend to use the net proceeds from the commercial paper borrowings for general corporate purposes.

Revolving Credit Facilities

Our committed credit facilities provide access up to $4.0 billion from our $2.0 billion 3-year credit facility and our $2.0 billion 5-year facility. We intend to maintain credit facilities at the current or higher aggregate amounts by renewing or replacing these facilities at or before expiration. These revolving credit facilities are maintained primarily to provide backup liquidity for our commercial paper borrowings and general corporate purposes. There were no outstanding borrowings under these facilities at September 30, 2026 and December 31, 2025. At September 30, 2026, the $348 million of outstanding commercial paper effectively reduced the $4.0 billion of revolving credit capacity to $3.7 billion.

At September 30, 2026, we also had an additional $531 million available for borrowings under our uncommitted international and other domestic credit facilities.

Long-term Debt

A summary of long-term debt was as follows:

In millionsInterest RateSeptember 30,2026December 31,2025
Long-term debt
Debentures, due 20276.75%$58$58
Debentures, due 20287.125%250250
Senior notes, due 20284.25%300300
Senior notes, due 20294.90%500500
Senior notes, due 2030 (1)1.50%850850
Senior notes, due 20314.70%700700
Senior notes, due 20345.15%750750
Senior notes, due 20355.30%1,0001,000
Senior notes, due 20434.875%500500
Senior notes, due 20502.60%650650
Senior notes, due 2054 (1)5.45%1,0001,000
Debentures, due 2098 (2)5.65%165165
Other debt166175
Unamortized discount and deferred issuance costs(85)(91)
Fair value adjustments due to hedge on indebtedness(144)(57)
Finance leases128136
Total long-term debt6,7886,886
Less: Current maturities of long-term debt15494
Long-term debt$6,634$6,792
(1) We entered into interest rate swaps on the noted debt instruments to effectively convert from a fixed rate to a floating rate. See "Interest Rate Risk" in NOTE 13, “DERIVATIVES,” for additional information.
(2) The effective interest rate is 7.48 percent.

Principal payments required on long-term debt during the next five years are as follows:

In millions20262027202820292030
Principal payments$22$157$634$542$865

Shelf Registration

As a well-known seasoned issuer, we filed an automatic shelf registration for an undetermined amount of debt and equity securities with the SEC on February 13, 2025. Under this shelf registration we may offer, from time-to-time, debt securities, common stock, preferred and preference stock, depositary shares, warrants, stock purchase contracts and stock purchase units.

Interest Rate Risk

In the first nine months of 2026, we entered into a series of interest rate swaps to convert $550 million of our senior notes, due in 2054, from a fixed rate of 5.45 percent to a floating rate equal to the daily Secured Overnight Financing Rate (SOFR) plus a spread. See NOTE 13, “DERIVATIVES,” for additional information.

Fair Value of Debt

Based on borrowing rates currently available to us for bank loans with similar terms and average maturities, considering our risk premium, the fair values and carrying values of total debt, including current maturities, were as follows:

In millionsSeptember 30,2026December 31,2025
Fair value of total debt (1)$6,836$7,337
Carrying value of total debt7,5197,552
(1) The fair value of debt is derived from Level 2 input measures.

NOTE 10. PRODUCT WARRANTY LIABILITY

A tabular reconciliation of the product warranty liability, including the deferred revenue related to our extended warranty coverage and accrued product campaigns, was as follows:

Nine months ended
September 30,
In millions20262025
Balance at beginning of year$2,778$2,623
Provision for base warranties issued512468
Deferred revenue on extended warranty contracts sold293313
Provision for product campaigns issued5330
Payments made during period(566)(538)
Amortization of deferred revenue on extended warranty contracts(237)(220)
Changes in estimates for pre-existing product warranties and campaigns5254
Foreign currency translation adjustments and other—(8)
Balance at end of period$2,885$2,722

We recognized supplier recoveries of $4 million and $22 million for the three and nine months ended September 30, 2026, compared with zero and $19 million for the comparable periods in 2025.

Warranty related deferred revenues and warranty liabilities on our Condensed Consolidated Balance Sheets were as follows:

In millionsSeptember 30,2026December 31,2025Balance Sheet Location
Deferred revenue related to extended coverage programs
Current portion$307$303Current portion of deferred revenue
Long-term portion948895Deferred revenue
Total$1,255$1,198
Product warranty
Current portion$664$693Current portion of accrued product warranty
Long-term portion966887Other liabilities
Total$1,630$1,580
Total warranty accrual$2,885$2,778

NOTE 11. COMMITMENTS AND CONTINGENCIES

Legal Proceedings

We are subject to numerous lawsuits and claims arising out of the ordinary course of our business, including actions related to product liability; personal injury; the use and performance of our products; warranty matters; product recalls; patent, trademark or other intellectual property infringement; contractual liability; the conduct of our business; tax reporting in foreign jurisdictions; distributor termination; workplace safety; environmental and regulatory matters, including the enforcement of environmental and emissions standards; and asbestos claims. We also have been identified as a potentially responsible party at multiple waste disposal sites under U.S. federal and related state environmental statutes and regulations and may have joint and several liability for any investigation and remediation costs incurred with respect to such sites. We have denied liability with respect to many of these lawsuits, claims and proceedings and are vigorously defending such lawsuits, claims and proceedings. We carry various forms of commercial, property and casualty, product liability and other forms of insurance; however, such insurance may not be applicable or adequate to cover the costs associated with a judgment against us with respect to these lawsuits, claims and proceedings. We do not believe that these lawsuits are material individually or in the aggregate. While we believe we have also established adequate accruals for our expected future liability with respect to pending lawsuits, claims and proceedings, where the nature and extent of any such liability is probable and can be reasonably estimated based upon presently available information, there can be no assurance that the final resolution of any existing or future lawsuits, claims or proceedings will not have a material adverse effect on our business, results of operations, financial condition or cash flows.

We conduct significant business operations in Brazil that are subject to the Brazilian federal, state and local labor, social security, tax and customs laws. While we believe we comply with such laws, they are complex, subject to varying interpretations and we are often engaged in litigation regarding the application of these laws to particular circumstances.

In September 2026, two wholly-owned subsidiaries, Hydrogenics Corporation and Hydrogenics Europe N.V. (Hydrogenics), issued a stop-use recommendation to customers of HyLYZER electrolyzer products following a planned review of operational data from the installed fleet (Electrolyzer Matter). At this time, Hydrogenics has not initiated a recall campaign and continues to evaluate, which, if any, modifications are required with respect to returning the electrolyzers to service. While we have not been able to estimate the costs associated with the Electrolyzer Matter, there can be no assurance that the final resolution of the Electrolyzer Matter will not have a material adverse effect on results of operations or cash flows.

In December 2023, we reached an agreement in principle with the U.S. Environmental Protection Agency, the California Air Resources Board, the Environmental and Natural Resources Division of the Department of Justice (DOJ) and the California Attorney General's Office to resolve certain regulatory civil claims regarding our emissions certification and compliance process for certain engines primarily used in approximatelyone million of our pick-up truck applications in the U.S., which became final and effective in April 2024 (collectively, the Settlement Agreements). As part of the Settlement Agreements, among other things, we agreed to pay civil penalties, complete recall requirements, undertake mitigation projects, provide extended warranties, undertake certain testing, take certain corporate compliance measures and make other payments. Failure to comply with the terms and conditions of the Settlement Agreements will subject us to further stipulated penalties. We recorded a charge of $2.0 billion in 2023 to resolve the matters addressed by the Settlement Agreements and made $1.9 billion of required payments in 2024. Of the $2.0 billion charge, $1.7 billion (primarily related to penalties) was non-deductible for U.S. federal income tax purposes. The remaining amount, related to emissions mitigation projects and payments, extended warranties and other related compliance expenses, was deductible for U.S. federal income tax purposes. Subsequently we recorded additional immaterial amounts related to stipulated penalties we determined to be probable and estimable. Any future non-compliance with the Settlement Agreements will likely subject us to further stipulated penalties and other adverse consequences.

In connection with our announcement of our entry into the agreement in principle, we became subject to shareholder, consumer and third-party litigation regarding the matters covered by the Settlement Agreements.

The consequences resulting from the resolution of the foregoing matters are uncertain and the related expenses and reputational damage could have a material adverse impact on our results of operations, financial condition and cash flows.

Commitments

Periodically, we enter into guarantee arrangements, including guarantees of non-U.S. distributor financings, residual value guarantees on equipment under operating leases and other miscellaneous guarantees of joint ventures or third-party obligations. At September 30, 2026, the maximum potential loss related to these guarantees was $53 million.

We have arrangements with certain suppliers or other third parties that require us to purchase minimum volumes or be subject to monetary penalties. At September 30, 2026, if we were to stop purchasing from each of these suppliers, the aggregate amount of the penalty would be approximately $537 million. These arrangements enable us to secure supplies of critical components and IT services. We do not currently anticipate paying any penalties under these contracts.

We enter into physical forward contracts with suppliers of platinum and palladium to purchase certain volumes of the commodities at contractually stated prices for various periods, which generally fall withintwo years. At September 30, 2026, the total commitments under these contracts were $56 million. These arrangements enable us to guarantee the purchase prices of these commodities, which otherwise are subject to market volatility.

We have guarantees with certain customers that require us to satisfactorily honor contractual or regulatory obligations or compensate for monetary losses related to nonperformance. These performance bonds and other performance-related guarantees were $235 million at September 30, 2026.

Indemnifications

Periodically, we enter into various contractual arrangements where we agree to indemnify a third-party against certain types of losses. Common types of indemnities include:

product liability and license, patent or trademark indemnifications;

asset sale agreements where we agree to indemnify the purchaser against future environmental exposures related to the asset sold; and

any contractual agreement where we agree to indemnify the counterparty for losses suffered as a result of a misrepresentation in the contract.

We regularly evaluate the probability of having to incur costs associated with these indemnities and accrue for expected losses that are probable. Because the indemnifications are not related to specified known liabilities and due to their uncertain nature, we are unable to estimate the maximum amount of the potential loss associated with these indemnifications.

NOTE 12. ACCUMULATED OTHER COMPREHENSIVE LOSS

Following are the changes in accumulated other comprehensive (loss) income by component for the three and nine months ended:

Three months ended
In millionsChange in pension and OPEB plansForeign currencytranslationadjustmentUnrealized gain(loss) onderivativesTotalattributable toCummins Inc.NoncontrollinginterestsTotal
Balance at June 30, 2026$(919)$(1,520)$99$(2,340)
Other comprehensive income (loss) before reclassifications
Before-tax amount—(34)12(22)$(6)$(28)
Tax benefit (expense)—5(3)2—2
After-tax amount—(29)9(20)(6)(26)
Amounts reclassified from accumulated other comprehensive income (loss) (1)9—(4)5—5
Net current period other comprehensive income (loss)9(29)5(15)$(6)$(21)
Balance at September 30, 2026$(910)$(1,549)$104$(2,355)
Balance at June 30, 2025$(863)$(1,407)$103$(2,167)
Other comprehensive income (loss) before reclassifications
Before-tax amount(1)(45)2(44)$(18)$(62)
Tax benefit (expense)2(4)—(2)—(2)
After-tax amount1(49)2(46)(18)(64)
Amounts reclassified from accumulated other comprehensive income (loss) (1)7—(5)2—2
Net current period other comprehensive income (loss)8(49)(3)(44)$(18)$(62)
Balance at September 30, 2025$(855)$(1,456)$100$(2,211)
(1) Amounts are net of tax. Reclassifications out of accumulated other comprehensive income (loss) and the related tax effects are immaterial for separate disclosure.
Nine months ended
In millionsChange in pension and OPEB plansForeign currencytranslationadjustmentUnrealizedgain (loss) onderivativesTotalattributable toCummins Inc.NoncontrollinginterestsTotal
Balance at December 31, 2025$(912)$(1,460)$94$(2,278)
Other comprehensive income (loss) before reclassifications
Before-tax amount(32)(92)22(102)$(32)$(134)
Tax benefit (expense)73(5)5—5
After-tax amount(25)(89)17(97)(32)(129)
Amounts reclassified from accumulated other comprehensive income (loss) (1)27—(7)20—20
Net current period other comprehensive income (loss)2(89)10(77)$(32)$(109)
Balance at September 30, 2026$(910)$(1,549)$104$(2,355)
Balance at December 31, 2024$(843)$(1,717)$115$(2,445)
Other comprehensive (loss) income before reclassifications
Before-tax amount(45)2323190$(14)$176
Tax benefit1229—41—41
After-tax amount(33)2613231(14)217
Amounts reclassified from accumulated other comprehensive income (loss) (1)21—(18)3—3
Net current period other comprehensive (loss) income(12)261(15)234$(14)$220
Balance at September 30, 2025$(855)$(1,456)$100$(2,211)
(1) Amounts are net of tax. Reclassifications out of accumulated other comprehensive income (loss) and the related tax effects are immaterial for separate disclosure.

NOTE 13. DERIVATIVES

We are exposed to financial risk resulting from volatility in foreign exchange rates, interest rates and commodity prices. This risk is closely monitored and managed through the use of physical forward contracts (which are not considered derivatives) and financial derivative instruments including foreign currency forward contracts, commodity swap contracts and interest rate swaps. Financial derivatives are used expressly for hedging purposes and under no circumstances are they used for speculative purposes. When material, we adjust the estimated fair value of our derivative contracts for counterparty or our credit risk. None of our derivative instruments are subject to collateral requirements. Substantially all of our derivative contracts are subject to master netting arrangements, which provide us with the option to settle certain contracts on a net basis when they settle on the same day with the same currency. In addition, these arrangements provide for a net settlement of all contracts with a given counterparty in the event that the arrangement is terminated due to the occurrence of default or a termination event.

Foreign Currency Exchange Rate Risk

We had foreign currency forward contracts with notional amounts of $5.5 billion at September 30, 2026, with the following currencies comprising 83 percent of outstanding foreign currency forward contracts: British pound, Chinese renminbi, Australian dollar, Euro and Canadian dollar. We had foreign currency forward contracts with notional amounts of $5.2 billion at December 31, 2025, with the following currencies comprising 82 percent of outstanding foreign currency forward contracts: British pound, Chinese renminbi, Euro, Australian dollar and Canadian dollar.

We are further exposed to foreign currency exchange risk as many of our subsidiaries are subject to fluctuations as the functional currencies of the underlying entities are not our U.S. dollar reporting currency. To help reduce volatility in the equity value of our subsidiaries, we enter into foreign exchange forwards designated as net investment hedges for certain of our investments. Under the terms of our foreign exchange forwards, we agreed with third parties to sell British pounds, Chinese renminbi and Euros in exchange for U.S. dollar currency at a specified rate at the maturity of the contract. The notional amount of these hedges at September 30, 2026, was $1.6 billion. We also enter into cross-currency interest rate swaps designated as net investment hedges for certain of our investments to help reduce volatility in the equity value of our subsidiaries. Under the current terms of our cross-currency interest rate swaps, we generally pay fixed-rate interest in Euros or Chinese renminbi and receive fixed-rate interest in U.S. dollars. The notional amount of these hedges at September 30, 2026, was $500 million.

The following table summarizes the (losses) gains recognized in accumulated other comprehensive loss (AOCL):

Three months ended · Nine months ended
September 30,September 30,
In millions2026202520262025
Foreign exchange forwards (1)$(18)$4$(20)$(65)
Cross-currency interest rate swaps (1)(9)5(18)(3)
(1) There were no material gains or losses reclassified from AOCL into earnings for the three and nine months ended September 30, 2026.

Interest Rate Risk

In 2021, we entered into a series of interest rate swaps to effectively convert $765 million of our $850 million senior notes, due in 2030, from a fixed rate of 1.50 percent to a floating rate currently equal to the three-month SOFR.

In the fourth quarter of 2025 and the first nine months of 2026, we entered into $150 million and $550 million, respectively, of interest rate swaps. These series of swaps effectively convert a portion of our senior notes, due in 2054, from a fixed rate of 5.45 percent to a floating rate equal to the daily SOFR plus a spread, of which $50 million matures in 2036, $250 million matures in 2041 and $400 million matures in 2046.

We designated the swaps as fair value hedges. The gain or loss on these derivative instruments, as well as the offsetting gain or loss on the hedged item attributable to the hedged risk, were recognized in current income as interest expense. The interest rate swaps on our 2030 debt and 2054 debt had notional amounts outstanding at September 30, 2026 of $680 million and $700 million, respectively.

The following table summarizes the gains and losses:

Three months ended · Nine months ended
September 30, · September 30,
In millions2026202520262025
Type of SwapGain (Loss) on SwapsGain (Loss) on BorrowingsGain (Loss) on SwapsGain (Loss) on BorrowingsGain (Loss) on SwapsGain (Loss) on BorrowingsGain (Loss) on SwapsGain (Loss) on Borrowings
Interest rate swaps (1)$(73)$67$4$(2)$(86)$85$31$(28)
(1) The difference between the (loss) gain on swaps and borrowings represents hedge ineffectiveness.

Derivatives Not Designated as Hedging Instruments

The following table summarizes the effect on our Condensed Consolidated Statements of Net Income for derivative instruments not designated as hedging instruments:

Three months ended · Nine months ended
September 30,September 30,
In millions2026202520262025
Loss recognized in income - Cost of sales (1)$—$—$—$(4)
Gain (loss) recognized in income - Other income, net (1)8(80)370
(1) Includes foreign currency forward contracts.

Fair Value Amount and Location of Derivative Instruments

The following table summarizes the location and fair value of derivative instruments on our Condensed Consolidated Balance Sheets:

Derivatives Designated as Hedging InstrumentsDerivatives Not Designated as Hedging Instruments
In millionsSeptember 30,2026December 31,2025September 30,2026December 31,2025
Notional amount$5,320$3,241$3,900$4,316
Derivative assets
Prepaid expenses and other current assets (1)$43$16$9$39
Derivative liabilities
Other accrued expenses$20$29$3$3
Other liabilities19572——
Total derivative liabilities (1)$215$101$3$3
(1) Estimates of the fair value of all derivative assets and liabilities above are derived from Level 2 inputs, which are estimated using actively quoted prices for similar instruments from brokers and observable inputs where available, including market transactions and third-party pricing services, or net asset values provided to investors. We do not currently have any Level 3 input measures and there were no transfers into or out of Level 2 or 3 during the nine months ended September 30, 2026, or the year ended December 31, 2025.

We elected to present our derivative contracts on a gross basis in our Condensed Consolidated Balance Sheets. Had we chosen to present on a net basis, we would have derivatives in a net asset position of $11 million and $20 million and derivatives in a net liability position of $177 million and $69 million at September 30, 2026 and December 31, 2025, respectively.

NOTE 14. ACCELERA ACTIONS

In the first quarter of 2026, we sold our low pressure fuel cell business to a customer, cancelled future commitments and resolved certain claims against us with that customer resulting in a net payment by us of $175 million. These transactions resulted in a net charge of $199 million which is reflected in other operating expense, net in our Condensed Consolidated Statements of Net Income.

During the third quarter of 2025, in our Accelera segment, we observed rapidly deteriorating conditions in our electrolyzer markets and overall hydrogen markets, along with significant uncertainty in the alternative power markets resulting from reductions in government incentives. As a result, we determined that a triggering event occurred for our electrolyzer reporting unit, warranting an interim impairment test of goodwill and the related asset group. We also re-evaluated the recoverability of certain inventory in this business due to the declining customer demand, resulting in a $30 million excess and obsolete inventory write-down. We concluded that the undiscounted cash flows exceeded the carrying value of the related asset group and thus an impairment did not exist for the related long-lived assets. However, we determined that on a fair value basis our goodwill was fully impaired and recorded a charge of $210 million in other operating expense, net. The fair value of this reporting unit was determined using primarily a discounted cash flow model (a form of the income approach). This model incorporated a number of assumptions and judgements surrounding current market and economic conditions, internal forecasts of future business performance including short and long-term growth rates, earnings or losses before interest expense, income taxes, depreciation and amortization and noncontrolling interests (EBITDA) margins and discount rates. The $240 million of charges were non-deductible for income taxes purposes. These non-cash charges were reflected in net cash provided by operating activities as a change in inventory of $30 million and other, net of $210 million.

NOTE 15. REPORTABLE SEGMENTS

Reportable segments under GAAP are defined as components of an enterprise about which separate financial information is available that is evaluated regularly by the Chief Operating Decision Maker (CODM), or decision-making group, in deciding how to allocate resources and in assessing performance. Our CODM is the Chief Executive Officer.

Our reportable segments consist of Engine, Components, Distribution, Power Systems and Accelera. This reporting structure is organized according to the products and markets each segment serves. The Engine segment produces engines (15 liters and smaller) and associated parts for sale to customers in on-highway and various off-highway markets. Our engines are used in trucks of all sizes, buses and recreational vehicles, as well as in various industrial applications, including construction, agriculture, power generation systems and other off-highway applications. The Components segment sells axles, drivelines, brakes and suspension systems for commercial diesel and natural gas applications, aftertreatment systems, turbochargers, fuel systems, valvetrain technologies, automated transmissions and electronics. The Distribution segment includes wholly-owned and partially-owned distributorships engaged in wholesaling engines, generator sets and service parts, as well as performing service and repair activities on our products, maintaining relationships with various OEMs throughout the world and providing selected sales and aftermarket support for our Accelera business. The Power Systems segment is an integrated power provider, which designs, manufactures and sells standby and prime power generators, engines (16 liters and larger) for standby and prime power generator sets and industrial applications (including mining, oil and gas, marine, rail and defense), alternators and other power components. The Accelera segment designs, manufactures, sells and supports electrified power systems with innovative components and subsystems, including battery and electric powertrain technologies. The Accelera segment is currently in the early stages of commercializing these technologies with efforts primarily focused on the development of electrified power systems and related components and subsystems. We continue to serve all our markets as they adopt electrification, meeting the needs of our OEM partners and end customers.

Our CODM uses segment EBITDA as the basis to evaluate the performance of each of our reportable segments. EBITDA provides our CODM with a full picture of the profitability of a segment to drive decisions and resource allocation. EBITDA is used as the key profitability measure when we set our annual operating plan, is the metric with which our CODM assesses results and is a key component of our annual variable compensation plans. Segment amounts exclude certain expenses not specifically identifiable to segments.

The accounting policies of our reportable segments are the same as those applied in our Condensed Consolidated Financial Statements. We prepared the financial results of our reportable segments on a basis that is consistent with the manner in which we internally disaggregate financial information to assist in making internal operating decisions. We allocate certain common costs and expenses, primarily corporate functions, among segments differently than we would for stand-alone financial information prepared in accordance with GAAP. These include certain costs and expenses of shared services, such as IT, human resources, legal, finance and supply chain management. We do not allocate gains or losses of corporate-owned life insurance. EBITDA may not be consistent with measures used by other companies.

Summarized financial information regarding our reportable segments for the three and nine months ended September 30, 2026 and 2025 is shown in the table below:

In millions · Engine · Components · Distribution · Power Systems · Accelera · Total Segments
External sales$2,389$2,397$3,307$1,250$95$9,438
Intersegment sales74145931,03982,250
Total sales3,1302,8563,3102,28910311,688
Cost of goods sold (excluding warranty expenses)2,3382,2502,6331,5211098,851
Warranty expenses9857112912207
Selling expenses6946168506339
Administrative expenses1731361091029529
Research, development and engineering expenses18685168528400
Equity, royalty and interest income (loss) from investees5892935(4)127
Other income (expense) (1)19(8)229143
Add back: Depreciation and amortization (2)7912537368285
Segment EBITDA$422$408$461$582$(56)$1,817
Interest income (3)$12$11$7$6$1$37
External sales$1,922$1,986$3,170$1,126$113$8,317
Intersegment sales683343287081,906
Total sales2,6052,3293,1721,99612110,223
Cost of goods sold (excluding warranty expenses)2,0301,8682,4891,357172(4)7,916
Warranty expenses972953718186
Selling expenses5743151427300
Administrative expenses1411329310518489
Research, development and engineering expenses15970146240345
Equity, royalty and interest income (loss) from investees5472326(6)104
Other income (expense) (1)15(24)172(209)(4)(199)
Add back: Depreciation and amortization (2)71122323613274
Segment EBITDA$261$292$492$457$(336)(4)$1,166
Interest income (3)$11$8$6$4$—$29
In millions · Engine · Components · Distribution · Power Systems · Accelera · Total Segments
External sales$6,704$6,966$9,736$3,560$327$27,293
Intersegment sales2,1821,311162,940226,471
Total sales8,8868,2779,7526,50034933,764
Cost of goods sold (excluding warranty expenses)6,7496,5747,7294,26538125,698
Warranty expenses291146327155595
Selling expenses207145507148171,024
Administrative expenses508411323309311,582
Research, development and engineering expenses53125446230821,143
Equity, royalty and interest income (loss) from investees2172991105(13)429
Other income (expense) (1)42(29)4422(197)(5)(118)
Add back: Depreciation and amortization (2)22837910610725845
Segment EBITDA$1,087$1,126$1,356$1,711$(402)(5)$4,878
Interest income (3)$32$33$20$16$1$102
External sales$6,124$6,551$9,106$3,052$301$25,134
Intersegment sales2,1511,153142,482285,828
Total sales8,2757,7049,1205,53432930,962
Cost of goods sold (excluding warranty expenses)6,2346,1687,2403,737425(4)23,804
Warranty expenses30183169538533
Selling expenses17712446212921913
Administrative expenses425372273311451,426
Research, development and engineering expenses465222421881291,046
Equity, royalty and interest income (loss) from investees187247782(17)353
Other income (expense) (1)53(59)5316(214)(4)(151)
Add back: Depreciation and amortization (2)2063719610438815
Segment EBITDA$1,119$1,071$1,313$1,276$(522)(4)$4,257
Interest income (3)$29$25$18$12$1$85
(1) Other income (expense) includes other operating expense, net and other income, net (excluding unallocated corporate expenses) from our Condensed Consolidated Statements of Net Income.
(2) Depreciation and amortization are not considered significant segment expenses but are presented here to reconcile to EBITDA, the measure used by our CODM. Depreciation and amortization, as shown on a segment basis, excludes the amortization of debt discount and deferred costs included in our Condensed Consolidated Statements of Net Income as interest expense. A portion of depreciation expense is included in research, development and engineering expenses.
(3) Interest income is a component of other income (expense).
(4) Included a $30 million inventory write-down in cost of goods sold and a $210 million goodwill impairment charge in other income (expense). See NOTE 14, “ACCELERA ACTIONS,” for additional information.
(5) Included a $199 million net charge in other income (expense) related to the sale of our low pressure fuel cell business and settlement of current and future customer obligations. See NOTE 14, “ACCELERA ACTIONS,” for additional information.

A reconciliation of our segment information to the corresponding amounts in the Condensed Consolidated Statements of Net Income is shown in the table below:

Three months ended · Nine months ended
September 30,September 30,
In millions2026202520262025
TOTAL SEGMENT EBITDA$1,817$1,166$4,878$4,257
Intersegment eliminations and other (1)(31)21(149)(23)
Less:
Interest expense8183237247
Depreciation and amortization285274845815
INCOME BEFORE INCOME TAXES$1,420$830$3,647$3,172
(1) Included intersegment sales, intersegment profit in inventory and unallocated corporate expenses.

NOTE 16. RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS

In November 2024, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2024-03, “Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40)”, which requires public business entities to disclose in the notes to the financial statements more detailed information about the types of expenses included in certain expense captions in the consolidated financial statements, including purchases of inventory, employee compensation and depreciation and amortization. The amendments are effective for us beginning with our 2027 annual period and in interim periods beginning in 2028. Early adoption is permitted. The ASU may be adopted prospectively or retrospectively. The only impact to our Condensed Consolidated Financial Statements will be the additional required disclosures in the footnotes.

In September 2025, the FASB issued ASU 2025-06, “Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40)”, to modernize the accounting guidance for costs to develop software for internal use. The new guidance amends the existing standard to remove references to various stages of a software development project to better align with current software methodologies such as agile development. The types of costs required to be capitalized have not significantly changed. In addition, the new standard requires costs to begin capitalization when (1) management has authorized and committed to funding the project and (2) it is probable that the project will be completed and the software will be used to perform its intended function. The new standard is effective for us beginning January 1, 2028, with early adoption permitted. The adoption of this standard is not expected to have a material impact on our Condensed Consolidated Financial Statements.

In December 2025, the FASB issued ASU 2025-10, “Accounting for Government Grants Received by Business Entities (Topic 832)”, which establishes accounting requirements for grants received by a business entity. A government grant is defined as a transfer of a monetary asset or a tangible non-monetary asset, other than in an exchange transaction. The scope does not include income taxes or guarantees. The amendments are effective for us beginning January 1, 2029. Early adoption is permitted. The ASU may be adopted prospectively or retrospectively. As the standard is largely consistent with our current policy on accounting for government grants (as disclosed in NOTE 1, “SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES,” of the Notes to the Consolidated Financial Statements of our 2025 Form 10-K), we do not expect implementation of the new standard to have a material impact on our Condensed Consolidated Financial Statements.

In May 2026, the FASB issued ASU 2026-02, “Environmental Credits and Environmental Credit Obligations (Topic 818)”, which establishes accounting and disclosure requirements for environmental credits and related environmental obligations as current GAAP does not contain specific guidance. Under this standard, environmental credits are generally recognized at cost while environmental obligations are generally recognized at the cost of the related environmental credits. To the extent an entity does not have enough credits to satisfy the obligation, the difference is generally recognized at fair value. The new standard requires assets and obligations to be recorded on a gross basis on our Condensed Consolidated Balance Sheets, whereas our current practice is to record them on a net basis. The new standard is effective for us beginning January 1, 2028. While we are still evaluating the impact of the new standard on our Condensed Consolidated Financial Statements, we do not expect a material impact to our Condensed Consolidated Statements of Net Income.

ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.