TITAN INTERNATIONAL INC
For the period ended Dec 31, 2025. Filed Feb 26, 2026.
View on SEC.govAbout this filing
A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.
FY2025 · Filed Feb 26, 2026
Extracted filing text, with the paragraph anchors used by the comparison.
See the whole filing, with its images and exhibitsContents
Exhibit Index
| Exhibit No. | DESCRIPTION |
| 3.1 (a) | Titan International, Inc. Amended and Restated Certificate of Incorporation |
| 3.2 (a) | Bylaws of the Company |
| 4.1 (r) | Description of Securities of the Registrant |
| 4.2 (b) | Indenture, dated as of April 22, 2021, among Titan, the Guarantors named therein, the Trustee and the Collateral Trustee |
| 4.3 (b) | Registration Rights Agreement, dated as of April 22, 2021, among, Titan, the Guarantors named therein, and Goldman Sachs & Co. LLC, as representative of the initial purchasers of the Senior Secured Notes due 2028 |
| 4.4 (j) | Stockholders Agreement dated February 29, 2024 by and among Titan International, Inc., Carlstar Intermediate Holdings I, LLC, AIPCF V Feeder CTP Tire, LLC and AIPCF V Feeder C (Cayman), LP. |
| 10.1 (c) + | Equity Incentive Plan |
| 10.2 (d) + | Paul G. Reitz Employment Agreement |
| 10.3 (e) + | Paul G. Reitz Employment Agreement Amendment |
| 10.4 (f) + | David A. Martin Employment Agreement |
| 10.5 (g)** | Trademark License Agreement with The Goodyear Tire & Rubber Company |
| 10.6 (h)*** | Global Long-Term Agreement dated November 1, 2024 between Titan International, Inc. and Deere & Company. |
| 10.7 (i) | Stock Repurchase Agreement dated as of October 18, 2024 by and among Titan International, Inc., MHR Capital Partners Master Account LP, MHR Capital Partners (100) LP, and MHR Institutional Partners III L.P. |
| 10.8 (k) | Membership Interest Purchase Agreement dated February 29, 2024 by and among Titan International, Inc., Titan Tire Holdings, Inc., Carlstar Intermediate Holdings I, LLC, The Carlstar Group, LLC, AIPCF V Feeder C (Cayman), LP and AIPCF V Feeder CTP Tire, LLC. |
| 10.9 (l) + | Director Indemnification Agreement dated February 29, 2024 by and between Titan International, Inc. and Kim Marvin. |
| 10.10 (m) | Credit and Security Agreement dated February 29, 2024 by and among Titan International, Inc., the other borrowers and guarantors party thereto, and Bank of America, N.A., as Agent. |
| 10.11 (n) | Executive Leadership Transitions Including New Role of Chief Transformation Officer to Accelerate Strategic Objectives |
| 16 (o) | Letter dated March 19, 2024 from Grant Thornton LLP |
| 19 (p) | Insider Trading Policy of the Registrant |
| 21* | Subsidiaries of the Registrant |
| 22* | List of Subsidiary Guarantors |
| 23.1* | Consent of Independent Registered Public Accounting Firm, BDO USA, P.C. |
| 23.2* | Consent of Independent Registered Public Accounting Firm, Grant Thornton LLP |
| 31.1* | Certification of Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 |
| 31.2* | Certification of Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 |
| 32* | Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 |
| 97 (q) | Compensation Recovery Policy |
| 101.INS | Inline XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document |
| 101.SCH | Inline XBRL Taxonomy Extension Schema Document |
| 101.CAL | Inline XBRL Taxonomy Extension Calculation Linkbase Document |
| 101.DEF | Inline XBRL Taxonomy Extension Definition Linkbase Document |
| 101.LAB | Inline XBRL Taxonomy Extension Label Linkbase Document |
| 101.PRE | Inline XBRL Taxonomy Extension Presentation Linkbase Document |
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101) |
- Management contract or compensatory plan or arrangement required to be filed as an exhibit to Form 10-K.
- Filed herewith
** Confidential treatment has been granted with respect to certain portions of this exhibit. Omitted portions have been filed separately with the Securities and Exchange Commission.
***Certain portions of this document that contain confidential information have been redacted in accordance with Regulation S-K Item 601(b)(10)(iv).
(a)Incorporated by reference to the same numbered exhibit contained in the Company’s Current Report on Form 8-K filed on June 29, 2015 (No. 1-12936).
(b)Incorporated by reference to the same numbered exhibit contained in the Company’s Current Report on Form 8-K filed on April 22, 2021 (No. 1-12936).
(c)Incorporated by reference to Appendix A of the Company’s Definitive Proxy Statement filed on April 30, 2021.
(d)Incorporated by reference to exhibit 10.1 contained in the Company's Current Report on Form 8-K filed on December 23, 2015 (No. 1-12936).
(e)Incorporated by reference to exhibit 10.3 contained in the Company's Current Report on Form 8-K filed on December 9, 2016 (No. 1-12936).
(f)Incorporated by reference to exhibit 10 contained in the Company's Current Report on Form 8-K filed on June 15, 2018 (No. 1-12936).
(g)Incorporated by reference to exhibit 10.1 contained in the Company's Form 10-Q for the quarterly period ended March 31, 2016 (No. 1-12936).
(h)Incorporated by reference to exhibit 10.1 contained in the Company’s Current Report on Form 8-K filed on January 22, 2025 (No. 1-12936).
(i)Incorporated by reference to exhibit 10.1 contained in the Company’s Current Report on Form 8-K filed on October 21, 2024 (No. 1-12936).
(j)Incorporated by reference to exhibit 10.2 contained in the Company’s Current Report on Form 8-K filed on February 29, 2024 (No. 1-12936) with respect to the Carlstar Acquisition and the Credit Agreement.
(k)Incorporated by reference to exhibit 10.1 contained in the Company’s Current Report on Form 8-K filed on February 29, 2024 (No. 1-12936) with respect to the Carlstar Acquisition and the Credit Agreement.
(l)Incorporated by reference to exhibit 10.3 contained in the Company’s Current Report on Form 8-K filed on February 29, 2024 (No. 1-12936) with respect to the Carlstar Acquisition and the Credit Agreement.
(m)Incorporated by reference to exhibit 10.4 contained in the Company’s Current Report on Form 8-K filed on February 29, 2024 (No. 1-12936) with respect to the Carlstar Acquisition and the Credit Agreement.
(n)Incorporated by reference to exhibit 99 contained in the Company’s Current Report on Form 8-K filed on December 8, 2025 (No. 1-12936).
(o)Incorporated by reference to exhibit 16.1 contained in the Company’s Current Report on Form 8-K filed on March 14, 2024 (No. 1-12936).
(p)Incorporated by reference to exhibit 19 contained in the Company’s Annual Report on Form 10-K filed on February 27, 2025 (No. 1-12936).
(q)Incorporated by reference to exhibit 97 contained in the Company’s Annual Report on Form 10-K filed on February 29, 2024 (No. 1-12936).
(r)Incorporated by reference to exhibit 4.1 contained in the Company’s Annual Report on Form 10-K filed on February 27, 2025 (No. 1-12936).
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.