TITAN INTERNATIONAL INC
For the period ended Mar 31, 2026. Filed Apr 30, 2026.
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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.
Mar 31, 2026 · Filed Apr 30, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-09-30; filed 2025-11-06.
0000899751-25-000087
Item 2. Management's Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-03-31; filed 2026-04-30.
0000899751-26-000041
Item 2. Management's Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 168 previous paragraphs and 143 current paragraphs.
85 unchanged; 35 reworded; 22 added; 46 removed; 2 previous and 1 current paragraphs rearranged.
Tables are not compared: 12 previous and 11 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (22)
Current report
•the Company's future financial performance;
Current report
•the effect of ongoing geopolitical tensions in the Middle East, including the military conflict involving Iran on global markets;
Current report
Net sales for the three months ended March 31, 2026 were $505.1 million, compared to $490.7 million in the comparable period of 2025. The increase was driven by foreign currency translation, which contributed approximately 3.7% to net sales growth, largely due to the strengthening of the Brazilian real and euro against the U.S. dollar and favorable pricing related to higher input costs. These increases were partially offset by lower sales volumes resulting from reduced customer demand in the consumer and agricultural segments due to challenging market conditions.
Current report
Restructuring and Impairment Expenses
Current report
On March 18, 2026, the Company announced the consolidation of its North American production operations, which will result in the closure of its manufacturing facility in Jackson, Tennessee in October 2026. As a result, we recorded $25.1 million of restructuring and impairment expenses during the three months ended March 31, 2026. These charges consisted of $23.5 million associated with impairment of the building ROU asset and certain manufacturing plant and equipment, and $1.6 million related to severance costs associated with the elimination of certain positions.
Current report
(Loss) Income from Operations
Current report
Loss from operations for the three months ended March 31, 2026 was $13.8 million, compared to income from operations of $11.8 million for the three months ended March 31, 2025. The change in (loss) income from Operations was primarily due to the restructuring and impairment charges discussed above.
Current report
Interest income was $2.2 million for both the three months ended March 31, 2026 and 2025.
Current report
Foreign Exchange Gain (Loss)
Current report
Foreign exchange gain was $0.9 million for the three months ended March 31, 2026, compared to a $1.4 million loss for the three months ended March 31, 2025. The change in foreign exchange gain (loss) was primarily attributable to the fluctuations in exchange rates in certain geographies in which we conduct business.
Current report
Other Income
Current report
Other income was $0.9 million for the three months ended March 31, 2026, as compared to other income of $1.1 million in the comparable period of 2025, remaining generally consistent for the quarterly periods year over year.
Current report
Net (Loss) Income and Loss per Share
Current report
Net sales in the agricultural segment were $198.3 million for the three months ended March 31, 2026, as compared to $197.7 million for the comparable period in 2025. Foreign currency translation had a favorable impact on sales of approximately 3.1%, which was partially offset by lower sales volumes in the Americas, driven by lower farm income, higher financing costs, and continued inventory reduction initiatives by OEM customers.
Current report
The Company's earthmoving/construction segment net sales were $159.5 million for the three months ended March 31, 2026, as compared to $143.3 million in the comparable period in 2025. The increase was driven by higher sales volumes in the Americas and the Europe Wheel business, reflecting increased demand from construction OEM customers. Foreign currency translation also had a favorable impact on net sales of approximately 6.1%.
Current report
Gross profit in the earthmoving/construction segment was $18.1 million for the three months ended March 31, 2026, as compared to $14.9 million for the three months ended March 31, 2025. The increase in gross profit was mainly driven by higher sales volumes and improved fixed cost leverage.
Current report
Consumer segment net sales were $147.2 million for the three months ended March 31, 2026, as compared to $149.7 million for the three months ended March 31, 2025. The change was primarily attributable to lower sales volumes, reflecting volatile market conditions related to tariffs and higher interest rates. These declines were partially offset by favorable pricing for the Company's products, reflecting higher input costs, and a positive foreign currency translation impact of approximately 2.3%, primarily due to the strengthening of the euro and Canadian dollar relative to the U.S. dollar.
Current report
Gross profit from the consumer segment was $29.3 million for both the three months ended March 31, 2026, and March 31, 2025. Despite lower sales volumes, gross profit was comparable to the prior year due to cost reduction and productivity initiatives that continued to be implemented across the Company’s global manufacturing operations.
Current report
Consumer segment loss from operations was $16.0 million for the three months ended March 31, 2026, as compared to income of $8.8 million for the three months ended March 31, 2025. The change was primarily attributable to $25.1 million of restructuring and impairment charges recognized during the three months ended March 31, 2026, related to the closure of the Company’s manufacturing facility in Jackson, Tennessee.
Current report
Income from operations on a segment basis did not include unallocated corporate expenses of $7.7 million for the three months ended March 31, 2026, as compared to $8.1 million for the three months ended March 31, 2025. Unallocated expenses are primarily comprised of corporate selling, general and administrative expenses. The decrease for the three months ended March 31, 2026 was mainly driven by the reduction in professional service fees.
Current report
Cash used for operating activities increased by $7.9 million when comparing the three months ended March 31, 2026 to the comparable period in 2025, primarily due to working capital changes.
Current report
Cash conversion cycle increased by 7 days when comparing March 31, 2026 to March 31, 2025. The change was primarily driven by an increase in days inventory outstanding due to higher material costs and level of inventory to mitigate certain supply chain constraints during the three months ended March 31, 2026, compared to the corresponding period in 2025.
Removed paragraphs (46)
Previous report
Acquisition of Carlstar Group (now also known as "Titan Specialty")
Previous report
On February 29, 2024, we acquired 100% of the equity interests of Carlstar, whose products are also known as Titan Specialty. The results of Titan Specialty's operations have been included in our consolidated financial statements since February 29, 2024. Total acquisition-related costs for the Carlstar/Titan Specialty acquisition for the three and nine months ended September 30, 2024 were $0.0 million and $6.2 million, respectively.
Previous report
The purchase consideration for the Carlstar/Titan Specialty acquisition was allocated to the estimated fair value of assets acquired and liabilities assumed as of February 29, 2024. For further information, refer to Note 2 to our Notes to condensed consolidated financial statements.
Previous report
•the Company's financial performance;
Previous report
•geopolitical uncertainties, including with respect to the Russia/Ukraine military conflict and hostilities in the Middle East;
Previous report
Net sales for the three months ended September 30, 2025 were $466.5 million, compared to $448.0 million in the comparable period of 2024. The increase was primarily driven by pricing related to passing on increases in input costs. Additionally, foreign currency translation contributed approximately 1.2% to the growth, largely due to the strengthening of the euro as compared to the U.S. dollar.
Previous report
Net sales for the nine months ended September 30, 2025 were $1,418.0 million, compared to $1,462.4 million in the comparable period of 2024. The year-over-year change was primarily attributable to reduced sales in the agricultural and earthmoving/construction segments, particularly in North America and Europe, due to softer end-market demand. This decrease was partially offset by increased contributions from the Titan Specialty business, acquired in February 2024, as well as favorable price driven by higher input costs and product mix. Foreign currency translation negatively impacted net sales by approximately 0.9%, primarily due to the depreciation of the Brazilian real.
Previous report
Gross profit for the nine months ended September 30, 2025 was $208.8 million, or 14.7% of net sales, compared to $216.6 million, or 14.8% of net sales, for the nine months ended September 30, 2024. The change in gross profit and margin was due to lower fixed cost leverage related to lower volumes and inflationary pressures on raw materials and other input costs.
Previous report
Selling, general and administrative expenses (SG&A) for the three months ended September 30, 2025 were $53.1 million, or 11.4% of net sales, compared to $49.5 million, or 11.1% of net sales, for the three months ended September 30, 2024. The increase in SG&A expenses was primarily driven by general inflationary cost impacts, including higher personnel-related costs. Further, SG&A expenses for the three months ended September 30, 2024 were favorably impacted by an amortization expense measurement period adjustment related to the reduction of amortizable intangible assets associated with the Titan Specialty purchase price allocation.
Previous report
Titan Specialty business, which was acquired in February 2024. These incremental costs included expenses related to the operation of distribution centers and higher depreciation and amortization resulting from the acquisition.
Previous report
Acquisition Related Expenses
Previous report
Acquisition related expenses for the three and nine months ended September 30, 2024 were $0.0 million and $6.2 million, respectively, associated with the one-time transaction costs for the acquisition of Titan Specialty.
Previous report
Income from Operations
Previous report
Income from operations for the nine months ended September 30, 2025 was $31.7 million, compared to income from operations of $50.2 million for the nine months ended September 30, 2024. The reduction in income from operations for the nine months ended September 30, 2025 as compared to the prior year period was primarily attributable to lower gross profit, impacted by inflationary pressures on input costs, as well as the net effect of the other factors discussed above.
Previous report
Interest expense was $28.9 million and $27.1 million for the nine months ended September 30, 2025 and 2024, respectively. The year-over-year increase was largely attributable to higher debt levels associated with our credit facility used to fund the Titan Specialty acquisition and the MHR share repurchase.
Previous report
Interest income was comparable at $3.0 million and $3.1 million for the three months ended September 30, 2025 and 2024, respectively.
Previous report
Interest income was $7.7 million and $8.5 million for the nine months ended September 30, 2025 and 2024, respectively. The year-over-year change was mainly due to a reduction in short-term financial investments in Brazil and Argentina.
Previous report
Foreign Exchange Loss
Previous report
Foreign exchange loss was $2.0 million for the three months ended September 30, 2025, compared to $2.5 million for the three months ended September 30, 2024. The improvement was primarily driven by favorable translation of intercompany balances at certain foreign subsidiaries. These balances, which are denominated in local currencies rather than the Company’s reporting currency, the U.S. dollar, are remeasured each reporting period based on current exchange rates, as they are expected to be settled in the future.
Previous report
Foreign exchange loss was $6.4 million for the nine months ended September 30, 2025, compared to $2.3 million for the nine months ended September 30, 2024. The year-over-year change was primarily due to unfavorable translation of intercompany balances at certain foreign subsidiaries. These balances are remeasured each period based on current exchange rates, consistent with their expected future settlement.
Previous report
Other (Loss) Income
Previous report
Other loss was $2.4 million for the three months ended September 30, 2025, as compared to other income of $0.4 million in the comparable period of 2024. This change was primarily attributable to a $2.9 million charge related to the write-off of assets that were associated with the reimbursement of premiums paid under certain life insurance policies held for certain owners of a previously acquired business. The write-off was based on the company’s re-assessment that it will likely not be able to recover the premium’s previously paid.
Previous report
Other loss was $0.2 million for the nine months ended September 30, 2025, as compared to other income of $4.1 million in the comparable period of 2024. The year-over-year change was mainly due to the $2.9 million asset write-off recorded in 2025, previously discussed, and a $1.9 million gain recognized in the prior year period from a property insurance settlement. The 2024 gain reflected insurance proceeds received, net of costs incurred, to repair one of the Company’s operating facilities in Italy.
Previous report
Net Loss and Loss per Share
Previous report
Net loss for the nine months ended September 30, 2025 was $6.0 million, compared to net loss of $4.8 million in the comparable period of 2024. For the nine months ended September 30, 2025 and 2024, basic and diluted loss per share was $(0.12), compared to basic and diluted loss per share of $(0.10) in the prior-year period. The increase in net loss and loss per share was primarily attributable to the previously discussed factors.
Previous report
Net sales in the agricultural segment were $188.7 million for the three months ended September 30, 2025, as compared to $175.4 million for the comparable period in 2024. The increase was primarily driven by higher sales volumes in the Americas. Additionally, the increase was supported by favorable pricing driven by higher input costs and product mix. Foreign currency translation, primarily due to the strengthening of multiple currencies, also contributed positively to net sales by approximately 0.6%.
Previous report
Gross profit in the agricultural segment was $25.2 million for the three months ended September 30, 2025, as compared to $16.7 million in the comparable period in 2024. The improvement in gross profit was driven by increased sales volumes, which enhanced leverage of fixed manufacturing costs, and favorable product mix.
Previous report
Net sales in the agricultural segment were $579.7 million for the nine months ended September 30, 2025, as compared to $631.4 million for the comparable period in 2024. The net sales change was primarily due to lower sales volumes in North America and Europe, driven by reduced global demand for agricultural equipment. This was influenced by lower farmer income, higher financing costs, and inventory reduction initiatives by OEM customers. Additionally, foreign currency translation negatively impacted net sales by approximately 2.0%, primarily due to the depreciation of the Brazilian real and Turkish lira compared to the U.S. dollar. These impacts were partially offset by favorable pricing and product mix related to increased input costs.
Previous report
The Company's earthmoving/construction segment net sales were $145.4 million for the three months ended September 30, 2025, as compared to $136.3 million in the comparable period in 2024. The increase was primarily driven by higher sales volumes in the Americas, notably from construction OEM customers. Additionally, net sales benefited from a 2.7% favorable foreign currency translation impact, mainly due to the strengthening of the euro compared to the U.S. dollar, as well as positive price and product mix.
Previous report
Gross profit in the earthmoving/construction segment was $15.2 million for the three months ended September 30, 2025, as compared to $11.7 million for the three months ended September 30, 2024. This improvement was largely attributable to higher sales volumes and enhanced fixed cost leverage.
Previous report
The Company's earthmoving/construction segment income from operations was $0.4 million for the three months ended September 30, 2025, compared to a loss of $1.9 million for the three months ended September 30, 2024. The improvement was primarily driven by the increase in gross profit.
Previous report
The Company's earthmoving/construction segment net sales were $441.0 million for the nine months ended September 30, 2025, as compared to $467.1 million in the comparable period in 2024. The reduction was primarily due to lower sales volumes in North America and in the undercarriage business, reflecting reduced demand from construction OEMs. These impacts were partially offset by favorable pricing and product mix.
Previous report
Gross profit in the earthmoving/construction segment was $47.5 million for the nine months ended September 30, 2025, as compared to $55.9 million for the nine months ended September 30, 2024. The decrease was mainly due to lower volumes and reduced fixed cost leverage.
Previous report
The Company's earthmoving/construction segment income from operations was $5.0 million for the nine months ended September 30, 2025, as compared to $14.0 million for the nine months ended September 30, 2024. The reduction was primarily due to the reduction in gross profit resulting from lower sales volumes.
Previous report
Consumer segment net sales were $132.4 million for the three months ended September 30, 2025, as compared to $136.2 million for the three months ended September 30, 2024. This change was mainly due to lower sales volumes in the Americas region of the legacy Titan business, reflecting challenging market conditions and reduced OEM demand amid broader economic pressures. These declines were partially offset by favorable price reflecting higher input costs and product mix and a 0.7% positive foreign currency translation impact, mainly due to the strengthening of the euro as compared to the U.S. dollar.
Previous report
Gross profit was comparable for the consumer segment at $30.5 million and $30.4 million for the three months ended September 30, 2025 and 2024, respectively.
Previous report
Consumer segment income from operations was $9.0 million for the three months ended September 30, 2025, as compared to income of $11.3 million for the three months ended September 30, 2024. The change was primarily due to higher SG&A expenses, largely driven by a favorable measurement period adjustment to amortization expense associated with the Titan Specialty purchase price allocation for the three months ended September 30, 2024.
Previous report
Consumer segment net sales were $397.3 million for the nine months ended September 30, 2025, as compared to $363.8 million for the nine months ended September 30, 2024. The increase was primarily attributable to the inclusion of two additional months of sales from the Titan Specialty acquisition, as well as favorable pricing and product mix. These gains were partially offset by lower volumes in the Americas region of the legacy Titan business during 2025 due to continued market softness, and a 0.3% negative foreign currency translation impact.
Previous report
Gross profit from the consumer segment was $83.3 million for the nine months ended September 30, 2025, as compared to $71.0 million for the nine months ended September 30, 2024. The improvement was largely driven by the Titan Specialty acquisition, particularly its strong aftermarket presence, which contributed to margin expansion.
Previous report
Consumer segment income from operations was $21.1 million for the nine months ended September 30, 2025, as compared to income of $22.8 million for the nine months ended September 30, 2024. The decrease was primarily due to higher SG&A expenses, reflecting the inclusion of two additional months of operating costs associated with the Titan Specialty business, which was acquired in February 2024.
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Reworded paragraphs (35)
Previous wording
•anticipated trends in the Company’s business and that of our customers;
Current wording
•anticipated trends in the Company’s business;
Previous wording
•possible changes in domestic and international laws and policies which have created substantial economic uncertainties, including the imposition and announcement of tariffs by various governments of large, industrialized countries on imported goods;
Current wording
•possible changes in domestic and international laws and policies, including the imposition of and changes in tariffs by various governments, including the United States on imported goods as part of the currently dynamic and uncertain tariff policy environment;
Previous wording
•the Company’s intention to consider and pursue acquisition and divestiture opportunities and the expectations related to acquisitions that the Company has recently effected, in particular the acquisition of Titan Specialty, which could significantly impact the Company's financial results if actual results from the Titan Specialty acquisition differ from anticipated results.
Current wording
•the Company’s intention to consider and pursue acquisition and divestiture opportunities and the expectations related to completed acquisitions, in particular the acquisition of The Carlstar Group, LLC (“Carlstar”, now also known as Titan Specialty), which could significantly impact the Company's financial results if actual results from the Titan Specialty acquisition differ from anticipated results.
Previous wording
•uncertainties from political or electoral changes in the United States, Europe and elsewhere, including the imposition of tariffs by various countries on imported goods and responses thereto and resulting impacts;
Current wording
•uncertainties from political or electoral changes in the United States, Europe and elsewhere, including the current and possible future tariffs being imposed by various countries on imported goods and the currently dynamic and uncertain tariff policy environment;
Previous wording
•the effect of a recession on the Company and its customers and suppliers;
Current wording
•the effect of a recession or depression on the Company and its customers and suppliers;
Previous wording
•the effect of the geopolitical instability resulting from the military conflicts between Russia and Ukraine on our Russian and global operations;
Current wording
•the effect of the geopolitical instability resulting from the military conflict between Russia and Ukraine on our Russian and global operations on increased costs and ancillary impacts on our global operations;
Previous wording
•risks associated with environmental laws and regulations;
Current wording
•risks associated with environmental laws and regulations and increased attention to ESG matters;
Previous wording
•risks related to the termination of the standstill provisions of the Shareholder Agreement with American Industrial Partners following the Company’s 2025 annual meeting of stockholders, as well as the impact of any sales of the Company’s shares currently held by affiliates of American Industrial Partners pursuant to the registration statement filed with and declared effective by the Securities and Exchange Commission (the SEC) in December 2024;
Current wording
•the impact of any sales of the Company’s shares held by affiliates of American Industrial Partners pursuant to the Form S-3 registration statement filed with and declared effective by the Securities and Exchange Commission (the “SEC”) in December 2024;
Previous wording
Any changes in these factors could lead to significantly different results than those currently expected by Titan. Any assumptions that are inaccurate or do not prove to be correct could have a material adverse effect on the Company’s ability to achieve the results as indicated in the forward-looking statements. Forward-looking statements speak only as of the date of this report. The Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise. In light of these risks and uncertainties, there can be no assurance that the forward-looking information and assumptions contained in this report will in fact transpire. The reader should not place undue reliance on the forward-looking statements included in this report or that may be made elsewhere from time to time by the Company, or on its behalf. All forward-looking statements attributable to Titan are expressly qualified by these cautionary statements.
Current wording
Any changes in these factors could lead to significantly different results. Any assumptions that are inaccurate or do not prove to be correct could have a material adverse effect on the Company’s ability to achieve the results as indicated in forward-looking statements. Forward-looking statements speak only as of the date of this report. The Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise. In light of these risks and uncertainties, there can be no assurance that the forward-looking information and assumptions contained in this document will in fact transpire. The reader should not place undue reliance on the forward-looking statements included in this report or that may be made elsewhere from time to time by the Company, or on its behalf. All forward-looking statements attributable to Titan are expressly qualified by these cautionary statements.
Previous wording
Earthmoving/Construction Segment: The Company manufactures wheels, tires, and undercarriage systems and components for various types of Off-The-Road (or OTR) earthmoving, mining, military, construction, and forestry equipment, including skid steers, aerial lifts, cranes, graders and levelers, scrapers, self-propelled shovel loaders, articulated dump trucks, load transporters, haul trucks, backhoe loaders, crawler tractors, lattice cranes, shovels, and hydraulic excavators. The Company provides OEM and aftermarket customers with a broad range of earthmoving/construction wheels ranging in diameter from 15 to 63 inches and in weight from 125 pounds to 7,000 pounds. The 63-inch diameter wheel is the largest manufactured for the global earthmoving/construction market. Titan’s earthmoving/construction tires are offered in the Titan brand and range from approximately three feet to approximately 13 feet in outside diameter and in weight from 50 pounds to 12,500 pounds. Earthmoving/construction tires offered by Titan serve virtually every off-road application in the industry with some of the highest load requirements in the most severe applications. The Company also offers the added value of wheel and tire assembly for certain applications in the earthmoving/construction segment.
Current wording
Earthmoving/Construction Segment: The Company manufactures wheels, tires, and undercarriage systems and components for various types of OTR earthmoving, mining, military, construction, and forestry equipment, including skid steers, aerial lifts, cranes, graders and levelers, scrapers, self-propelled shovel loaders, articulated dump trucks, load transporters, haul trucks, backhoe loaders, crawler tractors, lattice cranes, shovels, and hydraulic excavators. The Company provides OEM and aftermarket customers with a broad range of earthmoving/construction wheels ranging in diameter from 15 to 63 inches and in weight from 125 pounds to 7,000 pounds. The 63-inch diameter wheel is the largest manufactured for the global earthmoving/construction market. Titan’s earthmoving/construction tires are offered in the Titan brand and range from approximately three feet to approximately 13 feet in outside diameter and in weight from 50 pounds to 12,500 pounds. Earthmoving/construction tires offered by Titan serve virtually every off-road application in the industry with some of the highest load requirements in the most severe applications. The Company also offers the added value of wheel and tire assembly for certain applications in the earthmoving/construction segment.
Previous wording
Consumer Segment: In February 2024, Titan acquired Carlstar, also now known as Titan Specialty, which is a global manufacturer and distributor of wheels and tires for a variety of end-market verticals including outdoor power equipment, power sports, and high speed trailers. Titan Specialty is primarily concentrated in the consumer segment, but also manufactures and sells small to midsize agricultural tires. Products are offered in Carlstar, ITP, Black Rock, and Unique brands with portfolios commensurate to supporting these markets. The Company also offers the added value of wheel and tire assemblies for many of these products to select OEM customers.
Current wording
Consumer Segment: In February 2024, Titan acquired Carlstar (now also known as Titan Specialty), which is a global manufacturer and distributor of wheels and tires for a variety of end-market verticals including outdoor power equipment, power sports, and high speed trailers. Titan Specialty is primarily concentrated in the consumer segment, but also manufactures and sells small to midsize agricultural tires. Products are offered in Carlstar, ITP, Black Rock, Goodyear and Unique brands with portfolios commensurate to supporting these markets. The Company also offers the added value of wheel and tire assembly for many of these products to select OEM customers.
Previous wording
Titan manufactures bias truck tires in Latin America and light truck tires in Russia. Titan also offers select products for ATVs, side-by-sides, rock climbers, and turf, and has recently expanded its offering into the lawn and garden segment with a major OEM customer. This segment also includes sales that do not readily fall into the Company's other segments, such as custom rubber stock mixing sales to a variety of OEMs in tangential industries.
Current wording
Titan manufactures bias truck tires in Latin America and light truck tires in Russia. This segment also includes sales that do not readily fall into the Company's other segments, such as custom rubber stock mixing sales to a variety of OEMs in adjacent industries.
Previous wording
The Company’s top customers, including global leaders in agricultural and construction equipment manufacturing, have been purchasing products from Titan or its predecessors for numerous years. Customers, including AGCO Corporation, Caterpillar
Current wording
The Company’s top customers, including global leaders in agricultural and construction equipment manufacturing, have been purchasing products from Titan or its predecessors for numerous years. Customers including AGCO Corporation, Caterpillar Inc., CNH Global N.V., Deere & Company, Hitachi, Ltd., Kubota Corporation, Liebherr, and Volvo have helped sustain Titan’s market leading position in wheel, tire, assembly, and undercarriage products.
Previous wording
The agricultural market is affected by related commodity prices and farmer income, among other variables. While current commodity price levels are lower than historical highs, net farmer income is forecasted to increase, supported by an expected rise in domestic government subsidies to farmers. The agricultural markets in North America and Europe are currently experiencing a significant slowdown in customer demand and this is further exacerbated by the imposition of tariffs by the United States and other countries throughout the world, and responses thereto, which has created uncertainty in the global markets including impact on farmer sentiment. The Company believes, however, that agricultural markets in South America may currently be showing early signs of a market recovery as customer demand appears to be growing. Amid the evolving global tariff situation, Titan is in a uniquely advantaged position among its competitors, having manufacturing capabilities that are strategically located in the key markets we serve. In addition, some mid to long term global market trends anticipate population growth, a shift in consumer preference toward higher protein diets, and the pressures to replace an aging large equipment fleet in favor of newer and higher productivity technology, underlying Titan's belief that market conditions may improve to support renewed and continued demand for our products in the mid to long term time horizon. The Company is hopeful that the underlying market trends mentioned above will provide future support for the mid to long-term demand for the Company's products. However, many variables, including weather, volatility in the price of commodities, grain prices, the demand for used equipment, export markets, foreign currency exchange rates, interest rates, government policies, subsidies, and uncertainty surrounding tariffs imposed by the United States and reciprocated by other countries, can greatly affect the Company's performance in the agricultural market in a given period.
Current wording
The agricultural market is affected by related commodity prices and farmer income, among other variables. The end customer demand in the agricultural markets in North America and Europe are currently experiencing a mix of customer demand levels as OEMs expect favorable demand in small agricultural products as compared to a continued slowdown in demand for large agricultural products. The mix in demand levels has been and continues to be further exacerbated by the dynamic and uncertain tariff policy environment, including the imposition of tariffs by the United States and other countries throughout the world, and responses thereto, including litigation, which has created uncertainty in the global markets including impact on farmer sentiment. Amid the evolving global tariff situation, Titan is in a uniquely advantaged position among its competitors, having manufacturing capabilities that are strategically located in the key markets we serve. In addition, some mid to long term global market trends anticipate population growth, a shift in consumer preference toward higher protein diets, and the pressures to replace an aging large equipment fleet in favor of newer and higher productivity technology. The Company expects that the underlying market trends mentioned above will provide future support for the mid to long-term demand for the Company's products. However, many variables, including weather, volatility in the price of commodities, geopolitical conflicts causing disruption to supply chain and market demand, increased input costs, the demand for used equipment, export markets, foreign currency exchange rates, interest rates, government policies including subsidies, and uncertainty surrounding the dynamic and uncertain tariff policy environment including tariffs imposed by the United States and reciprocated by other countries, can greatly affect the Company's performance in the agricultural market in a given period.
Previous wording
The earthmoving/construction segment is affected by many variables, including commodity prices, uncertainty surrounding the imposition of tariffs as mentioned above, road construction, infrastructure, government appropriations, housing starts, and other macroeconomic drivers. The construction market is primarily driven by country-specific GDP and the need for infrastructure developments. The earthmoving/construction markets are currently experiencing a slowdown in OEM demand, but we expect the market to stabilize over the mid to long term given the expected level of mining capital budgets and forecasted GDP growth in many of the countries in which Titan's earthmoving/construction products are sold. The mining industry has experienced growth given the increased demand in natural resources industries. Mineral commodity prices are at relatively high levels, which also supports the forecasted mid- to long-term growth. However, as noted above, numerous variables can affect the Company's sales of earthmoving/construction products in any given period.
Current wording
The earthmoving/construction segment is affected by many variables, including commodity prices, uncertainty surrounding the imposition of tariffs as mentioned above, road construction, infrastructure, government appropriations, housing starts, geopolitical conflicts, and other macroeconomic drivers. The construction market is primarily driven by country-specific GDP and the need for infrastructure developments. The earthmoving/construction markets are currently experiencing an improvement in OEM demand due to stronger mining capital budgets and forecasted GDP growth in many of the countries in which Titan's earthmoving/construction products are sold. The mining industry continues to experience growth given the increased demand in natural resources industries. Mineral commodity prices are at relatively high levels, which should also support the forecasted mid- to long-term growth. However, as noted above, numerous variables can affect the Company's sales of earthmoving/construction products in any given period.
Previous wording
The consumer market consists of several distinct product lines within different regions. These products include specialty tires and products under several leading brands, including Carlstar, ITP and Marastar brands within powersports, outdoor power equipment and high-speed trailers. The consumer market also includes light truck tires sold into Latin America and other specialty products, including custom mixing of rubber stock, and train brakes. Some aspects of the consumer market are presently experiencing a slowdown, particularly in the Americas. The consumer segment pace of growth can vary from period to period and is affected by many macroeconomic variables including but not limited to inflationary impacts, consumer spending, interest rates, government policies, and uncertainty surrounding tariffs, as mentioned above. Titan has a manufacturing facility in China and is actively assessing the evolving retaliatory tariff situation, with a view to making timely decisions on supply chain and production plans, which may include re-sourcing products to its factories in the United States or to other third party suppliers in countries with less tariff impacts. As previously stated, we believe that our ownership of manufacturing capabilities that are strategically located in key markets we serve, puts us in a uniquely advantaged position to allow us to respond to some of the challenges presented by the current tariff situation.
Current wording
The consumer market consists of several distinct product lines within different regions. These products include specialty tires and products under several leading brands, including Carlstar, ITP and Marastar brands within powersports, outdoor power equipment and high-speed trailers. The consumer market also includes light truck tires sold into Latin America and other specialty products, including custom mixing of rubber stock, and train brakes. The market for our specialty products is expected to experience modest growth for the remainder of 2026, particularly in North America. The consumer segment pace of growth can vary from period to period and is affected by many macroeconomic variables including but not limited to inflationary impacts, consumer spending, interest rates, government policies, geopolitical conflicts, and uncertainty surrounding tariffs, as mentioned above. As previously stated, we believe that our ownership of manufacturing capabilities and partnerships with suppliers that are strategically located puts us in a uniquely advantaged position to allow us to respond to some of the challenges presented by the current tariff situation.
Previous wording
Gross profit for the three months ended September 30, 2025 was $70.9 million, or 15.2% of net sales, compared to $58.8 million, or 13.1% of net sales, for the three months ended September 30, 2024. The improvement in gross profit was primarily driven by the impact of increases in net sales, favorably impacting fixed cost leverage at certain production facilities in the Americas. The improvement in gross margin was also driven by enhanced fixed cost leverage as previously mentioned. Further, gross profit and margin were favorably impacted by cost reduction and productivity initiatives continued to be executed across our global production facilities.
Current wording
Gross profit for the three months ended March 31, 2026 was $71.4 million, or 14.1% of net sales, compared to $68.6 million, or 14.0% of net sales, for the three months ended March 31, 2025. The improvement in gross profit and margin was driven by cost reduction and productivity initiatives continued to be executed across our global production facilities.
Previous wording
Selling, general and administrative expenses (SG&A) for the nine months ended September 30, 2025 were $155.3 million, or 11.0% of net sales, compared to $140.5 million, or 9.6% of net sales, for the nine months ended September 30, 2024. The year-over-year increase was largely attributable to the inclusion of two additional months of SG&A expenses associated with the
Current wording
Selling, general and administrative expenses (SG&A) for the three months ended March 31, 2026 were $52.4 million, or 10.4% of net sales, compared to $49.9 million, or 10.2% of net sales, for the three months ended March 31, 2025. The increase in SG&A expenses was primarily attributable to inflationary cost impacts, including higher personnel‑related costs.
Previous wording
Research and development (R&D) expenses for the three months ended September 30, 2025 were $4.6 million, or 1.0% of net sales, compared to $4.2 million, or 0.9% of net sales, for the comparable period in 2024. R&D expenses for the nine months ended September 30, 2025 were $13.4 million, or 0.9% of net sales, compared to $12.1 million, or 0.8% of net sales, for the comparable period in 2024. Increases in R&D spending reflect initiatives to improve product designs and an ongoing focus on innovation and quality.
Current wording
Research and development (R&D) expenses for the three months ended March 31, 2026 were $5.3 million, or 1.0% of net sales, compared to $4.5 million, or 0.9% of net sales, for the comparable period in 2025. The increase in R&D spending reflects ongoing initiatives to enhance product designs and a continued focus on innovation and quality improvements.
Previous wording
The Company has trademark license agreements with The Goodyear Tire & Rubber Company to manufacture and sell certain farm, ATV and truck tires under the Goodyear brand. These agreements cover sales in North America, Latin America, Europe, the Middle East, Africa, Australia, New Zealand, Russia, and other Commonwealth of Independent States countries. The farm and ATV agreement is scheduled to expire in 2029 with annual renewal options following the initial term. The truck tires royalty agreement expires December 31, 2025. The Company also has a trademark license agreement with Carlisle Companies, Inc. to manufacture and sell certain tires under the Carlisle® brand. This trademark license agreement is scheduled to expire in 2033. Royalty expenses for the three months ended September 30, 2025 were $3.4 million, or 0.7% of net sales, compared to $2.3 million, or 0.5% of net sales, for the three months ended September 30, 2024. Royalty expenses for the nine months ended September 30, 2025 were $8.3 million, or 0.6% of net sales, compared to $7.6 million, or 0.5% of net sales, for the nine months ended September 30, 2024.
Current wording
The Company has trademark license agreements with The Goodyear Tire & Rubber Company to manufacture and sell certain farm, ATV and truck tires under the Goodyear brand. These agreements cover sales in North America, Latin America, Europe, the Middle East, Africa, Australia, New Zealand, Russia, and other Commonwealth of Independent States countries. The farm and ATV agreement is scheduled to expire in 2029 with annual renewal options following the initial term. The truck tires royalty agreement expires December 31, 2028. The Company also has a trademark license agreement with Carlisle Companies, Inc. to manufacture and sell certain tires under the Carlisle® brand. This trademark license agreement is scheduled to expire in 2033. Royalty expenses for both the three months ended March 31, 2026 and March 31, 2025 were $2.4 million, or 0.5% of net sales.
Previous wording
Interest expense was $9.7 million and $9.0 million for the three months ended September 30, 2025 and 2024, respectively. The increase was primarily driven by higher borrowings under our credit facility, which was used to finance the repurchase of shares from entities affiliated with MHR Fund Management LLC in October 2024.
Current wording
Interest expense was $9.9 million and $9.5 million for the three months ended March 31, 2026 and 2025, respectively. The increase was primarily driven by higher borrowings under our credit facilities.
Previous wording
We recorded income tax expense of $1.1 million and $12.9 million for the three months ended September 30, 2025 and 2024, respectively. For the nine months ended September 30, 2025 and 2024, we recorded income tax expense of $10.0 million and $38.1 million, respectively. The income tax expense differed for each period primarily due to an overall decrease in pre-tax income. Our effective income tax rate was (76.5)% and (244.4)% for the three months ended September 30, 2025 and 2024, respectively, and 253.1% and 114.4% for the nine months ended September 30, 2025 and 2024, respectively.
Current wording
The Company recorded income tax expense of $4.6 million and $4.2 million for the three months ended March 31, 2026 and 2025, respectively. The Company's effective income tax rate was (23.6)% and 99.5% for the three months ended March 31, 2026 and 2025, respectively. For the three months ended March 31, 2026 and 2025, the income tax expense differed each period due to the jurisdictional mix of earnings. The change in the Company's effective income tax rate for each period is due to the fluctuation in the pre-tax income as discussed previously.
Previous wording
Our 2025 and 2024 income tax expense and rates differed from the amount of income tax determined by applying the U.S. Federal income tax rate to pre-tax income primarily as a result of foreign income tax rate differential on the mix of earnings, the valuation allowance on the interest expense carryforward, and certain foreign inclusion items on the domestic provision.
Current wording
The Company’s 2026 and 2025 income tax expense and rates differed from the amount of income tax determined by applying the U.S. Federal income tax rate to pre-tax income primarily as a result of foreign income tax rate differential on the mix of earnings and a valuation allowance on most domestic federal and state operations.
Previous wording
Net loss for the three months ended September 30, 2025 was $2.5 million, compared to net loss of $18.2 million for the same period in 2024. Basic and diluted loss per share was $(0.04) for the three months ended September 30, 2025, compared to basic and diluted loss per share of $(0.25) in the prior year period. The improvement in net loss and loss per share was primarily driven by the factors discussed above, including higher sales and increased gross profit.
Current wording
Net loss for the three months ended March 31, 2026 was $24.3 million, compared to net income of $0.0 million for the same period in 2025. Basic and diluted loss per share was $0.38 for the three months ended March 31, 2026, compared to basic and diluted loss per share of $0.01 in the prior year period. The change in net (loss) income and loss per share was primarily driven by the factors discussed above.
Previous wording
Gross profit in the agricultural segment was $78.0 million for the nine months ended September 30, 2025, as compared to $89.6 million in the comparable period in 2024. The change in gross profit was primarily due to lower sales volumes and the resulting reduced fixed cost leverage.
Current wording
Gross profit in the agricultural segment was $24.0 million for the three months ended March 31, 2026, as compared to $24.5 million in the comparable period in 2025. The change in gross profit was primarily due to lower sales volumes and the resulting reduced fixed cost leverage.
Previous wording
Income from operations in the Company's agricultural segment was $7.5 million for the three months ended September 30, 2025, as compared to income of $1.9 million for the three months ended September 30, 2024. The overall increase in income from operations was primarily due to higher gross profit.
Current wording
Income from operations in the Company's agricultural segment was $7.5 million for the three months ended March 31, 2026, as compared to income of $9.4 million for the three months ended March 31, 2025. The overall change in income from operations was primarily a result of higher SG&A expenses driven by general inflationary cost impacts, including higher personnel-related costs, as well as lower gross profit.
Previous wording
Income from operations for the three months ended September 30, 2025 was $9.7 million, compared to income from operations of $2.8 million for the three months ended September 30, 2024. The increase in income from operations for the three months ended September 30, 2025 was primarily driven by higher gross profit, reflecting improved sales.
Current wording
The Company's earthmoving/construction segment income from operations was $2.4 million for the three months ended March 31, 2026, as compared to $1.7 million for the three months ended March 31, 2025. The increase in operating income was primarily driven by higher gross profit.
Previous wording
As of September 30, 2025, the Company reported $205.4 million of cash, which increased as compared to the December 31, 2024 balance of $196.0 million, due to the net effect of the following items:
Current wording
As of March 31, 2026, the Company reported $171.3 million of cash, which decreased as compared to the December 31, 2025 balance of $202.9 million, due to the net effect of the following items:
Previous wording
During the nine months ended September 30, 2025, cash flows provided by operating activities were $17.2 million. This was primarily driven by non-cash adjustments, including $49.3 million in depreciation and amortization expenses. The cash inflow was partially offset by an increase in working capital. The increase in accounts receivable was largely attributable to seasonal factors, as sales increased by $82.9 million during the third quarter of 2025 compared to the fourth quarter of 2024. In response to higher operating activity, accounts payable also increased during 2025 in comparison to the end of 2024. Inventory levels rose as well, reflecting efforts to support seasonal demand through proactive inventory management.
Current wording
During the three months ended March 31, 2026, cash flows used for operating activities were $46.5 million. This cash outflow was primarily driven by an increase in working capital. The increase in accounts receivable was largely attributable to seasonality, as sales increased by $94.6 million during the first quarter of 2026 compared to the fourth quarter of 2025. In response to higher operating activity, accounts payable also increased during the first quarter of 2026 compared to year end 2025. Inventory levels decreased, reflecting efforts to proactively manage inventory while supporting customer demand in the subsequent quarter.
Previous wording
During the nine months ended September 30, 2025, Titan reported a net cash outflow from investing activities of $36.4 million, as compared to the $189.0 million outflow recorded in the corresponding period of 2024. This change was primarily due to the acquisition of Titan Specialty in February 2024, which included $143.6 million in cash consideration. Additionally, Titan invested $36.8 million in capital expenditures in the nine months of 2025, lower than the $52.3 million in the corresponding period of 2024. These expenditures were aimed at replacing and enhancing plant equipment, as well as acquiring new tools, dies, and molds to support new product development initiatives. The capital outlay in 2025 reflected Titan's strategic efforts to improve existing facilities, enhance manufacturing capabilities, and drive operational efficiency and labor productivity gains. The reduction in capital spending in 2025 also reflects Titan's efforts to optimize cash management in response to lower product demand in the marketplace.
Current wording
During the three months ended March 31, 2026, Titan reported a net cash outflow from investing activities of $13.1 million, as compared to the $14.8 million outflow recorded in the corresponding period of 2025. This change was primarily due to lower capital expenditures in 2026. The reduction in capital spending in 2026 reflected Titan's efforts to optimize cashflow management. These capital expenditures were aimed at replacing and enhancing plant equipment, as well as acquiring new tools, dies, and molds to support new product development initiatives.
Previous wording
During the nine months ended September 30, 2025, $9.5 million of cash was provided by financing activities. This inflow was primarily driven by $75.6 million in borrowings to support increased working capital requirements, partially offset by $66.0 million in debt repayments.
Current wording
During the three months ended March 31, 2026, $26.2 million of cash was provided by financing activities. This inflow was primarily driven by $59.2 million in borrowings to support increased working capital requirements, partially offset by $32.9 million in debt repayments.
Previous wording
The Company's 7.00% senior secured notes due 2028 are guaranteed by the following 100% owned subsidiaries of the Company: Titan Tire Corporation, Titan Tire Corporation of Bryan, Titan Tire Corporation of Freeport, and Titan Wheel Corporation of Illinois (together, the Guarantors). The note guaranties are full and unconditional, joint and several obligations of the guarantors. The guaranties of the guarantor subsidiaries are subject to release in limited circumstances only upon the satisfaction of certain customary conditions.
Current wording
The Company's 7.00% senior secured notes due 2028 are guaranteed by the following 100% owned subsidiaries of the Company: Titan Tire Corporation, Titan Tire Corporation of Bryan, Titan Tire Corporation of Freeport, and Titan Wheel Corporation of Illinois. The note guarantees are full and unconditional, joint and several obligations of the guarantors. The guarantees of the guarantor subsidiaries are subject to release in limited circumstances only upon the satisfaction of certain customary conditions.
Previous wording
The Company does not anticipate significant liquidity constraints during the foreseeable future. At September 30, 2025, the Company reported $205.4 million of cash and cash equivalents. This amount included $181.2 million held in foreign countries.
Current wording
The Company does not anticipate significant liquidity constraints during the foreseeable future. At March 31, 2026, the Company reported $171.3 million of cash and cash equivalents. This amount included $145.3 million held in foreign countries.
Previous wording
As of September 30, 2025, there were $149.0 million of borrowings outstanding under the Company's $225.0 million credit facility. Titan's availability under this credit facility may be less than $225.0 million as of any particular date, as a result of outstanding letters of credit and eligible accounts receivable and inventory balances at certain domestic and Canadian subsidiaries. Based on eligible accounts receivable and inventory balances, the Company's total amount available for borrowing under the credit facility at September 30, 2025 totaled $212.5 million. With outstanding letters of credit totaling $5.9 million and $149.0 million in borrowings under the revolving credit facility, the net amount available for borrowing under the credit facility at September 30, 2025 totaled $57.6 million.
Current wording
As of March 31, 2026, there were $169.0 million of borrowings outstanding under the Company's $225.0 million credit facility. Titan's availability under this credit facility may be less than $225.0 million as of any particular date, as a result of outstanding letters of credit and eligible accounts receivable and inventory balances at certain domestic and Canadian subsidiaries. Based on eligible accounts receivable and inventory balances, the Company's total amount available for borrowing under the credit facility at March 31, 2026 totaled $225.0 million. With outstanding letters of credit totaling $6.4 million and $169.0 million in borrowings under the revolving credit facility, the net amount available for borrowing under the credit facility at March 31, 2026 totaled $49.6 million.
Previous wording
Cash payments for interest are currently forecasted to between $16 million and $17 million for the remainder of 2025 based on September 30, 2025 debt balances and debt maturities. The forecasted interest payments are comprised primarily of the semi-annual interest payments totaling approximately $14 million to be paid in October for the 7.00% senior secured notes, and between $2 million and $3 million of payments on the credit facility, which are variable dependent upon on the prevailing SOFR rate and outstanding debt levels within each month.
Current wording
Cash payments for interest are currently forecasted to between $35 million and $38 million for the remainder of 2026 based on March 31, 2026 debt balances and debt maturities. The forecasted interest payments are comprised primarily of the semi-annual interest payments totaling approximately $28 million to be paid in April and October for the 7.00% senior secured notes, and between $7 million and $10 million of payments on credit facilities, which are variable dependent upon on the prevailing rates and outstanding debt levels within each month.
Rearranged current paragraphs (1)
Current report — wording carried from elsewhere
During the three months ended March 31, 2025, $18.6 million of cash was provided by financing activities. This cash inflow was due to $26.6 million in borrowings to meet working capital requirements, partially offset by $8.0 million in debt repayments.
Rearranged previous paragraphs (2)
Previous report — wording carried elsewhere
Inc., CNH Global N.V., Deere & Company, Hitachi, Ltd., Kubota Corporation, Liebherr and Volvo, have helped sustain Titan’s market leading position in wheel, tire, assembly, and undercarriage products.
Previous report — wording carried elsewhere
Income from operations in the Company's agricultural segment was $28.4 million for the nine months ended September 30, 2025, as compared to income of $41.7 million for the nine months ended September 30, 2024. The overall change in income from operations was primarily a result of decreased gross profit.