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GREENBRIER COMPANIES INC

For the period ended May 31, 2026. Filed Jul 1, 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.

May 31, 2026 · Filed Jul 1, 2026

GBX$41.51-3.2%Stored close · as of Nov 6, 2026

What changed in Risk Factors?

Read the current filing

Previous report: 10-Q

Period ended 2026-02-28; filed 2026-04-07.

0001193125-26-145619

Item 1A. Risk FactorsUnregistered Sales of Equity Securities and Use of ProceedsOther Information

Current report: 10-Q

Period ended 2026-05-31; filed 2026-07-01.

0001193125-26-292719

Item 1A. Risk FactorsUnregistered Sales of Equity Securities and Use of ProceedsOther Information

The 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 7 previous paragraphs and 12 current paragraphs.

5 unchanged; 2 reworded; 5 added; 0 removed; 0 previous and 0 current paragraphs rearranged.

Tables are not compared: 1 previous and 0 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 (5)

Current report

Changes in global trade policies, including imposed and threatened tariffs by the U.S. and reciprocal tariffs by its trading partners, remain uncertain and could impact our financial condition or results of operations.

Current report

The current U.S. presidential administration has announced a wide range of tariffs on imports from many countries. In response to these tariffs, certain of the impacted countries have announced, and in some cases imposed, counter tariffs on goods that are imported from the U.S. The imposition of such tariffs have resulted in increased costs. We are continuing to monitor the rapidly evolving tariff and global trade policies and are working with our suppliers to mitigate potential impacts on our business. The extent and duration of the tariffs and the resulting impact on general economic conditions and on our business are uncertain and depend on various factors, such as recent legal challenges to the U.S.'s imposition of tariffs, negotiations between the U.S. and affected countries, the responses of other countries or regions, relief that may be granted, availability and cost of alternative sources of supply and demand for our products in affected markets.

Current report

The uncertainty of the tariffs, including a potential increase in costs and decrease in demand for our products, could heighten the other risks factors and uncertainties discussed in this Item 1A, or in other reports we periodically file with the SEC, and impact our financial condition or results of operations.

Current report

In May 2026, the U.S. Customs and Border Protection issued a Notice of Determination (the Determination) that the Company evaded antidumping and countervailing duties (AD/CVD) on certain duty orders (the Orders) of certain freight rail couplers (FRCs) attached to newly-built railcars during the Period of Investigation dating to April 2024. The Determination ordered the Company to rectify any noncompliance with provisions of admission of railcars to which FRCs subject to the Orders were affixed and to henceforth require the Company to file formal consumption entries for FRCs subject to the Orders. The Company has filed an administrative appeal of the Determination. Because matters of this nature are subject to inherent uncertainties, and unfavorable rulings or developments, there can be no certainty that the Company will prevail in our administrative appeal or that we may not ultimately incur charges attributable to AD/CVD on FRC dating back to April 2024 that are not currently recorded as liabilities. In addition, the Company could also be subject to future assessments of additional duties or tariffs owed in respect of other imports beyond what is presently included in the Determination. The outcome and costs of these matters cannot be predicted with certainty and may have a material adverse effect on our consolidated results of operations, financial position, or liquidity.

Current report

In April 2026, tariffs were imposed on freight rail tank cars that make entry into the U.S. under Section 232 of the Trade Expansion Act of 1962 on steel and aluminum. Ongoing uncertainty in these areas, including the administration of trade policy in North America, has adversely affected and may continue to adversely affect North American industry-wide demand for new railcars, and therefore, our results of operations. Furthermore, our competitors may be less exposed to tariff impacts or in a better position to mitigate the increased costs of tariffs.
Reworded paragraphs (2)

Previous wording

This Form 10-Q should be read in conjunction with Part I Item 1A “Risk Factors” in our Annual Report on Form 10-K for the year ended August 31, 2025. There have been no material changes in the risk factors described in our Annual Report on Form 10-K for the year ended August 31, 2025.

Current wording

This Form 10-Q should be read in conjunction with Part I Item 1A “Risk Factors” in our Annual Report on Form 10-K for the year ended August 31, 2025. Except as set forth below, there have been no material changes in the risk factors described in our Annual Report on Form 10-K for the year ended August 31, 2025.

Previous wording

The Board of Directors has authorized the Company to repurchase shares of the Company’s common stock. On January 8, 2025, the Board of Directors authorized the extension of the existing share repurchase program from January 31, 2025 to January 31, 2027 and renewed the amount remaining for repurchase to $100.0 million. The amount remaining for purchase was $64.5 million as of February 28, 2026. Share repurchases under this program during the three months ended February 28, 2026 were as follows:

Current wording

The Board of Directors has authorized the Company to repurchase shares of the Company’s common stock. On January 8, 2025, the Board of Directors authorized the extension of the existing share repurchase program from January 31, 2025 to January 31, 2027 and renewed the amount remaining for repurchase to $100.0 million. The amount remaining for purchase was $64.5 million as of May 31, 2026. There were no share repurchases under this program during the three months ended May 31, 2026.