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PHINIA INC.

For the period ended Oct 29, 2026. Filed Oct 29, 2026.

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About this filing

A notice of a major event between regular reports, such as results, a deal or a change of executives. It is often the first formal record of the news.

Oct 29, 2026 · Filed Oct 29, 2026

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PHIN$68.94-0.2%Stored close · as of Nov 6, 2026
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EX-99.1 · Net Leverage

Net Leverage

The Company defines net leverage as net debt divided by trailing twelve-month Adjusted EBITDA. Management believes this measure is useful to investors in assessing the Company’s leverage profile and ability to service its debt obligations.

Adjusted EBITDA and EBITDA Margin (Unaudited)
(in millions)
Three Months Ended September 30,Nine Months Ended September 30,
2026202520262025
Net earnings$67$13$144$85
Depreciation and tooling amortization33329894
Interest expense21206260
Provision for income taxes365059
Amortization of acquisition-related intangibles882422
Interest income(2)(3)(6)(11)
EBITDA13076372309
Restructuring expense541611
Merger and acquisition costs22459
Losses (gains) for other one-time events1(2)1(2)
Separation-related costs1253343
Other postretirement (income) expense, net(1)1(4)3
Equity in affiliates’ earnings, net of tax(4)(3)(13)(11)
Adjusted EBITDA$135$133$380$362
Net sales$912$908$2,730$2,594
Adjusted EBITDA margin %14.8%14.6%13.9%14.0%
Net Earnings to Adjusted Net Earnings (Unaudited)
(in millions)
Three Months Ended September 30,Nine Months Ended September 30,
2026202520262025
Net earnings$67$13$144$85
Amortization of acquisition-related intangibles882422
Restructuring expense541611
Merger and acquisition expense22459
Losses (gains) for other one-time events1(2)1(2)
Separation-related costs1253343
Tax effects and adjustments(17)(17)(17)(15)
Adjusted net earnings$68$63$176$153
Adjusted Net Earnings Per Diluted Share (Unaudited)
Three Months Ended September 30,Nine Months Ended September 30,
2026202520262025
Net earnings per diluted share$1.80$0.33$3.79$2.10
Amortization of acquisition-related intangibles0.220.200.630.55
Restructuring expense0.130.100.420.27
Merger and acquisition expense20.050.100.130.22
Losses (gains) for other one-time events0.03(0.05)0.03(0.05)
Separation-related costs10.051.340.081.07
Tax effects and adjustments(0.45)(0.43)(0.44)(0.37)
Adjusted net earnings per diluted share$1.83$1.59$4.64$3.79
Adjusted Free Cash Flow (Unaudited)
(in millions)
Three Months Ended September 30,Nine Months Ended September 30,
2026202520262025
Net cash provided by operating activities$87$119$231$216
Capital expenditures, including tooling outlays(17)(26)(71)(95)
Effects of separation-related transactions31129—
Adjusted free cash flow$73$104$189$121

1 Separation-related costs primarily relate to indemnities related to the Tax Matters Agreement between the Company and its former parent, and professional fees and other costs associated with the spin-off of the Company from its former parent, including the adjustment of certain historical liabilities allocated to the Company in connection with the spin-off.

2 Merger and acquisition expense primarily relate to professional fees for acquisition initiatives.

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