PENTAIR plc 8-K

What Happened

• On February 3, 2026 Pentair plc announced its earnings for the fourth quarter and full year 2025 and said it would hold a conference call in connection with the results. The company attached the press release as Exhibit 99.1 to its Form 8-K.
• The release presents both GAAP results and several non‑GAAP (adjusted) measures — including core sales, adjusted operating income, adjusted return on sales, adjusted net income from continuing operations, adjusted diluted EPS from continuing operations, and free cash flow — and provides reconciliations to GAAP.

Key Details

• Date filed: February 3, 2026; press release attached as Exhibit 99.1.
• Non‑GAAP adjustments for 2025 include: equity income of unconsolidated subsidiaries; elimination of intangible amortization; restructuring, transformation and related costs; certain legal accrual adjustments and settlements; asset impairments/write‑offs; loss on sale of business; deal‑related costs; pension/post‑retirement mark‑to‑market loss; and certain tax items. (2024 adjustments are similar; 2024 included a pension/post‑retirement mark‑to‑market gain and other income items.)
• “Core sales” excludes currency translation effects and net sales from acquired businesses during the first year after acquisition; “core sales growth” compares those core sales to the prior-year period.
• Pentair says adjusted measures are used to assess run‑rate of continuing operations and to determine incentive compensation; it cautions these measures may not be comparable to similarly titled metrics from other companies.

Why It Matters

• Investors should note Pentair is emphasizing non‑GAAP metrics (adjusted operating income, adjusted EPS, core sales, free cash flow) and explicitly describing what items are excluded. Those adjustments can materially change reported profitability and growth trends versus GAAP figures.
• The core sales definition isolates organic performance by removing FX and recent acquisition effects, which helps assess underlying demand but may mask acquisition contributions. Also, because adjusted results are tied to compensation, they indicate the performance measures management prioritizes.
• Review Pentair’s attached press release and reconciliations (Exhibit 99.1) to compare GAAP and adjusted results and to hear management’s commentary on drivers of 2025 results during the announced conference call.