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Item 2 — Management's Discussion and Analysis
Emerson Electric Co. · 10-Q · Q3 FY2026 · Period ended Jun 30, 2026
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OVERVIEW
For the third quarter of fiscal 2026, net sales were $4.9 billion, up 7 percent compared with the prior year. Underlying sales, which exclude foreign currency translation, acquisitions and divestitures, were up 6 percent. Foreign currency translation had a 1 percent favorable impact.
Earnings from continuing operations attributable to common stockholders were $718, up 24 percent, and diluted earnings per share from continuing operations were $1.28, up 24 percent compared with $1.03 in the prior year. Adjusted diluted earnings per share from continuing operations were $1.71, up 13 percent compared with $1.52 in the prior year. Overall, results reflected sales growth and strong operating performance.
The table below presents the Company's diluted earnings per share from continuing operations on an adjusted basis to facilitate period-to-period comparisons and provide additional insight into the underlying, ongoing operating performance of the Company. Adjusted diluted earnings per share from continuing operations excludes intangibles amortization expense, restructuring and related costs, first year purchase accounting related items and transaction-related costs, discrete taxes and certain gains, losses or impairments.
Three Months Ended June 30, 2025 2026
Diluted earnings from continuing operations per share $ 1.03 1.28
Amortization of intangibles 0.37 0.35
Restructuring and related costs 0.06 0.13
Acquisition/divestiture fees and related costs 0.06 0.05
Discrete taxes — 0.01
IEEPA tariff refunds — (0.11)
Adjusted diluted earnings from continuing operations per share $ 1.52 1.71
The table below summarizes the changes in adjusted diluted earnings per share from continuing operations. The items identified below are discussed throughout MD&A, see further discussion above and in the Business Segments and Financial Position sections below.
Three Months Ended
Adjusted diluted earnings from continuing operations per share - June 30, 2025 $ 1.52
Operations 0.19
Foreign currency 0.03
Share count 0.01
Stock compensation (0.03)
Other (0.01)
Adjusted diluted earnings from continuing operations per share - June 30, 2026 $ 1.71
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RESULTS OF OPERATIONS FOR THE THREE MONTHS ENDED JUNE 30
Following is an analysis of the Company’s operating results for the third quarter ended June 30, 2026, compared with the third quarter ended June 30, 2025.
2025 2026 Change
(dollars in millions, except per share amounts)
Net sales $ 4,553 4,873 7 %
Gross profit $ 2,393 2,655 11 %
Percent of sales 52.6 % 54.5 % 1.9 pts
SG&A $ 1,266 1,343 6 %
Percent of sales 27.8 % 27.6 % (0.2) pts
Other deductions, net $ 298 311
Amortization of intangibles $ 219 204
Restructuring costs $ 37 87
Interest expense, net $ 95 85
Earnings from continuing operations before income taxes $ 734 916 25 %
Percent of sales 16.1 % 18.8 % 2.7 pts
Earnings from continuing operations common stockholders $ 580 718 24 %
Percent of sales 12.7 % 14.7 % 2.0 pts
Net earnings common stockholders $ 586 718 23 %
Diluted EPS - Earnings from continuing operations $ 1.03 1.28 24 %
Diluted EPS - Net earnings $ 1.04 1.28 23 %
Adjusted Diluted EPS - Earnings from continuing operations $ 1.52 1.71 13 %
Net sales for the third quarter of fiscal 2026 were $4.9 billion, up 7 percent compared with 2025. Software & Systems sales were up 11 percent, Intelligent Devices sales were up 6 percent, and Safety & Productivity sales were up 3 percent. Underlying sales were up 6 percent on 3 percent higher volume and 3 percent higher price. Foreign currency translation had a 1 percent favorable impact. Underlying sales were up 10 percent in the U.S. and up 4 percent internationally. The Americas was up 8 percent, Europe was down 1 percent, and Asia, Middle East & Africa was up 8 percent (China down 3 percent).
In February 2026, the U.S. Supreme Court ruled that the International Emergency Economic Powers Act ("IEEPA") does not authorize the imposition of tariffs. Subsequently, on April 20, 2026, U.S. Customs and Border Protection launched an administrative portal through which eligible importers could submit claims for refunds. During the three months ended June 30, 2026, the Company filed certain claims and received tariff refunds of $82 ($0.11 per share), and the benefit was recorded in Cost of sales. The timing and amount of any further tariff refunds remain uncertain, and, accordingly, no benefit was recognized as of June 30, 2026 for any additional potential refunds related to IEEPA tariffs previously paid.
Cost of sales for the third quarter of fiscal 2026 were $2,218, an increase of $58 compared with 2025, and gross margin of 54.5 percent increased 1.9 percentage points. Gross margin increased primarily due to the tariff refunds discussed above.
Selling, general and administrative (SG&A) expenses of $1,343 increased $77 and SG&A as a percent of sales was 27.6 percent, a decrease of 0.2 percentage points. SG&A as a percent of sales decreased due to leverage on higher sales and savings from cost reduction actions.
Other deductions, net were $311 for the third quarter of fiscal 2026, an increase of $13 compared with the prior year, due to an increase in restructuring costs, partially offset by lower amortization. See Note 7.
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Pretax earnings from continuing operations of $916 increased $182, up 25 percent compared with the prior year, reflecting strong operating results as well as the tariff refunds discussed above. Earnings increased $51 in Software & Systems and $55 in Intelligent Devices, and decreased $10 in Safety and Productivity. See the Business Segments discussion that follows and Note 15.
Income taxes were $198 in the third quarter of fiscal 2026 and $154 in 2025, resulting in effective tax rates of 22 percent and 21 percent, respectively. In the current year, the One Big Beautiful Bill Act (the "OBBBA") increased the effective tax rate by approximately 1 percentage point due to lower tax deduction for foreign-derived intangible income from the change to domestic research and development in fiscal 2026. The Company expects the OBBBA to slightly benefit the effective tax rate beginning in fiscal 2027.
Earnings from continuing operations attributable to common stockholders were $718, up 24 percent, and diluted earnings per share from continuing operations were $1.28, up 24 percent compared with $1.03 in the prior year. Adjusted diluted earnings per share from continuing operations were $1.71 compared with $1.52 in the prior year, up 13 percent. Overall, the increase in earnings per share reflected strong operating results. See the analysis above of adjusted earnings per share for further details.
The table below, which shows results on an adjusted EBITA basis, is intended to supplement the Company's discussion of its results of operations herein. The Company defines adjusted EBITA as earnings from continuing operations excluding interest expense, net, income taxes, intangibles amortization expense, restructuring and related costs, first year purchase accounting related items and transaction-related costs, and certain gains, losses or impairments. Adjusted EBITA and adjusted EBITA margin are measures used by management and may be useful for investors to evaluate the Company's operational performance.
Three Months Ended June 30, 2025 2026 Change
Earnings from continuing operations before income taxes $ 734 916 25 %
Percent of sales 16.1 % 18.8 % 2.7 pts
Interest expense, net 95 85
Amortization of intangibles 269 253
Restructuring and related costs 41 99
Acquisition/divestiture fees and related costs 44 32
IEEPA tariff refunds — (82)
Adjusted EBITA from continuing operations $ 1,183 1,303 10 %
Percent of sales 26.0 % 26.7 % 0.7 pts
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Business Segments
Following is an analysis of operating results for the Company’s business segments for the third quarter ended June 30, 2026, compared with the third quarter ended June 30, 2025. The Company defines segment earnings as earnings before interest and taxes. See Note 15 for a discussion of the Company's business segments.
SOFTWARE & SYSTEMS
2025 2026 Change FX Acq/Div U/L
Sales:
Control Systems & Software $ 1,120 1,199 7 % — % — % 7 %
Test & Measurement 360 445 23 % — % — % 23 %
Total $ 1,480 1,644 11 % — % — % 11 %
Earnings:
Control Systems & Software $ 271 285 5 %
Test & Measurement (26) 11 144 %
Total $ 245 296 21 %
Margin 16.6 % 18.0 % 1.4 pts
Amortization of intangibles:
Control Systems & Software $ 114 100
Test & Measurement 107 108
Total $ 221 208
Restructuring and related costs:
Control Systems & Software $ 8 6
Test & Measurement — 13
Total $ 8 19
Adjusted EBITA $ 474 523 10 %
Adjusted EBITA Margin 32.1 % 31.8 % (0.3) pts
Software & Systems sales were $1,644 in the third quarter of 2026, an increase of $164, or 11 percent. Underlying sales were up 11 percent on 7 percent higher volume and 4 percent higher price. Underlying sales increased 13 percent in the Americas and 16 percent in Asia, Middle East & Africa (China up 14 percent), while Europe decreased 1 percent. Control Systems & Software sales increased 7 percent, reflecting strong demand in power. Sales for Test & Measurement increased $85, or 23 percent, reflecting strength in semiconductor and aerospace & defense. Earnings for Software & Systems were $296, an increase of $51, or 21 percent, while margin increased 1.4 percentage points to 18.0 percent, reflecting leverage on higher sales, lower intangibles amortization and savings from cost reduction actions. Adjusted EBITA margin was 31.8 percent, a decrease of 0.3 percentage points.
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INTELLIGENT DEVICES
2025 2026 Change FX Acq/Div U/L
Sales:
Sensors $ 1,013 1,091 8 % (1) % — % 7 %
Final Control 1,522 1,586 4 % (1) % — % 3 %
Total $ 2,535 2,677 6 % (1) % — % 5 %
Earnings:
Sensors $ 246 303 23 %
Final Control 351 349 (1) %
Total $ 597 652 9 %
Margin 23.5 % 24.3 % 0.8 pts
Amortization of intangibles:
Sensors $ 11 11
Final Control 30 27
Total $ 41 38
Restructuring and related costs:
Sensors $ 2 9
Final Control 8 48
Total $ 10 57
Adjusted EBITA $ 648 747 15 %
Adjusted EBITA Margin 25.5 % 27.9 % 2.4 pts
Intelligent Devices sales were $2,677 in the third quarter of 2026, an increase of $142, or 6 percent, compared to the prior year. Underlying sales increased 5 percent on 3 percent higher price and 2 percent higher volume. Underlying sales increased 6 percent in the Americas and 5 percent in Asia, Middle East & Africa (China down 8 percent), while Europe was flat. Sensors sales increased $78, or 8 percent, and underlying sales increased 7 percent, reflecting strong growth in the Americas, including strength in power and LNG. Final Control sales increased $64 or 4 percent, and underlying sales increased 3 percent, reflecting strong growth in Asia, Middle East & Africa and solid growth in the Americas, with strength in power. Earnings for Intelligent Devices increased $55, or 9 percent, while margin increased 0.8 percentage points reflecting leverage on higher sales and favorable price less net material inflation, partially offset by unfavorable mix resulting from increased greenfield project activity and increased restructuring costs. Adjusted EBITA margin was 27.9 percent, an increase of 2.4 percentage points, reflecting strong operating results.
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SAFETY & PRODUCTIVITY
2025 2026 Change FX Acq/Div U/L
Sales $ 538 552 3 % (1) % — % 2 %
Earnings $ 103 93 (10) %
Margin 19.2 % 16.9 % (2.3) pts
Amortization of intangibles $ 7 7
Restructuring and related costs $ — 17
Adjusted EBITA $ 110 117 6 %
Adjusted EBITA Margin 20.4 % 21.2 % 0.8 pts
Safety & Productivity sales were $552 in the third quarter of 2026, an increase of $14, or 3 percent compared to the prior year. Underlying sales were up 2 percent on 4 percent higher price offset by 2 percent lower volume. Underlying sales increased 4 percent in the Americas and increased 1 percent in Asia, Middle East & Africa, while Europe decreased 6 percent. Earnings for Safety & Productivity decreased $10, down 10 percent, while margin decreased 2.3 percentage points, reflecting increased restructuring costs and deleverage on lower volume, partially offset by favorable price less net material inflation and savings from cost reduction actions. Adjusted EBITA margin increased 0.8 percentage points.
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RESULTS OF OPERATIONS FOR THE NINE MONTHS ENDED JUNE 30
Following is an analysis of the Company’s operating results for the nine months ended June 30, 2026, compared with the nine months ended June 30, 2025.
2025 2026 Change
(dollars in millions, except per share amounts)
Net sales $ 13,161 13,781 5 %
Gross profit $ 7,000 7,388 6 %
Percent of sales 53.2 % 53.6 % 0.4 pts
SG&A $ 3,773 3,902 3 %
Percent of sales 28.7 % 28.3 % (0.4) pts
Other deductions, net $ 944 744
Amortization of intangibles $ 677 613
Restructuring costs $ 70 141
Interest expense, net $ 145 258
Earnings from continuing operations before income taxes $ 2,138 2,484 16 %
Percent of sales 16.2 % 18.0 % 1.8 pts
Earnings from continuing operations common stockholders $ 1,650 1,941 18 %
Percent of sales 12.5 % 14.1 % 1.6 pts
Net earnings common stockholders $ 1,657 1,941 17 %
Diluted EPS - Earnings from continuing operations $ 2.91 3.45 19 %
Diluted EPS - Net earnings $ 2.92 3.45 18 %
Adjusted Diluted EPS - Earnings from continuing operations $ 4.38 4.71 8 %
Net sales for the first nine months of 2026 were $13.8 billion, up 5 percent compared with 2025. Software & Systems sales were up 7 percent, Intelligent Devices sales were up 4 percent, and Safety & Productivity sales were up 3 percent. Underlying sales were up 3 percent on 3 percent higher price, while volume was negatively impacted by approximately 1.5 percent related to the timing of software renewals and the conflict in the Middle East. Foreign currency translation had a 2 percent favorable impact. Underlying sales increased 8 percent in the U.S. and decreased 1 percent internationally. The Americas was up 6 percent, Europe was down 1 percent and Asia, Middle East & Africa was up 1 percent (China was down 5 percent).
Cost of sales for 2026 were $6,393, an increase of $232 compared with 2025, and gross margin of 53.6 percent increased 0.4 percentage points. Gross margin increased primarily due to favorable price less net material inflation and tariff refunds of $82 ($0.11 per share), partially offset by the negative impact related to the timing of software renewals. See Note 15 for further discussion of the tariff refunds.
SG&A expenses of $3,902 increased $129 and SG&A as a percent of sales decreased 0.4 percentage points to 28.3%, reflecting savings from cost reduction actions and leverage on higher sales.
Other deductions, net were $744 in 2026, a decrease of $200 compared with the prior year, due to a $175 decrease in acquisition/divestiture fees and related costs primarily associated with the AspenTech acquisition in the prior year and lower amortization due to backlog amortization of $65 in the prior year related to the AspenTech acquisition.
Interest expense, net was $258, an increase of $113 compared with 2025, due to increased short-term borrowings and long-term debt to fund the AspenTech transaction in March 2025.
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Pretax earnings of $2,484 increased $346 compared with prior year, reflecting the impact of the AspenTech acquisition-related costs in the prior year discussed above and leverage on higher sales. Earnings increased $109 in Software & Systems and $71 in Intelligent Devices, and decreased $7 in Safety & Productivity, see the Business Segments discussion that follows and Note 15.
Income taxes were $542 in the first nine months of fiscal 2026 and $536 in 2025, resulting in effective tax rates of 22 percent and 25 percent, respectively. In the current year, the One Big Beautiful Bill Act (the "OBBBA") increased the effective tax rate by approximately 1 percentage point due to lower tax deduction for foreign-derived intangible income from the change to domestic research and development in fiscal 2026. The Company expects the OBBBA to slightly benefit the effective tax rate beginning in fiscal 2027. Excluding the impact related to the OBBBA, the lower rate in the current year reflected favorable tax items that reduced the rate by approximately 2 percentage points. The prior year rate was negatively impacted by $49 ($0.09 per share) of discrete tax items related to the AspenTech transaction. In addition, the fees incurred by AspenTech were not fully deductible. Overall, these items increased the prior year rate by approximately 3 percentage points.
Earnings from continuing operations attributable to common stockholders were $1,941, up 18 percent compared with the prior year, and diluted earnings per share from continuing operations were $3.45, up 19 percent compared with $2.91 in 2025. Adjusted diluted earnings per share from continuing operations were $4.71 compared with $4.38 in the prior year, up 8 percent. Overall, the increase in earnings per share reflected strong operating results. See the analysis below of adjusted earnings per share for further details.
The table below presents the Company's diluted earnings per share from continuing operations on an adjusted basis to facilitate period-to-period comparisons and provide additional insight into the underlying, ongoing operating performance of the Company.
Nine Months Ended June 30, 2025 2026
Diluted earnings from continuing operations per share $ 2.91 3.45
Amortization of intangibles 1.00 1.04
Restructuring and related costs 0.12 0.22
Acquisition/divestiture fees and related costs 0.26 0.08
Discrete taxes 0.09 0.03
IEEPA tariff refunds — (0.11)
Adjusted diluted earnings from continuing operations per share $ 4.38 4.71
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The table below summarizes the changes in adjusted diluted earnings per share from continuing operations. The items identified below are discussed throughout MD&A, see further discussion above and in the Business Segments and Financial Position sections below.
Nine Months Ended
Adjusted diluted earnings from continuing operations per share - June 30, 2025 $ 4.38
Operations 0.37
Impact of software renewals (0.15)
Foreign currency 0.10
Share count 0.04
Other (0.03)
Adjusted diluted earnings from continuing operations per share - June 30, 2026 $ 4.71
The table below, which shows results on an adjusted EBITA basis, is intended to supplement the Company's discussion of its results of operations herein.
Nine Months Ended June 30, 2025 2026 Change
Earnings from continuing operations before income taxes $ 2,138 2,484 16 %
Percent of sales 16.2 % 18.0 % 1.8 pts
Interest expense, net 145 258
Amortization of intangibles 826 761
Restructuring and related costs 81 164
Acquisition/divestiture fees and related costs 232 54
IEEPA tariff refunds — (82)
Adjusted EBITA from continuing operations $ 3,422 3,639 6 %
Percent of sales 26.0 % 26.4 % 0.4 pts
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Business Segments
Following is an analysis of operating results for the Company’s business segments for the nine months ended June 30, 2026, compared with the nine months ended June 30, 2025. The Company defines segment earnings as earnings before interest and taxes. See Note 15 for a discussion of the Company's business segments.
SOFTWARE & SYSTEMS
2025 2026 Change FX Acq/Div U/L
Sales:
Control Systems & Software $ 3,235 3,332 3 % (1) % — % 2 %
Test & Measurement 1,077 1,268 18 % (3) % — % 15 %
Total $ 4,312 4,600 7 % (2) % — % 5 %
Earnings:
Control Systems & Software $ 717 741 3 %
Test & Measurement (64) 21 133 %
Total $ 653 762 17 %
Margin 15.2 % 16.6 % 1.4 pts
Amortization of intangibles:
Control Systems & Software $ 370 303
Test & Measurement 318 322
Total $ 688 625
Restructuring and related costs:
Control Systems & Software $ 19 10
Test & Measurement 5 19
Total $ 24 29
Adjusted EBITA $ 1,365 1,416 4 %
Adjusted EBITA Margin 31.7 % 30.8 % (0.9) pts
Software & Systems sales were $4,600 in the first nine months of 2026, an increase of 7 percent compared to the prior year. Underlying sales increased 5 percent on 3 percent higher price and 2 percent higher volume (despite a negative 3 percent impact related to the timing of software renewals). Underlying sales increased 7 percent in the Americas, Europe decreased 1 percent, and Asia, Middle East & Africa increased 7 percent (China was up 4 percent). Control Systems & Software sales increased $97, or 3 percent, and underlying sales increased 2 percent reflecting strong demand in power and life sciences, partially offset by the negative impact related to the timing of software renewals. Sales for Test & Measurement increased $191, or 18 percent, and underlying sales increased 15 percent, reflecting strength in aerospace & defense and semiconductor. Earnings for Software & Systems were $762, an increase of $109, or 17 percent, and margin increased 1.4 percentage points, reflecting leverage on higher sales, savings from cost reduction actions and lower intangibles amortization, partially offset by the negative impact related to the timing of software renewals. Adjusted EBITA margin was 30.8 percent, a decrease of 0.9 percentage points, which included a negative impact relating to the timing of software renewals of approximately 2 percentage points.
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INTELLIGENT DEVICES
2025 2026 Change FX Acq/Div U/L
Sales:
Sensors $ 2,986 3,111 4 % (2) % — % 2 %
Final Control 4,315 4,469 4 % (2) % — % 2 %
Total $ 7,301 7,580 4 % (2) % — % 2 %
Earnings:
Sensors $ 795 845 6 %
Final Control 1,012 1,033 2 %
Total $ 1,807 1,878 4 %
Margin 24.8 % 24.8 % - pts
Amortization of intangibles:
Sensors $ 33 34
Final Control 85 81
Total $ 118 115
Restructuring and related costs:
Sensors $ 5 23
Final Control 18 76
Total $ 23 99
Adjusted EBITA $ 1,948 2,092 7 %
Adjusted EBITA Margin 26.7 % 27.6 % 0.9 pts
Intelligent Devices sales were $7,580 in the first nine months of 2026, an increase of $279, or 4 percent compared to the prior year. Underlying sales increased 2 percent on 3 percent higher price partially offset by 1 percent lower volume, including a 0.5 percent negative impact related to the conflict in the Middle East. Underlying sales increased 5 percent in the Americas, decreased 1 percent in Europe, and decreased 2 percent in Asia, Middle East & Africa (China down 10 percent). Sensors sales increased $125, or 4 percent, and underlying sales increased 2 percent, reflecting solid growth in the Americas, with strength in power and LNG. Final Control sales increased $154, or 4 percent, and underlying sales increased 2 percent, reflecting solid growth in the Americas, with strength in power. Earnings for Intelligent Devices increased $71, up 4 percent, while margin was flat, reflecting favorable price less net material inflation and savings from cost reduction actions, offset by increased restructuring costs and unfavorable mix. Adjusted EBITA margin increased 0.9 percentage points.
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SAFETY & PRODUCTIVITY
2025 2026 Change FX Acq/Div U/L
Sales $ 1,548 1,601 3 % (1) % — % 2 %
Earnings $ 305 298 (2) %
Margin 19.7 % 18.6 % (1.1) pts
Amortization of intangibles $ 20 21
Restructuring and related costs $ 3 21
Adjusted EBITA $ 328 340 4 %
Adjusted EBITA Margin 21.2 % 21.3 % 0.1 pts
Safety & Productivity sales were $1,601 in the first nine months of 2026, an increase of $53, or 3 percent compared to the prior year. Underlying sales were up 2 percent on 5 percent higher price offset by 3 percent lower volume. Underlying sales increased 4 percent in the Americas, Europe decreased 5 percent and Asia, Middle East & Africa decreased 1 percent. Earnings for Safety & Productivity decreased $7, or 2 percent, while margin decreased 1.1 percentage points, reflecting increased restructuring costs and deleverage on lower volume, offset by favorable price less net material inflation and savings from cost reduction actions. Adjusted EBITA margin increased 0.1 percentage points.
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FINANCIAL CONDITION
Key elements of the Company's financial condition as of and for the nine months ended June 30, 2026 as compared to the year ended September 30, 2025 and the nine months ended June 30, 2025 follow.
June 30, 2025 Sept 30, 2025 June 30, 2026
Operating working capital $ 2,074 $ 2,039 $ 2,290
Current ratio 0.8 0.9 0.9
Total debt-to-total capital 41.7 % 39.3 % 39.2 %
Net debt-to-net capital 37.7 % 36.2 % 34.9 %
Interest coverage ratio 9.6 X 8.6 X 8.2 X
Operating working capital increased $251 compared to September 30, 2025, primarily reflecting an increase in inventory. The current ratio remained flat compared to September 30, 2025. The interest coverage ratio (earnings before income taxes plus interest expense, divided by interest expense) of 8.2X for the 12 months ended June 30, 2026 compares to 9.6X for the 12 months ended June 30, 2025. The decrease reflects higher interest expense compared to the prior year.
Operating cash flow from continuing operations for the first nine months of fiscal 2026 was $2,902, an increase of $238 compared with $2,664 in the prior year, reflecting higher earnings, partially offset by an increase in operating working capital. Free cash flow of $2,618 in the first nine months of fiscal 2026 (operating cash flow of $2,902 less capital expenditures of $284) increased $217 compared to free cash flow of $2,401 in 2025 (operating cash flow of $2,664 less capital expenditures of $263), reflecting the increase in operating cash flow. Cash used in investing activities was $322. Cash used in financing activities was $1,920, reflecting share repurchases of $898 and dividends of $935. During the first quarter, the Company repaid €500 of 1.25% euro notes that matured in October 2025.
Total cash provided by operating activities was $2,902, an increase of $814 compared with $2,088 in the prior year. The increase reflects $585 of income taxes paid in the second quarter of fiscal 2025 related to the sale of the Company's 40 percent non-controlling common equity interest in Copeland and higher operating cash flow from continuing operations.
On February 10, 2026, the Company entered into a $2 billion, 364-day revolving backup credit facility to support commercial paper borrowings. The facility replaces the Company’s $3 billion, 364-day credit agreement entered into on February 11, 2025, which expired by its terms. This facility is in addition to the Company's existing $3.5 billion five-year revolving backup credit facility with various banks, which was entered into in February 2023.
Emerson maintains a conservative financial structure to provide the strength and flexibility necessary to achieve our strategic objectives and has been successful in efficiently deploying cash where needed worldwide to fund operations, complete acquisitions and sustain long-term growth. Emerson is in a strong financial position, with total assets of $42 billion and common stockholders' equity of $20 billion, and has the resources available for reinvestment in existing businesses, strategic acquisitions and managing its capital structure on a short- and long-term basis.
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FISCAL 2026 OUTLOOK
For fiscal year 2026, consolidated net sales are expected to be up approximately 5 percent, with underlying sales up approximately 3.5 percent, excluding a 1.5 percent favorable impact from foreign currency translation. Earnings per share are expected to be approximately $4.89, while adjusted earnings per share are expected to be approximately $6.55 (see the following reconciliation).
Outlook for Fiscal 2026 Earnings Per Share 2026
Diluted earnings per share ~ $4.89
Amortization of intangibles ~ 1.39
Restructuring and related costs ~ 0.24
Acquisition/divestiture fees and related costs ~ 0.09
Discrete taxes ~ 0.05
IEEPA tariff refunds ~ (0.11)
Adjusted diluted earnings per share ~ $6.55
Operating cash flow is expected to be approximately $4.1 billion and free cash flow, which excludes projected capital spending of approximately $0.45 billion, is expected to be approximately $3.6 billion. The fiscal 2026 outlook assumes returning approximately $2.2 billion to shareholders through approximately $1.0 billion of share repurchases and approximately $1.2 billion of dividend payments.
Statements in this report that are not strictly historical may be “forward-looking” statements, which represent management’s expectations, based on currently available information. Actual results, performance or achievements could differ materially from those expressed in any forward-looking statement. Any forward-looking statements in this report speak only as of the date of this report. Emerson undertakes no obligation to update any such statements to reflect new information or later developments. Examples of risks and uncertainties that may cause our actual results or performance to be materially different from those expressed or implied by forward-looking statements include the scope, duration and ultimate impacts of the Russia-Ukraine, Middle East and other global conflicts, as well as economic and currency conditions, market demand, pricing, protection of intellectual property, cybersecurity, tariffs, competitive and technological factors, inflation, among others, which are set forth in the “Risk Factors” of Part I, Item 1A, and the "Safe Harbor Statement" of Part II, Item 7, to the Company's Annual Report on Form 10-K for the year ended September 30, 2025, and in subsequent reports filed with the SEC, which are hereby incorporated by reference. The outlook contained herein represents the Company's expectation for its consolidated results, other than as noted herein.