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Item 2 — Management's Discussion and Analysis
Cnh Industrial N.v. · 10-Q · Q2 FY2026 · Period ended Jun 30, 2026
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GENERAL
The following Management's Discussion and Analysis of Financial Condition and Results of Operations ("MD&A") should be read in conjunction with our unaudited Consolidated Financial Statements and the notes to our unaudited Consolidated Financial Statements in this report, as well as our annual report on Form 10-K for the year ended December 31, 2025 ("2025 Annual Report") filed with the U.S. Securities and Exchange Commission ("SEC"). Results for the interim periods presented are not necessarily indicative of the results expected for the full fiscal year due to seasonal and other factors.
This discussion includes forward-looking statements, which, although based on assumptions that we consider reasonable, are subject to risks and uncertainties which could cause actual events or conditions to differ materially from those expressed or implied by the forward-looking statements. This MD&A should be read in conjunction with our discussion of cautionary statements and significant risks to the Company's business under "Item 1A. Risk Factors" of our 2025 Annual Report.
Global Business Conditions
Global agriculture market conditions remained challenging during the first half of 2026. Farm income and capital spending remained under pressure from elevated input costs, higher financing costs, and continued uncertainty related to trade and agricultural policy, resulting in subdued demand for agricultural equipment. While farmer sentiment remained cautious, commodity markets demonstrated signs of improvement, with pricing strengthening in certain crop markets. The Company continues to view the current environment as a cyclical market downturn and remains focused on disciplined production and inventory management, operational efficiency, strategic cost actions, and investment in Precision Technology and innovation.
Tariff Impacts and Supply Chain Considerations
Changes in U.S. trade policies and certain retaliatory measures adopted by other jurisdictions increased the cost of certain imported products, components and raw materials and continue to create uncertainty across the agriculture and construction equipment industries.
CNH operates a global supply chain with regional manufacturing, global sourcing, and significant intercompany product and component flows. As a result, the ultimate financial impact of tariffs is often subject to timing differences, customs reconciliations, duty recovery mechanisms and other subsequent adjustments before the final economic effect can be fully determined.
While this complexity can affect the assessment of the tariff impacts, it also provides significant benefits through purchasing scale, manufacturing flexibility, logistics optimization and supply chain resilience, helping to reduce overall product and supply chain costs and support our ability to serve customers across multiple markets.
IEEPA Tariff Refund Claims
On February 20, 2026, the Supreme Court of the United States issued a decision invalidating certain tariffs imposed pursuant to the International Emergency Economic Powers Act ("IEEPA"). Subsequently, U.S. Customs and Border Protection ("CBP") established a process for eligible refund claims.
CNH has submitted claims where appropriate and continues to evaluate recovery opportunities.
Consistent with the accounting guidance for gain contingencies, tariff refunds are recognized only when the gain is realized or when it is realizable. The Company considers this threshold to be met upon receipt of cash. Upon recognition, the refund is recorded as a reduction of the related costs. During the six months ended June 30, 2026, CNH recognized a tariff recovery of $5 million as a reduction of cost of sales. The Company expects to recover approximately $150 million of IEEPA tariffs in future periods as the applicable recognition criteria are met.
For a discussion of the Company's risks and uncertainties, see Part 1, Item 1A: Risk Factors in the Company's Form 10-K for the year ended December 31, 2025 and Part II, Item 1A: Risk Factors within this Form 10-Q.
Operating Results
The operations, key financial measures and financial analysis differ significantly for manufacturing and distribution businesses ("Industrial Activities") and financial businesses ("Financial Services"). Accordingly, management believes that certain supplemental disclosures are important to understanding our consolidated operations and financial results. For further information, see "Supplemental Information" within this section for supplemental consolidating data presented
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separately for Industrial Activities and Financial Services. Transactions between Industrial Activities and Financial Services have been eliminated to arrive at the consolidated data.
Three and Six Months Ended June 30, 2026 compared to Three and Six Months Ended June 30, 2025
Consolidated Results of Operations
Three Months Ended June 30, Six Months Ended June 30,
(All amounts in millions of dollars) 2026 2025 2026 2025
Revenues
Net sales $ 4,143 $ 4,021 $ 7,313 $ 7,193
Finance, interest and other income 660 690 1,316 1,346
Total Revenues 4,803 4,711 8,629 8,539
Costs and Expenditures
Cost of goods sold 3,396 3,192 6,001 5,761
Selling, general and administrative expenses 494 478 959 864
Research and development expenses 230 218 462 402
Restructuring and other transformation expenses 27 5 31 11
Interest expense 372 360 737 722
Other, net 112 183 254 342
Total Costs and Expenditures 4,631 4,436 8,444 8,102
Consolidated income before income taxes 172 275 185 437
Income tax expense (43) (76) (47) (123)
Equity income from unconsolidated affiliates 12 18 13 35
Net income 141 217 151 349
Net income attributable to noncontrolling interests 3 4 6 5
Net income attributable to CNH Industrial N.V. $ 138 $ 213 $ 145 $ 344
Revenues
We recorded revenues of $4,803 million and $8,629 million for the three and six months ended June 30, 2026, respectively, reflecting a year-over year increase compared with the same periods prior year. The increase is primarily generated by the Construction segment.
Cost of Goods Sold
Cost of goods sold was $3,396 million and $6,001 million for the three and six months ended June 30, 2026, respectively, compared with $3,192 million and $5,761 million in the three and six months ended June 30, 2025. As a percentage of net sales, cost of goods sold increased to 82.0% and 82.1%, respectively, from 79.4% and 80.1% in the prior-year periods, impacted by tariff costs and lower production volumes.
Selling, General and Administrative Expenses
Selling, general and administrative expenses ("SG&A") were $494 million and $959 million for the three and six months ended June 30, 2026, respectively, compared with $478 million and $864 million in the three and six months ended June 30, 2025. As a percentage of total revenues, SG&A increased to 10.3% and 11.1%, respectively, from 10.1% in both prior-year periods. The increase primarily reflects higher credit risk provisions in the Financial Services segment and higher labor costs, substantially driven by the first quarter of 2026.
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Research and Development Expenses
Research and development expenses ("R&D") were $230 million and $462 million for the three and six months ended June 30, 2026, respectively, compared with $218 million and $402 million in the three and six months ended June 30, 2025. The increase was driven by higher variable compensation, new‑product investment and the timing of project spending.
Restructuring and Other Transformation Expenses
Restructuring and other transformation expenses were $27 million and $31 million for the three and six months ended June 30, 2026, respectively, compared with $5 million and $11 million in the three and six months ended June 30, 2025. The increase primarily reflects dealer network optimization initiatives, including contract termination costs, and other actions undertaken to improve operational efficiency.
Interest Expense
Interest expense was $372 million and $737 million for the three and six months ended June 30, 2026, respectively, compared with $360 million and $722 million in the three and six months ended June 30, 2025. Interest expense attributable to Industrial Activities, net of interest income and eliminations, for the three and six months ended June 30, 2026 was $41 million and $64 million, respectively, compared with $26 million and $51 million in the three and six months ended June 30, 2025. The higher expense was primarily attributable to increased interest rates, which more than offset the favorable impact of lower average debt balances.
Other, net
Other, net expenses were $112 million and $254 million for the three and six months ended June 30, 2026, respectively, compared with $183 million and $342 million in the three and six months ended June 30, 2025. The decrease was primarily attributable to lower costs associated with the disposition of equipment under operating leases following lease termination and lower amortization of leased assets, mainly within our Financial Services segment.
Income Taxes
Three Months Ended June 30, Six Months Ended June 30,
(All amounts in millions of dollars, except percentages) 2026 2025 2026 2025
Consolidated income before income taxes $ 172 $ 275 $ 185 $ 437
Income tax expense $ (43) $ (76) $ (47) $ (123)
Effective tax rate 25.0 % 27.6 % 25.4 % 28.1 %
Income tax expense for the three and six months ended June 30, 2026 was $43 million and $47 million, respectively, compared with $76 million and $123 million in the three and six months ended June 30, 2025. The effective tax rate for the three and six months ended June 30, 2026 was 25.0% and 25.4%, respectively, compared with 27.6% and 28.1% in the three and six months ended June 30, 2025. The decrease in the effective tax rate was primarily attributable to the Company's geographic income mix.
As of December 31, 2025, net deferred tax assets ("DTAs") related to temporary differences totaling $1,666 million, including $209 million of DTAs that were not recognized in the Consolidated Financial Statements. The recognized balance included approximately $170 million related to net operating loss carryforwards and other deferred tax assets and liabilities in the United Kingdom and approximately $130 million related to temporary differences in Brazil, primarily associated with the tax treatment of the allowance for credit losses. Both of these DTA positions may be utilized to offset future taxable income and reduce income taxes payable in future periods, provided the Company generates sufficient taxable income to realize these assets.
Based on available evidence, management believes it is more likely than not that sufficient future taxable income will be generated to realize these DTAs in the United Kingdom and Brazil. However, this assessment is subject to various assumptions and uncertainties, including changes in global economic conditions affecting the agricultural and construction equipment markets, economic and legislative developments in the United Kingdom and Brazil, portfolio performance and delinquency trends in Brazil, changes in interest rates, and the successful execution of Company initiatives intended to improve profitability and reduce delinquencies.
If the Company is unable to generate sufficient taxable income to utilize these DTAs in the United Kingdom or Brazil, whether as a result of these factors or other developments, the Company may be required to record a valuation allowance against all or a portion of these DTAs. Such an allowance could result in a material increase in income tax expense (a non-cash item) in the period recognized and could materially affect the Company's results of operations and financial
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position.
Equity Income from Unconsolidated Affiliates
Equity income from unconsolidated affiliates was $12 million and $13 million for the three and six months ended June 30, 2026, respectively, and $18 million and $35 million in the three and six months ended June 30, 2025. The decline was primarily due to lower sales at our joint venture, TürkTraktör ve Ziraat Makineleri A.S.
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Business Segment Performance
Three Months Ended June 30, Six Months Ended June 30,
(All amounts in millions of dollars) 2026 2025 % Change 2026 2025 % Change
Revenues:
Agriculture $ 3,277 $ 3,248 0.9 % $ 5,873 $ 5,829 0.8 %
Construction 866 773 12.0 % 1,440 1,364 5.6 %
Total Net sales of Industrial Activities 4,143 4,021 3.0 % 7,313 7,193 1.7 %
Financial Services 656 685 (4.2) % 1,302 1,336 (2.5) %
Eliminations and other 4 5 14 10
Total Revenues $ 4,803 $ 4,711 2.0 % $ 8,629 $ 8,539 1.1 %
Three Months Ended June 30, Six Months Ended June 30,
(All amounts in millions of dollars) 2026 2025 $ Change 2026 2025 $ Change
Adjusted EBIT by segment:
Agriculture $ 170 $ 263 $ (93) $ 197 $ 402 $ (205)
Construction 15 35 (20) (13) 49 (62)
Eliminations and other (18) (74) 56 (62) (126) 64
Adjusted EBIT of Industrial Activities(1) $ 167 $ 224 $ (57) $ 122 $ 325 $ (203)
(1)A reconciliation from the most closely related U.S. GAAP measure to this non-GAAP measure is included on page 42.
Agriculture
Net Sales
Agriculture's net sales were $3,277 million and $5,873 million for the three and six months ended June 30, 2026, respectively, an increase of 0.9% and 0.8% compared to the three and six months ended June 30, 2025. The increase is mainly due to favorable price realization, partially offset by lower volumes.
Agriculture Sales—by geographic region
Three Months Ended June 30, Six Months Ended June 30,
(All amounts in millions of dollars) 2026 2025 % Change 2026 2025 % Change
North America $ 1,229 $ 1,118 9.9 % $ 2,244 $ 2,168 3.5 %
EMEA 1,356 1,345 0.8 % 2,337 2,164 8.0 %
South America 346 474 (27.0) % 644 887 (27.4) %
Asia Pacific 346 311 11.3 % 648 610 6.2 %
Total $ 3,277 $ 3,248 0.9 % $ 5,873 $ 5,829 0.8 %
Adjusted EBIT
Adjusted EBIT was $170 million and $197 million in the three and six months ended June 30, 2026, respectively, compared with $263 million and $402 million in the three and six months ended June 30, 2025. The decrease was primarily driven by lower volumes and an unfavorable product mix in South America, the impact of tariffs, higher SG&A and R&D expenses, and lower joint venture results, partially offset by favorable price realization. SG&A expenses were impacted by higher labor costs. R&D expenses accounted for 6.1% of sales and 6.9% for the three and six months ended June 30, 2026, respectively, compared with 6.0% and 6.1% in the three and six months ended June 30, 2025. Adjusted EBIT margin was 5.2% and 3.4% for the three and six months ended June 30, 2026, respectively, compared with 8.1% and 6.9% in the three and six months ended June 30, 2025.
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Construction
Net Sales
Construction's net sales were $866 million and $1,440 million in the three and six months ended June 30, 2026, respectively, an increase of 12.0% and 5.6% compared with the three and six months ended June 30, 2025. The growth was primarily driven by higher shipment volumes in North America, including shipments delayed from the first quarter of 2026. The six-month period also benefitted from increased shipment volumes in EMEA.
Construction Sales—by geographic region
Three Months Ended June 30, Six Months Ended June 30,
(All amounts in millions of dollars) 2026 2025 % Change 2026 2025 % Change
North America $ 468 $ 379 23.5 % $ 770 $ 701 9.8 %
EMEA 201 191 5.2 % 367 339 8.3 %
South America 154 154 — % 216 232 (6.9) %
Asia Pacific 43 49 (12.2) % 87 92 (5.4) %
Total $ 866 $ 773 12.0 % $ 1,440 $ 1,364 5.6 %
Adjusted EBIT
Adjusted EBIT was $15 million and $(13) million in the three and six months ended June 30, 2026, respectively, compared with $35 million and $49 million in the three and six months ended June 30, 2025. The decrease was primarily due to the impact of tariffs and higher R&D expenses, partially offset by higher shipment volumes in both periods. Second-quarter SG&A expenses benefitted from the absence of prior year non-recurring costs, while year-to-date SG&A expenses increased due to trade show marketing costs, higher variable compensation, and labor inflation. Adjusted EBIT margin was 1.7% and (0.9)% for the three and six months ended June 30, 2026, respectively, compared with 4.5% and 3.6% in the three and six months ended June 30, 2025.
Financial Services
Finance, Interest and Other Income
Financial Services recorded revenues of $656 million and $1,302 million in the three and six months ended June 30, 2026, respectively, down 4.2% and 2.5% compared with the three and six months ended June 30, 2025. The decreases were primarily attributable to lower volumes in South America and North America and reduced used equipment sales due to fewer operating lease maturities. For the three-month period, lower yields in all regions except South America also contributed to the decline. These decreases were partially offset by the positive impact of currency translation.
Net Income
Net income for Financial Services was $71 million and $145 million in the three and six months ended June 30, 2026, respectively, a decrease of $16 million and $32 million compared with the three and six months ended June 30, 2025. The decreases were primarily due to higher risk costs in Brazil, unfavorable volumes in South America and North America, and increased labor costs. Additionally, margin compression in all regions except North America contributed to the decline in the three-month period. These decreases were partially offset by a lower effective tax rate.
In the three and six months ended June 30, 2026, retail loan originations, including unconsolidated joint ventures, were $2.5 billion and $4.7 billion, respectively, a decrease of $0.2 billion and $0.4 billion compared with the three and six months ended June 30, 2025. The managed portfolio, including unconsolidated joint ventures, was $28.0 billion as of June 30, 2026 (comprised of 70% retail and 30% wholesale), a decrease of $0.7 billion compared with June 30, 2025.
As of June 30, 2026, receivables greater than 30 days past due represented 4.4% of total receivables, compared with 3.9% as of June 30, 2025. The increase primarily reflects economic pressures on farmers in South America.
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Supplemental Information
The operations, key financial measures, and financial analysis differ significantly for manufacturing and distribution businesses and financial services businesses; therefore, management believes that certain supplemental disclosures are important in understanding the consolidated operations and financial results of CNH. This supplemental information does not purport to represent the operations of each group as if each group were to operate on a standalone basis. This supplemental data includes:
Industrial Activities—The financial information captioned "Industrial Activities" reflects the consolidation of all majority-owned subsidiaries except for Financial Services business. Industrial Activities includes the Company's Agriculture, Construction, and other corporate assets, liabilities, revenues and expenses not reflected within Financial Services.
Financial Services—The financial information captioned "Financial Services" reflects the consolidation or combination of Financial Services business.
Statements of Operations
Three Months Ended June 30, 2026 Three Months Ended June 30, 2025
(All amounts in millions of dollars) Industrial Activities Financial Services Eliminations Consolidated Industrial Activities Financial Services Eliminations Consolidated
Revenues
Net sales $ 4,143 $ — $ — $ 4,143 $ 4,021 $ — $ — $ 4,021
Finance, interest and other income 24 656 (20) (1) 660 39 685 (34) (1) 690
Total Revenues 4,167 656 (20) 4,803 4,060 685 (34) 4,711
Costs and Expenditures
Cost of goods sold 3,396 — — 3,396 3,192 — — 3,192
Selling, general & administrative expenses 365 129 — 494 364 114 — 478
Research and development expenses 230 — — 230 218 — — 218
Restructuring and other transformation expenses 27 — — 27 5 — — 5
Interest expense 65 327 (20) (2) 372 65 329 (34) (2) 360
Other, net (6) 118 — 112 49 134 — 183
Total Costs and Expenditures 4,077 574 (20) 4,631 3,893 577 (34) 4,436
Consolidated income before income taxes 90 82 — 172 167 108 — 275
Income tax expense (26) (17) — (43) (51) (25) — (76)
Equity income from unconsolidated affiliates 6 6 — 12 14 4 — 18
Net income $ 70 $ 71 $ — $ 141 $ 130 $ 87 $ — $ 217
(1)Eliminations of Financial Services' interest income earned from Industrial Activities.
(2)Eliminations of Industrial Activities' interest expense to Financial Services.
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Statement of Operations
Six Months Ended June 30, 2026 Six Months Ended June 30, 2025
(All amounts in millions of dollars) Industrial Activities Financial Services Eliminations Consolidated Industrial Activities Financial Services Eliminations Consolidated
Revenues
Net sales $ 7,313 $ — $ — $ 7,313 $ 7,193 $ — $ — $ 7,193
Finance, interest and other income 56 1,302 (42) (1) 1,316 69 1,336 (59) (1) 1,346
Total Revenues 7,369 1,302 (42) 8,629 7,262 1,336 (59) 8,539
Costs and Expenditures
Cost of goods sold 6,001 — — 6,001 5,761 — — 5,761
Selling, general & administrative expenses 722 237 — 959 669 195 — 864
Research and development expenses 462 — — 462 402 — — 402
Restructuring and other transformation expenses 31 — — 31 11 — — 11
Interest expense 120 659 (42) (2) 737 120 661 (59) (2) 722
Other, net 27 227 — 254 83 259 — 342
Total Costs and Expenditures 7,363 1,123 (42) 8,444 7,046 1,115 (59) 8,102
Consolidated income before income taxes 6 179 — 185 216 221 — 437
Income tax expense (4) (43) — (47) (70) (53) — (123)
Equity income from unconsolidated affiliates 4 9 — 13 26 9 — 35
Net income $ 6 $ 145 $ — $ 151 $ 172 $ 177 $ — $ 349
(1)Eliminations of Financial Services' interest income earned from Industrial Activities.
(2)Eliminations of Industrial Activities' interest expense to Financial Services.
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Balance Sheets
June 30, 2026 December 31, 2025
(All amounts in millions of dollars) Industrial Activities Financial Services Eliminations Consolidated Industrial Activities Financial Services Eliminations Consolidated
Assets
Cash and cash equivalents $ 1,294 $ 574 $ — $ 1,868 $ 1,932 $ 646 $ — $ 2,578
Restricted cash 114 482 — 596 109 542 — 651
Trade receivables, net 232 6 (10) (1) 228 226 10 (10) (1) 226
Financing receivables, net 180 22,559 (219) (2) 22,520 141 23,363 (399) (2) 23,105
Financial receivables from Iveco Group N.V. 149 89 — 238 142 53 — 195
Inventories, net 5,081 90 — 5,171 4,564 87 — 4,651
Property, plant and equipment, net 2,186 4 — 2,190 2,178 3 — 2,181
Investments in unconsolidated affiliates 301 151 — 452 291 146 — 437
Equipment under operating leases, net 12 1,596 — 1,608 21 1,570 — 1,591
Goodwill 3,467 139 — 3,606 3,477 140 — 3,617
Other intangible assets, net 1,030 31 — 1,061 1,056 30 — 1,086
Deferred tax assets 1,070 274 (53) (3) 1,291 1,046 208 (47) (3) 1,207
Derivative assets 33 122 (11) (4) 144 32 116 (6) (4) 142
Other assets 1,220 101 (122) (2) 1,199 1,112 100 (132) (2) 1,080
Total Assets $ 16,369 $ 26,218 $ (415) $ 42,172 $ 16,327 $ 27,014 $ (594) $ 42,747
Liabilities and Equity
Debt $ 4,302 $ 21,979 $ (315) (1)(2) $ 25,966 $ 4,385 $ 22,861 $ (484) (1)(2) $ 26,762
Financial payables to Iveco Group N.V. 2 76 — 78 3 88 — 91
Trade payables 2,269 153 (10) (1) 2,412 2,075 182 (10) (1) 2,247
Deferred tax liabilities 14 53 (53) (3) 14 17 47 (47) (3) 17
Pension, postretirement and other postemployment benefits 326 6 — 332 360 6 — 366
Derivative liabilities 85 49 (11) (4) 123 69 34 (6) (4) 97
Other liabilities 4,441 979 (26) (2) 5,394 4,491 898 (47) (2) 5,342
Total Liabilities 11,439 23,295 (415) 34,319 11,400 24,116 (594) 34,922
Redeemable noncontrolling interest 59 — — 59 53 — — 53
Equity 4,871 2,923 — 7,794 4,874 2,898 — 7,772
Total Liabilities and Equity $ 16,369 $ 26,218 $ (415) $ 42,172 $ 16,327 $ 27,014 $ (594) $ 42,747
(1)Eliminations of primarily receivables/payables between Industrial Activities and Financial Services.
(2)Eliminations of financing receivables/payables between Industrial Activities and Financial Services.
(3)Reclassification of deferred tax assets/liabilities in the same jurisdiction and reclassification needed for appropriate consolidated presentation.
(4)Elimination of derivative assets/liabilities between Industrial Activities and Financial Services.
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Cash Flow Statements
Six Months Ended June 30, 2026 Six Months Ended June 30, 2025
(All amounts in millions of dollars) Industrial Activities Financial Services Eliminations Consolidated Industrial Activities Financial Services Eliminations Consolidated
Cash Flows from Operating Activities
Net income $ 6 $ 145 $ — $ 151 $ 172 $ 177 $ — $ 349
Adjustments to reconcile net income to net cash provided (used) by operating activities:
Depreciation and amortization expense, excluding assets under operating leases 230 3 — 233 206 2 — 208
Depreciation and amortization expense of assets under operating leases 1 98 — 99 3 95 — 98
Undistributed income (loss) from unconsolidated affiliates 120 (9) (120) (1) (9) 140 (9) (120) (1) 11
Other non-cash items 25 187 — 212 33 150 — 183
Changes in operating assets and liabilities:
Provisions (85) 2 — (83) (153) — — (153)
Deferred income taxes (22) (50) — (72) (11) (19) — (30)
Trade and financing receivables, net (3) (6) (1) (2) (10) (63) 504 2 (2) 443
Inventories, net (570) 134 — (436) (219) 168 — (51)
Trade payables 205 (29) 1 (2) 177 16 (21) (3) (2) (8)
Other assets and liabilities (147) 65 — (2) (82) (14) (103) 1 (2) (116)
Net cash provided (used) by operating activities (240) 540 (120) 180 110 944 (120) 934
Cash Flows from Investing Activities
Additions to retail receivables — (3,290) — (3,290) — (3,701) — (3,701)
Collections of retail receivables — 3,893 — 3,893 — 3,810 — 3,810
Expenditures for property, plant and equipment and intangible assets (206) (4) — (210) (191) (5) — (196)
Expenditures for assets under operating leases, net — (281) — (281) — (320) — (320)
Other, net (228) 189 — (39) (448) 233 — (215)
Net cash provided (used) by investing activities (434) 507 — 73 (639) 17 — (622)
Cash Flows from Financing Activities
Proceeds from long-term debt 789 5,891 — 6,680 900 5,368 — 6,268
Payments of long-term debt (790) (6,042) — (6,832) (352) (5,458) — (5,810)
Net increase (decrease) in other financial liabilities 236 (919) — (683) (98) (1,295) — (1,393)
Dividends paid (127) (120) 120 (1) (127) (321) (120) 120 (1) (321)
Purchase of treasury shares (62) — — (62) (5) — — (5)
Net cash provided (used) by financing activities 46 (1,190) 120 (1,024) 124 (1,505) 120 (1,261)
Effect of foreign exchange rate changes on cash, cash equivalents and restricted cash (5) 11 — 6 185 45 — 230
Net decrease in cash, cash equivalents and restricted cash, end of period (633) (132) — (765) (220) (499) — (719)
Cash, cash equivalents and restricted cash, beginning of period 2,041 1,188 — 3,229 2,421 1,445 — 3,866
Cash, cash equivalents and restricted cash, end of period $ 1,408 $ 1,056 $ — $ 2,464 $ 2,201 $ 946 $ — $ 3,147
(1)Elimination of dividends from Financial Services to Industrial Activities, which are included in Industrial Activities net cash provided (used) by operating activities.
(2)Elimination of certain minor activities between Industrial Activities and Financial Services.
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Non-GAAP Financial Measures
CNH monitors its operations through the use of several non-GAAP financial measures. CNH's management believes that these non-GAAP financial measures provide useful and relevant information regarding its operating results and enhance the readers' ability to assess CNH's financial performance and financial position. Management uses these non-GAAP measures to identify operational trends, as well as to make decisions regarding future spending, resource allocations and other operational decisions as they provide additional transparency with respect to our core operations. These non-GAAP financial measures have no standardized meaning under U.S. GAAP and are unlikely to be comparable to other similarly titled measures used by other companies and are not intended to be substitutes for measures of financial performance and financial position as prepared in accordance with U.S. GAAP.
As of June 30, 2026, CNH's primary non-GAAP financial measures are defined as follows:
Adjusted EBIT of Industrial Activities
Adjusted EBIT of Industrial Activities is defined as net income (loss) before: income taxes, Financial Services' results, Industrial Activities' interest expenses, net, foreign exchange gains/losses, finance and non-service component of pension and other postemployment benefit costs, restructuring and other transformation expenses, and certain non-recurring items. Such non-recurring items are specifically disclosed items that management considers rare or discrete events that are infrequent in nature and not reflective of ongoing operational activities.
Net Cash (Debt) and Net Cash (Debt) of Industrial Activities
Net Cash (Debt) is defined as total debt less: intersegment notes receivable, cash and cash equivalents, restricted cash, other current financial assets (primarily current securities, short-term deposits and investments towards high-credit-rating counterparties) and derivative hedging debt. CNH provides the reconciliation of Net Cash (Debt) to Total (Debt), which is the most directly comparable measure included in the consolidated balance sheets. Due to different sources of cash flows used for the repayment of the debt between Industrial Activities and Financial Services (by cash from operations for Industrial Activities and by collection of financing receivables for Financial Services), management separately evaluates the cash flow performance of Industrial Activities using Net Cash (Debt) of Industrial Activities.
We believe that Net Cash (Debt), is a useful analytical metric for measuring our effective borrowing requirements. We provide a separate analysis of Net Cash (Debt) of Industrial Activities and Net Cash (Debt) of Financial Services to reflect the different cash flow management practices in the two activities. Industrial Activities reflects the consolidation of all majority-owned subsidiaries, including those performing centralized treasury activities, except for Financial Services subsidiaries. Financial Services reflects the consolidation of the Financial Services' businesses.
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Reconciliation of Adjusted EBIT to Net income
The reconciliation of Adjusted EBIT for Industrial Activities, a non-GAAP financial measure, to Net income, the most comparable U.S. GAAP financial measure is as follows:
Three Months Ended June 30, Six Months Ended June 30,
(All amounts in millions of dollars) 2026 2025 2026 2025
Net income $ 141 $ 217 $ 151 $ 349
Less: Income tax expense (43) (76) (47) (123)
Consolidated income before taxes 184 293 198 472
Less: Financial Services
Financial Services Net income 71 87 145 177
Financial Services Income taxes 17 25 43 53
Add back the following Industrial Activities Items
Interest expense, Industrial Activities, net of interest income and eliminations 41 26 64 51
Foreign exchange losses of Industrial Activities, net 1 9 3 14
Finance and non-service component of Pension and other postemployment benefit cost of Industrial Activities 2 3 6 7
Restructuring and other transformation expenses of Industrial Activities 27 5 31 11
Other discrete items of Industrial Activities(1) — — 8 —
Total Adjusted EBIT of Industrial Activities $ 167 $ 224 $ 122 $ 325
(1)For the six months ended June 30, 2026, this item included an $8 million non-cash impairment on a minority investment.
Reconciliation of Net Debt to Total Debt
The reconciliation of Net Debt, a non-GAAP financial measure, to Total Debt, the most comparable U.S. GAAP financial measure is as follows:
Industrial Activities Financial Services Consolidated
(All amounts in millions of dollars) June 30, 2026 December 31, 2025 June 30, 2026 December 31, 2025 June 30, 2026 December 31, 2025
Third party debt $ (4,229) $ (4,104) $ (21,737) $ (22,658) $ (25,966) $ (26,762)
Intersegment notes payable (73) (281) (242) (203) — —
Financial payables to Iveco Group N.V. (2) (3) (76) (88) (78) (91)
Total Debt (4,304) (4,388) (22,055) (22,949) (26,044) (26,853)
Less:
Cash and cash equivalents 1,294 1,932 574 646 1,868 2,578
Restricted cash 114 109 482 542 596 651
Intersegment notes receivable 242 203 73 281 — —
Financial receivables from Iveco Group N.V. 149 142 89 53 238 195
Derivatives (15) (23) 7 25 (8) 2
Net debt $ (2,520) $ (2,025) $ (20,830) $ (21,402) $ (23,350) $ (23,427)
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B. CRITICAL ACCOUNTING ESTIMATES
See our critical accounting estimates discussed in "Part II, Item 7. Management's Discussion and Analysis of Financial Condition—Critical Accounting Estimates" of our 2025 Annual Report. There have been no material changes to these estimates.
C. LIQUIDITY AND CAPITAL RESOURCES
The following discusses liquidity and capital resources, focusing on the Consolidated Statements of Cash Flows and Balance Sheets. Our capital-intensive operations are subject to seasonal fluctuations in dealer receivables and company inventories, with operating cash flows supplemented by external financing when needed. CNH continues to maintain strong liquidity and financial flexibility, supported by disciplined cash management and solid access to funding.
Liquidity
(All amounts in millions of dollars) June 30, 2026 December 31, 2025
Cash and cash equivalents $ 1,868 $ 2,578
Restricted cash 596 651
Undrawn medium-term unsecured committed facilities 6,273 6,483
Net receivables from Iveco Group N.V. 160 104
Total available liquidity $ 8,897 $ 9,816
Total available liquidity was $8,897 million as of June 30, 2026, a decrease of $919 million from December 31, 2025. The decrease primarily reflects lower Financial Services debt driven by reduced portfolio receivables and lower net income.
As of June 30, 2026, available committed unsecured facilities expiring after twelve months totaled approximately $6.3 billion ($6.5 billion as of December 31, 2025). Committed asset-backed facilities expiring after twelve months totaled approximately $3.1 billion as of June 30, 2026 ($3.7 billion as of December 31, 2025), of which $2.5 billion was utilized ($3.5 billion as of December 31, 2025).
On April 9, 2026, Standard & Poor's Global Ratings lowered CNH Industrial N.V. long-term issuer credit rating to 'BBB' from 'BBB+'. The Outlook is Stable.
On May 13, 2026, Fitch Ratings revised the Outlook on CNH Industrial N.V.'s Long-Term Issuer Default Rating to Negative from Stable and affirmed the Long-Term Issuer Default Rating and senior unsecured debt at 'BBB.'
As of June 30, 2026, the Company was in compliance with all covenants under its €3.25 billion committed revolving credit facility, which matures on April 18, 2031.
We believe that funds available under our current liquidity facilities, those realized under existing and planned asset-backed securitization programs and issuances of debt securities and those expected from ordinary course refinancing of existing credit facilities, together with cash provided by operating activities, will allow us to satisfy our debt service requirements for the coming year.
Cash Flow Analysis
Six Months Ended June 30,
(All amounts in millions of dollars) 2026 2025
Cash flow provided (used) by:
Operating activities $ 180 $ 934
Investing activities 73 (622)
Financing activities (1,024) (1,261)
Effect of foreign exchange rate changes on cash, cash equivalents and restricted cash 6 230
Net decrease in cash, cash equivalents and restricted cash $ (765) $ (719)
Net Cash provided by Operating Activities
Net cash provided by operating activities was $180 million for the six months ended June 30, 2026, compared with $934 million for the six months ended June 30, 2025. The year-over-year decrease primarily reflects lower net income and unfavorable changes in working capital.
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Net Cash provided by/used in Investing Activities
Net cash provided by investing activities was $73 million for the six months ended June 30, 2026, compared with net cash used in investing activities of $622 million for the six months ended June 30, 2025. The year-over-year improvement reflects lower additions to retail receivables, which totaled $3,290 million in 2026 compared with $3,701 million in 2025, as well as favorable changes in other investing-related assets and liabilities. Expenditures for property, plant and equipment and intangible assets totaled $210 million, while investments in assets under operating leases totaled $281 million, with combined spending slightly below 2025 levels.
Net Cash used in Financing Activities
Net cash used in financing activities was $1,024 million for the six months ended June 30, 2026, compared with $1,261 million for the six months ended June 30, 2025. The year-over-year change reflects lower net cash outflows from other financial liabilities, which totaled $683 million in 2026 compared with $1,393 million in 2025, driven by lower wholesale facilities and short-term revolving lines. Net cash outflows related to long-term debt were $152 million in 2026, compared with net cash inflows of $458 million in 2025, reflecting fewer retail securitizations, reduced utilization of commercial paper and revolving credit facilities, and lower bond issuances. The improvement also benefitted from lower dividend payments, partially offset by higher treasury share repurchases.
Contingencies
As a global company with a diverse business portfolio, CNH is exposed to numerous legal risks, including legal proceedings, claims and governmental investigations, particularly in the areas of product liability (including asbestos-related liability), product performance, emissions and fuel economy, retail and wholesale credit, competition and antitrust law, intellectual property matters (including patent infringement), disputes with dealers and suppliers and service providers, environmental risks, and tax and employment matters. For more information, please refer to the information presented in "Note 16: Commitments and Contingencies" to our Consolidated Financial Statements.
SAFE HARBOR STATEMENT
This Quarterly Report includes all statements other than statements of historical fact contained in this filing, including competitive strengths, business strategy, future financial position or operating results, budgets, projections with respect to revenue, income, earnings (or loss) per share, capital expenditures, dividends, liquidity, capital structure or other financial items, costs, and plans and objectives of management regarding operations and products, are "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act, and Section 21E of the Exchange Act. Forward-looking statements also include, but are not limited to, statements regarding the plans, objectives, strategies, financial performance and outlook, trends, and future performance of CNH and its subsidiaries on a standalone basis. These statements may include terminology such as "may", "will", "expect", "could", "should", "intend", "estimate", "anticipate", "believe", "outlook", "continue", "remain", "on track", "design", "target", "objective", "goal", "forecast", "projection", "prospects", "plan", or similar terminology. Forward-looking statements are not guarantees of future performance. Rather, they are based on current views, expectations, estimates, and assumptions, including, in some cases, estimates and data received from third parties, and involve known and unknown risks, uncertainties and other factors, many of which are outside our control and are difficult to predict. If any of these risks and uncertainties materialize (or they occur with a degree of severity that the Company is unable to predict) or if any other assumptions underlying any of the forward-looking statements prove to be incorrect, actual results or developments may differ materially from any future results or developments expressed or implied by the forward-looking statements.
Factors, risks and uncertainties that could cause actual results to differ materially from those contemplated by the forward-looking statements include, among others: economic conditions in each of our markets, including the significant uncertainty caused by geopolitical events; production and supply chain disruptions, including industry capacity constraints, material availability, and global logistics delays and constraints; the many interrelated factors that affect consumer confidence and worldwide demand for capital goods and capital goods related products; changes in government policies regarding banking, monetary and fiscal policy; legislation, particularly pertaining to capital goods-related issues such as agriculture, the environment, debt relief and subsidy program policies, trade and commerce and infrastructure development; government policies on international trade and investment, including sanctions, import quotas, capital controls and tariffs; volatility in international trade caused by the imposition of tariffs, sanctions, embargoes, and trade wars; actions of competitors in the various industries in which we compete; development and use of new technologies and technological difficulties; the interpretation of, or adoption of new, compliance requirements with respect to engine emissions, safety, or other aspects of our products; labor relations; interest rates and currency exchange rates; inflation and deflation; energy prices; prices for agricultural commodities and material price increases; housing starts and other construction activity; weather conditions, particularly to the extent it impacts the agricultural industry; our ability to obtain financing or to refinance existing debt; price pressure on new and used equipment; the resolution of pending litigation and investigations on a wide range of topics, including dealer and supplier litigation, intellectual property rights disputes,
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product warranty and defective product claims, and emissions and/or fuel economy regulatory and contractual issues; security breaches, cybersecurity attacks, technology failures, and other disruptions to the information technology infrastructure of CNH and its suppliers and dealers; security breaches with respect to our products; our pension plans and other postemployment obligations; political and civil unrest; volatility and deterioration of capital and financial markets, including pandemics (such as the COVID-19 pandemic), terrorist attacks in Europe and elsewhere; the remediation of a material weakness; our ability to realize the anticipated benefits from our business initiatives as part of our strategic plan; including targeted restructuring actions to optimize our cost structure and improve the efficiency of our operations; our failure to realize, or a delay in realizing, all of the anticipated benefits of our acquisitions, joint ventures, strategic alliances or divestitures and other similar risks and uncertainties, and our success in managing the risks involved in the foregoing.
The foregoing list of factors is not exhaustive. CNH expressly disclaims any intention or obligation to provide, update or revise any forward-looking statements in this document to reflect any change in expectations or any change in events, conditions or circumstances on which these forward-looking statements are based. Further information concerning CNH including factors that potentially could materially affect CNH's financial results, is included in CNH's reports and filings with the U.S. SEC.
All future written and oral forward-looking statements by CNH or persons acting on the behalf of CNH are expressly qualified in their entirety by the cautionary statements contained herein or referred to above.
Additional factors could cause actual results to differ from those expressed or implied by the forward-looking statements included in the Company's filings with the SEC (including, but not limited to, the factors discussed in our 2025 Annual Report and subsequent quarterly reports).