CNH Industrial N.V.
For the period ended Sep 30, 2026. Filed Nov 9, 2026.
View on SEC.govAbout 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.
Sep 30, 2026 · Filed Nov 9, 2026
Extracted filing text, with the paragraph anchors used by the comparison.
See the whole filing, with its images and exhibitsContents
Item 1. CONSOLIDATED STATEMENTS OF OPERATIONS
For the Three and Nine Months Ended September 30, 2026 and 2025
| Three Months Ended September 30, | Nine Months Ended September 30, | |||
|---|---|---|---|---|
| (All amounts in millions of dollars, except per share amounts) | 2026 | 2025 | 2026 | 2025 |
| Revenues | ||||
| Net sales | $3,684 | $3,702 | $10,997 | $10,895 |
| Finance, interest and other income | 670 | 697 | 1,986 | 2,043 |
| Total Revenues | 4,354 | 4,399 | 12,983 | 12,938 |
| Costs and Expenditures | ||||
| Cost of goods sold | 2,887 | 2,995 | 8,888 | 8,756 |
| Selling, general and administrative expenses | 490 | 549 | 1,449 | 1,413 |
| Research and development expenses | 223 | 281 | 685 | 683 |
| Restructuring and other transformation expenses | 16 | 3 | 47 | 14 |
| Interest expense | 358 | 378 | 1,095 | 1,100 |
| Other, net | 153 | 142 | 407 | 484 |
| Total Costs and Expenditures | 4,127 | 4,348 | 12,571 | 12,450 |
| Consolidated income before income taxes | 227 | 51 | 412 | 488 |
| Income tax expense | (204) | (1) | (251) | (124) |
| Equity income from unconsolidated affiliates | 12 | 17 | 25 | 52 |
| Net income | 35 | 67 | 186 | 416 |
| Net income (loss) attributable to noncontrolling interests | 5 | (13) | 11 | (8) |
| Net income attributable to CNH Industrial N.V. | $30 | $80 | $175 | $424 |
| Earnings per share attributable to CNH Industrial N.V. | ||||
| Basic earnings per share | $0.02 | $0.06 | $0.14 | $0.34 |
| Diluted earnings per share | $0.02 | $0.06 | $0.14 | $0.34 |
| Weighted-average shares outstanding | ||||
| Basic | 1,236 | 1,250 | 1,238 | 1,249 |
| Diluted | 1,239 | 1,253 | 1,241 | 1,253 |
| Cash dividends declared per common share | $— | $— | $0.10 | $0.25 |
CONSOLIDATED BALANCE SHEETS
As of September 30, 2026 and December 31, 2025
| (All amounts in millions of dollars) | September 30, 2026 | December 31, 2025 |
|---|---|---|
| Assets | ||
| Cash and cash equivalents | $1,590 | $2,578 |
| Restricted cash | 635 | 651 |
| Trade receivables, net | 217 | 226 |
| Financing receivables, net | 22,273 | 23,105 |
| Financial receivables from Iveco Group N.V. | 218 | 195 |
| Inventories, net | 5,134 | 4,651 |
| Property, plant and equipment, net | 2,189 | 2,181 |
| Equipment under operating leases, net | 1,627 | 1,591 |
| Investments in unconsolidated affiliates | 463 | 437 |
| Goodwill | 3,607 | 3,617 |
| Other intangible assets, net | 1,053 | 1,086 |
| Deferred tax assets | 1,104 | 1,207 |
| Derivative assets | 139 | 142 |
| Other assets | 1,203 | 1,080 |
| Total Assets | $41,452 | $42,747 |
| Liabilities and Equity | ||
| Debt | $25,478 | $26,762 |
| Financial payables to Iveco Group N.V. | 47 | 91 |
| Trade payables | 2,148 | 2,247 |
| Deferred tax liabilities | 13 | 17 |
| Pension, postretirement and other postemployment benefits | 319 | 366 |
| Derivative liabilities | 197 | 97 |
| Other liabilities | 5,363 | 5,342 |
| Total Liabilities | 33,565 | 34,922 |
| Redeemable noncontrolling interest | 63 | 53 |
| Common shares, €0.01, par value; outstanding 1,235,413,682 common shares and 370,432,786 loyalty program special voting shares as of 09/30/2026; and outstanding 1,242,064,719 common shares and 370,457,350 loyalty program special voting shares as of 12/31/2025 | 25 | 25 |
| Treasury stock, at cost; 128,986,514 shares as of 09/30/2026 and 122,335,477 as of 12/31/2025 | (1,484) | (1,422) |
| Additional paid-in capital | 1,371 | 1,388 |
| Retained earnings | 10,557 | 10,506 |
| Accumulated other comprehensive loss | (2,683) | (2,767) |
| Noncontrolling interests | 38 | 42 |
| Equity | 7,824 | 7,772 |
| Total Liabilities and Equity | $41,452 | $42,747 |
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
For the Three and Nine Months Ended September 30, 2026 and 2025
| Three Months Ended September 30, | Nine Months Ended September 30, | |||
|---|---|---|---|---|
| (All amounts in millions of dollars) | 2026 | 2025 | 2026 | 2025 |
| Net income | $35 | $67 | $186 | $416 |
| Other comprehensive income (loss), net of tax | ||||
| Unrealized gain (loss) on cash flow hedges | 6 | (37) | (50) | (28) |
| Changes in retirement plans' funded status | 2 | (1) | 8 | (6) |
| Foreign currency translation | 7 | 15 | 132 | 15 |
| Share of other comprehensive income (loss) of entities using the equity method | — | (1) | (6) | 27 |
| Other comprehensive income (loss), net of tax | 15 | (24) | 84 | 8 |
| Comprehensive income | 50 | 43 | 270 | 424 |
| Less: Comprehensive income (loss) attributable to noncontrolling interests | 6 | (16) | 11 | (4) |
| Comprehensive income attributable to CNH Industrial N.V. | $44 | $59 | $259 | $428 |
CONSOLIDATED STATEMENTS OF CASH FLOWS
For the Nine Months Ended September 30, 2026 and 2025
| Nine Months Ended September 30, | ||
|---|---|---|
| (All amounts in millions of dollars) | 2026 | 2025 |
| Cash Flows from Operating Activities | ||
| Net income | $186 | $416 |
| Adjustments to reconcile net income to net cash provided by operating activities: | ||
| Depreciation and amortization expense, excluding assets under operating leases | 351 | 318 |
| Depreciation and amortization expense of assets under operating leases | 148 | 147 |
| Undistributed (income) loss from unconsolidated affiliates | (19) | 2 |
| Deferred income taxes | 108 | 9 |
| Other non-cash items | 324 | 389 |
| Changes in operating assets and liabilities: | ||
| Provisions | (151) | (212) |
| Trade and financing receivables, net | 288 | 948 |
| Inventories, net | (306) | (92) |
| Trade payables | (91) | (161) |
| Other assets and liabilities | 28 | (171) |
| Net cash provided by operating activities | 866 | 1,593 |
| Cash Flows from Investing Activities | ||
| Additions to retail receivables | (5,020) | (5,605) |
| Collections of retail receivables | 5,547 | 5,575 |
| Expenditures for property, plant and equipment and intangible assets | (340) | (330) |
| Expenditures for assets under operating leases, net | (430) | (456) |
| Other, net | (49) | (272) |
| Net cash used in investing activities | (292) | (1,088) |
| Cash Flows from Financing Activities | ||
| Proceeds from long-term debt | 9,073 | 10,092 |
| Payments of long-term debt | (10,235) | (9,359) |
| Net decrease in other financial liabilities | (206) | (1,990) |
| Dividends paid | (129) | (322) |
| Purchase of treasury shares | (87) | (55) |
| Net cash used in financing activities | (1,584) | (1,634) |
| Effect of foreign exchange rate changes on cash, cash equivalents and restricted cash | 6 | 219 |
| Net decrease in cash, cash equivalents and restricted cash | (1,004) | (910) |
| Cash, cash equivalents and restricted cash, beginning of period | 3,229 | 3,866 |
| Cash, cash equivalents and restricted cash, end of period | $2,225 | $2,956 |
| Components of cash, cash equivalents and restricted cash | ||
| Cash and cash equivalents | $1,590 | $2,303 |
| Restricted cash | 635 | 653 |
| Total cash, cash equivalents and restricted cash | $2,225 | $2,956 |
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
For the Three and Nine Months Ended September 30, 2026
| (All amounts in millions of dollars) | CommonShares | Treasury Stock | AdditionalPaid-inCapital | Retained Earnings | Accumulated Other Comprehensive Income (Loss) | NoncontrollingInterests | Total | RedeemableNoncontrollingInterest |
|---|---|---|---|---|---|---|---|---|
| Balance as of December 31, 2025 | $25 | $(1,422) | $1,388 | $10,506 | $(2,767) | $42 | $7,772 | $53 |
| Net income (loss) | — | — | — | 7 | — | (1) | 6 | 4 |
| Other comprehensive income (loss), net of tax | — | — | — | — | 65 | (1) | 64 | — |
| Dividends paid | — | — | — | — | — | — | — | (1) |
| Purchase of treasury stock | — | (26) | — | — | — | — | (26) | — |
| Common shares issued from treasury stock for share-based compensation | — | 5 | (5) | — | — | — | — | — |
| Share-based compensation expense | — | — | (1) | — | — | — | (1) | — |
| Other changes | — | — | (3) | — | — | — | (3) | — |
| Balance as of March 31, 2026 | 25 | (1,443) | 1,379 | 10,513 | (2,702) | 40 | 7,812 | 56 |
| Net income (loss) | — | — | — | 138 | — | (2) | 136 | 5 |
| Other comprehensive income, net of tax | — | — | — | — | 5 | — | 5 | — |
| Dividends paid | — | — | — | (124) | — | — | (124) | (2) |
| Purchase of treasury stock | — | (36) | — | — | — | — | (36) | — |
| Common shares issued from treasury stock for share-based compensation | — | 20 | (20) | — | — | — | — | — |
| Share-based compensation expense | — | — | 7 | — | — | — | 7 | — |
| Other changes | — | — | (6) | — | — | — | (6) | — |
| Balance as of June 30, 2026 | 25 | (1,459) | 1,360 | 10,527 | (2,697) | 38 | 7,794 | 59 |
| Net income (loss) | — | — | — | 30 | — | (1) | 29 | 6 |
| Other comprehensive income, net of tax | — | — | — | — | 14 | 1 | 15 | — |
| Dividends paid | — | — | — | — | — | — | — | (2) |
| Purchase of treasury stock | — | (25) | — | — | — | — | (25) | — |
| Share-based compensation expense | — | — | 9 | — | — | — | 9 | — |
| Other changes | — | — | 2 | — | — | — | 2 | — |
| Balance as of September 30, 2026 | $25 | $(1,484) | $1,371 | $10,557 | $(2,683) | $38 | $7,824 | $63 |
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
For the Three and Nine Months Ended September 30, 2025
| (All amounts in millions of dollars) | CommonShares | Treasury Stock | AdditionalPaid-inCapital | Retained Earnings | Accumulated Other Comprehensive Income (Loss) | NoncontrollingInterests | Total | RedeemableNoncontrollingInterest |
|---|---|---|---|---|---|---|---|---|
| Balance as of December 31, 2024 | $25 | $(1,386) | $1,415 | $10,309 | $(2,712) | $62 | $7,713 | $55 |
| Net income (loss) | — | — | — | 131 | — | (2) | 129 | 3 |
| Other comprehensive income, net of tax | — | — | — | — | 57 | 3 | 60 | — |
| Dividends paid | — | — | — | — | — | — | — | (1) |
| Purchase of treasury stock | — | (5) | — | — | — | — | (5) | — |
| Common shares issued from treasury stock for share-based compensation | — | 26 | (26) | — | — | — | — | — |
| Share-based compensation expense | — | — | 5 | — | — | — | 5 | — |
| Balance as of March 31, 2025 | 25 | (1,365) | 1,394 | 10,440 | (2,655) | 63 | 7,902 | 57 |
| Net income (loss) | — | — | — | 213 | — | (1) | 212 | 5 |
| Other comprehensive income (loss), net of tax | — | — | — | — | (32) | 4 | (28) | — |
| Dividends paid | — | — | — | (313) | — | — | (313) | (7) |
| Common shares issued from treasury stock for share-based compensation | — | 22 | (22) | — | — | — | — | — |
| Share-based compensation expense | — | — | 7 | — | — | — | 7 | — |
| Other changes | — | — | (1) | — | — | — | (1) | — |
| Balance as of June 30, 2025 | 25 | (1,343) | 1,378 | 10,340 | (2,687) | 66 | 7,779 | 55 |
| Net income (loss) | — | — | — | 80 | — | (19) | 61 | 6 |
| Other comprehensive loss, net of tax | — | — | — | — | (22) | (2) | (24) | — |
| Dividends paid | — | — | — | — | — | — | — | (1) |
| Purchase of treasury stock | — | (50) | — | — | — | — | (50) | — |
| Common shares issued from treasury stock for share-based compensation | — | 1 | (1) | — | — | — | — | — |
| Share-based compensation expense | — | — | 10 | — | — | — | 10 | — |
| Other changes | — | — | 1 | — | — | — | 1 | — |
| Balance as of September 30, 2025 | $25 | $(1,392) | $1,388 | $10,420 | $(2,709) | $45 | $7,777 | $60 |
Note 1. BASIS OF PRESENTATION
CNH Industrial N.V. ("CNH" or the "Company") has prepared the accompanying unaudited Consolidated Financial Statements in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP") for interim financial information and pursuant to the rules and regulations of the U.S. Securities and Exchange Commission. Certain information and footnote disclosures normally included in annual financial statements have been condensed or omitted. In the opinion of management, all normal recurring adjustments considered necessary for a fair presentation have been included. These interim financial statements should be read in conjunction with the Company’s audited financial statements included in the annual report on Form 10-K for the year ended December 31, 2025 ("2025 Annual Report"). Results of operations and cash flows for interim periods are not necessarily indicative of full‑year results.
There have been no material changes to the Company’s organization, accounting policies, or geographic region definitions from those described in the 2025 Annual Report.
Reclassifications
Certain prior-period amounts have been reclassified to conform to the current-period presentation. Such reclassifications had no effect on previously reported net income, total assets, total liabilities, shareholders' equity, or cash flows.
IEEPA Tariff Refunds
The Company accounts for tariff refunds as gain contingencies and, accordingly, does not recognize such amounts until realization is assured or substantially complete. For refund claims related to tariffs imposed under the International Emergency Economic Powers Act ("IEEPA"), the Company recognizes the benefit upon receipt of the refund following approval by U.S. Customs and Border Protection. Tariff refunds are recorded as a reduction of "Cost of goods sold" or "Inventories, net" as applicable.
Note 2. NEW ACCOUNTING PRONOUNCEMENTS
The Company considers the applicability and impact of all Accounting Standards Updates ("ASUs") issued by the Financial Accounting Standards Board ("FASB"). ASUs not listed below were assessed and determined to be either not applicable or are expected to have minimal impact on the Company's Consolidated Financial Statements.
Not Yet Adopted
Expense Disaggregation Disclosures
In November 2024, the FASB issued ASU 2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40)to improve the disclosures about a public business entity’s expenses and provide more detailed information about the types of expenses included in certain expense captions in the Consolidated Financial Statements. The amendments in this update are effective for annual reporting periods beginning after December 15, 2026, and interim reporting periods beginning after December 15, 2027. The Company is evaluating the impact this guidance will have on the disclosures in the consolidated financial statements and related disclosures.
Note 3. REVENUE
| Three Months Ended September 30, | Nine Months Ended September 30, | |||
|---|---|---|---|---|
| 2026 | 2025 | 2026 | 2025 | |
| Agriculture | $2,907 | $2,963 | $8,780 | $8,792 |
| Construction | 777 | 739 | 2,217 | 2,103 |
| Total Net sales of Industrial Activities | 3,684 | 3,702 | 10,997 | 10,895 |
| Financial Services | 665 | 684 | 1,967 | 2,020 |
| Eliminations and other | 5 | 13 | 19 | 23 |
| Total Revenues | $4,354 | $4,399 | $12,983 | $12,938 |
| Three Months Ended September 30, | Nine Months Ended September 30, | |||
|---|---|---|---|---|
| 2026 | 2025 | 2026 | 2025 | |
| Revenues from: | ||||
| Sales of goods | $3,665 | $3,687 | $10,946 | $10,857 |
| Rendering of services and other revenues | 19 | 15 | 51 | 38 |
| Revenues from sales of goods and services | 3,684 | 3,702 | 10,997 | 10,895 |
| Finance and interest income | 518 | 555 | 1,563 | 1,596 |
| Rents and other income on operating lease | 152 | 142 | 423 | 447 |
| Finance, interest and other income | 670 | 697 | 1,986 | 2,043 |
| Total Revenues | $4,354 | $4,399 | $12,983 | $12,938 |
Contract liabilities, primarily related to extended warranties recorded in "Other liabilities", were $170 million as of September 30, 2026 ($122 million as of December 31, 2025). Revenue recognized from beginning-of-period relating to contract liabilities was $2 million and $17 million for the three and nine months ended September 30, 2026, respectively, compared to $6 million and $15 million for the three and nine months ended September 30, 2025.
The aggregate transaction price allocated to remaining performance obligations was $170 million as of September 30, 2026 ($122 million as of December 31, 2025). CNH expects to recognize 19% and 57% of these obligations as revenue within the next 12 and 36 months, respectively (27% and 81% as of December 31, 2025).
Note 4. VARIABLE INTEREST ENTITIES
Certain assets and liabilities of consolidated variable interest entities ("VIEs") included in the Consolidated Balance Sheets. The assets may be used only to settle obligations of the consolidated VIEs, and the liabilities represent third party liabilities of the consolidated VIEs for which creditors have no recourse to CNH's general credit.
| September 30, 2026 | December 31, 2025 | |
|---|---|---|
| Restricted cash | $519 | $541 |
| Financing receivables, net | 9,600 | 10,248 |
| Total Assets | $10,119 | $10,789 |
| Debt | $9,227 | $10,025 |
| Total Liabilities | $9,227 | $10,025 |
Note 5. EARNINGS PER SHARE
| Three Months Ended September 30, | Nine Months Ended September 30, | |||
|---|---|---|---|---|
| 2026 | 2025 | 2026 | 2025 | |
| Basic EPS attributable to common shareholders | ||||
| Net income attributable to CNH Industrial N.V. | $30 | $80 | $175 | $424 |
| Weighted-average common shares outstanding—basic | 1,236 | 1,250 | 1,238 | 1,249 |
| Basic earnings per share | $0.02 | $0.06 | $0.14 | $0.34 |
| Diluted EPS attributable to common shareholders | ||||
| Weighted-average common shares outstanding—basic | 1,236 | 1,250 | 1,238 | 1,249 |
| Dilutive effect of stock compensation plans | 3 | 3 | 3 | 4 |
| Weighted-average common shares outstanding—diluted(1) | 1,239 | 1,253 | 1,241 | 1,253 |
| Diluted earnings per share | $0.02 | $0.06 | $0.14 | $0.34 |
(1)For the three and nine months ended September 30, 2026 and 2025, no shares were excluded from the computation of diluted earnings per share, as all shares were dilutive.
Note 6. EMPLOYEE BENEFIT PLANS AND POSTRETIREMENT BENEFITS
Net periodic benefit cost (income) of defined benefit pension plans and postretirement health and life insurance plans includes the following components:
| Three Months Ended September 30, 2026 | Three Months Ended September 30, 2025 | |||
|---|---|---|---|---|
| Pension | Healthcare and Other | Pension | Healthcare and Other | |
| Service cost | $1 | $2 | $2 | $2 |
| Interest cost | 12 | 3 | 13 | 3 |
| Expected return on assets | (14) | (1) | (12) | (1) |
| Amortization of: | ||||
| Prior service cost (credit) | 1 | — | — | (5) |
| Actuarial loss (gain) | 5 | (2) | 5 | 1 |
| Net periodic benefit cost | $5 | $2 | $8 | $— |
| Nine Months Ended September 30, 2026 | Nine Months Ended September 30, 2025 | |||
|---|---|---|---|---|
| Pension | Healthcare and Other | Pension | Healthcare and Other | |
| Service cost | $5 | $4 | $6 | $5 |
| Interest cost | 38 | 8 | 40 | 9 |
| Expected return on assets | (43) | (2) | (37) | (3) |
| Amortization of: | ||||
| Prior service cost (credit) | 1 | — | 1 | (15) |
| Actuarial loss (gain) | 14 | (5) | 15 | 1 |
| Net periodic benefit cost (income) | $15 | $5 | $25 | $(3) |
Note 7. INCOME TAXES
The effective tax rates for thethree and nine months ended September 30, 2026 were 89.9% and 60.9%, respectively, compared with 2.0% and 25.4% for thethree and nine months ended September 30, 2025. Theincreases were primarily driven by a $156 million non-cash valuation allowance charge recorded in the third quarter of 2026 against deferred tax assets ("DTAs") in CNH's Financial Services segment in Brazil. The valuation allowance was recorded based on a period of sustained losses in Brazil and other available evidence indicating that sufficient future taxable income may not be generated to realize these DTAs.
Note 8. SEGMENT REPORTING
The Company operates three reportable segments: Agriculture, Construction, and Financial Services. The Agriculture and Construction segments are collectively referred to as "Industrial Activities". Segment information is prepared in accordance with the internal reporting provided to the Chief Operating Decision Maker ("CODM"), who is the Company's Chief Executive Officer. The CODM evaluates the Agriculture and Construction segments based on Adjusted Earnings before Interest and Taxes ("EBIT") and evaluates the Financial Services segment based on Income before income taxes. Adjusted EBIT is a non-GAAP financial measure. A reconciliation to the most directly comparable GAAP measure is provided in Item 2, "Management's Discussion and Analysis of Financial Condition and Results of Operations". There were no changes to the Company’s reportable segments or to the methods used to measure segment results during the quarter.
| Three Months Ended September 30, 2026 | |||||
|---|---|---|---|---|---|
| Agriculture · Construction · Financial Services · Total | |||||
| Net sales | $2,907 | $777 | $— | ||
| Finance, interest and other income (Financial Services) | — | — | 665 | ||
| Total Revenues | 2,907 | 777 | 665 | ||
| Cost of goods sold | (2,259) | (628) | — | ||
| Selling, general and administrative expenses(1) | (284) | (58) | (123) | ||
| Research and development expenses | (197) | (26) | — | ||
| Interest expense (Financial Services) | — | — | (323) | ||
| Other, net (Financial Services) | — | — | (132) | ||
| Equity income from unconsolidated affiliates | 6 | — | 6 | ||
| Adjusted EBIT [A] | 173 | 65 | n/a | ||
| Income before income taxes [B] | n/a | n/a | 93 | ||
| Segment profit (loss) [C=A+B] | $331 | ||||
| Interest expenses, net (excluding Financial Services) | $(30) | ||||
| Restructuring and other transformation expenses (Industrial Activities) | (16) | ||||
| Foreign exchange losses, net (Industrial Activities) | (5) | ||||
| Finance and non-service component of Pension and other postemployment benefit costs (Industrial Activities) | (5) | ||||
| Unallocated amounts | (36) | ||||
| Income tax expense | (204) | ||||
| Net income | $35 | ||||
| Three Months Ended September 30, 2025 | |||||
|---|---|---|---|---|---|
| Agriculture · Construction · Financial Services · Total | |||||
| Net sales | $2,963 | $739 | $— | ||
| Finance, interest and other income (Financial Services) | — | — | 684 | ||
| Total Revenues | 2,963 | 739 | 684 | ||
| Cost of goods sold | (2,352) | (632) | — | ||
| Selling, general and administrative expenses(1) | (280) | (66) | (168) | ||
| Research and development expenses | (205) | (27) | — | ||
| Interest expense (Financial Services) | — | — | (339) | ||
| Other, net (Financial Services) | — | — | (122) | ||
| Equity income from unconsolidated affiliates | 11 | — | 6 | ||
| Adjusted EBIT [A] | 137 | 14 | n/a | ||
| Income before income taxes [B] | n/a | n/a | 62 | ||
| Segment profit [C=A+B] | $213 | ||||
| Interest expenses, net (excluding Financial Services) | $(26) | ||||
| Restructuring and other transformation expenses (Industrial Activities) | (4) | ||||
| Foreign exchange losses, net (Industrial Activities) | (5) | ||||
| Finance and non-service component of Pension and other postemployment benefit costs (Industrial Activities) | (4) | ||||
| Unallocated amounts | (47) | ||||
| Other discrete items of Industrial Activities(2) | (59) | ||||
| Income tax expense | (1) | ||||
| Net income | $67 | ||||
| Nine Months Ended September 30, 2026 | |||||
|---|---|---|---|---|---|
| Agriculture · Construction · Financial Services · Total | |||||
| Net sales | $8,780 | $2,217 | $— | ||
| Finance, interest and other income | — | — | 1,967 | ||
| Total Revenues | 8,780 | 2,217 | 1,967 | ||
| Cost of goods sold | (6,991) | (1,897) | — | ||
| Selling, general and administrative expenses(1) | (826) | (186) | (360) | ||
| Research and development expenses | (603) | (82) | — | ||
| Interest expense (Financial Services) | — | — | (982) | ||
| Other, net (Financial Services) | — | — | (359) | ||
| Equity income from unconsolidated affiliates | 10 | — | 15 | ||
| Adjusted EBIT [A] | 370 | 52 | n/a | ||
| Income before income taxes [B] | n/a | n/a | 281 | ||
| Segment profit/(loss) [C=A+B] | $703 | ||||
| Interest expenses, net (excluding Financial Services) | $(94) | ||||
| Restructuring and other transformation expenses (Industrial Activities) | (47) | ||||
| Foreign exchange losses, net (Industrial Activities) | (8) | ||||
| Finance and non-service component of Pension and other postemployment benefit costs (Industrial Activities) | (11) | ||||
| Unallocated amounts | (98) | ||||
| Other discrete items of Industrial Activities(2) | (8) | ||||
| Income tax expense | (251) | ||||
| Net income | $186 | ||||
| Nine Months Ended September 30, 2025 | |||||
|---|---|---|---|---|---|
| Agriculture · Construction · Financial Services · Total | |||||
| Net sales | $8,792 | $2,103 | $— | ||
| Finance, interest and other income | — | — | 2,020 | ||
| Total Revenues | 8,792 | 2,103 | 2,020 | ||
| Cost of goods sold | (6,958) | (1,787) | — | ||
| Selling, general and administrative expenses(1) | (770) | (181) | (363) | ||
| Research and development expenses | (562) | (72) | — | ||
| Interest expense (Financial Services) | — | — | (1,000) | ||
| Other, net (Financial Services) | — | — | (381) | ||
| Equity income from unconsolidated affiliates | 37 | — | 15 | ||
| Adjusted EBIT [A] | 539 | 63 | n/a | ||
| Income before income taxes [B] | n/a | n/a | 292 | ||
| Segment profit [C=A+B] | $894 | ||||
| Interest expenses, net (excluding Financial Services) | $(77) | ||||
| Restructuring and other transformation expenses (Industrial Activities) | (15) | ||||
| Foreign exchange losses, net (Industrial Activities) | (19) | ||||
| Finance and non-service component of Pension and other postemployment benefit costs (Industrial Activities) | (11) | ||||
| Unallocated amounts | (173) | ||||
| Other discrete items of Industrial Activities(2) | (59) | ||||
| Income tax expense | (124) | ||||
| Net income | $416 | ||||
(1)For the three and nine months ended September 30, 2026, this item included risk costs for the Financial Services segment of $85 million and $250 million, respectively, and $132 million and $263 million for the three and nine months ended September 30, 2025.
(2)For the nine months ended September 30, 2026, this item included an $8 million non-cash impairment on a minority investment. For the three and nine months ended September 30, 2025, this item includes a $49 million impairment charge related to in-process research and development (“IPR&D”) assets from the 2023 Bennamann acquisition and a $10 million inventory write-down for the New Holland T6.180 Methane Power Tractor.
There are no segment assets reported to the CODM for assessing performance and allocating resources. However, the CODM reviews expenditures for long-lived assets by operating segment, therefore, this information is presented below.
| Three Months Ended September 30, | Nine Months Ended September 30, | |||
|---|---|---|---|---|
| 2026 | 2025 | 2026 | 2025 | |
| Revenues: | ||||
| Agriculture | $2,907 | $2,963 | $8,780 | $8,792 |
| Construction | 777 | 739 | 2,217 | 2,103 |
| Net sales | 3,684 | 3,702 | 10,997 | 10,895 |
| Financial Services | 665 | 684 | 1,967 | 2,020 |
| Eliminations and other | 5 | 13 | 19 | 23 |
| Total Revenues | $4,354 | $4,399 | $12,983 | $12,938 |
| Depreciation and amortization(1): | ||||
| Agriculture | $101 | $94 | $302 | $274 |
| Construction | 15 | 14 | 43 | 39 |
| Other activities and adjustments | — | — | 1 | 1 |
| Depreciation and amortization of Industrial Activities | 116 | 108 | 346 | 314 |
| Financial Services | 2 | 2 | 5 | 4 |
| Total Depreciation and amortization | $118 | $110 | $351 | $318 |
| Capital expenditures for property, plant and equipment and intangible assets: | ||||
| Agriculture | $110 | $114 | $299 | $279 |
| Construction | 17 | 16 | 34 | 42 |
| Total Industrial Activities capital expenditures | 127 | 130 | 333 | 321 |
| Financial Services | 3 | 4 | 7 | 9 |
| Total capital expenditures | $130 | $134 | $340 | $330 |
(1)Excluding operating lease right-of-use assets and related lease amortization.
| September 30, 2026 | December 31, 2025 | |
|---|---|---|
| Inventories: | ||
| Agriculture | $3,873 | $3,635 |
| Construction | 1,185 | 928 |
| Financial Services | 76 | 88 |
| Total Inventories, net | $5,134 | $4,651 |
| Equity method investments: | ||
| Agriculture | $271 | $255 |
| Construction | 5 | — |
| Financial Services | 155 | 146 |
| Total Equity method investments | $431 | $401 |
Note 9. RECEIVABLES
Financing Receivables, net
| September 30, 2026 | December 31, 2025 | |
|---|---|---|
| Retail | $14,037 | $14,616 |
| Wholesale | 8,162 | 8,437 |
| Other | 74 | 52 |
| Total | $22,273 | $23,105 |
Unearned finance income and unamortized deferred fees and costs were $645 million and $722 million as of September 30, 2026 and December 31, 2025, respectively. Allowance for credit losses were $702 million and $572 million as of September 30, 2026 and December 31, 2025, respectively.
Transfers of Financial Assets
| September 30, 2026 | December 31, 2025 | |
|---|---|---|
| Retail | $7,521 | $8,041 |
| Wholesale | 4,882 | 5,053 |
| Total | $12,403 | $13,094 |
As part of the overall funding strategy, CNH periodically transfers certain receivables into bankruptcy-remote special purpose entities ("SPEs") as part of its asset-backed securitization ("ABS") programs or through factoring transactions.
Assets transferred to SPEs are legally isolated and their related cash flows are restricted to satisfy the SPEs' obligations. The SPEs, including certain VIE trusts, are consolidated as CNH has both the power to direct their significant activities and exposure to potentially significant benefits or losses. Accordingly, transfers to these entities do not qualify for sale accounting and are recorded as secured borrowings.
CNH may retain subordinated interests in the SPEs but does not guarantee the securities issued by the trusts. CNH provides customary representations and warranties, which may require it to repurchase receivables if those representations or warranties are breached. The trusts generally terminate upon final investor distributions or exercise of a cleanup call.
Factoring transactions may be with or without recourse. Transfers that include deferred purchase price features, first‑loss positions, or other forms of continuing involvement do not meet the criteria for derecognition. In those cases, CNH continues to recognize the receivables and records a corresponding liability within asset‑backed financing.
The secured borrowings related to the transferred receivables are obligations that are payable as the receivables are collected.
Allowance for Credit Losses
| Three Months Ended September 30, 2026 | Three Months EndedSeptember 30, 2025 | |||
|---|---|---|---|---|
| Retail | Wholesale | Retail | Wholesale | |
| Balance as of beginning of period | $611 | $48 | $489 | $51 |
| Provision | 85 | — | 129 | 3 |
| Charge-offs | (55) | (6) | (70) | (1) |
| Recoveries | 18 | — | 14 | — |
| Foreign currency translation | (2) | 3 | 12 | 1 |
| Balance as of end of period | $657 | $45 | $574 | $54 |
| Nine Months EndedSeptember 30, 2026 | Nine Months Ended September 30, 2025 | |||
|---|---|---|---|---|
| Retail | Wholesale | Retail | Wholesale | |
| Balance as of beginning of period | $518 | $54 | $376 | $48 |
| Provision | 256 | (6) | 260 | 3 |
| Charge-offs | (163) | (7) | (130) | (2) |
| Recoveries | 28 | 1 | 21 | 1 |
| Foreign currency translation | 18 | 3 | 47 | 4 |
| Balance as of end of period | $657 | $45 | $574 | $54 |
As of September 30, 2026, the allowance for credit losses included increases in retail reserves of $53 million for Brazil and $23 million for North America as compared to September 30, 2025. The increase for Brazil reflects market conditions, primarily related to current crop prices, flooding and drought events. The increase for North America is due to higher delinquencies and continued elevated loss trends. The provision for credit losses is included in "Selling, general and administrative" expenses in the Consolidated Statements of Operations.
CNH monitors the credit quality of its receivables based on delinquency status. Receivables are considered past due when scheduled principal or interest payments have not been received by the due date, with delinquency reported for receivables more than 30 days past due. Non-performing financing receivables represent receivables for which CNH has ceased accruing finance income. These receivables are generally 90 days past due and no longer accrue finance income. Interest income charged for the three and nine months ended September 30, 2026 was not material.
The aging of financing receivables and gross charge-offs by vintage, net of allowance for credit losses, as of September 30, 2026 was as follows, with gross charge‑offs representing amounts written off during the period:
| Current · 31-60 DaysPast Due · 61-90 Days Past Due · TotalPerforming · Non-Performing · Total · Gross Charge-offs | |||||||
|---|---|---|---|---|---|---|---|
| Retail: | |||||||
| North America | |||||||
| 2026 | $3,174 | $3 | $3,177 | $7 | |||
| 2025 | 2,796 | 6 | 2,802 | 10 | |||
| 2024 | 1,759 | 6 | 1,765 | 17 | |||
| 2023 | 886 | 5 | 891 | 11 | |||
| 2022 | 414 | 2 | 416 | 4 | |||
| Prior to 2022 | 184 | 2 | 186 | 2 | |||
| Total | 9,141 | 57 | 15 | 9,213 | 24 | 9,237 | 51 |
| South America | |||||||
| 2026 | 578 | 2 | 580 | — | |||
| 2025 | 805 | 30 | 835 | 1 | |||
| 2024 | 781 | 72 | 853 | 8 | |||
| 2023 | 577 | 89 | 666 | 50 | |||
| 2022 | 206 | 34 | 240 | 35 | |||
| Prior to 2022 | 99 | 16 | 115 | 16 | |||
| Total | 2,942 | 69 | 35 | 3,046 | 243 | 3,289 | 110 |
| Asia Pacific | |||||||
| 2026 | 402 | — | 402 | — | |||
| 2025 | 504 | 2 | 506 | — | |||
| 2024 | 314 | 1 | 315 | 1 | |||
| 2023 | 178 | 1 | 179 | 1 | |||
| 2022 | 84 | 1 | 85 | — | |||
| Prior to 2022 | 13 | — | 13 | — | |||
| Total | 1,476 | 10 | 9 | 1,495 | 5 | 1,500 | 2 |
| Europe, Middle East and Africa ("EMEA") | 3 | — | — | 3 | 8 | 11 | — |
| Total Retail | $13,562 | $136 | $59 | $13,757 | $280 | $14,037 | $163 |
| Wholesale: | |||||||
| North America | $4,353 | $— | $— | $4,353 | $2 | $4,355 | $1 |
| South America | 860 | 1 | 2 | 863 | 2 | 865 | — |
| Asia Pacific | 1,009 | 2 | 1 | 1,012 | 1 | 1,013 | 1 |
| EMEA | 1,919 | 4 | 2 | 1,925 | 4 | 1,929 | 5 |
| Total Wholesale | $8,141 | $7 | $5 | $8,153 | $9 | $8,162 | $7 |
The aging of financing receivables and gross charge-offs by vintage, net of allowance for credit losses, as of December 31, 2025 was as follows, with gross charge‑offs representing amounts written off during the period.
| Current · 31-60 DaysPast Due · 61-90 DaysPast Due · TotalPerforming · Non-Performing · Total · Gross Charge-offs | |||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Retail: | |||||||||||||
| North America | |||||||||||||
| 2025 | $4,270 | $9 | $4,279 | $7 | |||||||||
| 2024 | 2,549 | 15 | 2,564 | 17 | |||||||||
| 2023 | 1,343 | 9 | 1,352 | 23 | |||||||||
| 2022 | 729 | 5 | 734 | 10 | |||||||||
| 2021 | 374 | 2 | 376 | 3 | |||||||||
| Prior to 2021 | 72 | 2 | 74 | 4 | |||||||||
| Total | 9,274 | 60 | 3 | 9,337 | 42 | 9,379 | 64 | ||||||
| South America | |||||||||||||
| 2025 | 1,031 | 4 | 1,035 | 13 | |||||||||
| 2024 | 1,017 | 54 | 1,071 | 53 | |||||||||
| 2023 | 826 | 84 | 910 | 70 | |||||||||
| 2022 | 331 | 41 | 372 | 20 | |||||||||
| 2021 | 159 | 12 | 171 | 4 | |||||||||
| Prior to 2021 | 76 | 5 | 81 | 3 | |||||||||
| Total | 3,368 | 42 | 30 | 3,440 | 200 | 3,640 | 163 | ||||||
| Asia Pacific | |||||||||||||
| 2025 | 641 | — | 641 | — | |||||||||
| 2024 | 426 | 1 | 427 | — | |||||||||
| 2023 | 277 | 1 | 278 | — | |||||||||
| 2022 | 164 | — | 164 | — | |||||||||
| 2021 | 60 | — | 60 | 1 | |||||||||
| Prior to 2021 | 12 | — | 12 | 1 | |||||||||
| Total | 1,574 | 3 | 3 | 1,580 | 2 | 1,582 | 2 | ||||||
| EMEA | 4 | — | — | 4 | 11 | 15 | — | ||||||
| Total Retail | $14,220 | $105 | $36 | $14,361 | $255 | $14,616 | $229 | ||||||
| Wholesale: | |||||||||||||
| North America | $4,142 | $— | $— | $4,142 | $17 | $4,159 | $— | ||||||
| South America | 1,251 | 3 | — | 1,254 | — | 1,254 | — | ||||||
| Asia Pacific | 877 | 2 | 2 | 881 | 1 | 882 | 1 | ||||||
| EMEA | 2,133 | 6 | 3 | 2,142 | — | 2,142 | 3 | ||||||
| Total Wholesale | $8,403 | $11 | $5 | $8,419 | $18 | $8,437 | $4 | ||||||
Modifications
CNH periodically modifies the terms of finance receivable agreements with customers experiencing financial difficulties. Typically, the types of modifications granted are payment deferrals, extended contract maturities, modification of a contractual interest rate or waiving of interest and principal. As a collateral-based lender, CNH has recourse to the financed assets on default. The Company continues to monitor the credit quality of these modified financing receivables. CNH's allowance for credit losses incorporates historical loss information, including the effects of the modified financing receivables. Therefore, additional adjustments to the allowance are generally not recorded upon modification of the financing receivable.
As of September 30, 2026 and 2025, modifications of retail and wholesale receivables for customers experiencing financial difficulties were immaterial. Defaults and subsequent write-offs of receivables modified in the prior twelve months ended September 30, 2026 and 2025 were not significant.
Due to challenging market conditions in Brazil, where farmers' profitability is under pressure as global commodity prices decline while production costs continue to rise, CNH has offered payment refinancing to certain customers. These refinancings are considered insignificant contract adjustments and are not treated as modifications. Customers are required to make partial payments on their outstanding installments to qualify for refinancing. As of September 30, 2026, $167 million of installments were refinanced related to $602 million of retail Agricultural receivables, compared with $126 million of installments related to $513 million as of December 31, 2025. These refinanced receivables demonstrated a higher delinquency rate, specifically those greater than 90 days past due, compared to non-refinanced receivables within the portfolio. CNH has taken this into account when provisioning for credit losses.
Note 10. INVENTORIES
| September 30, 2026 | December 31, 2025 | |
|---|---|---|
| Raw materials | $1,410 | $1,297 |
| Work-in-process | 565 | 430 |
| Finished goods | 3,159 | 2,924 |
| Total inventories, net | $5,134 | $4,651 |
Inventories are stated at net realizable value and are presented net of allowances of $359 million and $399 million as of September 30, 2026 and December 31, 2025, respectively.
Note 11. INVESTMENTS IN UNCONSOLIDATED AFFILIATES
| September 30, 2026 | December 31, 2025 | |
|---|---|---|
| Equity method | $431 | $401 |
| Other investments, at carrying value | 32 | 36 |
| Total | $463 | $437 |
Note 12. GOODWILL AND OTHER INTANGIBLES
Goodwill
| Agriculture | Construction | FinancialServices | Total | |
|---|---|---|---|---|
| Balance as of December 31, 2025 | $3,427 | $50 | $140 | $3,617 |
| Foreign currency translation and other | (7) | (2) | (1) | (10) |
| Balance as of September 30, 2026 | $3,420 | $48 | $139 | $3,607 |
Other Intangibles
| September 30, 2026 | December 31, 2025 | |||||
|---|---|---|---|---|---|---|
| Gross | AccumulatedAmortization | Net | Gross | AccumulatedAmortization | Net | |
| Other intangible assets subject to amortization: | ||||||
| Dealer networks | $217 | $204 | $13 | $217 | $204 | $13 |
| Patents, concessions, licenses and other | 934 | 630 | 304 | 943 | 607 | 336 |
| Capitalized software | 1,445 | 1,175 | 270 | 1,394 | 1,107 | 287 |
| 2,596 | 2,009 | 587 | 2,554 | 1,918 | 636 | |
| Other intangible assets not subject toamortization: | ||||||
| In-process research and development | 32 | — | 32 | 31 | — | 31 |
| Software in-progress | 162 | — | 162 | 147 | — | 147 |
| Trademarks | 272 | — | 272 | 272 | — | 272 |
| Total other intangible assets | $3,062 | $2,009 | $1,053 | $3,004 | $1,918 | $1,086 |
CNH recorded amortization expense of $45 million and $134 million for the three and nine months ended September 30, 2026, respectively, and $43 million and $127 million for the three and nine months ended September 30, 2025, respectively.
Note 13. DEBT
| Currency | Face value of outstanding bonds | Issue Date | Coupon | Maturity | Outstanding amount | |
|---|---|---|---|---|---|---|
| Industrial Activities | ||||||
| Euro Medium Term Notes: | ||||||
| CNH Industrial Finance Europe S.A.(1) | EUR | 600 | March 25, 2019 | 1.750% | March 25, 2027 | $681 |
| CNH Industrial Finance Europe S.A.(1) | EUR | 50 | April 21, 2016 | 3.875% | April 21, 2028 | 56 |
| CNH Industrial Finance Europe S.A.(1) | EUR | 500 | July 3, 2019 | 1.625% | July 3, 2029 | 568 |
| CNH Industrial Finance Europe S.A.(1) | EUR | 50 | July 15, 2019 | 2.200% | July 15, 2039 | 57 |
| CNH Industrial N.V.(2) | EUR | 750 | June 11, 2024 | 3.750% | June 11, 2031 | 851 |
| CNH Industrial N.V.(2) | EUR | 500 | November 26, 2025 | 3.625% | January 26, 2033 | 568 |
| CNH Industrial N.V.(2) | EUR | 500 | September 3, 2025 | 3.875% | September 3, 2035 | 568 |
| Other Bonds: | ||||||
| CNH Industrial N.V.(3) | USD | 500 | November 14, 2017 | 3.850% | November 15, 2027 | 500 |
| Hedging effects, bond premium/discount, and unamortized issuance costs | (70) | |||||
| Total Industrial Activities | $3,779 | |||||
| Financial Services | ||||||
| CNH Industrial Capital LLC | USD | 500 | October 9, 2024 | 4.500% | October 8, 2027 | $500 |
| CNH Industrial Capital LLC | USD | 500 | March 21, 2025 | 4.750% | March 21, 2028 | 500 |
| CNH Industrial Capital LLC | USD | 600 | April 10, 2023 | 4.550% | April 10, 2028 | 600 |
| CNH Industrial Capital LLC | USD | 500 | September 13, 2023 | 5.500% | January 12, 2029 | 500 |
| CNH Industrial Capital LLC | USD | 600 | March 21, 2024 | 5.100% | April 20, 2029 | 600 |
| CNH Industrial Capital LLC | USD | 500 | September 29, 2025 | 4.500% | October 16, 2030 | 500 |
| CNH Industrial Capital LLC | USD | 500 | January 8, 2026 | 4.375% | March 7, 2031 | 500 |
| CNH Industrial Capital LLC | USD | 600 | June 25, 2026 | 4.950% | June 25, 2031 | 600 |
| CNH Industrial Capital Australia Pty Ltd.(4) | AUD | 800 | 2024/2026 | 4.700%5.800% | 2027/2029 | 558 |
| CNH Industrial Capital Canada Ltd. | CAD | 400 | March 25, 2024 | 4.800% | March 25, 2027 | 282 |
| CNH Industrial Capital Canada Ltd. | CAD | 300 | October 10, 2024 | 4.000% | April 11, 2028 | 211 |
| CNH Industrial Capital Canada Ltd. | CAD | 500 | June 5, 2025 | 3.750% | June 5, 2029 | 353 |
| CNH Industrial Capital Canada Ltd. | CAD | 450 | June 29, 2026 | 3.800% | January 22, 2030 | 317 |
| CNH Industrial Capital Canada Ltd. | CAD | 200 | September 25, 2026 | 4.000% | September 25, 2028 | 141 |
| CNH Industrial Capital Canada Ltd. | CAD | 350 | September 25, 2026 | 4.400% | September 25, 2030 | 247 |
| CNH Industrial Capital Argentina S.A.(5) | USD | 156 | 2024/2026 | 6.000%8.250% | 2026/2029 | 156 |
| Banco CNH Industrial Capital S.A.(6) | BRL | 2,876 | 2021/2025 | 12.010%17.070% | 2026/2032 | 556 |
| Hedging effects, bond premium/discount, and unamortized issuance costs | (79) | |||||
| Total Financial Services | $7,042 | |||||
(1)Bond listed on the regulated market of Euronext Dublin.
(2)Bond listed on the Global Exchange Market of Euronext Dublin.
(3)Bond listed on the New York Stock Exchange.
(4)Comprised of 4 bonds issued that range in coupon rates of 4.700% and 5.800% and mature between May 17, 2027 and June 4, 2029.
(5)Comprised of 5 bonds issued that range in coupon rates of 6.000% and 8.250% and mature between November 12, 2026 and February 9, 2029.
(6)Comprised of 18 bonds issued that range in coupon rates of 12.010% and 17.070% and mature between October 17, 2026 and December 22, 2032.
| September 30, 2026 | December 31, 2025 | |||||
|---|---|---|---|---|---|---|
| Industrial Activities | Financial Services | Consolidated | Industrial Activities | Financial Services | Consolidated | |
| Total bonds | $3,779 | $7,042 | $10,821 | $3,917 | $6,802 | $10,719 |
| Asset-backed debt | — | 10,325 | 10,325 | — | 11,294 | 11,294 |
| Other debt | 293 | 4,039 | 4,332 | 187 | 4,562 | 4,749 |
| Intersegment debt | 191 | 274 | — | 281 | 203 | — |
| Total Debt | 4,263 | 21,680 | 25,478 | 4,385 | 22,861 | 26,762 |
| Financial payables to Iveco Group N.V. | 2 | 45 | 47 | 3 | 88 | 91 |
| Total Debt (including Financial payables to Iveco Group N.V.) | $4,265 | $21,725 | $25,525 | $4,388 | $22,949 | $26,853 |
Total Debt, including Financial payables to Iveco Group N.V., decreased $1,328 million compared to December 31, 2025. The decrease was primarily driven by a decrease in asset-backed debt due to lower portfolio receivables.
On September 25, 2026, CNH Industrial Capital Canada Ltd. issued $141 million (CAD 200 million) aggregate principal amount of 4.000% notes due September 25, 2028 and $247 million (CAD 350 million) aggregate principal amount of 4.400% notes due September 25, 2030. The net proceeds from the issuance were used for general corporate purposes, including the refinancing of maturing indebtedness.
Note 14. SUPPLY CHAIN FINANCE PROGRAMS
Outstanding remaining obligations of the supply chain finance ("SCF") programs as of September 30, 2026 and December 31, 2025 were $98 million and $95 million, respectively. We have no economic interest in a supplier's decision to participate in the SCF program, and we have no direct financial relationship with the financial institutions, as it relates to the SCF program. These balances are included within "Trade payables" in our Consolidated Balance Sheets and are reflected as "Cash Flows from Operating Activities" in our Consolidated Statements of Cash Flows when settled.
Note 15. OTHER LIABILITIES
| September 30, 2026 | December 31, 2025 | |
|---|---|---|
| Marketing and sales incentive programs | $1,860 | $1,930 |
| Accrued expenses and deferred income | 930 | 843 |
| Warranty and campaign programs | 579 | 641 |
| Accrued employee benefits | 502 | 459 |
| Legal reserves and other provisions | 422 | 419 |
| Lease liabilities | 318 | 272 |
| Tax payables | 258 | 323 |
| Contract liabilities | 170 | 122 |
| Restructuring reserves | 11 | 15 |
| Other | 313 | 318 |
| Total | $5,363 | $5,342 |
Warranty and Campaign Programs
| Three Months Ended September 30, | Nine Months Ended September 30, | |||
|---|---|---|---|---|
| 2026 | 2025 | 2026 | 2025 | |
| Balance as of beginning of period | $626 | $668 | $641 | $633 |
| Current year additions | 96 | 133 | 339 | 411 |
| Claims paid | (144) | (142) | (396) | (421) |
| Currency translation adjustment and other | 1 | — | (5) | 36 |
| Balance as of end of period | $579 | $659 | $579 | $659 |
Restructuring Reserves
Restructuring reserves were $11 million and $15 million as of September 30, 2026 and December 31, 2025, respectively. The Company incurred restructuring expenses of $11 million and $39 million during the three and nine months ended September 30, 2026, respectively, and $3 million and $14 million during the three and nine months ended September 30, 2025. Restructuring expenses primarily related to severance, facility-related costs, and contract termination costs incurred for programs that materially change either the scope of a business undertaken by the Company, or the manner in which that business is conducted.
The following table summarizes the movement in Restructuring reserves:
| Severance and Other Employee Costs | Facility Related Costs | Other Restructuring(1) | Total | |
|---|---|---|---|---|
| Balance as of December 31, 2025 | $8 | $5 | $2 | $15 |
| Restructuring charges | 13 | 7 | 19 | 39 |
| Reserves utilized: cash | (13) | (5) | (19) | (37) |
| Reserves utilized: non-cash | — | (5) | (1) | (6) |
| Balance as of September 30, 2026 | $8 | $2 | $1 | $11 |
(1)Other Restructuring costs also include contract termination costs related to our dealer network optimization initiatives and other actions undertaken to improve operational efficiency.
Note 16. COMMITMENTS AND CONTINGENCIES
As a global company with a diverse business portfolio, CNH in the ordinary course of business is exposed to numerous legal risks, including, without limitation, dealer and supplier litigation, intellectual property right disputes, product liability, asbestos, personal injury, emissions and/or fuel economy regulatory, competition law and other regulatory investigations and environmental claims. We are party to various unresolved investigations, claims and actions that are incidental to our business. The most significant of these matters are described below.
The outcome of any current or future proceedings, claims, or investigations cannot be predicted with certainty. Adverse decisions in one or more of these proceedings, claims or investigations could require CNH to pay substantial damages or fines or undertake service actions, recall campaigns or other costly actions. It is therefore possible that legal judgments could give rise to expenses that are not covered, or not fully covered, by insurance and could affect CNH's financial position and results. When it is probable that such a loss has been incurred and the amount can be reasonably estimated, such amounts are provided for in the Company's Consolidated Statements of Operations and the related accrual is recorded in "Other liabilities" on the Consolidated Balance Sheets.
Although the ultimate outcome of legal matters pending against CNH and its subsidiaries cannot be predicted, the Company believes the reasonable possible range of losses for these unresolved legal matters in addition to the amounts accrued would not have a material effect on its Consolidated Financial Statements.
Environmental
Pursuant to the U.S. Comprehensive Environmental Response, Compensation and Liability Act of 1980 ("CERCLA"), which imposes strict and, under certain circumstances, joint and several liability for remediation and liability for natural resource damages, and other federal and state laws that impose similar liabilities, CNH has received inquiries for information or notices of its potential liability regarding 66 non-owned U.S. sites at which regulated materials allegedly generated by CNH were released or disposed ("Waste Sites"). Of the Waste Sites,16 are on the National Priority List ("NPL") promulgated pursuant to CERCLA. For 60 of the Waste Sites, the monetary amount or extent of the Company's liability has either been resolved, the Company has not been named as a potentially responsible party ("PRP"), or its liability is likelyde minimis.
Because estimates of remediation costs are subject to revision as more information becomes available about the extent and cost of remediation and settlement agreements can be reopened under certain circumstances, the Company's potential liability for remediation costs associated with the 66 Waste Sites could change. Moreover, because liability under CERCLA and similar laws can be joint and several, CNH could be required to pay amounts in excess of itspro rata share of remediation costs. However, when appropriate, the financial strength of other PRPs has been considered in the determination of the Company's potential liability. CNH believes that the costs associated with the Waste Sites will not have a material effect on the Company's business, financial position, or results of operations.
The Company is conducting environmental investigatory or remedial activities at certain properties that are currently or were formerly owned and/or operated or that are being decommissioned. The Company believes that the outcome of these activities will not have a material adverse effect on its business, financial position, or results of operations.
The actual costs for environmental matters could differ materially from those costs currently anticipated due to the nature of historical handling and disposal of hazardous substances typical of manufacturing and related operations, the discovery of currently unknown conditions and as a result of more aggressive enforcement by regulatory authorities and changes in existing laws and regulations. As in the past, CNH plans to continue funding its costs of environmental compliance from operating cash flows.
Investigation, analysis and remediation of environmental sites is a time-consuming activity. The Company expects such costs to be incurred and claims to be resolved over an extended period that could exceed 30 years for some sites. As of September 30, 2026 and December 31, 2025, environmental reserves of approximately $20 million and $24 million, respectively, were established to address these specific estimated potential liabilities. Such reserves are undiscounted and do not include anticipated recoveries, if any, from insurance companies. After considering these reserves, management is of the opinion that the outcome of these matters will not have a material adverse effect on the Company's financial position or results of operations.
Other Litigation and Investigations
Follow-up on Damages Claims: In 2011 Iveco S.p.A. ("Iveco"), a subsidiary of Iveco Group N.V., and its competitors in the European Union were subject to an investigation by the European Commission (the "Commission") into certain business practices in the European Union (in the period 1997-2011) in relation to Medium and Heavy trucks. On July 19, 2016, the Commission announced a settlement with Iveco (the "Decision"). Following the Decision, the Company, Iveco and Iveco Magirus AG ("IMAG") have been named as defendants in proceedings across Europe. Following the demerger of Iveco Group N.V. and CNH ("Demerger"), CNH cannot be excluded from current and future follow-on proceedings originating from the Decision because under European Union competition law a company cannot use corporate reorganizations to avoid liability for private damage claims. At this time, CNH is unable to predict the outcome of these proceedings or reasonably estimate any potential losses. In the event one or more of these judicial proceedings would result in a decision against CNH ordering it to compensate such claimants as a result of the conduct that was the subject matter of the Decision, then CNH, as a result of various arrangements, will ultimately have recourse against Iveco and IMAG for the reimbursement of any damages paid by CNH to such claimants. However, if Iveco or IMAG do not comply with their obligations with respect to any such decisions or fail to fulfill their obligations to CNH, then CNH could experience financial losses. The Company believes that the risk of Iveco, IMAG or Iveco Group N.V. defaulting on potential payment obligations arising from such follow-up on damage claims is remote and at this time, is unable to reasonably estimate any potential losses.
FPT Emissions Investigation: On July 22, 2020, a number of the Company's (pre-Demerger) offices in Europe were visited by investigators in the context of a request for assistance by the public prosecutors of Frankfurt am Main, Germany and Turin, Italy in relation to alleged noncompliance oftwo engine models produced by FPT Industrial S.p.A. ("FPT Industrial"), which is a wholly-controlled subsidiary of Iveco Group N.V. The Italian criminal investigation was dismissed in 2023. As a result of FPT Industrial's full cooperation with the investigative authorities, all German criminal investigations were concluded in December 2023. FPT is defending individual civil claims alleging emissions' non-compliance in Germany and Austria. While the Company had no role in the design and sale of such engine models and vehicles, the Company cannot predict the likelihood of these outcomes or reasonably estimate any potential losses. The Company believes that the risk of either FPT Industrial or Iveco Group N.V. defaulting on potential payment obligations arising from such proceedings is remote.
Poland Antitrust Case: On December 9, 2025, the Polish Antitrust Authority issued a notification of decision imposing fines on CNH Polska and some of its dealers of approximately €57 million. This decision follows an investigation beginning in 2023 of alleged commercial anticompetitive practices. The Company disagrees with the allegations presented by the Polish Antitrust Authority and intends to defend its case. This decision is not final and binding until judicial proceedings and available appeals have been completed. CNH Polska filed an appeal of the decision on January 9, 2026, on several grounds, including lack of evidence of CNH Polska's role as a coordinator of the alleged misconduct and time barred claims. A first instance decision from the Polish courts on this appeal is not expected for at leasttwo years from the date of appeal. CNH Polska is confident in its defenses and ability to significantly reduce or nullify the decision and accordingly has determined a reserve is not required at this time.
Guarantees
CNH provided guarantees on the debt or commitments of third parties and performance guarantees in the interest of non-consolidated affiliates as of September 30, 2026 and December 31, 2025 totaling $146 million and $119 million, respectively.
Note 17. FINANCIAL INSTRUMENTS
CNH may elect to measure financial instruments and certain other items at fair value. This fair value option would be applied on an instrument-by-instrument basis with changes in fair value reported in earnings. The election can be made at the acquisition of an eligible financial asset, financial liability or firm commitment or, when certain specified reconsideration events occur. The fair value election may not be revoked once made. CNH has not elected the fair value measurement option for eligible items.
Fair Value Hierarchy
The hierarchy of valuation techniques for financial instruments is based on whether the inputs to those valuation techniques are observable or unobservable. Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect the Company's market assumptions. These two types of inputs have created the following fair value hierarchy:
Level 1 - Quoted prices foridentical instruments in active markets.
Level 2 - Quoted prices forsimilar instruments in active markets, identical or similar instruments in inactive markets and model-derived valuations where all significant inputs and value drivers are observable.
Level 3 - Valuations derived from valuation techniques in which one or more significant inputs or significant value drivers areunobservable.
This hierarchy requires the use of observable market data when available.
Derivatives
CNH utilizes derivative instruments to mitigate its exposure to interest rate and foreign currency exposures. Derivatives used as hedges are effective at reducing the risk associated with the exposure being hedged and are designated as a hedge at the inception of the derivative contract. CNH does not hold or enter into derivative or other financial instruments for speculative purposes. The credit and market risk related to derivatives is reduced through diversification among various counterparties, utilizing mandatory termination clauses and/or collateral support agreements. Derivative instruments are generally classified as Level 2 in the fair value hierarchy. The cash flows underlying all derivative contracts were recorded in "Cash Flows from Operating Activities" in the Consolidated Statements of Cash Flows.
Foreign Exchange Derivatives
CNH conducts its business on a global basis in a wide variety of foreign currencies and hedges foreign currency exposures arising from various receivables, liabilities, and expected inventory purchases and sales. CNH uses foreign exchange forward contracts and swaps to manage and preserve the economic value of cash flows in a currency different from the functional currency of the relevant legal entity. Derivative instruments utilized to hedge the foreign currency risk associated with anticipated inventory purchases and sales in foreign currencies are designated as cash flow hedges. Gains and losses on these instruments are deferred in "Accumulated other comprehensive income/(loss)" and recognized in "Net income (loss)" when the related transaction occurs. If a derivative instrument is terminated because the hedge relationship is no longer effective or because the hedged item is a forecasted transaction that is no longer determined to be probable, the cumulative amount recorded in "Accumulated other comprehensive income (loss)" is recognized immediately in "Net income (loss)". Such amounts were insignificant for the three and nine months ended September 30, 2026 and 2025.
CNH also uses forwards and swaps to hedge certain assets and liabilities denominated in foreign currencies. Such derivatives are considered economic hedges and not designated as hedging instruments. The changes in the fair values of these instruments are recognized directly in income in "Other, net" and are expected to offset the foreign exchange gains or losses on the exposures being managed.
All of CNH's foreign exchange derivatives are considered Level 2 as the fair value is calculated using market data input and can be compared to actively traded derivatives. The total notional amount of CNH's foreign exchange derivatives was $5.5 billion and $3.6 billion as of September 30, 2026 and December 31, 2025, respectively.
Interest Rate Derivatives
CNH uses interest rate derivatives (swaps and caps) to manage interest rate exposures arising in the normal course of business. Interest rate derivatives that have been designated as cash flow hedges are used by the Company to mitigate the risk of rising interest rates related to existing debt and anticipated issuance of fixed-rate debt in future periods. Gains and losses on these instruments are deferred in "Accumulated other comprehensive income (loss)" and recognized in "Interest expense" over the period in which CNH recognizes interest expense on the related debt.
Interest rate derivatives that have been designated as fair value hedge relationships have been used by CNH to mitigate the volatility in the fair value of existing fixed-rate bonds and medium-term notes due to changes in floating interest rate benchmarks. Gains and losses on these instruments are recorded in "Interest expense" in the period in which they occur, and an offsetting gain or loss is also reflected in "Interest expense" based on changes in the fair value of the debt instrument being hedged due to changes in floating interest rate benchmarks.
CNH also enters into offsetting interest rate derivatives with substantially similar terms that are not designated as hedging instruments to mitigate interest rate risk related to CNH's committed asset-backed facilities. Unrealized and realized gains and losses resulting from fair value changes in these instruments are recognized directly in "Net income (loss)". Net gains and losses on these instruments were insignificant for the three and nine months ended September 30, 2026 and 2025.
All of CNH's interest rate derivatives outstanding as of September 30, 2026 and December 31, 2025 are considered Level 2. The fair market value of these derivatives is calculated using market data input and can be compared to actively traded derivatives. The total notional amount of CNH's interest rate derivatives was approximately $9.6 billion as of September 30, 2026 and $11.1 billion as of December 31, 2025, respectively.
Financial Statement Impact of Derivatives
The following tables summarize the gross impact of changes in the fair value of derivatives designated as cash flow hedges recognized in "Accumulated other comprehensive loss" and "Net income":
| Recognized in Net income | |||||
|---|---|---|---|---|---|
| For the Three Months Ended September 30, · Gain (Loss) Recognized in Accumulated other comprehensive loss · Classification of Gain (Loss) · Gain (Loss) Reclassified from Accumulated other comprehensive loss | |||||
| Foreign exchange contracts | $(17) | ||||
| Net sales | $(2) | ||||
| Cost of goods sold | (27) | ||||
| Other, net | — | ||||
| Interest rate contracts | 8 | Interest expense, net | 8 | ||
| Total | $(9) | Total net loss | $(21) | ||
| Foreign exchange contracts | $(27) | ||||
| Net sales | $1 | ||||
| Cost of goods sold | 16 | ||||
| Other, net | — | ||||
| Interest rate contracts | 2 | Interest expense, net | 9 | ||
| Total | $(25) | Total net gain | $26 | ||
| Recognized in Net Income | |||||
|---|---|---|---|---|---|
| For the Nine Months Ended September 30, · Gain (Loss) Recognized in Accumulated other comprehensive loss · Classification of Gain (Loss) · Gain (Loss) Reclassified from Accumulated other comprehensive loss | |||||
| Foreign exchange contracts | $(93) | ||||
| Net sales | $(4) | ||||
| Cost of goods sold | (37) | ||||
| Other, net | 1 | ||||
| Interest rate contracts | 25 | Interest expense | 29 | ||
| Total | $(68) | Total net loss | $(11) | ||
| Foreign exchange contracts | $10 | ||||
| Net sales | $(3) | ||||
| Cost of goods sold | 13 | ||||
| Other, net | (4) | ||||
| Interest rate contracts | (33) | Interest expense | 19 | ||
| Total | $(23) | Total net gain | $25 | ||
The following table summarizes the activity in "Accumulated other comprehensive loss" related to the derivatives held by the Company:
| Nine Months EndedSeptember 30, 2026 | Nine Months EndedSeptember 30, 2025 | |||||
|---|---|---|---|---|---|---|
| Gross Amount | Income Taxes | Net Amount | Gross Amount | Income Taxes | Net Amount | |
| Balance as of beginning of period | $44 | $(17) | $27 | $115 | $(43) | $72 |
| Net changes in fair value of derivatives | (68) | 14 | (54) | (23) | 20 | (3) |
| Net (gain) loss reclassified from accumulated other comprehensive loss into income | 11 | (7) | 4 | (25) | — | (25) |
| Balance as of end of period | $(13) | $(10) | $(23) | $67 | $(23) | $44 |
The following table summarizes the impact related to changes in the fair value of fair value hedges and derivatives not designated as hedging instruments had on earnings:
| For the Three Months Ended September 30, · For the Nine Months Ended September 30, | |||||
|---|---|---|---|---|---|
| Classification of Gain (Loss) | 2026 | 2025 | 2026 | 2025 | |
| Fair Value Hedges: | |||||
| Interest rate derivatives | Interest expense | $(69) | $11 | $(80) | $46 |
| Not Designated as Hedges: | |||||
| Foreign exchange contracts | Other, net | $(17) | $(12) | $(93) | $10 |
The fair values of CNH's derivatives in the Consolidated Balance Sheets are recorded as follows:
| September 30, 2026 | December 31, 2025 | |||
|---|---|---|---|---|
| Balance Sheet Location | Fair Value | Balance Sheet Location | Fair Value | |
| Derivatives designated as hedging instruments: | ||||
| Foreign currency contracts | Derivative assets | $19 | Derivative assets | $23 |
| Interest rate contracts | Derivative assets | 71 | Derivative assets | 101 |
| Total derivative assets | $90 | $124 | ||
| Foreign currency contracts | Derivative liabilities | $47 | Derivative liabilities | $30 |
| Interest rate contracts | Derivative liabilities | 98 | Derivative liabilities | 42 |
| Total derivative liabilities | $145 | $72 | ||
| Derivatives not designated as hedging instruments: | ||||
| Foreign currency contracts | Derivative assets | $15 | Derivative assets | $7 |
| Interest rate contracts | Derivative assets | 34 | Derivative assets | 11 |
| Total derivative assets | $49 | $18 | ||
| Foreign currency contracts | Derivative liabilities | $18 | Derivative liabilities | $14 |
| Interest rate contracts | Derivative liabilities | 34 | Derivative liabilities | 11 |
| Total derivative liabilities | $52 | $25 | ||
Items Measured at Fair Value on a Recurring Basis
The following table presents for each of the fair value hierarchy levels the Company's assets and liabilities that are measured at fair value on a recurring basis:
| September 30, 2026 | December 31, 2025 | |||||
|---|---|---|---|---|---|---|
| Level 1 | Level 2 | Total | Level 1 | Level 2 | Total | |
| Assets | ||||||
| Foreign exchange derivatives | $— | $34 | $34 | $— | $30 | $30 |
| Interest rate derivatives | — | 105 | 105 | — | 112 | 112 |
| Total Assets | $— | $139 | $139 | $— | $142 | $142 |
| Liabilities | ||||||
| Foreign exchange derivatives | $— | $65 | $65 | $— | $44 | $44 |
| Interest rate derivatives | — | 132 | 132 | — | 53 | 53 |
| Total Liabilities | $— | $197 | $197 | $— | $97 | $97 |
Fair Value of Other Financial Instruments
The carrying value of "Cash and cash equivalents", "Restricted cash", "Trade receivables, net" and "Trade payables" included in the Consolidated Balance Sheets approximates its fair value.
Financial Instruments Not Carried at Fair Value
| September 30, 2026 | December 31, 2025 | |||
|---|---|---|---|---|
| CarryingAmount | FairValue | CarryingAmount | FairValue | |
| Financing receivables, net | $22,273 | $22,310 | $23,105 | $23,073 |
| Debt | $25,478 | $25,858 | $26,762 | $27,339 |
Financing Receivables
The fair value of financing receivables is based on the discounted values of their related cash flows at current market interest rates and is classified as a Level 3 fair value measurement.
Debt
All debt is classified as a Level 2 fair value measurement with the exception of bonds issued by CNH Industrial Finance Europe S.A. and bonds issued by CNH Industrial N.V. that are classified as a Level 1 fair value measurement.
Note 18. ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)
| Three Months EndedSeptember 30, 2026 · Nine Months EndedSeptember 30, 2026 | ||||||
|---|---|---|---|---|---|---|
| Gross Amount | IncomeTaxes | NetAmount | GrossAmount | IncomeTaxes | NetAmount | |
| Unrealized gain (loss) on cash flow hedges | $12 | $(6) | $6 | $(57) | $7 | $(50) |
| Changes in retirement plans' funded status | 4 | (2) | 2 | 11 | (3) | 8 |
| Foreign currency translation | 7 | — | 7 | 132 | — | 132 |
| Share of other comprehensive income (loss) of entities using the equity method | — | — | — | (6) | — | (6) |
| Other comprehensive income | $23 | $(8) | $15 | $80 | $4 | $84 |
| Three Months EndedSeptember 30, 2025 | Nine Months EndedSeptember 30, 2025 | |||||
|---|---|---|---|---|---|---|
| GrossAmount | IncomeTaxes | NetAmount | GrossAmount | IncomeTaxes | NetAmount | |
| Unrealized loss on cash flow hedges | $(52) | $15 | $(37) | $(48) | $20 | $(28) |
| Changes in retirement plans' funded status | (2) | 1 | (1) | (8) | 2 | (6) |
| Foreign currency translation | 15 | — | 15 | 15 | — | 15 |
| Share of other comprehensive income (loss) of entities using the equity method | (1) | — | (1) | 27 | — | 27 |
| Other comprehensive income (loss) | $(40) | $16 | $(24) | $(14) | $22 | $8 |
The changes, net of tax, in each component of "Accumulated other comprehensive income (loss)" consisted of the following:
| UnrealizedGains (Loss) onCash FlowHedges | Change inRetirement Plans'Funded Status | Foreign CurrencyTranslation | Share of OtherComprehensiveIncome (Loss) ofEntities Usingthe EquityMethod | Total | |
|---|---|---|---|---|---|
| Balance as of December 31, 2025 | $27 | $(315) | $(2,236) | $(243) | $(2,767) |
| Other comprehensive income (loss), before reclassifications | (54) | — | 132 | (6) | 72 |
| Amounts reclassified from comprehensive income | 4 | 8 | — | — | 12 |
| Other comprehensive income (loss)(1) | (50) | 8 | 132 | (6) | 84 |
| Balance as of September 30, 2026 | $(23) | $(307) | $(2,104) | $(249) | $(2,683) |
| Balance as of December 31, 2024 | $72 | $(348) | $(2,170) | $(266) | $(2,712) |
| Other comprehensive income (loss), before reclassifications | (3) | (6) | 10 | 27 | 28 |
| Amounts reclassified from comprehensive loss | (25) | — | — | — | (25) |
| Other comprehensive income (loss)(1) | (28) | (6) | 10 | 27 | 3 |
| Balance as of September 30, 2025 | $44 | $(354) | $(2,160) | $(239) | $(2,709) |
(1)The table above excludes other comprehensive income (loss) attributable to noncontrolling interests ofnil and $4 million for the nine months ended September 30, 2026 and 2025, respectively.
Note 19. RELATED PARTY INFORMATION
As of September 30, 2026, CNH's related parties were primarily EXOR N.V. ("EXOR") and the companies that EXOR N.V. controlled or had a significant influence over, including Stellantis N.V. ("Stellantis"), Ferrari N.V. ("Ferrari") and Iveco Group
N.V. ("Iveco Group"). Iveco Group became an independent publicly listed company upon its separation from CNH on January 1, 2022 through demerger under Dutch law.
As of September 30, 2026, EXOR N.V. held 45.7% of CNH's voting power and had the ability to significantly influence the decisions submitted to a vote of CNH's shareholders, including approval of annual dividends, the election and removal of directors, mergers or other business combinations, the acquisition or disposition of assets and issuances of equity and the incurrence of indebtedness. In addition, CNH engages in transactions with its unconsolidated affiliates over which CNH has a significant influence or joint control.
Transactions with EXOR N.V. and its Subsidiaries and Affiliates
EXOR is an investment holding company in Europe. As of September 30, 2026 and December 31, 2025, among other things, EXOR managed a portfolio that includes investments in CNH, Stellantis, Iveco Group and Ferrari. CNH did not enter into any significant transactions with EXOR during the nine months ended September 30, 2026 or 2025.
Transactions with Iveco Group post-Demerger
CNH and Iveco Group post-Demerger entered into transactions consisting of the sale of engines from Iveco Group to CNH. Additionally, concurrent with the Demerger, the Companies entered into arms-length services contracts in relation to general administrative and specific technical matters, provided by either CNH to Iveco Group and vice versa as follows:
Master Service Agreement ("MSA"): CNH and Iveco Group are parties to a MSA, whereby each Party (and its subsidiaries) may provide services to the other (and its subsidiaries). Services provided under the MSA relate mainly to lease of premises and depots and Information Technology services. Revenues from services provided under the MSA are presented as "Finance, interest and other income" in the Consolidated Statements of Operations.
Engine Supply Agreement ("ESA"): In relation to the design and supply of off-road engines from Iveco Group to CNH post-Demerger, Iveco Group and CNH entered into aten-year ESA, whereby Iveco Group will sell to CNH post-Demerger diesel, compressed natural gas ("CNG") and liquid natural gas ("LNG") engines and provide post-sale services. Costs related to engines purchased through this agreement are presented as "Cost of goods sold" on the Consolidated Statements of Operations.
Financial Service Agreement ("FS MSA"): In relation to certain financial services activities carried out by either CNH to Iveco Group post-Demerger or vice versa, in connection with the execution of the Demerger Deed, CNH and Iveco Group entered into a FS MSA, whereby each Party (and its subsidiaries) may provide services and/or financial services activities to the other (and its subsidiaries). Services provided under the FS MSA relate mainly to wholesale and retail financing activities to suppliers, distribution network and customers. Revenues from services provided under the FS MSA are presented as "Finance, interest and other income" in the Consolidated Statements of Operations.
During the third quarter of 2026, Banco CNH Industrial Capital S.A., a subsidiary of CNH, entered into a Mutual Termination Agreement with Iveco Capital Solutions S.p.A., a subsidiary of Iveco Group, to terminate a loss pool guarantee arrangement related to certain retail financing activities in Brazil. Pursuant to the agreement, Iveco Capital Solutions S.p.A. agreed to make a final settlement payment of $10.4 million (BRL 53.9 million). As of September 30, 2026, CNH recognized a corresponding financial receivable from Iveco Group. The settlement resulted in $7.4 million of income recognized during both the three and nine months ended September 30, 2026.
The following tables include transactions entered into with Iveco Group for the periods presented:
| Three Months Ended September 30, | Nine Months Ended September 30, | |||
|---|---|---|---|---|
| 2026 | 2025 | 2026 | 2025 | |
| Net revenues | $29 | $33 | $85 | $87 |
| Purchases | $145 | $170 | $469 | $489 |
| September 30, 2026 | December 31, 2025 | |
|---|---|---|
| Trade receivables | $14 | $32 |
| Financial receivables from Iveco Group N.V. | $218 | $195 |
| Trade payables | $100 | $264 |
| Financial payables to Iveco Group N.V. | $47 | $91 |
Transactions with Unconsolidated Affiliates
CNH sells agricultural and construction equipment and provides technical services to unconsolidated affiliates such as CNH de Mexico S.A. de C.V., TürkTraktör ve Ziraat Makineleri A.S. and New Holland HFT Japan Inc. CNH also purchases equipment from unconsolidated affiliates, such as TürkTraktör ve Ziraat Makineleri A.S.
| Three Months Ended September 30, | Nine Months Ended September 30, | |||
|---|---|---|---|---|
| 2026 | 2025 | 2026 | 2025 | |
| Net sales | $76 | $92 | $222 | $266 |
| Purchases | $113 | $118 | $397 | $310 |
| September 30, 2026 | December 31, 2025 | |
|---|---|---|
| Trade receivables | $6 | $6 |
| Trade payables | $48 | $42 |
As of September 30, 2026 and December 31, 2025, CNH had guarantees and other commitments totaling $143 million and $118 million, respectively, primarily relating to the debt, commitments and performance obligations of its associate, CNH Industrial Capital Europe S.a.S.
Note 20. SUBSEQUENT EVENTS
On November 9, 2026, the Company entered into a Transaction Agreement with Kobelco Construction Machinery Co., Ltd. pursuant to which the Company has agreed to sell a 70% interest in its Construction Equipment business.
Prior to the closing of the transaction, the Company expects to complete an internal reorganization under which the assets, liabilities, and legal entities comprising the Construction Equipment business will be contributed tothree wholly owned subsidiaries. Upon completion of the reorganization, the Company expects to sell 70% of the equity interests in such subsidiaries and Kobelco Construction Machinery Co., Ltd. will operate them in the future.
Subject to adjustments described below, the Company expects to receive $700 million in cash, equal to 70% of an agreed enterprise value of $1 billion. The purchase price will be adjusted for cash, indebtedness, and net working capital as of a specified date prior to closing, reduced by certain transaction-related expenses, and will be subject to customary post-closing adjustments. The amount of the gain that may be recognized upon completion of the transaction cannot be determined at this time.
The transaction is expected to close by the end of 2027, subject to the satisfaction or waiver of customary closing conditions, including applicable regulatory approvals.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.