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6-K 1 tm2530886d15_6k.htm FORM 6-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

Report of Foreign Private Issuer Pursuant to Rule 13a-16 or 15d-16
under the Securities Exchange Act of 1934

For the month of February 2026

Commission File Number 001-11444

MAGNA INTERNATIONAL INC.

(Exact Name of Registrant as specified in its Charter)

337 Magna Drive, Aurora, Ontario, Canada L4G 7K1

(Address of principal executive office)

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.

Form 20-F o Form 40-F x Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

SIGNATURES

		MAGNA INTERNATIONAL INC. (Registrant)
Date:	February 13, 2026

		By:	/s/ “Bassem Shakeel”
			Bassem A. Shakeel,
			Vice-President, Associate General Counsel and Corporate Secretary

EXHIBITS

Exhibit 99.1

Press release issued February 13, 2026, in which the Registrant announced its unaudited consolidated financial results for the three months and year ended December 31, 2025, declared an increased fourth quarter dividend, and also announced its 2026 Outlook.

Exhibit 99.2

Q4 2025 Financial Review

EX-99.1 2 tm2530886d15_ex99-1.htm EXHIBIT 99.1

Exhibit 99.1

PRESS RELEASE

MAGNA ANNOUNCES FOURTH QUARTER 2025 RESULTS AND PROVIDES 2026 OUTLOOK

Fourth Quarter 2025 Highlights(1)

Magna delivered solid fourth-quarter results, reflecting disciplined execution, and improved operating performance.

Year-over-year comparison (fourth quarter of 2025 versus fourth quarter of 2024):

Sales increased 2% to $10.8 billion, despite a 1% decline in global light vehicle production

Income from operations before income taxes was $114 million, including non-cash impairment charges of $615 million

Adjusted EBIT increased 18% to $814 million, with Adjusted EBIT margin expanding 100 basis points to 7.5%

Diluted earnings per share was $0.00; Adjusted diluted earnings per share increased 29% to $2.18

Additional Q4 2025 performance:

Generated $2.0 billion in cash from operating activities and $1.3 billion in Free Cash Flow

Ended 2025 with $1.6 billion of cash

Increased our quarterly dividend to $0.495 per share, representing the 16th consecutive year of dividend growth

2026 Outlook Highlights:

Magna expects solid top-line performance and sustained progress toward long-term margin objectives.

Sales expected to be between $41.9 billion and $43.5 billion

Adjusted EBIT Margin expected between 6.0% and 6.6%

Adjusted diluted EPS expected to be in the range of $6.25 to $7.25

Capital spending projected to be between $1.5 billion and $1.6 billion

Free Cash Flow anticipated between $1.6 billion and $1.8 billion

Intends to repurchase remaining ~22 million shares available under current buyback authorization (NCIB)

AURORA, Ontario, February 13, 2026 — Magna International Inc. (TSX: MG; NYSE: MGA) today reported financial results for the fourth quarter and year ended December 31, 2025.

“We closed 2025 with a strong fourth quarter, successfully navigating another dynamic year in our industry. Our disciplined execution and commitment to operational excellence enabled us to deliver financial results that were in line with, or exceeded, our February 2025 Outlook across all key metrics. We expanded full-year adjusted EBIT margin by 20 basis points and generated robust Free Cash Flow of $1.9 billion.

Our 2026 outlook reflects confidence in our ability to build on this momentum. With capital spending expected to remain below historical levels, we anticipate continued strong Free Cash Flow, which we intend to deploy using our long-standing capital allocation framework, including repurchasing the remaining shares available under our current buyback authorization.”

- Swamy Kotagiri, Magna’s Chief Executive Officer

(1)

Adjusted EBIT, Adjusted EBIT margin, Adjusted diluted earnings per share, and Free Cash Flow are Non-GAAP financial measures that have no standardized meaning under U.S. GAAP, and as a result may not be comparable to the calculation of similar measures by other companies. Further information and a reconciliation of these Non-GAAP financial measures is included in the back of this press release.

MAGNA ANNOUNCES FOURTH QUARTER 2025 RESULTS AND 2026 OUTLOOK

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	THREE MONTHS ENDED DECEMBER 31,					YEAR ENDED DECEMBER 31,
	2025			2024		2025		2024
Reported

Sales	$	10,848		$	10,628	$	42,010	$	42,836
Income from operations before income taxes	$	114		$	381	$	1,308	$	1,542
Net (loss) income attributable to Magna International Inc.	$	(1	)	$	203	$	829	$	1,009
Diluted earnings per share	$	—		$	0.71	$	2.93	$	3.52

Non-GAAP Financial Measures
Adjusted EBIT	$	814		$	689	$	2,364	$	2,329
Adjusted diluted earnings per share	$	2.18		$	1.69	$	5.73	$	5.41
Free Cash Flow	$	1,347		$	1,031	$	1,907	$	1,058

All results are reported in millions of U.S. dollars, except per share figures, which are in U.S. dollars.

THREE MONTHS ENDED DECEMBER 31, 2025

We posted sales of $10.8 billion for the fourth quarter of 2025, an increase of 2% over the fourth quarter of 2024. The higher sales largely reflects:

higher production on certain ongoing programs, and the launch of new programs, including the Ford Expedition and Lincoln Navigator, Xiaomi YU7, and Jetour Zongheng G700;

the net strengthening of foreign currencies against the U.S. dollar, which increased reported U.S. dollar sales by $355 million;

net customer recoveries to largely recoup higher tariff costs incurred during the year; and

higher complete vehicle assembly volumes, primarily due to the launch of the Mercedes-Benz G-Class during the fourth quarter of 2024, partially offset by the end of production of the Jaguar I-Pace and Jaguar E-Pace.

These factors were partially offset by:

lower engineering revenue, primarily in our Complete Vehicles segment;

the end of production of certain programs;

net commercial items, which had an unfavourable impact on a year-over-year basis, including a customer resolution for a product-related matter during the fourth quarter of 2025; and

net customer price concessions subsequent to the fourth quarter of 2024.

Adjusted EBIT increased to $814 million for the fourth quarter of 2025 compared to $689 million for the fourth quarter of 2024, primarily due to:

productivity and efficiency improvements, including the benefit of operational excellence initiatives and prior restructuring actions;

earnings on higher sales;

customer recoveries for tariffs, net of costs incurred;

earnings on higher complete vehicle assembly volumes;

provisions related to the insolvency of two Chinese OEMs during the fourth quarter of 2024;

the net strengthening of foreign currencies against the U.S. dollar, which had a $17 million favourable impact on reported U.S. dollar Adjusted EBIT; and

lower investments in research, development and our new mobility business.

MAGNA ANNOUNCES FOURTH QUARTER 2025 RESULTS AND 2026 OUTLOOK

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These factors were partially offset by:

net commercial items, which had an unfavourable impact on a year-over-year basis, including a customer resolution for a product-related matter during the fourth quarter of 2025;

lower income on lower engineering sales, primarily in our Complete Vehicles segment;

unfavourable product mix;

higher production input costs net of customer recoveries, primarily for certain commodities and labour; and

higher employee profit sharing, stock-based compensation, and incentive compensation.

Income from operations before income taxes declined to $114 million for the fourth quarter of 2025 compared to $381 million in the fourth quarter of 2024, which includes Other expense, net(2) and Amortization of acquired intangible assets totaling $658 million and $256 million in the fourth quarters of 2025 and 2024, respectively. The most significant item in Other expense, net in the fourth quarter of 2025 was a non-cash goodwill and intangible asset impairment charge of $591 million (pre-tax) related to our Electronics reporting unit. The impairment charge was primarily due to lower than expected sales and declines in volume projections, as a result of changing industry dynamics and other factors. The most significant item in Other expense, net in the fourth quarter of 2024 was the positive impact of recognizing $196 million of Fisker deferred revenue in the fourth quarter of 2024 as the associated agreements were cancelled. Excluding Other expense, net and Amortization of acquired intangible assets from both periods, income from operations before income taxes increased $135 million in the fourth quarter of 2025 compared to the fourth quarter of 2024, largely reflecting the increase in Adjusted EBIT.

Net (loss) income attributable to Magna International Inc. was a loss of $1 million for the fourth quarter of 2025 compared to income of $203 million in the fourth quarter of 2024. Excluding Other expense, net, after tax and Amortization of acquired intangibles from both periods, net income attributable to Magna International Inc. was $617 million in the fourth quarter of 2025 compared to $482 million in the fourth quarter of 2024.

Diluted earnings per share were $0.00 in the fourth quarter of 2025, compared to $0.71 in the comparable period. Adjusted diluted earnings per share were $2.18, compared to $1.69 for the fourth quarter of 2024, an increase of 29%. The increase in adjusted diluted earnings per share reflects the impacts of higher adjusted EBIT, lower income attributable to non-controlling interests and a lower share count reflecting share repurchases over the past 12 months.

In the fourth quarter of 2025, we generated cash from operations of $1.98 billion. Free Cash Flow was $1.35 billion in the period.

(2)

Other expense, net is comprised of impairment of assets, restructuring activities, loss (gain) on investments, Fisker Inc. ["Fisker"] related impacts, and gain on business combination during the three and twelve months ended December 31, 2025 & 2024. A reconciliation of these Non-GAAP financial measures is included in the back of this press release.

MAGNA ANNOUNCES FOURTH QUARTER 2025 RESULTS AND 2026 OUTLOOK

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YEAR ENDED DECEMBER 31, 2025

We posted sales of $42.0 billion for the year ended December 31, 2025, compared to $42.8 billion for the year ended December 31, 2024. The lower sales largely reflects:

lower light vehicle production in North America and Europe on certain ongoing programs, and the end of production of certain programs, including the Chevrolet Malibu, Ford Edge, and Ford Escape;

lower engineering revenue, primarily in our Complete Vehicles segment;

net customer price concessions subsequent to 2024;

lower complete vehicle assembly volumes, primarily due to the end of production of the Jaguar I-Pace, and Jaguar E-Pace, partially offset by the launch of the Mercedes-Benz G-Class during the fourth quarter of 2024;

the divestiture of certain operations in India during 2024, net of acquisitions, which decreased sales by $112 million; and

net commercial items, which had an unfavourable impact on a year-over-year basis, including a customer resolution for a product-related matter during the fourth quarter of 2025.

These factors were partially offset by:

the launch of new programs during or subsequent to 2024, including the Mercedes-Benz G-Class, GMC Acadia, Chevrolet Traverse & Buick Enclave, Skoda Elroq, Audi A5, Cadillac Vistiq, and BMW 1-Series;

the net strengthening of foreign currencies against the U.S. dollar, which increased reported U.S. dollar sales by $555 million; and

net customer recoveries to largely recoup higher tariff costs incurred during the year.

Adjusted EBIT increased to $2.4 billion for the year ended December 31, 2025 compared to $2.3 billion for year ended December 31, 2024 primarily due to:

productivity and efficiency improvements, including the benefit of operational excellence initiatives and prior restructuring actions;

higher equity income;

higher supply chain costs in 2024, due in part to a supplier bankruptcy;

lower investments in research, development and our new mobility business; and

provisions related to the insolvency of two Chinese OEMs during 2024.

These factors were partially offset by:

net commercial items, which had an unfavourable impact on a year-over-year basis, including a customer resolution for a product-related matter during the fourth quarter of 2025;

reduced earnings on lower sales;

unfavourable product mix;

higher employee profit sharing, stock-based and incentive compensation;

higher production input costs net of customer recoveries, primarily for labour;

lower income on lower engineering sales, primarily in our Complete Vehicles segment;

higher pre-operating costs incurred at new facilities;

higher net tariff costs; and

net transactional foreign exchange losses in 2025, compared to net transactional foreign exchange gains in 2024.

During the year ended December 31, 2025, income from operations before income taxes was $1.31 billion, and net income attributable to Magna International Inc. was $829 million, decreases of $234 million and $180 million, respectively, each compared to the year ended December 31, 2024.

MAGNA ANNOUNCES FOURTH QUARTER 2025 RESULTS AND 2026 OUTLOOK

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During the year ended December 31, 2025, diluted earnings per share were $2.93, compared to $3.52 in the year ended December 31, 2024. Adjusted diluted earnings per share were $5.73, compared to $5.41 for the year ended December 31, 2024.

During the year ended December 31, 2025, we generated cash from operations of $3.60 billion. Free Cash Flow for the year was $1.91 billion for the full year.

RETURN OF CAPITAL TO SHAREHOLDERS AND OTHER MATTERS

We paid dividends of $135 million and $544 million for the three months and year ended December 31, 2025, respectively. In addition, we repurchased 1.7 million shares for $86 million and 3.0 million shares for $137 million, respectively, for the three months and year ended December 31, 2025.

Our Board of Directors declared a fourth quarter dividend of $0.495 per Common Share. This represents a 2% higher dividend, and our 16th consecutive year of fourth quarter dividend increases. The dividend is payable on March 13, 2026 to shareholders of record as of the close of business on February 27, 2026.

MAGNA ANNOUNCES FOURTH QUARTER 2025 RESULTS AND 2026 OUTLOOK

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2026 OUTLOOK

Our full year Outlook for 2026 is provided annually, with quarterly updates. It does not incorporate any potential changes in tariff rates, or any material unannounced acquisitions or divestitures.

2026 Macro Assumptions

		2026
Light Vehicle Production (millions of units)
North America		15.0
Europe		16.8
China		32.0

Average Foreign exchange rates:
1 Canadian dollar equals		U.S. $0.72
1 euro equals		U.S. $1.16

2026 Outlook

		2026
Segment Sales
Body Exteriors & Structures		$16.6 - $17.2 billion
Power & Vision		$15.9 - $16.3 billion
Seating Systems		$5.4 - $5.7 billion
Complete Vehicles		$4.4 - $4.7 billion
Total Sales		$41.9 - $43.5 billion

Adjusted EBIT Margin(3)		6.0% - 6.6%

Adjusted diluted earnings per share (EPS)(4)		$6.25 - $7.25

Free Cash Flow(5)		$1.6 - $1.8 billion

Capital Spending		$1.5 - $1.6 billion

Equity Income (included in EBIT)		$160 - $195 million

Interest Expense, net		Approximately $180 million

Income Tax Rate(6)		Approximately 23%

Weighted average diluted shares outstanding		Approximately 270 million

Notes:

(3)

Adjusted EBIT Margin is the ratio of Adjusted EBIT to Total Sales. Refer to the reconciliation of Non-GAAP financial measures in the back of this press release for further information.

(4)

Adjusted diluted EPS represents Adjusted Net Income attributable to Magna divided by the Diluted weighted average number of Common Shares outstanding during the period.

(5)

Refer to the reconciliation of Non-GAAP financial measures in the back of this press release for further information on Free Cash Flow.

(6)

The Income Tax Rate has been calculated using Adjusted EBIT and is based on current tax legislation.

MAGNA ANNOUNCES FOURTH QUARTER 2025 RESULTS AND 2026 OUTLOOK

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Our Outlook is intended to provide information about management's current expectations and plans and may not be appropriate for other purposes. Although considered reasonable by Magna as of the date of this document, the 2026 Outlook above and the underlying assumptions may prove to be inaccurate. Accordingly, our actual results could differ materially from our expectations as set forth herein. The risks identified in the “Forward-Looking Statements” section below represent the primary factors which we believe could cause actual results to differ materially from our expectations.

KEY DRIVERS OF OUR BUSINESS

Our business and operating results are dependent on light vehicle production by our customers in three key regions – North America, Europe, and China. While we supply systems and components to many OEMs globally, we do not supply systems and components for every vehicle, nor is the value of our content consistent from one vehicle to the next. As a result, customer and program mix relative to market trends, as well as the value of our content on specific vehicle production programs, are also important drivers of our results.

Ordinarily, OEM production volumes are aligned with vehicle sales levels and thus affected by changes in such levels. Aside from vehicle sales levels, production volumes are typically impacted by a range of factors, including: certain geopolitical factors, such as free trade arrangements and tariffs; OEM, supplier or sub-supplier disruptions; relative currency values; commodities prices; supply chains and infrastructure; labour disruptions and the availability and relative cost of skilled labour; regulatory frameworks; and other factors.

Overall vehicle sales levels are significantly affected by changes in consumer confidence levels, which may in turn be impacted by consumer perceptions and general trends related to the job, housing, and stock markets, as well as other macroeconomic and political factors. Other factors which typically impact vehicle sales levels and thus production volumes include: vehicle affordability; interest rates and/or availability of credit; fuel and energy prices; relative currency values; considerations applicable to EVs, including EV range, charging infrastructure, and electricity pricing; and other factors.

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Segment Analysis

[All amounts in U.S. dollars and all tabular amounts in millions unless otherwise noted]

Body Exteriors & Structures

	For the three months
	ended December 31,
	2025			2024			Change
Sales	$	4,252		$	4,067		$	185	+ 5	%
Adjusted EBIT	$	465		$	371		$	94	+ 25	%
Adjusted EBIT as a percentage of sales (i)		10.9	%		9.1	%			+ 1.8	%

(i)

Adjusted EBIT as a percentage of sales is calculated as Adjusted EBIT divided by Sales.

Sales for Body Exteriors & Structures increased 5%, or $185 million, to $4.25 billion for the fourth quarter of 2025, compared to $4.07 billion for the fourth quarter of 2024 primarily due to:

the net strengthening of foreign currencies against the U.S. dollar, which increased reported U.S. dollar sales by $88 million;

higher production on certain ongoing programs, and the launch of new programs, including the Ford Expedition and Lincoln Navigator, Audi Q6, and BMW X3; and

net customer recoveries to largely recoup higher tariff costs incurred during the year.

These factors were partially offset by:

the end of production of certain programs, including the Chevrolet Malibu; and

net customer price concessions subsequent to the fourth quarter of 2024.

Adjusted EBIT increased $94 million to $465 million for the fourth quarter of 2025 compared to $371 million in the fourth quarter of 2024 and Adjusted EBIT as a percentage of sales increased to 10.9% from 9.1%. These increases were primarily due to:

productivity and efficiency improvements, including the benefit of operational excellence initiatives and prior restructuring actions;

earnings on higher sales;

provisions related to the insolvency of two Chinese OEMs during the fourth quarter of 2024;

the net strengthening of foreign currencies against the U.S. dollar, which had a $7 million favourable impact on reported U.S. dollar Adjusted EBIT;

higher tooling contribution;

higher supply chain costs in 2024, due in part to a supplier bankruptcy; and

customer recoveries for tariffs, net of costs incurred.

These were partially offset by:

higher production input costs net of customer recoveries, primarily for certain commodities and labour;

net transactional foreign exchange losses in the fourth quarter of 2025, compared to net transactional foreign exchange gains in the fourth quarter of 2024;

higher pre-operating costs incurred at new facilities; and

unfavourable product mix.

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Power & Vision

	For the three months
	ended December 31,
	2025			2024			Change
Sales	$	3,841		$	3,786		$	55		+ 1	%
Adjusted EBIT	$	166		$	235		$	(69	)	- 29	%
Adjusted EBIT as a percentage of sales		4.3	%		6.2	%				- 1.9	%

Sales for Power & Vision increased 1%, or $55 million, to $3.84 billion for the fourth quarter of 2025, compared to $3.79 billion for the fourth quarter of 2024 primarily due to:

higher production on certain ongoing programs, and the launch of new programs, including the Xiaomi YU7, Jetour Zongheng G700, and Subaru Forester;

the net strengthening of foreign currencies against the U.S. dollar, which increased reported U.S. dollar sales by $139 million; and

net customer recoveries to largely recoup higher tariff costs incurred during the year.

These factors were partially offset by:

net commercial items, which had an unfavourable impact on a year-over-year basis, including a customer resolution for a product-related matter during the fourth quarter of 2025;

the end of production of certain programs, including the Subaru Legacy, and Porsche 718; and

net customer price concessions subsequent to the fourth quarter of 2024.

Adjusted EBIT decreased $69 million to $166 million for the fourth quarter of 2025 compared to $235 million for the fourth quarter of 2024 and Adjusted EBIT as a percentage of sales decreased to 4.3% from 6.2%. These decreases were primarily due to:

net commercial items, which had an unfavourable impact on a year-over-year basis, including a customer resolution for a product-related matter during the fourth quarter of 2025;

higher net warranty costs of $36 million;

higher production input costs net of customer recoveries, primarily for certain commodities; and

unfavourable product mix.

These were partially offset by:

productivity and efficiency improvements, including the benefit of operational excellence initiatives and prior restructuring actions;

customer recoveries for tariffs, net of costs incurred;

earnings on higher sales; and

higher equity income.

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Seating Systems

	For the three months
	ended December 31,
	2025			2024			Change
Sales	$	1,633		$	1,511		$	122	+ 8	%
Adjusted EBIT	$	136		$	67		$	69	+ 103	%
Adjusted EBIT as a percentage of sales		8.3	%		4.4	%			+ 3.9	%

Sales for Seating Systems increased 8%, or $122 million, to $1.63 billion for the fourth quarter of 2025, compared to $1.51 billion for the fourth quarter of 2024 primarily due to:

the launch of programs during or subsequent to the fourth quarter of 2024, including the Ford Expedition and Lincoln Navigator, and Changan Deepal S09;

net customer recoveries to largely recoup higher tariff costs incurred during the year; and

the net strengthening of foreign currencies against the U.S. dollar, which increased reported U.S. dollar sales by $37 million.

These factors were partially offset by lower production and end of production of certain programs.

Adjusted EBIT increased $69 million to $136 million for the fourth quarter of 2025 compared to $67 million for the fourth quarter of 2024 and Adjusted EBIT as a percentage of sales increased to 8.3% from 4.4%. These increases were primarily due to:

productivity and efficiency improvements, including the benefit of operational excellence initiatives and prior restructuring actions;

lower net warranty costs of $27 million;

customer recoveries for tariffs, net of costs incurred;

provisions related to the insolvency of a Chinese OEM during the fourth quarter of 2024; and

earnings on higher sales.

These were partially offset by:

higher restructuring costs;

net commercial items, which had an unfavourable impact on a year-over-year basis;

lower tooling contribution;

higher production input costs net of customer recoveries, primarily relating to labour;

lower equity income; and

higher launch costs.

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Complete Vehicles

	For the three months
	ended December 31,
	2025			2024			Change
Complete Vehicle Assembly Volumes (thousands of units)		22.5			15.6			6.9		+ 44	%
Sales	$	1,261		$	1,402		$	(141	)	- 10	%
Adjusted EBIT	$	50		$	56		$	(6	)	- 11	%
Adjusted EBIT as a percentage of sales		4.0	%		4.0	%				—

Sales decreased 10%, or $141 million, to $1.26 billion for the fourth quarter of 2025, compared to $1.40 billion for the fourth quarter of 2024, while complete vehicle assembly volumes increased 44%. The increase in volume was primarily due to higher volumes with value-added contractual arrangements as opposed to full-costed contractual arrangements. The decrease in sales is primarily a result of:

lower engineering revenue;

the end of production of the Jaguar I-Pace and Jaguar E-Pace; and

net commercial items, which had an unfavourable impact on a year-over-year basis.

These factors were partially offset by:

higher complete vehicle assembly volumes including the launch of the Mercedes-Benz G-Class during fourth quarter of 2024; and

a $100 million increase in reported U.S. dollar sales as a result of the strengthening of the euro against the U.S. dollar.

Adjusted EBIT decreased $6 million to $50 million for the fourth quarter of 2025 compared to $56 million for the fourth quarter of 2024 and Adjusted EBIT as a percentage of sales was 4.0% in both periods. Factors decreasing Adjusted EBIT and Adjusted EBIT as a percentage of sales included:

lower income on lower engineering sales; and

net commercial items, which had an unfavourable impact on a year-over-year basis.

These factors were partially offset by:

earnings on higher complete vehicle assembly volumes;

lower production input costs net of customer recoveries, primarily relating to labour; and

productivity and efficiency improvements, including the benefit of operational excellence and prior restructuring actions.

Corporate and Other

Adjusted EBIT was a loss of $3 million for the fourth quarter of 2025 compared to a loss of $40 million for the fourth quarter of 2024. The $37 million improvement was primarily the result of:

lower investments in research, development and our new mobility business;

an increase in fees received from our divisions;

lower restructuring costs;

lower labour and benefit costs;

higher net transactional foreign exchange gains; and

lower consulting and legal costs.

These factors were partially offset by higher stock-based compensation.

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MAGNA INTERNATIONAL INC.

CONSOLIDATED STATEMENTS OF INCOME

[Unaudited]

[U.S. dollars in millions, except per share figures]

	Three months ended						Year ended
	December 31,						December 31,
	2025			2024			2025			2024
Sales	$	10,848		$	10,628		$	42,010		$	42,836

Costs and expenses
Cost of goods sold		9,094			9,073			36,021			37,037
Selling, general and administrative		586			535			2,221			2,061
Depreciation		401			376			1,547			1,510
Amortization of acquired intangible assets		29			28			111			112
Interest expense, net		42			52			209			211
Equity income		(47	)		(45	)		(143	)		(101	)
Other expense, net [i]		629			228			736			464
Income from operations before income taxes		114			381			1,308			1,542
Income taxes		111			147			425			446
Net income		3			234			883			1,096
Income attributable to non-controlling interests		(4	)		(31	)		(54	)		(87	)
Net (loss) income attributable to Magna International Inc.	$	(1	)	$	203		$	829		$	1,009

Earnings per Common Share:
Basic	$	—		$	0.71		$	2.94		$	3.52
Diluted	$	—		$	0.71		$	2.93		$	3.52

Cash dividends paid per Common Share	$	0.485		$	0.475		$	1.940		$	1.900

Weighted average number of Common Shares outstanding during the period [in millions]:
Basic		281.2			285.9			281.7			286.8
Diluted		281.2			285.9			282.5			286.9

[i] See "Other expense, net" information included in this Press Release.

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MAGNA INTERNATIONAL INC.

CONSOLIDATED BALANCE SHEETS

[Unaudited]

[U.S. dollars in millions]

	As at			As at
	December 31,			December 31,
	2025			2024
ASSETS
Current assets
Cash and cash equivalents	$	1,612		$	1,247
Accounts receivable		7,593			7,376
Inventories		4,126			4,151
Prepaid expenses and other		407			344
		13,738			13,118
Investments		1,103			1,045
Fixed assets, net		9,507			9,584
Operating lease right-of-use assets		1,928			1,941
Intangible assets, net		490			738
Goodwill		2,512			2,674
Other assets		1,275			1,120
Deferred tax assets		864			819
	$	31,417		$	31,039
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities
Short-term borrowings	$	—		$	271
Long-term debt due within one year		27			708
Accounts payable		6,895			7,194
Other accrued liabilities		2,745			2,572
Accrued salaries and wages		888			867
Income taxes payable		106			192
Current portion of operating lease liabilities		328			293
		10,989			12,097
Long-term debt		4,685			4,134
Operating lease liabilities		1,649			1,662
Long-term employee benefit liabilities		554			533
Other long-term liabilities		399			396
Deferred tax liabilities		302			277
		18,578			19,099
Shareholders' equity
Common Shares [issued: 280,242,006; December 31, 2024 – 282,875,928]		3,352			3,359
Contributed surplus		142			149
Retained earnings		9,765			9,598
Accumulated other comprehensive loss		(766	)		(1,584	)
		12,493			11,522
Non-controlling interests		346			418
		12,839			11,940
	$	31,417		$	31,039

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CONSOLIDATED STATEMENTS OF CASH FLOWS

[Unaudited]

[U.S. dollars in millions]

	Three months ended						Year ended
	December 31,						December 31,
	2025			2024			2025			2024
Cash provided from (used for):

OPERATING ACTIVITIES
Net income	$	3		$	234		$	883		$	1,096
Items not involving current cash flows		1,152			662			2,368			1,857
		1,155			896			3,251			2,953
Changes in operating assets and liabilities		827			1,014			347			681
Cash provided from operating activities		1,982			1,910			3,598			3,634

INVESTING ACTIVITIES
Fixed asset additions		(532	)		(709	)		(1,313	)		(2,178	)
Acquisitions		—			—			(1	)		(86	)
Increase in investments, other assets and intangible assets		(157	)		(207	)		(499	)		(617	)
(Increase) decrease in public and private equity investments		(2	)		10			(8	)		(12	)
Proceeds from dispositions		54			37			121			219
Net cash inflow from disposal of facilities		—			—			—			82
Cash used for investing activities		(637	)		(869	)		(1,700	)		(2,592	)

FINANCING ACTIVITIES
Issues of debt		1			11			1,048			778
Decrease in short-term borrowings		(437	)		(506	)		(318	)		(182	)
Repayments of debt		(311	)		(18	)		(1,397	)		(815	)
Issue of Common Shares on exercise of stock options		2			—			2			30
Tax withholdings on vesting of equity awards		(1	)		(3	)		(5	)		(8	)
Repurchase of Common Shares		(86	)		(202	)		(137	)		(207	)
Dividends		(135	)		(133	)		(544	)		(539	)
Dividends paid to non-controlling interests		(19	)		(10	)		(59	)		(46	)
Acquisition of non-controlling interest		(82	)		—			(122	)		—
Cash used for financing activities		(1,068	)		(861	)		(1,532	)		(989	)

Effect of exchange rate changes on cash and cash equivalents		8			6			(1	)		(4	)

Net increase in cash, cash equivalents during the period		285			186			365			49
Cash and cash equivalents, beginning of period		1,327			1,061			1,247			1,198
Cash and cash equivalents, end of period	$	1,612		$	1,247		$	1,612		$	1,247

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SUPPLEMENTAL DATA

[Unaudited]

[All amounts in U.S. dollars and all tabular amounts in millions unless otherwise noted]

OTHER EXPENSE, NET

Other expense, net consists of significant items such as: impairment charges; restructuring costs generally related to significant plant closures or consolidations; net losses (gains) on investments; gains or losses on disposal of facilities or businesses; and other items not reflective of ongoing operating profit or loss. For the years ended December 31, 2025 and 2024, Other expense, net consists of:

		Three months ended					Year ended
		December 31,					December 31,
		2025			2024		2025		2024
Impairment of assets	[a]	$	615		$	79	$	615	$	79
Restructuring activities	[b]		15			94		118		187
Investments	[c]		(1	)		3		3		9
Impacts related to Fisker Inc. [“Fisker”]	[d]		—			52		—		198
Gain on business combination	[e]		—			—		—		(9	)
		$	629		$	228	$	736	$	464

[a]

Impairment of assets

During 2025, the Company concluded that indicators of impairment were present for finite-lived intangible assets and goodwill in the Electronics reporting unit within the Power & Vision segment. The conclusion was based on lower than expected sales and reduced volume projections, reflecting slower growth relative to expectations. Contributing factors include OEM delays in sourcing cycles as they reassess vehicle architectures, as well as a change in market dynamics in China. Accordingly, the Company undertook impairment analyses to determine the fair value of the finite-lived intangible assets and goodwill utilizing estimated discounted cash flows to derive fair values. Based on the analyses, the carrying value of the reporting unit’s finite-lived intangible assets exceeded fair value by $212 million, and the carrying value of net assets exceeded the fair value of the reporting unit by $379 million. As a result, the Company recorded a $591 million [$554 million after tax] non-cash impairment charge. The finite-lived intangible asset impairment charges included $158 million related to patents and technology, and $54 million related to customer relationship intangibles. The inputs utilized in the analyses are classified as Level 3 inputs within the fair value hierarchy as defined in ASC 820, "Fair Value Measurement" and primarily consist of expected revenues and costs, estimated production volumes, future growth rates and the appropriate discount rates (based on weighted average cost of capital).

During 2025, the Company also recorded an impairment charge of $24 million [$24 million after tax] on fixed assets and other assets at a European facility in its Body Exteriors & Structures segment.

During 2024, the Company recorded an impairment charge of $79 million [$79 million after tax] on fixed assets, right of use assets and intangible assets at two European facilities in its Power & Vision segment.

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SUPPLEMENTAL DATA

[Unaudited]

[All amounts in U.S. dollars and all tabular amounts in millions unless otherwise noted]

OTHER EXPENSE, NET (CONTINUED)

[b]

Restructuring activities

The Company recorded restructuring charges related to significant plant closures and consolidations primarily in Europe and to a lesser extent in North America and Asia Pacific.

	Three months ended						Year ended
	December 31,						December 31,
	2025			2024			2025			2024
Complete Vehicles	$	13		$	29		$	58		$	55
Body Exteriors & Structures		9			16			9			28
Power & Vision		(7	)		49			51			104
Other expense, net		15			94			118			187
Tax effect		—			(12	)		(4	)		(28	)
Net loss attributable to Magna	$	15		$	82		$	114		$	159

[c]

Investments

	Three months ended						Year ended
	December 31,						December 31,
	2025			2024			2025			2024
Net revaluation of public and private equity investments	$	(1	)	$	1		$	(4	)	$	13
Non-cash impairment charge [i]		—			13			2			13
Revaluation (gain) loss on public company warrants		—			(11	)		8			(17	)
Sale of public equity investments		—			—			(3	)		—
Other (income) expense, net		(1	)		3			3			9
Tax effect		—			3			1			3
Net (gain) loss attributable to Magna	$	(1	)	$	6		$	4		$	12

[i]

The non-cash impairment charge relates to the impairment of a private equity investment.

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SUPPLEMENTAL DATA

[Unaudited]

[All amounts in U.S. dollars and all tabular amounts in millions unless otherwise noted]

OTHER EXPENSE, NET (CONTINUED)

[d]

Impacts related to Fisker

During 2024, Fisker filed for Chapter 11 bankruptcy protection in the United States and for similar protection in Austria. As a result, the Company recorded impairment charges on its Fisker related net assets and supplier related settlements, including its Fisker warrants, which were received in connection with the agreements with Fisker for platform sharing, engineering and manufacturing of the Fisker Ocean SUV. The Company also recorded additional restructuring charges during 2024 related to its Fisker related assembly operations. In the course of such bankruptcy proceedings, the Company terminated its manufacturing agreement for the Fisker Ocean SUV and recognized the remaining $196 million of deferred revenue into income.

	Three months ended					Year ended
	December 31,					December 31,
	2025		2024			2025		2024
Impairment and supplier related settlements	$	—	$	43		$	—	$	330
Impairment of Fisker Warrants		—		—			—		33
Additional restructuring related to Complete Vehicles		—		9			—		31
Recognition of deferred revenue		—		—			—		(196	)
Other expense, net		—		52			—		198
Tax effect		—		(13	)		—		(37	)
Net loss attributable to Magna	$	—	$	39		$	—	$	161

[e]

Gain on business combination

During 2024, the Company acquired a business in the Body Exteriors & Structures segment for $5 million, which resulted in a bargain purchase gain of $9 million [$9 million after tax].

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SUPPLEMENTAL DATA

[Unaudited]

[All amounts in U.S. dollars and all tabular amounts in millions unless otherwise noted]

CONTINGENCIES

From time to time, the Company may become involved in regulatory proceedings, or become liable for legal, contractual and other claims by various parties, including customers, suppliers, former employees, class action plaintiffs and others. On an ongoing basis, the Company attempts to assess the likelihood of any adverse judgments or outcomes to these proceedings or claims, together with potential ranges of probable costs and losses. A determination of the provision required, if any, for these contingencies is made after analysis of each individual issue. The required provision may change in the future due to new developments in each matter or changes in approach such as a change in settlement strategy in dealing with these matters.

In the first quarter of 2025, management identified a potential exposure related to the reassessment of certain prior tax periods. This was a result of the proposed retroactive application of a 2023 judicial decision to tax periods prior to the date of the ruling within a jurisdiction in which the Company operates. This exposure pertained to previously claimed refundable value added tax amounts, as well as associated interest, penalties, and other charges. During the third quarter, the Company negotiated a resolution to this matter and paid an amount during the fourth quarter, which is not considered material.

In December 2023, the Company received a notification [the “Notification Letter”] from Ford Motor Company [“Ford”] informing the Company as to its initial determination that one of the Company’s operating groups bore responsibility for costs totaling $352 million related to two product recalls. The Notification Letter triggered negotiations regarding financial allocation of the total costs for the two recalls. During the fourth quarter, the Company reached a commercial resolution with respect to this matter, which resulted in a payment to the customer of $132 million.

In the third quarter of 2025, Ford initiated recalls covering approximately 3.8 million vehicles equipped with rearview cameras or image processing modules supplied by the Company. Ford also announced a new 15-year extended warranty program for up to approximately 14.9 million vehicles also equipped with rearview cameras supplied by us. Ford is claiming approximately $288 million in costs related to these recalls and warranty claims. Additional recalls and/or extended warranty programs remain possible. The Company is in technical and commercial discussions with Ford, however, at this time, root cause determinations have not been made and/or confirmed for the vehicles covered by Ford’s recalls and warranty extension program. Even after root cause(s) have been determined, other challenges make it difficult to fully quantify the Company’s potential financial exposure, if any. These challenges include: integration with other vehicle systems and non-camera components; the age of affected vehicles; duration of the original warranty; number of affected vehicles brought to Ford dealers for inspection; and dealer discretion to determine the nature of the remedy to be applied, which may range from software upgrades, inspection of the rearview camera and other components, repairs, or replacement of the rearview camera. In the absence of certainty as to the scope of potentially affected vehicles, the root cause(s) of the alleged product failures, and/or the related costs of service actions, the Company is unable to fully estimate its potential exposure, if any, for recall-related costs and the extension of product warranties by Ford to affected vehicle owners. If the Company is determined to be fully or partially responsible for defective rearview cameras, the related recall and extended warranty costs could be material to the Company’s profitability in the period(s) in which such costs are recognized or provided for.

As a result of the bankruptcy of Fisker, Inc., owners of Fisker Ocean SUVs have asserted claims for alleged vehicle defects and breaches of state “lemon laws” against J.P. Morgan Chase, N.A. [“Chase”], the direct financer of approximately 2,000 such vehicles in the United States. Chase has indicated that it will seek indemnification from the Company, as contract manufacturer, for damages and legal costs incurred with the resolution of these claims. As the number, details and amount of these claims are all currently unknown, it is too early to determine the Company’s potential liability, if any, at this time.

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SUPPLEMENTAL DATA

[Unaudited]

[All amounts in U.S. dollars and all tabular amounts in millions unless otherwise noted]

SEGMENTED INFORMATION

Magna is a global automotive supplier which has complete vehicle engineering and contract manufacturing expertise, as well as product capabilities which include body, chassis, exterior, seating, powertrain, active driver assistance, electronics, mirrors & lighting, mechatronics, and roof systems.

The Company is organized under four operating segments: Body Exteriors & Structures, Power & Vision, Seating Systems, and Complete Vehicles. These segments have been determined on the basis of technological opportunities, product similarities, market and operating factors, and are also the Company's reportable segments.

The Company's chief operating decision maker is the Chief Executive Officer. The chief operating decision maker uses Adjusted Earnings before Interest and Income Taxes ["Adjusted EBIT"] as the measure of segment profit or loss, since management believes Adjusted EBIT is the most appropriate measure of operational profitability or loss for its reporting segments. The chief operating decision maker uses Adjusted EBIT to assess operating performance, allocate resources, and to help plan the Company's long-term strategic direction and future global growth. Adjusted EBIT is calculated by taking Net income and adding back Amortization of acquired intangible assets, Income taxes, Interest expense, net and Other expense, net.

The following tables show segment information for the Company's reporting segments: See Non-GAAP Financial Measures section for a reconciliation of Adjusted EBIT to the Company’s consolidated net income.

	Three months ended December 31, 2025
														Fixed
	Total			External		Adjusted					Equity			asset
	sales			sales		EBIT [ii]			Depreciation		income			additions
Body Exteriors & Structures	$	4,252		$	4,188	$	465		$	193	$	—		$	262
Power & Vision		3,841			3,772		166			154		(39	)		199
Seating Systems		1,633			1,623		136			25		(5	)		34
Complete Vehicles		1,261			1,255		50			21		(3	)		25
Corporate & Other [i]		(139	)		10		(3	)		8		—			12
Total Reportable Segments	$	10,848		$	10,848	$	814		$	401	$	(47	)	$	532

	Three months ended December 31, 2024
											Equity			Fixed
	Total			External		Adjusted					(income)			asset
	sales			sales		EBIT [ii]			Depreciation		loss			additions
Body Exteriors & Structures	$	4,067		$	3,999	$	371		$	183	$	(2	)	$	435
Power & Vision		3,786			3,716		235			141		(33	)		201
Seating Systems		1,511			1,509		67			25		(9	)		46
Complete Vehicles		1,402			1,395		56			20		(2	)		22
Corporate & Other [i]		(138	)		9		(40	)		7		1			5
Total Reportable Segments	$	10,628		$	10,628	$	689		$	376	$	(45	)	$	709

	Year ended December 31, 2025
														Fixed
	Total			External		Adjusted					Equity			asset
	sales			sales		EBIT [ii]			Depreciation		income			additions
Body Exteriors & Structures	$	16,618		$	16,373	$	1,347		$	759	$	(4	)	$	615
Power & Vision		15,198			14,901		688			581		(96	)		522
Seating Systems		5,898			5,882		210			103		(35	)		90
Complete Vehicles		4,848			4,817		151			73		(6	)		61
Corporate & Other [i]		(552	)		37		(32	)		31		(2	)		25
Total Reportable Segments	$	42,010		$	42,010	$	2,364		$	1,547	$	(143	)	$	1,313

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SUPPLEMENTAL DATA

[Unaudited]

[All amounts in U.S. dollars and all tabular amounts in millions unless otherwise noted]

SEGMENTED INFORMATION (CONTINUED)

	Year ended December 31, 2024
											Equity			Fixed
	Total			External		Adjusted					(income)			asset
	sales			sales		EBIT [ii]			Depreciation		loss			additions
Body Exteriors & Structures	$	16,999		$	16,745	$	1,283		$	731	$	(4	)	$	1,338
Power & Vision		15,391			15,132		810			572		(70	)		644
Seating Systems		5,800			5,787		223			98		(24	)		112
Complete Vehicles		5,186			5,155		130			83		(7	)		59
Corporate & Other [i]		(540	)		17		(117	)		26		4			25
Total Reportable Segments	$	42,836		$	42,836	$	2,329		$	1,510	$	(101	)	$	2,178

[i]

Included in Corporate and Other Adjusted EBIT are intercompany fees charged to the automotive segments.

[ii]

Other segment items constitute the difference between External sales by segment and Adjusted EBIT by segment, and are comprised of cost of goods sold, selling, general, and administrative expenses, depreciation, and equity income. The chief operating decision maker uses consolidated expense information as included within Adjusted EBIT to manage segment operations.

NON-GAAP FINANCIAL MEASURES

In addition to the financial results reported in accordance with U.S. GAAP, this press release contains references to the Non-GAAP financial measures reconciled below. We believe the Non-GAAP financial measures used in this press release are useful to both management and investors in their analysis of the Company’s financial position and results of operations, and to improve comparability between fiscal periods. In particular, management believes that Adjusted EBIT and Adjusted diluted earnings per share are useful measures in assessing the Company’s financial performance by excluding certain items that are not indicative of the Company's core operating performance. Management also believes that Free Cash Flow is a useful measure in assessing the Company’s ability to generate cash to maintain operations and repay its debt. The presentation of Non-GAAP financial measures should not be considered in isolation, or as a substitute for the Company’s related financial results prepared in accordance with U.S. GAAP.

The following table reconciles Net income to Adjusted EBIT:

	Three months ended				Year ended
	December 31,				December 31,
	2025		2024		2025		2024
Net income	$	3	$	234	$	883	$	1,096
Add:
Amortization of acquired intangible assets		29		28		111		112
Interest expense, net		42		52		209		211
Other expense, net		629		228		736		464
Income taxes		111		147		425		446
Adjusted EBIT	$	814	$	689	$	2,364	$	2,329

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SUPPLEMENTAL DATA

[Unaudited]

[All amounts in U.S. dollars and all tabular amounts in millions unless otherwise noted]

NON-GAAP FINANCIAL MEASURES (CONTINUED)

The following table reconciles Net (loss) income attributable to Magna International Inc. to Adjusted diluted earnings per share:

	Three months ended						Year ended
	December 31,						December 31,
	2025			2024			2025			2024
Net (loss) income attributable to Magna International Inc.	$	(1	)	$	203		$	829		$	1,009
Add (deduct):
Amortization of acquired intangible assets		29			28			111			112
Tax effect on Amortization of acquired intangible assets		(3	)		(6	)		(18	)		(23	)
Other expense, net		629			228			736			464
Tax effect on Other expense, net		(37	)		(22	)		(40	)		(62	)
Adjustments to Deferred Tax Valuation Allowances [i]		—			51			—			51
Adjusted net income attributable to Magna International Inc.	$	617		$	482		$	1,618		$	1,551

Diluted weighted average number of Common Shares outstanding during the period (millions):		281.2			285.9			282.5			286.9
Adjusted Dilutive impact of stock option and share awards [ii]		1.5			—			—			—
Adjusted diluted weighted average number of Common Shares outstanding during the period (millions):		282.7			—			282.5			—

Adjusted diluted earnings per share	$	2.18		$	1.69		$	5.73		$	5.41

[i]

The Company records quarterly adjustments to the valuation allowance against its deferred tax assets in continents like North America, Europe, Asia, and South America. The net effect of these adjustments is a reduction to income tax expense. [“Adjustments to Deferred Tax Valuation Allowance”].

[ii]

During the fourth quarter of 2025, the Company generated Adjusted net Income attributable to Magna International Inc. while reporting a net loss attributable to Magna International Inc. As a result, certain stock-based compensation awards are dilutive for adjusted diluted earnings per share and are included in the adjusted diluted weighted average number of Common Shares outstanding. The dilutive impact was determined using the treasury stock method.

The following table reconciles Cash provided from operating activities to Free Cash Flow:

	Three months ended						Year ended
	December 31,						December 31,
	2025			2024			2025			2024
Cash provided from operating activities	$	1,982		$	1,910		$	3,598		$	3,634
Add (deduct):
Fixed asset additions		(532	)		(709	)		(1,313	)		(2,178	)
Increase in investment, other assets, and intangible assets		(157	)		(207	)		(499	)		(617	)
Proceeds from dispositions		54			37			121			219
Free Cash Flow	$	1,347		$	1,031		$	1,907		$	1,058

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Certain of the forward-looking financial measures above are provided on a Non-GAAP basis. We do not provide a reconciliation of such forward-looking measures to the most directly comparable financial measures calculated and presented in accordance with U.S. GAAP. To do so would be potentially misleading and not practical given the difficulty of projecting items that are not reflective of ongoing operations in any future period. The magnitude of these items, however, may be significant.

This press release, together with our Management’s Discussion and Analysis of Results of Operations and Financial Position and our Interim Financial Statements, are available in the Investor Relations section of our website at www.magna.com/company/investors and filed electronically through the System for Electronic Document Analysis and Retrieval + (SEDAR+) which can be accessed at www.sedarplus.ca as well as on the United States Securities and Exchange Commission’s Electronic Data Gathering, Analysis and Retrieval System (EDGAR), which can be accessed at www.sec.gov.

We will hold a conference call for interested analysts and shareholders to discuss our year ended December 31, 2025 results and 2026 Outlook on Friday, February 13, 2026 at 8:00 a.m. ET. The conference call will be chaired by Swamy Kotagiri, Chief Executive Officer. The number to use for this call from North America is 1-800-715-9871. International callers should use 1-646-307-1963. Please call in at least 10 minutes prior to the call start time. We will also webcast the conference call at www.magna.com. The slide presentation accompanying the conference call as well as our financial review summary will be available on our website Friday prior to the call.

TAGS

Quarterly earnings, full year results, outlook, financial results, vehicle production

INVESTOR CONTACT

Louis Tonelli, Vice-President, Investor Relations

louis.tonelli@magna.com │ 905.726.7035

MEDIA CONTACT

Tracy Fuerst, Vice-President, Corporate Communications & PR

tracy.fuerst@magna.com │ 248.761.7004

TELECONFERENCE CONTACT

Nancy Hansford, Executive Assistant, Investor Relations

nancy.hansford@magna.com │ 905.726.7108

ABOUT MAGNA

Magna is one of the world’s largest automotive suppliers and a trusted partner to automakers in the industry’s most critical markets—North America, Europe, and China. With a global team and footprint spanning 28 countries, we bring unmatched scale, trusted reliability, and proven execution. Backed by nearly seven decades of experience, we combine deep manufacturing expertise with innovative vehicle systems to deliver performance, safety, and quality.

For further information about Magna (NYSE:MGA; TSX:MG), please visit www.magna.com or follow us on social.

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FORWARD-LOOKING STATEMENTS

Certain statements in this press release constitute "forward-looking information" or "forward-looking statements" (collectively, "forward-looking statements"). Any such forward-looking statements are intended to provide information about management's current expectations and plans and may not be appropriate for other purposes. Forward-looking statements may include financial and other projections, as well as statements regarding our future plans, strategic objectives or economic performance, or the assumptions underlying any of the foregoing, and other statements that are not recitations of historical fact. We use words such as "may", "would", "could", "should", "will", "likely", "expect", "anticipate", "assume", "believe", "intend", "plan", "aim", "forecast", "outlook", "project", "potential", "estimate", "target" and similar expressions suggesting future outcomes or events to identify forward-looking statements. The following table identifies the material forward-looking statements contained in this document, together with the material potential risks that we currently believe could cause actual results to differ materially from such forward-looking statements. Readers should also consider all of the risk factors which follow below the table:

Material Forward-Looking Statement	Material Potential Risks Related to Applicable Forward-Looking Statement
Light Vehicle Production	·  Light vehicle sales levels, including due to: - A decline in consumer confidence - Economic uncertainty - Elevated interest rates and availability of consumer credit - Deteriorating vehicle affordability ·  Tariffs and/or other actions that erode free trade agreements ·  Production deferrals, cancellations and volume reductions ·  Production and supply disruptions ·  Commodities prices ·  Availability and relative cost of skilled labour
Total Sales Segment Sales	·  Same risks as for Light Vehicle Production above ·  Alignment of our product mix with production demand ·  Customer concentration ·  Pace of EV adoption, including North American electric vehicle program deferrals, cancellations and volume reductions and growth of Chinese OEMs ·  Shifts in market shares among vehicles or vehicle segments ·  Shifts in consumer "take rates" for products we sell ·  Relative currency values
Adjusted EBIT Margin Adjusted Diluted EPS Free Cash Flow	·  Same risks as for Total Sales and Segment Sales above ·  Execution of critical program launches ·  Operational underperformance ·  Product warranty/recall risks ·  Production inefficiencies ·  Unmitigated incremental tariff costs ·  Restructuring costs and/or impairment charges ·  Inflation ·  Ability to secure planned cost recoveries from our customers and/or otherwise offset higher input costs ·  Price concessions ·  Commodity cost volatility ·  Scrap steel price volatility
Equity Income	·  Same risks as Adjusted EBIT Margin above ·  Risks related to conducting business through joint ventures ·  Risks of doing business in foreign markets ·  Legal and regulatory proceedings ·  Changes in law
Share Repurchases Weighted Average Diluted Shares Outstanding	·  Same risks impacting Free Cash Flow above ·  Ability to repurchase shares for cancellation, including due to normal course issuer bid rules, trading blackouts, and other factors

Forward-looking statements are based on information currently available to us and are based on assumptions and analyses made by us in light of our experience and our perception of historical trends, current conditions and expected future developments, as well as other factors we believe are appropriate in the circumstances. While we believe we have a reasonable basis for making any such forward-looking statements, they are not a guarantee of future performance or outcomes. In addition to the factors in the table above, whether actual results and developments conform to our expectations and predictions is subject to a number of risks, assumptions, and uncertainties, many of which are beyond our control, and the effects of which can be difficult to predict, including, without limitation:

Macroeconomic, Geopolitical and Other Risks

·  consumer confidence levels;

·  geopolitical risks;

·  threats to free trade agreements;

·  international trade disputes;

·  planning and forecasting challenges;

·  interest rates and availability of consumer credit;

Risks Related to the Automotive Industry

·  pace of EV adoption;

·  North American EV program deferrals, cancellations and volume reductions;

·  economic cyclicality;

·  regional production volumes;

·  deteriorating vehicle affordability;

·  intense competition;

Strategic Risks

·  evolution of the vehicle;

·  evolving business risk profile;

·  technology and innovation;

·  investments in mobility and technology companies;

Pricing Risks

·  quote/pricing assumptions;

·  customer pricing pressure/contractual arrangements;

·  commodity price volatility;

·  scrap steel/aluminum price volatility;

Warranty/Recall Risks

·  repair/replacement costs;

·  warranty provisions;

·  product liability;

IT Security/Cybersecurity Risks

·  IT/cybersecurity breach;

·  product cybersecurity;

Other Business Risks

·  joint ventures;

·  intellectual property;

·  risks of doing business in foreign markets;

·  tax risks;

·  relative foreign exchange rates;

·  returns on capital investments;

·  financial flexibility;

·  credit ratings changes;

·  stock price fluctuation;

MAGNA ANNOUNCES FOURTH QUARTER 2025 RESULTS AND 2026 OUTLOOK

CONNECT WITH MAGNA

Customer-Related Risks

·  customer concentration;

·  market shifts;

·  growth of Chinese OEMs;

·  dependence on outsourcing;

·  consumer take rate shifts;

·  customer purchase orders;

·  potential OEM production-related disruptions;

Supply Chain Risks

·  semiconductor chip supply disruptions and price increases;

·  supply base;

·  supplier claims;

·  supply chain disruptions;

·  regional energy supply and pricing;

Manufacturing/Operational Risks

·  product launch;

·  operational underperformance;

·  restructuring costs and impairment charges;

·  skilled labour attraction/retention;

Legal, Regulatory and Other Risks

·  legal and regulatory proceedings, and;

·  changes in laws.

In evaluating forward-looking statements or forward-looking information, we caution readers not to place undue reliance on any forward-looking statement. Additionally, readers should specifically consider the various factors which could cause actual events or results to differ materially from those indicated by such forward-looking statements, including the risks, assumptions and uncertainties above which are:

discussed under the “Industry Trends and Risks” heading of our Management’s Discussion and Analysis; and

set out in our Annual Information Form filed with securities commissions in Canada, our annual report on Form 40-F filed with the United States Securities and Exchange Commission, and subsequent filings.

Readers should also consider discussion of our risk mitigation activities with respect to certain risk factors, which can be also found in our Annual Information Form. Additional information about Magna, including our Annual Information Form, is available through the System for Electronic Data Analysis and Retrieval + (SEDAR+) at www.sedarplus.ca, as well as on the United States Securities and Exchange Commission’s Electronic Data Gathering, Analysis and Retrieval System (EDGAR), which can be accessed at www.sec.gov.

MAGNA ANNOUNCES FOURTH QUARTER 2025 RESULTS AND 2026 OUTLOOK

CONNECT WITH MAGNA

EX-99.2 3 tm2530886d15_ex99-2.htm EXHIBIT 99.2

Exhibit 99.2

FINANCIAL REVIEW OF MAGNA INTERNATIONAL INC.

(United States dollars in millions, except per share figures) (Unaudited)

Prepared in accordance with U.S. GAAP

		2023															2024															2025
	Note	1st Q			2nd Q			3rd Q			4th Q			TOTAL			1st Q			2nd Q			3rd Q			4th Q			TOTAL			1st Q			2nd Q			3rd Q			4th Q			TOTAL
VEHICLE VOLUME STATISTICS (in millions)
North America			3.891			4.084			3.935			3.724			15.634			3.979			4.105			3.716			3.723			15.523			3.700			3.980			3.941			3.621			15.242
Europe			4.640			4.659			3.867			4.447			17.613			4.556			4.450			3.705			4.134			16.845			4.225			4.382			3.793			4.266			16.666
China			5.930			6.787			7.565			8.779			29.061			6.382			7.089			7.286			9.726			30.483			7.111			7.833			8.252			9.493			32.689
Rest of World			6.885			6.648			6.862			6.988			27.383			6.617			6.590			6.667			6.941			26.815			6.881			6.882			6.883			6.993			27.639
Global			21.346			22.178			22.229			23.938			89.691			21.534			22.234			21.374			24.524			89.666			21.917			23.077			22.869			24.373			92.236
Magna Steyr vehicle assembly volumes			0.034			0.027			0.023			0.021			0.105			0.022			0.019			0.015			0.016			0.072			0.017			0.016			0.015			0.023			0.071

AVERAGE FOREIGN EXCHANGE RATES
1 Canadian dollar equals U.S. dollars			0.740			0.745			0.746			0.735			0.742			0.741			0.731			0.733			0.715			0.730			0.697			0.723			0.726			0.717			0.716
1 euro equals U.S. dollars			1.073			1.089			1.088			1.076			1.082			1.085			1.076			1.099			1.066			1.082			1.053			1.134			1.169			1.164			1.130
1 Chinese renminbi equals U.S. dollars			0.146			0.143			0.138			0.138			0.141			0.139			0.138			0.140			0.139			0.139			0.138			0.138			0.140			0.141			0.139

CONSOLIDATED STATEMENTS OF INCOME (LOSS)
Sales
Body Exteriors & Structures			4,439			4,540			4,354			4,178			17,511			4,429			4,465			4,038			4,067			16,999			3,966			4,253			4,147			4,252			16,618
Power & Vision			3,323			3,462			3,745			3,775			14,305			3,842			3,926			3,837			3,786			15,391			3,646			3,857			3,854			3,841			15,198
Seating Systems			1,486			1,603			1,529			1,429			6,047			1,455			1,455			1,379			1,511			5,800			1,312			1,433			1,520			1,633			5,898
Complete Vehicles			1,626			1,526			1,185			1,201			5,538			1,383			1,242			1,159			1,402			5,186			1,276			1,226			1,085			1,261			4,848
Corporate & Other			(201	)		(149	)		(125	)		(129	)		(604	)		(139	)		(130	)		(133	)		(138	)		(540	)		(131	)		(138	)		(144	)		(139	)		(552	)
			10,673			10,982			10,688			10,454			42,797			10,970			10,958			10,280			10,628			42,836			10,069			10,631			10,462			10,848			42,010

Costs and expenses
Cost of goods sold			9,416			9,544			9,264			8,961			37,185			9,642			9,494			8,828			9,073			37,037			8,827			9,127			8,973			9,094			36,021
Selling, general and administrative			488			505			491			566			2,050			516			523			487			535			2,061			539			565			531			586			2,221
Equity income			(33	)		(36	)		(40	)		(3	)		(112	)		(34	)		(9	)		(13	)		(45	)		(101	)		(20	)		(32	)		(44	)		(47	)		(143	)
Adjusted EBITDA			802			969			973			930			3,674			846			950			978			1,065			3,839			723			971			1,002			1,215			3,911
Depreciation			353			353			358			372			1,436			377			373			384			376			1,510			369			388			389			401			1,547
Adjusted EBIT			449			616			615			558			2,238			469			577			594			689			2,329			354			583			613			814			2,364
Amortization of acquired intangible assets			12			13			32			31			88			28			28			28			28			112			26			29			27			29			111
Other expense (income), net	1		142			86			(4	)		164			388			356			68			(188	)		228			464			53			6			48			629			736
Interest expense, net			20			34			49			53			156			51			54			54			52			211			50			52			65			42			209
Income from operations before income taxes			275			483			538			310			1,606			34			427			700			381			1,542			225			496			473			114			1,308
Income tax expense			58			129			121			12			320			8			99			192			147			446			72			102			140			111			425
Net income			217			354			417			298			1,286			26			328			508			234			1,096			153			394			333			3			883
Income attributable to non-controlling interests			(8	)		(15	)		(23	)		(27	)		(73	)		(17	)		(15	)		(24	)		(31	)		(87	)		(7	)		(15	)		(28	)		(4	)		(54	)
Net income (loss) attributable to Magna International Inc.			209			339			394			271			1,213			9			313			484			203			1,009			146			379			305			(1	)		829

Diluted earnings per common share		$	0.73		$	1.18		$	1.37		$	0.94		$	4.23		$	0.03		$	1.09		$	1.68		$	0.71		$	3.52		$	0.52		$	1.35		$	1.08		$	-		$	2.93

Weighted average number of Common Shares outstanding during the period (in millions):			286.6			286.3			286.8			286.6			286.6			287.1			287.3			287.3			285.9			286.9			282.0			281.7			281.8			282.7			282.5

NON-GAAP MEASURES
Adjusted EBITDA			802			969			973			930			3,674			846			950			978			1,065			3,839			723			971			1,002			1,215			3,911
Adjusted EBIT	2		449			616			615			558			2,238			469			577			594			689			2,329			354			583			613			814			2,364
Adjusted Return on Invested Capital	2		8.7	%		11.0	%		10.3	%		9.6	%		9.9	%		7.8	%		9.4	%		9.0	%		11.8	%		9.5	%		5.7	%		9.6	%		9.2	%		13.9	%		9.7	%
Adjusted net income attributable to Magna International Inc.	2		329			441			419			383			1,572			311			389			369			482			1,551			219			407			375			617			1,618
Adjusted Diluted earnings per common share	2	$	1.15		$	1.54		$	1.46		$	1.33		$	5.49		$	1.08		$	1.35		$	1.28		$	1.69		$	5.41		$	0.78		$	1.44		$	1.33		$	2.18		$	5.73

PROFITABILITY RATIOS
Selling, general and administrative /Sales			4.6	%		4.6	%		4.6	%		5.4	%		4.8	%		4.7	%		4.8	%		4.7	%		5.0	%		4.8	%		5.4	%		5.3	%		5.1	%		5.4	%		5.3	%
Adjusted EBIT /Sales			4.2	%		5.6	%		5.8	%		5.3	%		5.2	%		4.3	%		5.3	%		5.8	%		6.5	%		5.4	%		3.5	%		5.5	%		5.9	%		7.5	%		5.6	%
Income (loss) from operations before income taxes /Sales			2.6	%		4.4	%		5.0	%		3.0	%		3.8	%		0.3	%		3.9	%		6.8	%		3.6	%		3.6	%		2.2	%		4.7	%		4.5	%		1.1	%		3.1	%
Effective tax rate Reported			21.1	%		26.7	%		22.5	%		3.9	%		19.9	%		23.5	%		23.2	%		27.4	%		38.6	%		28.9	%		32.0	%		20.6	%		29.6	%		97.4	%		32.5	%
Excluding Other expense (income) and amortization, net of taxes and valuation allowance adjustments			21.4	%		21.6	%		21.9	%		18.8	%		21.0	%		21.5	%		22.8	%		27.2	%		19.5	%		22.7	%		25.7	%		20.5	%		26.5	%		19.6	%		22.4	%

Q4 2025 Financial Review of Magna International Inc.

Page 1 of 7

Prepared as at 2/9/2026

FINANCIAL REVIEW OF MAGNA INTERNATIONAL INC.

(United States dollars in millions) (Unaudited)

Prepared in accordance with U.S. GAAP

		2023								2024								2025
		1st Q		2nd Q		3rd Q		4th Q		1st Q		2nd Q		3rd Q		4th Q		1st Q		2nd Q		3rd Q		4th Q
CONSOLIDATED BALANCE SHEETS

FUNDS EMPLOYED
Current assets:
Accounts receivable		7,959		8,556		8,477		7,881		8,379		8,219		8,377		7,376		8,198		8,258		8,406		7,593
Inventories		4,421		4,664		4,751		4,606		4,511		4,466		4,592		4,151		4,184		4,207		4,233		4,126
Prepaid expenses and other		367		455		387		352		399		314		303		344		358		333		316		407
		12,747		13,675		13,615		12,839		13,289		12,999		13,272		11,871		12,740		12,798		12,955		12,126
Current liabilities:
Accounts payable		7,731		7,984		7,911		7,842		7,855		7,639		7,608		7,194		7,376		7,127		7,261		6,895
Accrued salaries and wages		822		858		900		912		883		862		962		867		893		917		994		888
Other accrued liabilities		2,526		2,637		2,537		2,626		2,728		2,650		2,642		2,572		2,723		2,845		2,906		2,745
Income taxes payable (receivable)		9		(14	)	33		125		132		79		176		192		152		88		109		106
		11,088		11,465		11,381		11,505		11,598		11,230		11,388		10,825		11,144		10,977		11,270		10,634

Working capital		1,659		2,210		2,234		1,334		1,691		1,769		1,884		1,046		1,596		1,821		1,685		1,492

Investments		1,390		1,287		1,311		1,273		1,195		1,161		1,165		1,045		1,062		1,129		1,098		1,103
Fixed assets, net		8,304		8,646		8,778		9,618		9,545		9,623		9,836		9,584		9,650		9,853		9,707		9,507
Goodwill, other assets and intangible assets		3,640		4,733		4,726		4,962		4,646		4,709		4,865		4,532		4,669		4,896		4,876		4,277
Operating lease right-of-use assets		1,638		1,667		1,696		1,744		1,733		1,688		1,780		1,941		2,032		2,061		2,024		1,928
Funds employed		16,631		18,543		18,745		18,931		18,810		18,950		19,530		18,148		19,009		19,760		19,390		18,307
FINANCING
Net debt and leases:
Cash and cash equivalents		(2,429	)	(1,281	)	(1,022	)	(1,198	)	(1,517	)	(999	)	(1,061	)	(1,247	)	(1,059	)	(1,536	)	(1,327	)	(1,612	)
Short-term borrowings		4		150		2		511		838		848		828		271		614		349		433		-
Long-term debt due within one year		668		1,426		1,398		819		824		65		65		708		1,005		706		33		27
Long-term debt		4,500		4,159		4,135		4,175		4,549		4,863		4,916		4,134		3,892		4,984		4,967		4,685
Current portion of operating lease liabilities		285		303		384		399		306		306		319		293		305		318		323		328
Operating lease liabilities		1,318		1,345		1,289		1,319		1,407		1,378		1,458		1,662		1,742		1,759		1,722		1,649
		4,346		6,102		6,186		6,025		6,407		6,461		6,525		5,821		6,499		6,580		6,151		5,077
Long-term employee benefit liabilities		563		579		564		591		584		564		571		533		552		574		573		554
Other long-term liabilities		451		448		453		475		471		507		339		396		349		267		298		399
Deferred tax assets, net		(218	)	(242	)	(210	)	(437	)	(576	)	(592	)	(592	)	(542	)	(557	)	(564	)	(567	)	(562	)
		796		785		807		629		479		479		318		387		344		277		304		391
Shareholders' equity		11,489		11,656		11,752		12,277		11,924		12,010		12,687		11,940		12,166		12,903		12,935		12,839
		16,631		18,543		18,745		18,931		18,810		18,950		19,530		18,148		19,009		19,760		19,390		18,307

ASSET UTILIZATION RATIOS
Days in accounts receivable		67.1		70.1		71.4		67.8		68.7		67.5		73.3		62.5		73.3		69.9		72.3		63.0
Days in accounts payable		73.9		75.3		76.9		78.8		73.3		72.4		77.6		71.4		75.2		70.3		72.8		68.2
Inventory turnover - cost of goods sold		8.5		8.2		7.8		7.8		8.5		8.5		7.7		8.7		8.4		8.7		8.5		8.8
Working capital turnover		25.7		19.9		19.1		31.3		25.9		24.8		21.8		40.6		25.2		23.4		24.8		29.1
Total asset turnover		2.6		2.4		2.3		2.2		2.3		2.3		2.1		2.3		2.1		2.2		2.2		2.4

CAPITAL STRUCTURE
Net debt and leases		26.1	%	32.9	%	33.0	%	31.8	%	34.1	%	34.1	%	33.4	%	32.1	%	34.2	%	33.3	%	31.7	%	27.7	%
Long-term employee benefit liabilities, other long-term liabilities & deferred tax liabilities, net		4.8	%	4.2	%	4.3	%	3.3	%	2.5	%	2.5	%	1.6	%	2.1	%	1.8	%	1.4	%	1.6	%	2.1	%
Shareholders' equity		69.1	%	62.9	%	62.7	%	64.9	%	63.4	%	63.4	%	65.0	%	65.8	%	64.0	%	65.3	%	66.7	%	70.1	%
		100.0	%	100.0	%	100.0	%	100.0	%	100.0	%	100.0	%	100.0	%	100.0	%	100.0	%	100.0	%	100.0	%	100.0	%

Adjusted Debt to Adjusted EBITDA	2	2.19	x	2.19	x	2.02	x	1.85	x	1.98	x	1.91	x	1.93	x	1.75	x	1.92	x	2.03	x	1.88	x	1.58	x

Debt to total capitalization		37.1	%	38.8	%	38.0	%	37.0	%	39.9	%	38.3	%	37.4	%	37.2	%	38.3	%	38.6	%	36.6	%	34.3	%

Q4 2025 Financial Review of Magna International Inc.

Page 2 of 7

Prepared as at 2/9/2026

FINANCIAL REVIEW OF MAGNA INTERNATIONAL INC.

(United States dollars in millions) (Unaudited)

Prepared in accordance with U.S. GAAP

		2023										2024										2025
	Note	1st Q		2nd Q		3rd Q		4th Q		TOTAL		1st Q		2nd Q		3rd Q		4th Q		TOTAL		1st Q		2nd Q		3rd Q		4th Q		TOTAL
CONSOLIDATED STATEMENTS OF CASH FLOWS

Operating activities
Net income		217		354		417		298		1,286		26		328		508		234		1,096		153		394		333		3		883
Items not involving current cash flows		351		525		404		362		1,642		565		353		277		662		1,857		394		368		454		1,152		2,368
		568		879		821		660		2,928		591		681		785		896		2,953		547		762		787		1,155		3,251
Changes in operating assets and liabilities		(341	)	(332	)	(24	)	918		221		(330	)	55		(58	)	1,014		681		(470	)	(135	)	125		827		347
Cash provided from operating activities		227		547		797		1,578		3,149		261		736		727		1,910		3,634		77		627		912		1,982		3,598

Investment activities
Fixed asset additions		(424	)	(502	)	(630	)	(944	)	(2,500	)	(493	)	(500	)	(476	)	(709	)	(2,178	)	(268	)	(246	)	(267	)	(532	)	(1,313	)
Increase in investments, other assets and intangible assets		(101	)	(96	)	(176	)	(189	)	(562	)	(125	)	(170	)	(115	)	(207	)	(617	)	(148	)	(94	)	(100	)	(157	)	(499	)
Net cash (outflow) inflow from disposal of facilities	1(f), 1(g)	(25	)	-		(23	)	-		(48	)	4		-		78		-		82		-		-		-		-		-
Investment in Public and Private Equity Investments		-		(3	)	(7	)	(1	)	(11	)	(23	)	2		(1	)	10		(12	)	(1	)	(3	)	(2	)	(2	)	(8	)
Proceeds from disposition		19		44		32		27		122		87		57		38		37		219		26		14		27		54		121
Business combinations		-		(1,475	)	-		(29	)	(1,504	)	(30	)	(56	)	-		-		(86	)	(4	)	4		(1	)	-		(1	)
Cash used for investment activities		(531	)	(2,032	)	(804	)	(1,136	)	(4,503	)	(580	)	(667	)	(476	)	(869	)	(2,592	)	(395	)	(325	)	(343	)	(637	)	(1,700	)

Financing activities
Net issues (repayments) of debt		1,636		544		(135	)	(119	)	1,926		757		(416	)	(47	)	(513	)	(219	)	322		341		(583	)	(747	)	(667	)
Common Shares issued on exercise of stock options		6		-		8		6		20		30		-		-		-		30		-		-		-		2		2
Repurchase of Common Shares		(9	)	(2	)	-		(2	)	(13	)	(3	)	(2	)	-		(202	)	(207	)	(51	)	-		-		(86	)	(137	)
Tax withholdings on vesting of equity awards		(9	)	(1	)	-		(1	)	(11	)	(4	)	(1	)	-		(3	)	(8	)	(4	)	-		-		(1	)	(5	)
Contributions to subsidiaries by non-controlling interests		-		-		-		11		11		-		-		-		-		-		-		-		-		-		-
Acquisition of non-controlling interest		-		-		-		-		-		-		-		-		-		-		-		-		(40	)	(82	)	(122	)
Dividends paid to non-controlling interests		(7	)	(24	)	(18	)	(25	)	(74	)	-		(26	)	(10	)	(10	)	(46	)	-		(25	)	(15	)	(19	)	(59	)
Dividends paid		(132	)	(129	)	(128	)	(133	)	(522	)	(134	)	(134	)	(138	)	(133	)	(539	)	(136	)	(137	)	(136	)	(135	)	(544	)
Cash provided from (used for) financing activities		1,485		388		(273	)	(263	)	1,337		646		(579	)	(195	)	(861	)	(989	)	131		179		(774	)	(1,068	)	(1,532	)

Effect of exchange rate changes on cash and cash equivalents		14		(51	)	21		(3	)	(19	)	(8	)	(8	)	6		6		(4	)	(1	)	(4	)	(4	)	8		(1	)
Net increase (decrease) in cash and cash equivalents, during the period		1,195		(1,148	)	(259	)	176		(36	)	319		(518	)	62		186		49		(188	)	477		(209	)	285		365

Cash and cash equivalents, beginning of period		1,234		2,429		1,281		1,022		1,234		1,198		1,517		999		1,061		1,198		1,247		1,059		1,536		1,327		1,247
Cash and cash equivalents, end of period		2,429		1,281		1,022		1,198		1,198		1,517		999		1,061		1,247		1,247		1,059		1,536		1,327		1,612		1,612

NON-GAAP MEASURES
Free Cash Flow	2	(279	)	(7	)	23		472		209		(270	)	123		174		1,031		1,058		(313	)	301		572		1,347		1,907

Q4 2025 Financial Review of Magna International Inc.

Page 3 of 7

Prepared as at 2/9/2026

FINANCIAL REVIEW OF MAGNA INTERNATIONAL INC.

(United States dollars in millions, except per share figures) (Unaudited)

Prepared in accordance with U.S. GAAP

This Analyst should be read in conjunction with the audited consolidated financial statements for the year ended December 31, 2025.

Note 1:  OTHER EXPENSE (INCOME), NET

Other expense (income), net consists of significant items such as: impairment charges; restructuring costs generally related to significant plant closures or consolidations; net losses (gains) on investments; gains or losses on disposal of facilities or businesses; and other items not reflective of on-going operating profit or loss. Other expense (income), net consists of:

		2023							2024								2025
		1st Q	2nd Q		3rd Q		4th Q	TOTAL	1st Q	2nd Q		3rd Q		4th Q	TOTAL		1st Q	2nd Q		3rd Q	4th Q		TOTAL
Impairments.	[a]	-	-		-		-	-	-	-		-		79	79		-	-		-	615		615
Restructuring activities	[b]	118	(35	)	(1	)	66	148	38	55		-		94	187		44	13		46	15		118
Investment revaluations, (gains) losses on sales, and impairments	[c]	2	85		(1	)	5	91	2	3		1		3	9		9	(7	)	2	(1	)	3
Impacts related to Fisker Inc. [“Fisker”]	[d]	22	13		(18	)	93	110	316	19		(189	)	52	198		-	-		-	-		-
Gain on business combination	[e]	-	-		-		-	-	-	(9	)	-		-	(9	)	-	-		-	-		-
Veoneer AS transaction costs	[f]	-	23		-		-	23	-	-		-		-	-		-	-		-	-		-
Operations in Russia	[g]	-	-		16		-	16	-	-		-		-	-		-	-		-	-		-
		142	86		(4	)	164	388	356	68		(188	)	228	464		53	6		48	629		736

[a]

Impairments

During 2025, the Company concluded that indicators of impairment were present for finite-lived intangible assets and goodwill in the Electronics reporting unit within the Power & Vision segment and recorded $591 million impairment. During 2025, the Company also recorded an impairment charge of $24 million on fixed assets and other assets at a European facility in its Body Exteriors & Structures segment. During 2024, the Company recorded an impairment charge of $79 million on fixed assets, right of use assets and intangible assets at two European facilities in its Power & Vision segment.

[b]

Restructuring activities

	2023							2024					2025
	1st Q	2nd Q		3rd Q		4th Q	TOTAL	1st Q	2nd Q	3rd Q	4th Q	TOTAL	1st Q	2nd Q	3rd Q	4th Q		TOTAL
Complete Vehicles	-	-		-		-	-	26	-	-	29	55	33	-	12	13		58
Power & Vision	105	(44	)	(1	)	57	117	-	55	-	49	104	11	13	34	(7	)	51
Body Exteriors & Structures	13	9		-		9	31	12	-	-	16	28	-	-	-	9		9
	118	(35	)	(1	)	66	148	38	55	-	94	187	44	13	46	15		118

Restructuring charges generally related to significant plant closures and consolidations primarily in Europe and to a lesser extent in North America and Asia Pacific. During the third quarter of 2025, the Company’s Power & Vision segment recorded $10 million of equity losses associated with its share of significant rightsizing activities at an equity method investee. During the second quarters of 2025 and 2024, the Company recorded $6 million and $35 million, respectively, of restructuring charges associated with its acquisition of the Veoneer Active Safety Business [“Veoneer AS”]; during the second and third quarters of 2023, the Company’s Power & Vision segment recorded a $10 million and $8 million gain on the sale of a building as a result of restructuring activities, respectively; during the second quarter of 2023, the Company’s Power & Vision segment reversed $39 million of charges due to a change in the restructuring plans related to a plant closure.

[c]

Investment revaluations, (gains) losses on sales, and impairments

	2023						2024							2025
	1st Q	2nd Q	3rd Q		4th Q	TOTAL	1st Q	2nd Q	3rd Q	4th Q		TOTAL		1st Q	2nd Q		3rd Q	4th Q		TOTAL
Gains and losses related to revaluation and disposition	2	-	(1	)	-	1	2	3	1	(10	)	(4	)	9	(7	)	-	(1	)	1
Non-cash impairment charges	-	85	-		5	90	-	-	-	13		13		-	-		2	-		2
	2	85	(1	)	5	91	2	3	1	3		9		9	(7	)	2	(1	)	3

The Company revalues its public and private equity investments and certain public company warrants every quarter. The gains and losses related to this revaluation, as well as gains and losses on disposition, are primarily recorded in Corporate. The non-cash impairment charges on private equity investments are primarily recorded in Corporate. During the second quarter of 2023, the non-cash impairment included a charge with respect to related long-term receivables within Other Assets. During the fourth quarter of 2023, the non-cash impairment charges were recorded in the Company's Power & Vision segment.

[d]

Impacts related to Fisker Inc. [“Fisker”]

During 2023 and 2024, the Company recorded impairment charges on its Fisker related net assets, including its Fisker warrants, which were received in connection with the agreements with Fisker for platform sharing, engineering and manufacturing of the Fisker Ocean SUV. The Company also recorded additional restructuring charges during the first quarter of 2024 related to its Fisker related assembly operations. In the course of such bankruptcy proceedings, the Company terminated its manufacturing agreement for the Fisker Ocean SUV and recognized the remaining $196 million of deferred revenue into income.

	2023						2024							2025
	1st Q	2nd Q	3rd Q		4th Q	TOTAL	1st Q	2nd Q	3rd Q		4th Q	TOTAL		1st Q	2nd Q	3rd Q	4th Q	TOTAL
Impairment of Fisker related net assets	-	-	-		-	-	261	19	7		43	330		-	-	-	-	-
Impairment of Fisker warrants	22	13	(18	)	93	110	33	-	-		-	33		-	-	-	-	-
Additional restructuring related to Complete Vehicles	-	-	-		-	-	22	-	-		9	31		-	-	-	-	-
Recognition of related deferred revenue	-	-	-		-	-	-	-	(196	)	-	(196	)	-	-	-	-	-
	22	13	(18	)	93	110	316	19	(189	)	52	198		-	-	-	-	-

[e]

Gain on business combination

During 2024, the Company acquired a business in the Body Exteriors & Structures segment for $5 million, resulting in a bargain purchase gain of $9 million.

[f]

Veoneer AS transaction costs

During 2023, the Company incurred $23 million of transaction costs related to the acquisition of the Veoneer Active Safety Business.

[g]

Operations in Russia

As a result of the expected lack of future cashflows and the continuing uncertainties connected with the Russian economy, during 2023, the Company completed the sale of all of its investments in Russia resulting in a final loss of $16 million including a net cash outflow of $23 million.

Q4 2025 Financial Review of Magna International Inc.

Page 4 of 7

Prepared as at 2/9/2026

Note 2:  NON-GAAP MEASURES

The Company presents Adjusted EBIT (Earnings before interest, taxes, Other expense (income), net and amortization of acquired intangible assets); Adjusted Net Income (Net Income before Other expense (income), net, net of tax excluding significant income tax valuation allowance adjustments, and amortization of acquired intangible assets); Adjusted Diluted Earnings per Share; Adjusted EBIT as a percentage of sales; Free Cash Flow; Adjusted Return on Invested Capital; and Adjusted Debt to Adjusted EBITDA. The Company presents these financial figures because such measures are widely used by analysts and investors in evaluating the operating performance of the Company. However, such measures do not have any standardized meaning under U.S. generally accepted accounting principles and may not be comparable to the calculation of similar measures by other companies.

The following table reconciles Income from operations before income taxes to Adjusted EBIT:

	2023						2024						2025
	1st Q	2nd Q	3rd Q		4th Q	TOTAL	1st Q	2nd Q	3rd Q		4th Q	TOTAL	1st Q	2nd Q	3rd Q	4th Q	TOTAL
Income from operations before income taxes	275	483	538		310	1,606	34	427	700		381	1,542	225	496	473	114	1,308
Exclude:
Amortization of acquired intangible assets	12	13	32		31	88	28	28	28		28	112	26	29	27	29	111
Other expense (income), net	142	86	(4	)	164	388	356	68	(188	)	228	464	53	6	48	629	736
Interest expense, net	20	34	49		53	156	51	54	54		52	211	50	52	65	42	209
Adjusted EBIT	449	616	615		558	2,238	469	577	594		689	2,329	354	583	613	814	2,364

The following table shows the calculation of Adjusted Return on Invested Capital:

	2023										2024										2025
	1st Q		2nd Q		3rd Q		4th Q		FY		1st Q		2nd Q		3rd Q		4th Q		FY		1st Q		2nd Q		3rd Q		4th Q			TOTAL
Net income	217		354		417		298		1,286		26		328		508		234		1,096		153		394		333			3		883
Add (deduct):
Interest expense, net	20		34		49		53		156		51		54		54		52		211		50		52		65			42		209
Amortization of acquired intangible assets	12		13		32		31		88		28		28		28		28		112		26		29		27			29		111
Other expense (income), net	142		86		(4	)	164		388		356		68		(188	)	228		464		53		6		48			629		736
Tax effect on Interest expense, net, Amortization of acquired intangible assets and Other expense, net	(38	)	(4	)	(14	)	(46	)	(103	)	(93	)	(32	)	30		(38	)	(133	)	(19	)	(18	)	(22	)		(48	)	(107	)
Adjustments to Deferred Tax Valuation Allowances	-		-		-		(47	)	(47	)	-		-		-		51		51		-		-		-			-		-
Adjusted After-tax operating profits	353		483		480		453		1,768		368		446		432		555		1,801		263		463		451			655		1,832

Total Assets	30,654		31,837		31,675		32,255				32,678		31,986		32,790		31,039				32,074		33,175		32,907			31,417
Excluding:
Cash and cash equivalents	(2,429	)	(1,281	)	(1,022	)	(1,198	)			(1,517	)	(999	)	(1,061	)	(1,247	)			(1,059	)	(1,536	)	(1,327	)		(1,612	)
Deferred tax assets	(506	)	(535	)	(527	)	(621	)			(753	)	(807	)	(811	)	(819	)			(862	)	(902	)	(920	)		(864	)
Less Current Liabilities	(12,045	)	(13,358	)	(13,165	)	(13,234	)			(13,566	)	(12,449	)	(12,600	)	(12,097	)			(13,068	)	(12,350	)	(12,059	)		(10,989	)
Excluding:
Short-term borrowing	4		150		2		511				838		848		828		271				614		349		433			-
Long-term debt due within one year	668		1,426		1,398		819				824		65		65		708				1,005		706		33			27
Current portion of operating lease liabilities	285		303		384		399				306		306		319		293				305		318		323			328
Invested Capital	16,631		18,542		18,745		18,931				18,810		18,950		19,530		18,148				19,009		19,760		19,390			18,307

Adjusted After-tax operating profits	353		483		480		453		1,768		368		446		432		555		1,801		263		463		451			655		1,832
Average Invested Capital	16,318		17,587		18,644		18,838		17,771		18,871		18,880		19,240		18,839		18,875		18,579		19,385		19,575			18,849		18,923
Adjusted Return on Invested Capital	8.7	%	11.0	%	10.3	%	9.6	%	9.9	%	7.8	%	9.4	%	9.0	%	11.8	%	9.5	%	5.7	%	9.6	%	9.2	%		13.9	%	9.7	%

Q4 2025 Financial Review of Magna International Inc.

Page 5 of 7

Prepared as at 2/9/2026

Note 2:  NON-GAAP MEASURES (Continued)

The following table reconciles Net income attributable to Magna International Inc. to Adjusted net income attributable to Magna International Inc.:

		2023									2024								2025
		1st Q	2nd Q		3rd Q		4th Q		TOTAL		1st Q	2nd Q		3rd Q		4th Q	TOTAL		1st Q	2nd Q		3rd Q	4th Q		TOTAL
Net income attributable to Magna International Inc.		209	339		394		271		1,213		9	313		484		203	1,009		146	379		305	(1	)	829
Exclude:
Amortization of acquired intangible assets		10	11		25		25		71		22	23		22		22	89		21	24		22	26		93
Impairments		-	-		-		-		-		-	-		-		79	79		-	-		-	578		578
Restructuring activities		92	(26	)	(2	)	60		124		32	45		-		82	159		44	9		46	15		114
Investment revaluations, (gains) losses on sales, and impairments		2	85		(1	)	4		90		1	2		3		6	12		8	(5	)	2	(1	)	4
Impacts related to Fisker Inc. [“Fisker”]		16	10		(13	)	70		83		247	15		(140	)	39	161		-	-		-	-		-
Gain on business combination		-	-		-		-		-		-	(9	)	-		-	(9	)	-	-		-	-		-
Veoneer AS transaction costs		-	22		-		-		22		-	-		-		-	-		-	-		-	-		-
Operations in Russia		-	-		16		-		16		-	-		-		-	-		-	-		-	-		-
Adjustments to Deferred Tax Valuation Allowance	[iii]	-	-		-		(47	)	(47	)	-	-		-		51	51		-	-		-	-		-
Adjusted net income attributable to Magna International Inc.		329	441		419		383		1,572		311	389		369		482	1,551		219	407		375	617		1,618

The following table reconciles diluted earnings per common share to Adjusted diluted earnings per common share [iv]:

		2023														2024													2025
		1st Q		2nd Q			3rd Q			4th Q			TOTAL			1st Q		2nd Q			3rd Q			4th Q		TOTAL			1st Q		2nd Q			3rd Q		4th Q		TOTAL
Diluted earnings per common share		$	0.73	$	1.18		$	1.37		$	0.94		$	4.23		$	0.03	$	1.09		$	1.68		$	0.71	$	3.52		$	0.52		1.35			1.08	$	-	$	2.93
Exclude:
Amortization of acquired intangible assets			0.04		0.04			0.09			0.09			0.25			0.08		0.08			0.08			0.08		0.31			0.08		0.08			0.08		0.09		0.34
Impairments			-		-			-			-			-			-		-			-			0.28		0.28			-		-			-		2.04		2.05
Restructuring activities			0.31		(0.09	)		-			0.20			0.43			0.11		0.15			-			0.29		0.55			0.15		0.03			0.16		0.05		0.40
Investment revaluations, (gains) losses on sales, and impairments			0.01		0.30			(0.01	)		0.01			0.31			-		0.01			0.01			0.01		0.04			0.03		(0.02	)		0.01		-		0.01
Impacts related to Fisker Inc. [“Fisker”]			0.06		0.03			(0.05	)		0.25			0.29			0.86		0.05			(0.49	)		0.14		0.56			-		-			-		-		-
Gain on business combination			-		-			-			-			-			-		(0.03	)		-			-		(0.03	)		-		-			-		-		-
Veoneer AS transaction costs			-		0.08			-			-			0.08			-		-			-			-		-			-		-			-		-		-
Operations in Russia			-		-			0.06			-			0.06			-		-			-			-		-			-		-			-		-		-
Adjustments to Deferred Tax Valuation Allowance	[iii]		-		-			-			(0.16	)		(0.16	)		-		-			-			0.18		0.18			-		-			-		-		-
Adjusted diluted earnings per common share		$	1.15	$	1.54		$	1.46		$	1.33		$	5.49		$	1.08	$	1.35		$	1.28		$	1.69	$	5.41		$	0.78	$	1.44		$	1.33	$	2.18	$	5.73

[iii] Adjustments to Deferred Tax Valuation Allowance

The Company records quarterly adjustments to the valuation allowance against its deferred tax assets and liabilities in continents like North America, Europe, Asia, and South America. The net effect of these adjustments is an increase to income tax expense in the fourth quarter of 2024 and a reduction in the fourth quarter of 2023.

[iv] For the fourth quarter of 2025, the Company generated Adjusted Net Income attributable to Magna International Inc. while reporting a net loss attributable to Magna International Inc. As a result, certain stock-based compensation awards have a dilutive effect for adjusted diluted earnings per share and are included in the adjusted diluted weighted average number of Common Shares. The dilutive effect of these awards increased the adjusted diluted weighted average number of Common Shares by 1.5 million, from 282.5 million to 282.7 million.

Q4 2025 Financial Review of Magna International Inc.

Page 6 of 7

Prepared as at 2/9/2026

Note 2:  NON-GAAP MEASURES (Continued)

The following table shows the calculation of Rating Agency Adjusted Debt to Adjusted EBITDA:

		2023								2024								2025
		1st Q		2nd Q		3rd Q		4th Q		1st Q		2nd Q		3rd Q		4th Q		1st Q		2nd Q		3rd Q		4th Q
Debt per balance sheet		6,775		7,383		7,208		7,223		7,924		7,460		7,586		7,068		7,558		8,116		7,478		6,689
Long-Term Employee Benefit Liabilities	[i]	148		148		148		125		125		125		125		127		127		127		127		131
Adjusted Debt	[A]	6,923		7,531		7,356		7,348		8,049		7,585		7,711		7,195		7,685		8,243		7,605		6,820

Rolling four quarter Adjusted EBITDA		3,007		3,258		3,449		3,674		3,718		3,699		3,704		3,839		3,716		3,737		3,761		3,911
Capitalized operating lease expense	[i]	344		344		344		353		353		353		353		410		410		410		410		428
Pension adjustment	[i], [ii]	(6	)	(6	)	(6	)	4		4		4		4		(20	)	(20	)	(20	)	(20	)	6
Interest income	[i]	45		45		45		86		86		86		86		98		98		98		98		66
Rolling four quarter cash portion of other expense, net		(227	)	(200	)	(198	)	(152	)	(94	)	(161	)	(149	)	(219	)	(203	)	(161	)	(196	)	(106	)
	[B]	3,163		3,441		3,634		3,965		4,067		3,981		3,998		4,108		4,001		4,064		4,053		4,305

Adjusted Debt to Adjusted EBITDA	[A] / [B]	2.19	x	2.19	x	2.02	x	1.85	x	1.98	x	1.91	x	1.93	x	1.75	x	1.92	x	2.03	x	1.88	x	1.58	x

[i]    The long-term employee benefit liabilities, capitalized operating lease expense, interest income and pension adjustment figures included in the Adjusted EBITDA calculations are based on the annual figures for the years ended December 31, 2025, December 31, 2024, December 31, 2023 and December 31, 2022, respectively.

[ii]   Pension adjustment calculated as Net Periodic Pension Benefit Cost less Current Service Cost for defined benefit pension plans.

The following table reconciles cash provided from operating activities to Free Cash Flow:

	2023										2024										2025
	1st Q		2nd Q		3rd Q		4th Q		TOTAL		1st Q		2nd Q		3rd Q		4th Q		TOTAL		1st Q		2nd Q		3rd Q		4th Q		TOTAL
Cash provided from operating activities	227		547		797		1,578		3,149		261		736		727		1,910		3,634		77		627		912		1,982		3,598
Add (deduct):
Fixed asset additions	(424	)	(502	)	(630	)	(944	)	(2,500	)	(493	)	(500	)	(476	)	(709	)	(2,178	)	(268	)	(246	)	(267	)	(532	)	(1,313	)
Increase in investments, other assets and intangible assets	(101	)	(96	)	(176	)	(189	)	(562	)	(125	)	(170	)	(115	)	(207	)	(617	)	(148	)	(94	)	(100	)	(157	)	(499	)
Proceeds from disposition	19		44		32		27		122		87		57		38		37		219		26		14		27		54		121
Free Cash Flow	(279	)	(7	)	23		472		209		(270	)	123		174		1,031		1,058		(313	)	301		572		1,347		1,907

Note 3:   SEGMENTED INFORMATION

	2023										2024										2025
	1st Q		2nd Q		3rd Q		4th Q		TOTAL		1st Q		2nd Q		3rd Q		4th Q		TOTAL		1st Q		2nd Q		3rd Q		4th Q		TOTAL
Body Exteriors & Structures
Sales	4,439		4,540		4,354		4,178		17,511		4,429		4,465		4,038		4,067		16,999		3,966		4,253		4,147		4,252		16,618
Adjusted EBIT	272		394		358		280		1,304		298		341		273		371		1,283		230		347		305		465		1,347
Adjusted EBIT as a percentage of sales	6.1	%	8.7	%	8.2	%	6.7	%	7.4	%	6.7	%	7.6	%	6.8	%	9.1	%	7.5	%	5.8	%	8.2	%	7.4	%	10.9	%	8.1	%

Power & Vision
Sales	3,323		3,462		3,745		3,775		14,305		3,842		3,926		3,837		3,786		15,391		3,646		3,857		3,854		3,841		15,198
Adjusted EBIT	92		124		221		231		668		98		198		279		235		810		124		162		236		166		688
Adjusted EBIT as a percentage of sales	2.8	%	3.6	%	5.9	%	6.1	%	4.7	%	2.6	%	5.0	%	7.3	%	6.2	%	5.3	%	3.4	%	4.2	%	6.1	%	4.3	%	4.5	%

Seating Systems
Sales	1,486		1,603		1,529		1,429		6,047		1,455		1,455		1,379		1,511		5,800		1,312		1,433		1,520		1,633		5,898
Adjusted EBIT	37		67		70		44		218		52		53		51		67		223		(30	)	42		62		136		210
Adjusted EBIT as a percentage of sales	2.5	%	4.2	%	4.6	%	3.1	%	3.6	%	3.6	%	3.6	%	3.7	%	4.4	%	3.8	%	-2.3	%	2.9	%	4.1	%	8.3	%	3.6	%

Complete Vehicles
Sales	1,626		1,526		1,185		1,201		5,538		1,383		1,242		1,159		1,402		5,186		1,276		1,226		1,085		1,261		4,848
Adjusted EBIT	52		34		(5	)	43		124		27		20		27		56		130		44		28		29		50		151
Adjusted EBIT as a percentage of sales	3.2	%	2.2	%	-0.4	%	3.6	%	2.2	%	2.0	%	1.6	%	2.3	%	4.0	%	2.5	%	3.4	%	2.3	%	2.7	%	4.0	%	3.1	%

Corporate and other
Intercompany eliminations	(201	)	(149	)	(125	)	(129	)	(604	)	(139	)	(130	)	(133	)	(138	)	(540	)	(131	)	(138	)	(144	)	(139	)	(552	)
Adjusted EBIT	(4	)	(3	)	(29	)	(40	)	(76	)	(6	)	(35	)	(36	)	(40	)	(117	)	(14	)	4		(19	)	(3	)	(32	)

Total
Sales	10,673		10,982		10,688		10,454		42,797		10,970		10,958		10,280		10,628		42,836		10,069		10,631		10,462		10,848		42,010
Adjusted EBIT	449		616		615		558		2,238		469		577		594		689		2,329		354		583		613		814		2,364
Adjusted EBIT as a percentage of sales	4.2	%	5.6	%	5.8	%	5.3	%	5.2	%	4.3	%	5.3	%	5.8	%	6.5	%	5.4	%	3.5	%	5.5	%	5.9	%	7.5	%	5.6	%

Q4 2025 Financial Review of Magna International Inc.

Page 7 of 7

Prepared as at 2/9/2026