イートンの適時開示・その他

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): November 14, 2025

EATON CORPORATION plc

(Exact name of registrant as specified in its charter)

Ireland		000-54863		98-1059235
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

Eaton House, 30 Pembroke Road, Dublin 4, Ireland		D04 Y0C2
(Address of principal executive offices)		(Zip Code)

	+ 353 1637 2900
	(Registrant’s telephone number, including area code)

	Not applicable
	(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Ordinary shares ($0.01 par value)	ETN	New York Stock Exchange
4.450% Senior Notes due 2030	ETN/30	New York Stock Exchange
3.625% Senior Notes due 2035	ETN/35	New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.02

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On November 14, 2025, Olivier Leonetti, Executive Vice President and Chief Financial Officer (“CFO”) of Eaton Corporation plc (the “Company”), informed the Company of his intention to leave the Company on April 1, 2026, as part of a planned transition. The Company is conducting a search to identify a successor for the CFO position and will announce a successor at the conclusion of the on-going search process.

Item 7.01

Regulation FD Disclosure.

On November 20, 2025, the Company issued a press release announcing Mr. Leonetti’s departure and re-affirming previously provided full year 2025 guidance. A copy of the press release is furnished hereto as Exhibit 99.1.

Item 9.01

Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.	Exhibit Description
99.1	Press Release of Eaton Corporation plc dated November 20, 2025
104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

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 hereunto duly authorized.

	Eaton Corporation plc

Date: November 20, 2025	/s/ Lucy Clark Dougherty
	Lucy Clark Dougherty Executive Vice President and Chief Legal Officer

EX-99.1 2 ef20059654_ex99-1.htm EXHIBIT 99.1

Exhibit 99.1

Eaton Communications

Eaton Center

Cleveland, OH 44122

Date	November 20, 2025

Eaton announces the planned transition of Executive Vice President and Chief Financial Officer, Olivier Leonetti, effective April 1, 2026.

•

To facilitate a smooth and stable transition, Leonetti will continue in his current role until a successor is named

•

Conducting a thorough search to assess both internal and external talent

•

Re-affirmed full year 2025 guide as provided in the Q3 earnings call

DUBLIN – Intelligent power management company Eaton (NYSE:ETN) today announced that Olivier Leonetti, executive vice president and chief financial officer, will be leaving Eaton on April 1, 2026, as part of a planned transition.

“During his time with Eaton, Olivier has made significant contributions to our company and helped to build our readiness and agility as we lead, invest and execute for growth. On behalf of Eaton, I thank Olivier for his commitment and leadership. He has been a valued member of our management team, and I look forward to continuing our partnership over the coming months as part of a smooth transition and handover,” said Paulo Ruiz, Eaton chief executive officer.

With the support of a third-party executive search firm, a thorough internal and external search will be conducted to assess the broadest pool of talent for this critical role. Leonetti will continue with his current responsibilities until a successor is named.

“I am very grateful for my time at Eaton, and proud for what we have accomplished together. It has been a privilege, and I want to thank our entire Eaton team for their support. I look forward to our work continuing over the coming months,” said Leonetti.

Eaton/Page 2

Leonetti joined Eaton in January 2024, having previously served almost five years as a member of Eaton’s board.

The company expects no changes for the full year guidance.

Eaton is an intelligent power management company dedicated to protecting the environment and improving the quality of life for people everywhere. We make products for the data center, utility, industrial, commercial, machine building, residential, aerospace and mobility markets. We are guided by our commitment to do business right, to operate sustainably and to help our customers manage power ─ today and well into the future. By capitalizing on the global growth trends of electrification and digitalization, we’re helping to solve the world’s most urgent power management challenges and building a more sustainable society for people today and generations to come.

Founded in 1911, Eaton has continuously evolved to meet the changing and expanding needs of our stakeholders. With revenues of nearly $25 billion in 2024, the company serves customers in more than 160 countries. For more information, visit www.eaton.com. Follow us on LinkedIn.

Contact:

Jennifer Tolhurst

+1 (440) 523-4006

jennifertolhurst@eaton.com

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