Gentherm SEC Filings

Gentherm Incorporated filed an amended current report to correct a clerical error in the listed signatory for Gentherm (Texas), Inc. on the first signature page to the First Amendment to its Second Amended and Restated Credit Agreement. The underlying First Amendment and the original current report otherwise remain unchanged. The filing attaches the First Amendment as Exhibit 10.1, documenting the credit agreement among Gentherm entities, various lenders and Bank of America, N.A. as administrative agent. It also reiterates standard disclosures about a proposed transaction involving Gentherm, Modine Manufacturing Company and SpinCo, including proxy, registration and forward‑looking statement language.

Gentherm Incorporated reported Q1 2026 product revenue of $393.7 million, up 11.3% year over year, as Automotive sales rose across Climate Control Seats, lumbar and massage systems, and other comfort products. Gross margin improved slightly to 24.7% and net income reached $4.2 million, or $0.14 per diluted share, versus a small loss a year ago.

Operating income fell to $11.3 million as selling, general and administrative costs jumped, largely from $14.8 million of Modine merger and acquisition expenses and higher restructuring charges. The company ended the quarter with $177.4 million in cash, $219.0 million drawn on its revolving credit facility, and outlined a planned Reverse Morris Trust combination with Modine’s Performance Technologies business valued at about $1.0 billion.

Gentherm presented Q1 results and discussed its planned combination with Modine Performance Technologies and SpinCo. Product revenue was $394 million, a record quarterly result, and the company secured $395 million of automotive new business awards. Management reported $49.3 million of adjusted EBITDA (12.5% of sales) and adjusted diluted EPS of $0.84. The transaction received HSR clearance, Gentherm expects to file a Form S-4, and management still expects the deal to close later this year. Guidance for 2026 (excluding the merger) remains $1.5–$1.6 billion revenue and $175–$195 million adjusted EBITDA; the company flagged approximately $20 million of incremental cost pressure from freight and commodity inflation and said recovery discussions with customers will begin in Q2.

Gentherm Incorporated disclosed first quarter 2026 results and presented details on a proposed business combination with Platinum SpinCo Inc., a Modine Manufacturing Company subsidiary. The presentation reports consolidated Q1 product revenue of $393,706,000, 12.5% Adjusted EBITDA margin, cash of $177,401,000, and debt of $219,036,000. The parties intend to file a Form S-4 and related proxy/prospectus and a Form 10 for the SpinCo spin-off; expected ownership and tax treatment language is included.

Gentherm Incorporated reported first-quarter 2026 results and announced a planned combination with Modine Performance Technologies that the company says is on track to close in 2026. Gentherm delivered record quarterly product revenue of $393.7 million (up 11.3% year‑over‑year) and reported adjusted EBITDA of $49.3 million (12.5% of revenue).

The company reported GAAP net income of $4.2 million and adjusted diluted EPS of $0.84. Gentherm ended the quarter with liquidity of $455.5 million and net leverage of ~0.2x. Full‑year 2026 guidance was reiterated: product revenues of $1.5B–$1.6B, adjusted EBITDA of $175M–$195M, and adjusted free cash flow of $80M–$100M.

Gentherm Incorporated reported strong first quarter 2026 results and reiterated its full-year outlook while advancing a planned combination with Modine Performance Technologies. Product revenues reached a record $393.7 million, up 11.3% year over year, or 7.2% excluding foreign exchange, led by Automotive Climate and Comfort Solutions.

Gross margin improved slightly to 24.7%, and net income rose to $4.2 million from a small loss a year ago. Adjusted EBITDA increased to $49.3 million with a 12.5% margin, while adjusted diluted EPS climbed to $0.84 from $0.51. Free cash flow remained negative but improved versus the prior year, and the quarter ended with net leverage of ~0.2x and liquidity of $455.5 million.

For full-year 2026, Gentherm maintained guidance for product revenues of $1.5–$1.6 billion, adjusted EBITDA of $175–$195 million, and adjusted free cash flow of $80–$100 million, excluding any impact from the Modine transaction.

Gentherm Inc executive Vishnu Sundaram, the company’s SVP and Chief Technology Officer, filed a Form 4 reporting no insider transactions. The filing shows no shares bought, sold, acquired, disposed of, or transferred, and net insider trading activity is recorded as neutral for this period.

Gentherm Incorporated is asking shareholders to vote at its virtual 2026 annual meeting on May 14, 2026, at 8:30 a.m. Eastern. The ballot includes electing nine directors for one-year terms, an advisory say-on-pay vote on named executive officer compensation, and ratification of Ernst & Young LLP as auditor for 2026. Shareholders are also being asked to approve an amendment to the 2023 Equity Incentive Plan to increase by 1,700,000 the maximum number of common shares that may be issued under the plan. Eight of nine director nominees are independent, the Board is led by a non-executive chair, and all committees consist entirely of independent directors. Gentherm highlights its focus on strategy oversight, risk management, succession planning, shareholder engagement, and a pay-for-performance philosophy tying a majority of CEO pay to performance and equity.