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Johnson Controls logoJohnson Controls JCI

Johnson Controls entered into accelerated share repurchase (ASR) transactions on August 7, 2025 with Bank of America, Barclays, JPMorgan Chase and Morgan Stanley, which are 4 counterparties, to repurchase ordinary shares for a total of $5.0 billion.

8-KOther EventsFiled Period of report Summary published (UTC)

Key points

AI summary
  1. Johnson Controls entered into accelerated share repurchase (ASR) transactions on August 7, 2025 with Bank of America, Barclays, JPMorgan Chase and Morgan Stanley, which are 4 counterparties, to repurchase ordinary shares for a total of $5.0 billion.

  2. The company said it will pay the Repurchase Price to the counterparties on August 11, 2025 in exchange for an initial delivery of about 43,140,640 shares. The final number of shares will be based on the volume-weighted average prices during the term of the transactions, less a discount. It added that it may receive additional shares or, under certain circumstances, may be required to deliver shares or make a cash payment.

  3. The company said the ASR transactions are being completed under its previously announced share repurchase authorization, with remaining availability of $9.8 billion before giving effect to the transactions. The transactions are scheduled to terminate in the second quarter of its fiscal 2026.

  4. The company said it funded the repurchase price with a portion of the net proceeds from its sale of its residential and light commercial HVAC business to Robert Bosch GmbH. It also said it will effect the repurchases as redemptions under Article 3(d) of its Articles of Association.

Summary

AI-written

Analysis scope · Filing bodyWe analyzed the filing body and confirmed exhibits. This is not a review of other exhibits, investor presentations or the full earnings call.

$5.0 billion Accelerated Share Repurchase Transactions

Johnson Controls entered into accelerated share repurchase (ASR) transactions on August 7, 2025 with Bank of America, Barclays, JPMorgan Chase and Morgan Stanley, which are 4 counterparties, to repurchase ordinary shares for a total of $5.0 billion.

Source · Based on the filing body and exhibits

Initial Share Delivery and Final Settlement Terms

The company said it will pay the Repurchase Price to the counterparties on August 11, 2025 in exchange for an initial delivery of about 43,140,640 shares. The final number of shares will be based on the volume-weighted average prices during the term of the transactions, less a discount. It added that it may receive additional shares or, under certain circumstances, may be required to deliver shares or make a cash payment.

Source · Based on the filing body and exhibits

Remaining Buyback Authorization and Termination Timing

The company said the ASR transactions are being completed under its previously announced share repurchase authorization, with remaining availability of $9.8 billion before giving effect to the transactions. The transactions are scheduled to terminate in the second quarter of its fiscal 2026.

Source · Based on the filing body and exhibits

Funding Source and Redemption Structure

The company said it funded the repurchase price with a portion of the net proceeds from its sale of its residential and light commercial HVAC business to Robert Bosch GmbH. It also said it will effect the repurchases as redemptions under Article 3(d) of its Articles of Association.

Source · Based on the filing body and exhibits

AI summarized the filing and translated the summary into English; it may differ from the original. For reference only, not investment advice. AI translated the published Korean report into English. Figures are copied as filed, not recalculated.

Original filing

The filing as submitted to SEC EDGAR. You can check the figures and statements of this summary against it.

Source: SEC EDGAR (U.S. Securities and Exchange Commission). Item captions are the SEC's. The summary is for reference only and is not investment advice.