Form 8-K

8-K — RESIDEO TECHNOLOGIES, INC.

Accession: 0001740332-26-000022

Filed: 2026-08-12

Period: 2026-08-12

CIK: 0001740332

SIC: 5072 (WHOLESALE-HARDWARE)

Item: Results of Operations and Financial Condition

Item: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers

Item: Financial Statements and Exhibits

Documents

8-K — rezi-20260812.htm (Primary)

EX-99 (rezi-20260704prexhibit99.htm)

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XML — IDEA: XBRL DOCUMENT (R1.htm)

8-K

8-K (Primary)

Filename: rezi-20260812.htm · Sequence: 1

rezi-20260812

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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): August 12, 2026

RESIDEO TECHNOLOGIES, INC.

(Exact name of registrant as specified in its charter)

Delaware 001-38635 82-5318796

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

16100 N. 71st Street, Suite 450

Scottsdale, Arizona

85254

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (480) 573-5340

(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:

Name of each exchange

on which registered:

Common Stock, $0.001 Par Value REZI 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 2.02. Results of Operations and Financial Condition.

On August 12, 2026, the Company issued a press release announcing its second quarter 2026 earnings, which is furnished herewith as Exhibit 99. The information furnished pursuant to this Item 2.02, including Exhibit 99, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities under that Section and shall not be deemed to be incorporated by reference into any filing of the Company under the Securities Act of 1933 or the Exchange Act.

Item 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.

On August 12, 2026, Resideo Technologies, Inc. (the “Company”) announced that the Board of Directors of the Company appointed Shane Harrison as the Company’s Senior Vice President, Chief Financial Officer, effective September 1, 2026 (the “Effective Date”). Mr. Harrison will also serve as the Company’s principal financial officer as of the Effective Date.

Mr. Harrison, age 50, served as the Executive Vice President and Chief Financial Officer of NRC Health, a publicly traded healthcare experience company, since September 2025. Prior to his employment at NRC Health, Mr. Harrison served as Senior Vice President of Finance and Investor Relations at PowerSchool, a leading provider of K-12 education software, from 2022 to September 2025; Senior Vice President of Corporate Development for NAVEX Global, a risk and compliance-based software business, from 2019 to 2021; and in various positions, including Senior Vice President of Corporate Development and Investor Relations, Corporate Treasurer, and Interim CFO, for FLIR Systems, a publicly traded provider of perception and awareness technologies, from 2010 to 2019. Mr. Harrison began his career as a CPA at Deloitte and was an investment banker at Lehman Brothers after he received his Bachelor of Science in Accounting from the University of Oregon and a Master of Business Administration from the UCLA Anderson School of Management.

In connection with Mr. Harrison’s appointment as Chief Financial Officer, the Compensation and Human Capital Management Committee (the “Committee”) approved compensation for Mr. Harrison as follows: (i) annual base salary of $550,000, (ii) a target annual incentive opportunity of 85% of base salary, and (iii) commencing with the annual awards for 2027, annual long-term incentive (“LTI”) awards with the amount of any such LTI award to be determined by the Committee when such LTI awards are granted to the Company’s executive officers. The Committee also approved (i) an initial equity award with a grant date fair value of $2,000,000, 50% of which will be issued in the form of restricted stock units that vest as to one-third of the units on each annual anniversary of the date of grant, which is the Effective Date, and 50% of which will be issued as performance stock units with the performance goal based on the Company’s total shareholder return for the period of August 3, 2026 through December 31, 2028, (ii) a one-time cash sign-on bonus of $400,000 that is subject to repayment if Mr. Harrison resigns before the one-year anniversary of the Effective Date, and (iii) a payment of $16,000 to reimburse him for certain repayment obligations to his former employer. Mr. Harrison is also eligible to participate in the executive officer severance benefits under the Company’s Severance Plan for Designated Officers and all other executive-level benefit and perquisite plans. There are no other understandings or arrangements between Mr. Harrison and any other person pursuant to which Mr. Harrison was appointed to serve as the Company’s Chief Financial Officer. There are no family relationships between Mr. Harrison and any other director or executive officer of the Company and the Company is not aware of any transaction or proposed transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K promulgated by the SEC.

In connection with the hiring of Mr. Harrison, on the Effective Date, Thomas Surran, the Company’s President and Chief Executive Officer, will cease being the principal financial officer of the Company, a position he held while the Company completed the search process for its Chief Financial Officer.

Item 9.01. Financial Statements and Exhibits.

(d)Exhibits.

Resideo Technologies, Inc. Earnings Press Release dated August 12, 2026.

104

Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: August 12, 2026

RESIDEO TECHNOLOGIES, INC.

By: /s/ Joshua Foster

Name: Joshua Foster

Title: Senior Vice President, General Counsel and Corporate Secretary

EX-99

Filename: rezi-20260704prexhibit99.htm · Sequence: 2

Document

Exhibit 99

Resideo Announces Record Second Quarter 2026 Financial Results; Initiates Standalone 2026 Outlook

•Revenue of $1.98 billion, up 2% year-over-year; a new record and above the high-end of outlook range; Products & Solutions (“P&S”) up 4% and ADI Global Distribution segment (“ADI”) up 1%

•Gross margin of 30.0%, a new record; 13 consecutive quarters of year-over-year gross margin expansion achieved at P&S

•Net income of $97 million, compared to net loss of $825 million in second quarter of 2025; Adjusted EBITDA (1) of $249 million, up 19% year-over-year; a new record and above the high-end of outlook range

•GAAP diluted EPS of $0.51; Adjusted EPS(1) of $0.83, up 26% year-over-year and above the high-end of the outlook range

•Successfully completed the business separation of ADI on August 3, 2026 (2)

SCOTTSDALE, Ariz., August 12, 2026 – Resideo Technologies, Inc. (NYSE: REZI), a leading global developer and manufacturer of critical control and sensing solutions for residential end-markets, today announced financial results for the second fiscal quarter ended July 4, 2026.

ADI Global Distribution Spin-Off

On August 3, 2026 (the “Distribution Date”), Resideo completed the separation (the “ADI Spin-Off” or the “Separation”) of its former ADI Global Distribution segment by distributing to Resideo common shareholders on a pro rata basis all of the issued and outstanding common stock of ADI Global Distribution Inc. (“ADIG”). To effect the Separation, Resideo distributed to its common stockholders one share of ADIG common stock for every two shares of Resideo’s common stock outstanding and held as of July 20, 2026, the record date for the distribution.

Resideo’s consolidated results for the three and six months ended July 4, 2026 include the historical results of ADI as a consolidated business segment of Resideo since the ADI Spin-Off occurred subsequent to the second fiscal quarter. Beginning with the third quarter of 2026, Resideo will no longer consolidate ADI and the historical results of ADI will be reflected as discontinued operations in our financial statements. Also beginning with the third quarter, the results of the P&S segment, with revenue adjusted to reflect ADI as an external customer and to reflect allocated corporate costs, will be presented as “continuing operations” in Resideo’s financial statements and results of operations.

ADIG has announced that it will present its second quarter and year-to-date results derived from Resideo’s accounting records and presented on a carve-out basis on August 13, 2026.

Management Remarks

“Resideo’s second quarter consolidated results were strong, reporting record high revenue and financial results that were above the high-end of the outlook range for all our key financial metrics. The Products and Solutions segment had another standout quarter with year-over-year revenue growth and the thirteenth consecutive quarter of year-over-year gross margin expansion,” said Tom Surran, Resideo’s President and CEO.

“With the business separation now complete, Resideo is entirely focused on leveraging our competitive strengths to increase the value we deliver to customers as a standalone building technologies company. With our track record of execution and our focused strategic plan coupled with a stronger gross and operating margin profile, we are poised to deliver profitable growth and drive greater shareholder value.”

(1) This press release includes certain “non-GAAP financial measures” as defined under the Securities Exchange Act of 1934. Resideo management believes the use of such non-GAAP financial measures, including Adjusted EBITDA, Adjusted Net Income, Adjusted EPS, and Adjusted Cash Provided by Operations, assists investors in understanding the ongoing operating performance of Resideo by presenting the financial results between periods on a more comparable basis. See reconciliations of U.S. GAAP results to adjusted results in the accompanying tables.

(2) The historical results of the ADI segment are included in our unaudited consolidated financial statements for all periods presented as the ADI Spin-Off occurred subsequent to the end of the reported period. In future filings, we will no longer consolidate ADI and the historical results of ADI will be reflected as discontinued operations in Resideo’s consolidated financial statements.

Consolidated Second Quarter 2026 Financial Highlights

•Revenue of $1,981 million, up 2% compared to $1,943 million in the second quarter of 2025; a new record and above the high-end of outlook range

•Gross margin of 30.0%, up 70 basis points year-over-year, a new record impacted by the receipt of $27 million of tariff refunds, of which approximately $20 million was received by ADI

•Net income of $97 million, compared to net loss of $825 million in the second quarter of 2025

•Adjusted EBITDA(1) of $249 million, up 19% compared to $210 million in the second quarter of 2025; second quarter 2026 Adjusted EBITDA was a new record and above the high-end of outlook range

•Diluted EPS of $0.51 and Adjusted EPS (1) of $0.83 compared to diluted loss per share of $5.59 and Adjusted EPS (1) of $0.66 in the second quarter of 2025; second quarter 2026 Adjusted EPS (1) was above the high end of the outlook range

•Cash provided by operating activities was $148 million compared to cash provided by operating activities of $200 million in the second quarter of 2025

Products and Solutions Segment Second Quarter 2026 Highlights

•Revenue of $695 million, up 4% compared to $666 million in the second quarter of 2025; above the high-end of the segment outlook range

•Gross margin of 43.6%, up 70 basis points compared to the second quarter of 2025, a new record

•Income from operations of $138 million, compared to $142 million in the second quarter of 2025

•Segment Adjusted EBITDA (1) of $177 million, or 25.5% of revenue, up 6% compared to $167 million, or 25.1% of revenue, in the second quarter of 2025; above the high-end of the segment outlook range

P&S revenue of $695 million in the second quarter of 2026 includes a favorable impact of approximately 35 basis points from foreign currency. Revenue grew year-over-year across substantially all of our sales channels and product families due primarily to volume increases given customer demand for our products.

Gross margin of 43.6%, compared to 42.9% in the second quarter of 2025 due primarily to volume increases, favorable manufacturing and supply chain variances, and tariff refunds, partially offset by unfavorable product sales mix. We also incurred inflationary input costs that were partially offset by the price actions we announced last quarter.

Research and development expenses increased $5 million from the second quarter of 2025 as we continue to invest behind new product launches to drive future growth. Selling, general and administrative expenses were up $6 million from the second quarter of 2025, driven primarily by higher legal settlement costs. Restructuring expenses increased $10 million from the second quarter of 2025 as we continue to strategically optimize our manufacturing and operating footprint.

Income from operations of $138 million in the second quarter of 2026 was down 3% from $142 million in second quarter 2025. Segment Adjusted EBITDA (1) of $177 million was up 6% compared to $167 million in the second quarter of 2025.

ADI Global Distribution Segment Second Quarter 2026 Highlights

•Revenue of $1,286 million, up 1% compared to the second quarter of 2025; a new record and above the high-end of the segment outlook range

•Gross margin of 22.7%, up 50 basis points compared to the second quarter of 2025

•Income from operations of $64 million, compared to $71 million in the second quarter of 2025

•Segment Adjusted EBITDA (1) of $103 million, or 8.0% of revenue, down 4% compared to $107 million or 8.4% of revenue in the second quarter of 2025; above the high-end of the segment outlook range

ADI second quarter 2026 revenue of $1,286 million reflects average daily sales growth of 2% year-over-year and one fewer sales day in the current quarter. Revenue growth was driven by security, professional audio-visual, and data communications categories, partially offset by weakness in the residential audio-visual category due primarily to a continued soft U.S. residential housing market.

Gross margin was 22.7%, compared to 22.2% in the second quarter of 2025, and was favorably impacted by the receipt of tariff refunds of approximately $20 million, partially offset by unfavorable price and mix shift and higher fuel costs for freight.

Research and development expenses increased $2 million from the second quarter of 2025 due primarily to investments supporting new product launches to drive future growth. Selling, general and administrative expenses were up $8 million from the second quarter of 2025, driven primarily by higher employee and facility costs. Restructuring expenses increased $4 million from the second quarter of 2025 and were related to the optimization of ADI’s operating footprint to better align its cost structure with strategic objectives.

Income from operations of $64 million in the second quarter of 2026 was down 10% from $71 million. Adjusted EBITDA (1) of $103 million decreased 4% compared to $107 million in the second quarter of 2025.

Cash Flow and Liquidity

Net cash provided by operating activities was $148 million in the second quarter of 2026, compared to net cash provided by operating activities of $200 million in the second quarter of 2025. The decrease was driven primarily by approximately $45 million of non-recurring business separation costs and settlement payments, including the payment made in connection with the termination of the Honeywell Tax Matters Agreement, and $20 million of higher cash interest paid, partially offset by higher net income and less cash taxes paid. At July 4, 2026, Resideo had cash, cash equivalents, and restricted cash of $949 million, which included $400 million of cash proceeds from the ADIG notes offering that were funded into escrow. The proceeds of the ADIG notes offering were released to ADIG in connection with the consummation of the ADI Spin-Off and satisfaction of the escrow release conditions. Resideo had total outstanding debt of $3.62 billion at July 4, 2026.

In connection with the ADI Spin-Off, the $400 million of ADIG notes were moved onto the ADIG balance sheet. The ADIG notes are no longer an obligation of Resideo or any of its subsidiaries and will not be included in future balance sheets for Resideo. Also in connection with the ADI Spin-Off, Resideo received a $900 million dividend from ADIG and used the proceeds to repay $900 million of outstanding principal under its Term Loan B credit facility. Resideo expects to make a further repayment of approximately $200 million under its Term Loan B credit facility following the completion of the post-closing cash adjustment under the separation agreement with ADIG. We expect to make this repayment by the end of the third fiscal quarter. Resideo’s outstanding Series A Cumulative Convertible Participating Preferred Stock (“Preferred Stock”) was reduced by 150,000 shares in connection with the completion of the ADI Spin-Off, leaving 350,000 shares outstanding, with a proportional adjustment to the conversion price thereof. On a go forward basis, this will result in a proportionally smaller quarterly dividend payable on Resideo’s outstanding Preferred Stock.

Standalone Resideo Outlook

Resideo is initiating a standalone 2026 outlook for the third quarter and the full year. This standalone outlook is presented as if we had operated as a standalone company for the first half of 2026 coupled with our standalone outlook for the remainder of the year.

($ in millions) Q3 2026 2026

Revenue $705 - $730 $2,900 - $2,950

Non-GAAP Adjusted EBITDA (1)

$145 - $155 $605 - $625

Conference Call and Webcast Details

Resideo will hold a conference call with investors on August 12, 2026, at 5:00 p.m. ET. The webcast can be accessed at https://investor.resideo.com, where the webcast link and related materials will be posted before the call. A replay of the webcast will be available following the presentation.

About Resideo

Resideo is a global building technologies company that is a leading developer and manufacturer of critical control and sensing solutions for residential markets. The company serves professional installers and integrators across diverse product categories, such as heating, ventilation, and air conditioning controls, combustion, life safety, security, and water. Its comfort and protection solutions can be found in more than 150 million residential and commercial spaces globally, with tens of millions of new devices sold annually. More information about Resideo and its trusted brands, including BRK, First Alert, and Honeywell Home, is available at resideo.com.

Contacts:

Investors: Media:

Christopher T. Lee

Kevin Hunt

Global Head of Strategic Finance Director, Corporate Communications

investorrelations@resideo.com kevin.hunt@resideo.com

Forward-Looking Statements

This release and the related conference call contain “forward-looking statements.” All statements, other than statements of fact, that address activities, events or developments that we or our management intend, expect, project, believe or anticipate will or may occur in the future are forward-looking statements. Although we believe forward-looking statements are based upon reasonable assumptions, such statements involve known and unknown risks and uncertainties, which may cause the actual results or performance of the Company to differ materially from such forward-looking statements. Such risks and uncertainties include, but are not limited to, (1) our ability to achieve our outlook regarding the third quarter 2026 and full year 2026, (2) the ability of Resideo to drive increased customer value and financial returns and enhance strategic and operational capabilities, (3) risks and uncertainties relating to tariffs that have been or may be imposed by the United States and other governments, (4) risks related to our ability to achieve some or all of the expected benefits of the separation of Resideo Technologies’ Products & Solutions and ADI Global Distribution businesses into two independent publicly traded companies, (5) our ability to repay outstanding debt obligations on the timing we anticipate or at all, and (6) the other risks described under the headings “Risk Factors” and “Cautionary Statement Concerning Forward-Looking Statements” in our Annual Report on Form 10-K for the year ended December 31, 2025 and other periodic filings we make from time to time with the Securities and Exchange Commission. Forward-looking statements are not guarantees of future performance, and actual results, developments, and business decisions may differ from those envisaged by our forward-looking statements. Except as required by law, we undertake no obligation to update such statements to reflect events or circumstances arising after the date of this press release and we caution investors not to place undue reliance on any such forward-looking statements.

Use of Non-GAAP Measures

This press release includes certain “non-GAAP financial measures” as defined under the Securities Exchange Act of 1934 and in accordance with regulations issued thereunder. Management believes the use of such non-GAAP financial measures assists investors in understanding the ongoing operating performance of the Company by presenting financial results between periods on a more comparable basis. Such non-GAAP financial measures should not be construed as an alternative to reported results determined in accordance with U.S. GAAP. Readers should also consider the limitations associated with these non-GAAP financial measures, including the potential lack of comparability of these measures from one company to another.

We have included reconciliations of these non-GAAP financial measures to the most directly comparable financial measures calculated and provided in accordance with U.S. GAAP at the end of this release. A reconciliation of the forecasted range for Adjusted EBITDA for the third quarter of 2026 and for the full year 2026 is not included in this release due to the number of variables in the projected range and because we are currently unable to quantify accurately without unreasonable efforts certain amounts that would be required to be included in the U.S. GAAP measure or the individual adjustments for such reconciliation. In addition, we believe such reconciliation would imply a degree of precision that would be confusing or misleading to investors. However, for the third quarter of 2026 and full year 2026 respectively, on a standalone company basis, we anticipate the following expenses in our GAAP to non-GAAP reconciliation: depreciation and amortization of $23 million and $91 million, interest expense, net of $32 million and $129 million, and stock-based compensation expense of $8 million and $32 million.

Table 1: CONSOLIDATED BALANCE SHEETS (UNAUDITED)

(in millions, except par value) July 4, 2026 December 31, 2025

ASSETS

Current assets:

Cash and cash equivalents $ 549 $ 661

Restricted cash 400 —

Accounts receivable, net 1,214 1,073

Inventories, net 1,392 1,354

Other current assets 270 270

Total current assets 3,825 3,358

Property, plant and equipment, net 445 447

Goodwill 3,088 3,100

Intangible assets, net 1,049 1,091

Other assets 374 437

Total assets $ 8,781 $ 8,433

LIABILITIES AND STOCKHOLDERS’ EQUITY

Current liabilities:

Accounts payable $ 1,116 $ 1,131

Accrued liabilities 605 624

Total current liabilities 1,721 1,755

Long-term debt 3,560 3,167

Other long-term liabilities 494 594

Total liabilities 5,775 5,516

Stockholders’ equity:

Preferred stock, $0.001 par value: 100 shares authorized, 0.5 shares issued and outstanding, and $500 liquidation preference at July 4, 2026 and December 31, 2025

482 482

Common stock, $0.001 par value: 700 shares authorized, 160 and 152 shares issued and outstanding at July 4, 2026, respectively, and 158 and 150 shares issued and outstanding at December 31, 2025, respectively

— —

Additional paid-in capital 2,424 2,391

Retained earnings 463 345

Accumulated other comprehensive loss (186) (157)

Treasury stock at cost (177) (144)

Total stockholders’ equity 3,006 2,917

Total liabilities and stockholders’ equity $ 8,781 $ 8,433

Table 2: CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)

Three Months Ended Six Months Ended

(in millions, except per share data) July 4, 2026 June 28, 2025 July 4, 2026 June 28, 2025

Revenue $ 1,981 $ 1,943 $ 3,893 $ 3,713

Cost of goods sold 1,386 1,374 2,747 2,633

Gross profit 595 569 1,146 1,080

Operating expenses:

Research and development expenses 48 41 96 76

Selling, general and administrative expenses 332 319 672 625

Intangible asset amortization 31 30 62 60

Restructuring expenses 22 2 28 6

Business separation costs 31 — 55 —

Total operating expenses 464 392 913 767

Income from operations 131 177 $ 233 $ 313

Indemnification Agreement expense (1)

— 882 — 972

Other (income) expense, net (2)

(81) 9 (81) 15

Interest expense, net 46 24 93 49

Net income (loss) before taxes 166 (738) 221 (723)

Provision for income taxes 69 87 86 96

Net income (loss) 97 (825) 135 (819)

Less: preferred stock dividends 8 8 17 17

Less: undistributed income allocated to preferred stockholders 10 — 13 —

Net income (loss) available to common stockholders $ 79 $ (833) $ 105 $ (836)

Earnings (loss) per common share:

Basic $ 0.52 $ (5.59) $ 0.70 $ (5.65)

Diluted $ 0.51 $ (5.59) $ 0.68 $ (5.65)

Weighted average common shares outstanding:

Basic 151 149 151 148

Diluted 154 149 155 148

(1) Represents the expense incurred pursuant to the Indemnification Agreement, which, prior to its termination, we paid our regularly scheduled payments of $70 million during 2025. The following table summarizes information concerning the Indemnification Agreement.

(2) Primarily represents the $77 million gain recognized pursuant to the termination of the Tax Matters Agreement.

Three Months Ended Six Months Ended

(in millions) July 4, 2026 June 28, 2025 July 4, 2026 June 28, 2025

Accrual for Indemnification Agreement liabilities deemed probable and reasonably estimable $ — $ 882 $ — $ 972

Cash payments made to Honeywell — (35) — (70)

Indemnification Agreement non-GAAP adjustment $ — $ 847 $ — $ 902

Table 3: CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)

Three Months Ended Six Months Ended

(in millions) July 4, 2026 June 28, 2025 July 4, 2026 June 28, 2025

Cash Flows From Operating Activities:

Net income (loss) $ 97 $ (825) $ 135 $ (819)

Adjustments to reconcile net income (loss) to net cash in operating activities:

Depreciation and amortization 50 49 101 96

Restructuring expenses 22 2 28 6

Stock-based compensation expense 14 15 28 30

Deferred income taxes 43 — 43 4

Other, net — 2 — 4

Changes in assets and liabilities:

Accounts receivable, net (107) (72) (149) (85)

Inventories, net (39) (13) (45) 4

Other current assets (8) (35) (2) (26)

Accounts payable 98 109 (8) 8

Accrued liabilities 64 185 (50) 73

Non-current obligations payable under the Tax Matters Agreement (88) — (88) —

Non-current obligations payable under the Indemnification Agreement — 847 — 902

Other, net 2 (64) 10 (62)

Net cash provided by operating activities 148 200 3 135

Cash Flows From Investing Activities:

Capital expenditures (29) (20) (65) (51)

Other investing activities 10 — 10 —

Net cash used in investing activities (19) (20) (55) (51)

Cash Flows From Financing Activities:

Proceeds from issuance of long-term debt 400 — 400 —

Repayments of long-term debt (4) (2) (9) (2)

Acquisition of treasury stock to cover stock award tax withholding (1) (1) (33) (16)

Preferred stock dividend payments (8) (8) (17) (17)

Other financing activities, net (3) — 1 2

Net cash provided by (used in) financing activities 384 (11) 342 (33)

Effect of foreign exchange rate changes on cash, cash equivalents and restricted cash (4) 7 (3) 10

Net increase in cash, cash equivalents and restricted cash 509 176 287 61

Cash, cash equivalents and restricted cash at beginning of period 440 578 662 693

Cash, cash equivalents and restricted cash at end of period $ 949 $ 754 949 754

Table 4: SUMMARY OF FINANCIAL RESULTS (UNAUDITED)

Q2 2026

Full Year 2026

(in millions) Products and Solutions ADI Global Distribution Corporate Total Company Products and Solutions ADI Global Distribution Corporate Total Company

Revenue $ 695 $ 1,286 $ — $ 1,981 $ 1,401 $ 2,492 $ — $ 3,893

Cost of goods sold 392 994 — 1,386 803 1,944 — 2,747

Gross profit 303 292 — 595 598 548 — 1,146

Research and development expenses 37 11 — 48 73 23 — 96

Selling, general and administrative expenses 110 187 35 332 229 373 70 672

Intangible asset amortization 6 25 — 31 12 49 1 62

Restructuring expenses 12 5 5 22 18 5 5 28

Business separation costs — — 31 31 — — 55 55

Income (loss) from operations $ 138 $ 64 $ (71) $ 131 $ 266 $ 98 $ (131) $ 233

Q2 2025

Full Year 2025

(in millions) Products and Solutions ADI Global Distribution Corporate Total Company Products and Solutions ADI Global Distribution Corporate Total Company

Revenue $ 666 $ 1,277 $ — $ 1,943 $ 1,315 $ 2,398 $ — $ 3,713

Cost of goods sold 380 994 — 1,374 760 1,873 — 2,633

Gross profit 286 283 — 569 555 525 — 1,080

Research and development expenses 32 9 — 41 59 17 — 76

Selling, general and administrative expenses 104 179 36 319 205 352 68 625

Intangible asset amortization 6 23 1 30 12 46 2 60

Restructuring expenses 2 1 (1) 2 1 5 — 6

Income (loss) from operations $ 142 $ 71 $ (36) $ 177 $ 278 $ 105 $ (70) $ 313

Q2 2026 % change compared with prior period

Full Year 2026 % change compared with prior period

Products and Solutions ADI Global Distribution Corporate Total Company Products and Solutions ADI Global Distribution Corporate Total Company

Revenue 4 % 1 % N/A 2 % 7 % 4 % N/A 5 %

Cost of goods sold 3 % — % N/A 1 % 6 % 4 % N/A 4 %

Gross profit 6 % 3 % N/A 5 % 8 % 4 % N/A 6 %

Research and development expenses 16 % 22 % N/A 17 % 24 % 35 % N/A 26 %

Selling, general and administrative expenses 6 % 4 % (3) % 4 % 12 % 6 % 3 % 8 %

Intangible asset amortization — % 9 % (100) % 3 % — % 7 % (50) % 3 %

Income (loss) from operations (3) % (10) % 97 % (26) % (4) % (7) % 87 % (26) %

NON-GAAP FINANCIAL MEASURES AND RECONCILIATIONS

ADJUSTED NET INCOME AND ADJUSTED DILUTED EARNINGS PER SHARE

(UNAUDITED)

Three Months Ended Six Months Ended

(in millions, except per share data) July 4, 2026 June 28, 2025 July 4, 2026 June 28, 2025

GAAP Net income (loss) $ 97 $ (825) $ 135 $ (819)

Less: preferred stock dividends 8 8 17 17

Less: undistributed income allocated to preferred stockholders 10 — 13 —

GAAP Net income (loss) available to common stockholders 79 (833) 105 (836)

Indemnification Agreement expense (1)

— 847 — 902

One-time tax impact of Indemnification Agreement — 42 — 42

Tax Matters Agreement settlement (2)

(33) — (33) —

Intangible asset amortization 31 30 62 60

Business separation costs 31 — 55 —

Restructuring expense 22 2 28 6

Stock-based compensation expense 14 15 28 30

Litigation settlement 1 — 19 —

Undistributed income allocated to preferred stockholders 10 — 13 —

Other (3)

(5) 11 (5) 18

Tax effect of applicable non-GAAP adjustments (4)

(22) (15) (43) (29)

Non-GAAP Adjusted net income $ 128 $ 99 $ 229 $ 193

Three Months Ended Six Months Ended

July 4, 2026 June 28, 2025 July 4, 2026 June 28, 2025

GAAP Net income (loss) available to common shareholders per diluted common share $ 0.51 $ (5.59) $ 0.68 $ (5.65)

Indemnification Agreement expense (1)

— 5.61 — 5.97

One-time tax impact of Indemnification Agreement — 0.28 — 0.28

Tax Matters Agreement activity (2)

(0.21) — (0.21) —

Intangible asset amortization 0.20 0.20 0.40 0.40

Business separation costs 0.20 — 0.35 —

Restructuring expense 0.14 0.01 0.18 0.04

Stock-based compensation expense 0.09 0.10 0.18 0.20

Litigation settlement 0.01 — 0.12 —

Undistributed income allocated to preferred stockholders 0.06 — 0.08 —

Impact of incremental dilutive shares — 0.07 — 0.11

Other (3)

(0.03) 0.08 (0.03) 0.12

Tax effect of applicable non-GAAP adjustments (4)

(0.14) (0.10) (0.27) (0.19)

Non-GAAP Adjusted diluted earnings per share $ 0.83 $ 0.66 $ 1.48 $ 1.28

(1)Refer to the Unaudited Consolidated Statements of Operations herein.

(2)We recognized a gain of $77 million in Other income and derecognized $44 million of deferred tax assets that were no longer realizable to Income tax expense in connection with the termination of the Tax Matters Agreement.

(3)For 2026 periods, Other includes net periodic pension benefit costs, excluding service costs, foreign exchange transactions loss (income), gain on sale of assets, and miscellaneous other non-recurring, non-operating income and losses. For 2025 periods, Other includes net periodic pension benefit costs, excluding service costs, foreign exchange transaction loss (income), gain on sale of business, acquisition-related integration costs, and miscellaneous other non-recurring, non-operating income and losses.

(4)We calculate the tax effect of relevant non-GAAP adjustments by applying a flat statutory tax rate of 25% for all non-deductible and taxable adjustments.

NON-GAAP FINANCIAL MEASURES AND RECONCILIATIONS

GAAP NET INCOME AND ADJUSTED EBITDA

(UNAUDITED)

Three Months Ended Six Months Ended

(in millions) July 4, 2026 June 28, 2025 July 4, 2026 June 28, 2025

Revenue $ 1,981 $ 1,943 $ 3,893 $ 3,713

GAAP Net income (loss) $ 97 $ (825) $ 135 $ (819)

GAAP Net income (loss) as a % of revenue 4.9 % (42.5) % 3.5 % (22.1) %

Provision for income taxes (1)

69 87 86 96

GAAP Net income (loss) before taxes 166 (738) 221 (723)

Indemnification Agreement expense (2)

— 847 — 902

Termination of Tax Matters Agreement (1)

(77) — (77) —

Depreciation and amortization 50 49 101 96

Interest expense, net 46 24 93 49

Business separation costs 31 — 55 —

Stock-based compensation expense 14 15 28 30

Restructuring expenses 22 2 28 6

Litigation settlement 1 — 19 —

Other (3)

(4) 11 (4) 18

Non-GAAP Adjusted EBITDA $ 249 $ 210 $ 464 $ 378

Non-GAAP Adjusted EBITDA as a % of revenue 12.6 % 10.8 % 11.9 % 10.2 %

(1)We recognized a gain of $77 million in Other income and derecognized $44 million of deferred tax assets that were no longer realizable to Income tax expense in connection with the termination of the Tax Matters Agreement.

(2)Refer to the Unaudited Consolidated Statements of Operations herein.

NON-GAAP FINANCIAL MEASURES AND RECONCILIATIONS

(UNAUDITED)

PRODUCTS AND SOLUTIONS SEGMENT

Three Months Ended Six Months Ended

(in millions) July 4, 2026 June 28, 2025 July 4, 2026 June 28, 2025

Revenue $ 695 $ 666 $ 1,401 $ 1,315

GAAP Income from operations $ 138 $ 142 $ 266 $ 278

GAAP Income from operations as a % of revenue 19.9 % 21.3 % 19.0 % 21.1 %

Litigation settlement — — 18 —

Restructuring expense 12 2 18 1

Stock-based compensation expense 5 4 10 9

Other 1 — — —

Non-GAAP Adjusted Income from Operations $ 156 $ 148 $ 312 $ 288

Depreciation and amortization 21 19 42 37

Non-GAAP Adjusted EBITDA $ 177 $ 167 $ 354 $ 325

Non-GAAP Adjusted EBITDA as a % of revenue 25.5 % 25.1 % 25.3 % 24.7 %

ADI GLOBAL DISTRIBUTION SEGMENT

Three Months Ended Six Months Ended

(in millions) July 4, 2026 June 28, 2025 July 4, 2026 June 28, 2025

Revenue $ 1,286 $ 1,277 $ 2,492 $ 2,398

GAAP Income from operations $ 64 $ 71 $ 98 $ 105

GAAP Income from operations as a % of revenue 5.0 % 5.6 % 3.9 % 4.4 %

Stock-based compensation expense 4 5 8 9

Restructuring expense 5 1 5 5

Litigation settlement (1) — (1) —

Other 2 2 1 4

Non-GAAP Adjusted Income from Operations $ 74 $ 79 $ 111 $ 123

Depreciation and amortization 29 28 58 56

Non-GAAP Adjusted EBITDA $ 103 $ 107 $ 169 $ 179

Non-GAAP Adjusted EBITDA as a % of revenue 8.0 % 8.4 % 6.8 % 7.5 %

BRIDGE FROM P&S SEGMENT RESULTS TO RESIDEO

(UNAUDITED)

Q1 2026(3)

Q2 2026(3)

1H 2026(3)

(In millions)

P&S Reported Segment Revenue $ 706 $ 695 $ 1,401

Sales to ADI 46 43 89

Standalone Adjusted Revenue 752 738 1,490

Standalone Adjusted COGS(1)

457 435 892

Standalone Gross Profit 295 303 598

Research and development expenses 37 37 74

Selling, general and administrative expenses 120 109 229

Incremental SG&A (ex: Depr & SBC) 19 20 39

Incremental Depreciation 1 1 2

Incremental SBC 3 3 6

Standalone SG&A(2)

143 133 276

Intangible asset amortization 6 6 12

Incremental Intangible Asset Amortization 1 1 2

Restructuring expenses 6 12 18

Standalone Adjusted Income from operations 102 114 216

Reported Segment AEBITDA 177 $ 177 $ 354

Incremental SG&A (ex: Depr & SBC) 19 20 39

Standalone AEBITDA $ 158 $ 157 $ 315

Standalone Adjustments in Blue have been calculated as if the ADI Spin-Off had been completed on January 1, 2026.

(1) Standalone Adjusted COGS reflects a gross up adjustment for intercompany sales to ADI.

(2) Q1 2026 does not include approximately $7 million of executive, pension, and other nonrecurring costs associated with the Spin-Off of the ADI Global Distribution business.

(3) Does not include continuing operations basis of accounting. The ADI Spin-Off was completed on August 3, 2026. For the second quarter, Resideo has not yet completed the procedures to account for the ADI segment as discontinued operations. Beginning in the third quarter, Resideo will account for the ADI segment as discontinued operations for such quarter and prior periods.

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