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
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