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): May 17, 2024

CARRIER GLOBAL CORPORATION

(Exact name of registrant as specified in its charter)

Delaware	001-39220	83-4051582
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

13995 Pasteur Boulevard
Palm Beach Gardens	Florida	33418

(Address of principal executive offices, including zip code)

(561) 365-2000

(Registrant’s telephone number, including area code)

N/A

(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
Common Stock ($0.01 par value)	CARR	New York Stock Exchange
4.375% Notes due 2025	CARR25	New York Stock Exchange
4.125% Notes due 2028	CARR28	New York Stock Exchange
4.500% Notes due 2032	CARR32	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. ¨

Section 1—Registrant’s Business and Operations

Item 1.01    Entry into a Material Definitive Agreement.

On May 17, 2024, Carrier Global Corporation (the “Company”) refinanced and replaced a Prior Credit Agreement (as defined below) by entering into a 364-day senior unsecured revolving credit agreement among the Company and Carrier Intercompany Lending Designated Activity Company as borrowers, the lenders party thereto and JPMorgan Chase Bank, N.A., as administrative agent, facilitating borrowings of up to $500 million (the “Credit Agreement”). Except as otherwise described herein, the terms of the Credit Agreement are substantially similar to the Prior Credit Agreement.

The Credit Agreement refinanced and replaced the Prior Credit Agreement, and will support the cash requirements of the Company. Borrowings under the Credit Agreement may be made in either U.S. Dollars or Euros. For U.S. Dollar borrowings, interest can be charged at either the Term SOFR Rate plus 0.10% and a ratings-based margin, or alternatively at the Alternate Base Rate plus a ratings-based margin. Euro borrowings bear interest at the Adjusted EURIBOR Rate plus a ratings-based margin. The Credit Agreement contains customary representations and warranties for investment grade financings. The Credit Agreement also contains (i) certain customary affirmative covenants, including those that impose certain reporting and/or performance obligations on the Company, (ii) certain customary negative covenants that generally restrict, subject to various exceptions, the Company from taking certain actions, including, without limitation, incurring certain liens and consummating certain fundamental changes, (iii) a financial covenant in the form of a consolidated leverage ratio, (iv) customary events of default (including a change of control) for financings of this type and (v) a term-out option to extend the maturity date for any principal outstanding on the Scheduled Maturity Date by one year subject to payment of a 1.00% term-out premium and other customary conditions. All terms used but not defined in this Current Report on Form 8-K are as defined in the Credit Agreement. The foregoing summary is qualified in its entirety with reference to the Credit Agreement, which is attached hereto as Exhibit 10.1, and is incorporated herein by reference.

Item 1.02    Termination of a Material Definitive Agreement.

Simultaneous with the entry into the Credit Agreement, the Company terminated its existing 364-day senior unsecured revolving credit agreement, dated as of May 19, 2023 (the “Prior Credit Agreement”) among the Company and Carrier Intercompany Lending Designated Activity Company as borrowers, the lenders party thereto and JPMorgan Chase Bank, N.A., as administrative agent, which provided for a $500 million senior unsecured 364-day revolving credit facility.

Section 2—Financial Information

Item 2.03.    Creation of a Direct Financial Obligation or an Obligation Under an Off-Balance Sheet Arrangement of a Registrant.

The information set forth under Item 1.01 above is incorporated by reference into this Item 2.03.

Section 9—Financial Statements and Exhibits

Item 9.01    Financial Statements and Exhibits.

(d) Exhibits.

Exhibit Number	Exhibit Description
10.1	364-Day Credit Agreement, dated as of May 17, 2024, among Carrier Global Corporation and Carrier Intercompany Lending Designated Activity Company as borrowers, the lenders party thereto, and JPMorgan Chase Bank, N.A., as administrative agent.
104	Cover Page Interactive Data File - the cover page XBRL tags are 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.

	CARRIER GLOBAL CORPORATION
	(Registrant)
Date: May 17, 2024	By:	/S/ PATRICK GORIS
		Patrick Goris
		Senior Vice President and Chief Financial Officer