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tex-20260730

0000097216false00000972162026-07-302026-07-30

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) July 30, 2026

TEREX CORPORATION

(Exact Name of Registrant as Specified in Charter)

Delaware1-1070234-1531521

(State or Other Jurisdiction(Commission(IRS Employer

of Incorporation)File Number)Identification No.)

301 Merritt 7, 4th Floor NorwalkConnecticut 06851

(Address of Principal Executive Offices)(Zip Code)

Registrant's telephone number, including area code (203) 222-7170

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 (see General Instruction A.2. below):

☐ 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 classTrading Symbol(s)Name of each exchange on which registered

Common Stock ($0.01 par value)TEXNew 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 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

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.

Terex Corporation (“Terex”) issued a press release on July 30, 2026, in which Terex provided certain second quarter 2026 financial results. A copy of this press release is included as Exhibit 99.1 to this Form 8-K.

Item 7.01. Regulation FD Disclosure.

Terex will host a conference call on Thursday, July 30, 2026, at 8:30 a.m. Eastern Time. Terex will post on its website a slide presentation that will accompany the conference call. To access the slide presentation, go to https://investors.terex.com.

Item 9.01. Financial Statements and Exhibits.

(d)    Exhibits

99.1 Press release of Terex Corporation issued on July 30, 2026

104Cover 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.

Date: July 30, 2026

TEREX CORPORATION

By: /s/ Jennifer Kong-Picarello

Jennifer Kong-Picarello

Senior Vice President and Chief Financial Officer

- 2 -

EX-99.1

2 exh99_105012026q12026ercal.htm

EX-99.1 Q1 2026 PREPARED REMARKS

Document

First Quarter 2026 Earnings Release Conference Call

May 1, 2026

Derek Everitt – Terex Corporation – Vice President, Investor Relations

Good morning and welcome to the Terex Corporation (“Terex” or “Company”) first quarter 2026 earnings conference call. A copy of the press release and presentation slides are posted on our Investor Relations website at investors.terex.com. In addition, the replay and slide presentation will be available on our website. We are joined today by Simon Meester, President and Chief Executive Officer, and Jennifer Kong, Senior Vice President and Chief Financial Officer. Their prepared remarks will be followed by a question-and-answer.

Please turn to slide 2 of the presentation, which reflects our safe harbor statement. Today’s conference call contains forward-looking statements, which are subject to risks that could cause actual results to be materially different from those expressed or implied. These risks are described in greater detail in the earnings materials and in our reports filed with the Securities and Exchange Commission. On this call, we will be discussing non-GAAP financial information, including adjusted figures that we believe are useful in evaluating the Company’s operating performance. Reconciliations for these non-GAAP measures can be found in the conference call materials. Please turn to slide 3 and I’ll hand it over to Simon Meester.

Simon A. Meester – Terex Corporation – President and Chief Executive Officer

Thanks, Derek, and good morning. I would like to welcome everyone to our earnings call and appreciate your interest in Terex. We are off to a good start for the year, including our new Specialty Vehicles (“SV”) segment, which was in the portfolio for two months of the period and already making a meaningful contribution to the group. We grew sales by 11% on a proforma basis, including growth in all four segments, led by SV which grew 20% compared to the same period last year. Terex Utilities was our fastest growing business this quarter. The Utilities team is doing an excellent job ramping up production in a very bullish market. And earnings per share (“EPS”) increased 18% year-over-year to $0.98 cents, or a 6% improvement with a normalized tax rate. Quarter-ending backlog increased to $7.1 billion, which includes strong bookings trends particularly in Materials Processing (“MP”), Aerials (“Aerials”) and Terex Utilities, providing good forward visibility and consistent with our expectations for the year. As a result, we are reiterating our full-year outlook and with the recent additions to our portfolio remain laser focused on execution and integration.

Which brings me to slide 4. The REV integration is progressing as planned. We are executing the same playbook we used for the Environmental Solutions Group (“ESG”) integration, which we completed ahead of schedule and within budget, with synergies above target. For the synergies with REV, we are on track to realize approximately $28 million in 2026 by eliminating duplicate overhead, and have line of sight to achieving a $75 million run‑rate within our 24 month target. With regards to the integration effort, all workstreams are at or ahead of schedule. In addition, I am particularly encouraged by the way the legacy Terex and legacy REV teams are working together and the two cultures are meshing really well.

Last week, the SV team showcased our 3rd Eye digital solution at the fire and emergency trade show in Indianapolis and were very pleased with the level of interest it created. 3rd Eye is an AI-based solution that our Environmental Solutions (“ES”) segment developed for their customers to provide situational awareness around the vehicle and add tangible commercial and operational benefits. It’s an integral part of what is now referred to as Smart Truck technology in the waste collection sector. Our digital team has already developed applications that leverage this technology for utility vehicles, cement mixers and have now added fire and emergency vehicles to their scope. So, good progress on the REV integration and the synergies front. We are also pleased with the progress we are making with the strategic review of our Aerials business. We continue to engage with multiple interested parties and are working towards an outcome that maximizes value for our shareholders. We do not have any specific details to share at this time, but we will continue to update you as the process unfolds.

Moving to page 5. Over the past two years we deliberately shifted our portfolio’s end market exposure to more U.S. based, resilient and predictable sectors with attractive growth profiles. As a result, Terex is far less exposed to global macro dynamics and trade policy than in the past. Based on proforma 2025 results, about 80% of our revenue was generated in North America, of which roughly 85% was manufactur