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Titan Machinery Inc.
as of 06-11-2026 4:00pm EST
Titan Machinery Inc owns and operates a network of full-service agricultural and construction equipment stores. The company sells and repairs agricultural equipment, including machinery and attachments for large-scale farming and home and gardening purposes, as well as construction equipment. It operates through the following segments: The Agriculture segment sells, services, and rents machinery and related parts and attachments, for uses ranging from large-scale farming to home and garden use, The construction segment sells, services, and rents machinery, and related parts and attachments, for uses ranging from heavy construction to light industrial machinery use, and the Europe and Australia segments.
| Founded: | 1980 | Country: | United States |
| Employees: | N/A | City: | WEST FARGO |
| Market Cap: | 416.9M | IPO Year: | 2007 |
| Target Price: | $19.00 | AVG Volume (30 days): | 210.8K |
| Analyst Decision: | Hold | Number of Analysts: | 3 |
| Dividend Yield: | N/A | Dividend Payout Frequency: | N/A |
| EPS: | -0.55 | EPS Growth: | -46.01 |
| 52 Week Low/High: | $13.21 - $25.00 | Next Earning Date: | 05-21-2026 |
| Revenue: | $2,427,107,000 | Revenue Growth: | -10.18% |
| Revenue Growth (this year): | -11.99% | Revenue Growth (next year): | 3.75% |
| P/E Ratio: | -36.29 | Index: | N/A |
| Free Cash Flow: | 126.7M | FCF Growth: | +523.96% |
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Earnings Transcripts
SEC 8-K filings with transcript text
2025 Q3 Q3 2025 Earnings
8-K SELL Nov 25, 2025 · 100% conf.
Q3 2025 Earnings
8-K SELLNov 25, 2025 · 100% conf.
1D
-3.27%
$18.85
Act: -4.05%
5D
-6.70%
$18.18
Act: -14.98%
20D
-9.21%
$17.70
Act: -20.06%
titn-202511250001409171false00014091712025-11-252025-11-25
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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 25, 2025
TITAN MACHINERY INC.
(Exact Name of Registrant as Specified in its Charter)
Delaware (State or Other Jurisdiction of Incorporation)
001-33866 45-0357838 (Commission File Number) (IRS Employer Identification No.)
644 East Beaton Drive West Fargo, North Dakota 58078 (Address of Principal Executive Offices) (Zip Code)
(701) 356-0130 (Registrant’s Telephone Number, Including Area Code)
Not Applicable (Former Name or Former Address, if Changed Since Last Report)
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, $0.00001 par value per shareTITNThe Nasdaq Stock Market LLC
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))
Indicate by a 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. o
Item 2.02 Results of Operations and Financial Condition
On November 25, 2025, Titan Machinery Inc. (the “Company”) issued a press release announcing its financial results for the nine months ended October 31, 2025. The Company will be conducting a conference call to discuss its third quarter of fiscal 2026 financial results at 7:30 a.m. Central time on November 25, 2025. The full text of the press release is set forth in Exhibit 99.1 attached hereto and is incorporated by reference in this Current Report on Form 8-K as if fully set forth herein.
Item 9.01 Financial Statements and Exhibits.
(a) Financial statements: None
(b) Pro forma financial information: None
(c) Shell Company Transactions: None
(d) Exhibits: See “Exhibit Index” on page immediately prior to signatures.
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.
TITAN MACHINERY INC.
Date:November 25, 2025By/s/ Robert Larsen Robert Larsen Chief Financial Officer
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
EXHIBIT INDEX
to
FORM 8-K
TITAN MACHINERY INC.
Date of Report:Commission File No.: November 25, 2025001-33866
Exhibit No. ITEM
99.1 Press Release dated November 25, 2025
104Cover page interactive data file (embedded within the Inline XBRL document)
2025 Q2 Q2 2025 Earnings
8-K Aug 28, 2025
Q2 2025 Earnings
8-KAug 28, 2025
titn-202508280001409171false00014091712025-08-282025-08-28
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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 28, 2025
TITAN MACHINERY INC.
(Exact Name of Registrant as Specified in its Charter)
Delaware (State or Other Jurisdiction of Incorporation)
001-33866 45-0357838 (Commission File Number) (IRS Employer Identification No.)
644 East Beaton Drive West Fargo, North Dakota 58078 (Address of Principal Executive Offices) (Zip Code)
(701) 356-0130 (Registrant’s Telephone Number, Including Area Code)
Not Applicable (Former Name or Former Address, if Changed Since Last Report)
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, $0.00001 par value per shareTITNThe Nasdaq Stock Market LLC
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))
Indicate by a 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. o
Item 2.02 Results of Operations and Financial Condition
On August 28, 2025, Titan Machinery Inc. (the “Company”) issued a press release announcing its financial results for the six months ended July 31, 2025. The Company will be conducting a conference call to discuss its second quarter of fiscal 2026 financial results at 7:30 a.m. Central time on August 28, 2025. The full text of the press release is set forth in Exhibit 99.1 attached hereto and is incorporated by reference in this Current Report on Form 8-K as if fully set forth herein.
Item 9.01 Financial Statements and Exhibits.
(a) Financial statements: None
(b) Pro forma financial information: None
(c) Shell Company Transactions: None
(d) Exhibits: See “Exhibit Index” on page immediately prior to signatures.
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.
TITAN MACHINERY INC.
Date:August 28, 2025By/s/ Robert Larsen Robert Larsen Chief Financial Officer
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
EXHIBIT INDEX
to
FORM 8-K
TITAN MACHINERY INC.
Date of Report:Commission File No.: August 28, 2025001-33866
Exhibit No. ITEM
99.1 Press Release dated August 28, 2025
104Cover page interactive data file (embedded within the Inline XBRL document)
2025 Q1 Q1 2025 Earnings
8-K May 22, 2025
Q1 2025 Earnings
8-KMay 22, 2025
titn-202505220001409171false00014091712025-05-222025-05-22
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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 22, 2025
TITAN MACHINERY INC.
(Exact Name of Registrant as Specified in its Charter)
Delaware (State or Other Jurisdiction of Incorporation)
001-33866 45-0357838 (Commission File Number) (IRS Employer Identification No.)
644 East Beaton Drive West Fargo, North Dakota 58078 (Address of Principal Executive Offices) (Zip Code)
(701) 356-0130 (Registrant’s Telephone Number, Including Area Code)
Not Applicable (Former Name or Former Address, if Changed Since Last Report)
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, $0.00001 par value per shareTITNThe Nasdaq Stock Market LLC
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))
Indicate by a 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. o
Item 2.02 Results of Operations and Financial Condition
On May 22, 2025, Titan Machinery Inc. (the “Company”) issued a press release announcing its financial results for the three months ended April 30, 2025. The Company will be conducting a conference call to discuss its first quarter of fiscal 2026 financial results at 7:30 a.m. Central time on May 22, 2025. The full text of the press release is set forth in Exhibit 99.1 attached hereto and is incorporated by reference in this Current Report on Form 8-K as if fully set forth herein.
Item 9.01 Financial Statements and Exhibits.
(a) Financial statements: None
(b) Pro forma financial information: None
(c) Shell Company Transactions: None
(d) Exhibits: See “Exhibit Index” on page immediately prior to signatures.
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.
TITAN MACHINERY INC.
Date:May 22, 2025By/s/ Robert Larsen Robert Larsen Chief Financial Officer
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
EXHIBIT INDEX
to
FORM 8-K
TITAN MACHINERY INC.
Date of Report:Commission File No.: May 22, 2025001-33866
Exhibit No. ITEM
99.1 Press Release dated May 22, 2025
104Cover page interactive data file (embedded within the Inline XBRL document)
2024 Q4 Q4 2024 Earnings
8-K Mar 20, 2025
Q4 2024 Earnings
8-KMar 20, 2025
titn-202503200001409171false00014091712025-03-202025-03-20
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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): March 20, 2025
TITAN MACHINERY INC.
(Exact Name of Registrant as Specified in its Charter)
Delaware (State or Other Jurisdiction of Incorporation)
001-33866 45-0357838 (Commission File Number) (IRS Employer Identification No.)
644 East Beaton Drive West Fargo, North Dakota 58078 (Address of Principal Executive Offices) (Zip Code)
(701) 356-0130 (Registrant’s Telephone Number, Including Area Code)
Not Applicable (Former Name or Former Address, if Changed Since Last Report)
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, $0.00001 par value per shareTITNThe Nasdaq Stock Market LLC
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:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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 o
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. o
Item 2.02 Results of Operations and Financial Condition
On March 20, 2025, Titan Machinery Inc. (the “Company”) issued a press release announcing its financial results for its fourth quarter and fiscal year ended January 31, 2025. The Company will be conducting a conference call to discuss its full year and fourth quarter of fiscal 2025 financial results at 7:30 a.m. Central time on March 20, 2025. The full text of the press release is set forth in Exhibit 99.1 attached hereto and is incorporated by reference in this Current Report on Form 8-K as if fully set forth herein.
Item 9.01 Financial Statements and Exhibits.
(a) Financial statements: None
(b) Pro forma financial information: None
(c) Shell Company Transactions: None
(d) Exhibits: See “Exhibit Index” on page immediately prior to signatures.
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.
TITAN MACHINERY INC.
March 20, 2025By/s/ Robert Larsen Robert Larsen Chief Financial Officer
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
EXHIBIT INDEX
to
FORM 8-K
TITAN MACHINERY INC.
Date of Report:Commission File No.: March 20, 2025001-33866
Exhibit No. ITEM
99.1 Press Release dated March 20, 2025
104 Cover page interactive data file (embedded within the Inline XBRL document)
2024 Q4 Q4 2024 Earnings
8-K/A Mar 20, 2025
Q4 2024 Earnings
8-K/AMar 20, 2025
titn-202503200001409171false00014091712025-03-202025-03-20
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K/A
Amendment No. 1 to 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): March 20, 2025
TITAN MACHINERY INC.
(Exact Name of Registrant as Specified in its Charter)
Delaware (State or Other Jurisdiction of Incorporation)
001-33866 45-0357838 (Commission File Number) (IRS Employer Identification No.)
644 East Beaton Drive West Fargo, North Dakota 58078 (Address of Principal Executive Offices) (Zip Code)
(701) 356-0130 (Registrant’s Telephone Number, Including Area Code)
Not Applicable (Former Name or Former Address, if Changed Since Last Report)
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, $0.00001 par value per shareTITNThe Nasdaq Stock Market LLC
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:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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 o
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. o
Explanatory Note
On March 20, 2025, Titan Machinery (the “Company”) issued a press release reporting its fourth quarter 2025 financial results. A prior version of the press release was furnished with a Current Report on Form 8-K filed on March 20, 2025 (the “Report”). This Amendment No. 1 to the Report (“Amendment No. 1”) is being filed to amend Items 2.02 and 9.01 in the Report, solely to revise the diluted loss per share for the fourth quarter result on pages two, seven and ten of Exhibit 99.1 furnished with the Report. The revised information appears in Exhibit 99.1 furnished with this Amendment No. 1. Accordingly, this Amendment No. 1 supersedes, in its entirety, the Report.
Item 2.01 Results of Operations and Financial Condition.
The Company is filing the press release with the revised information with the Securities and Exchange Commission in the form attached hereto as Exhibit 99.1.
Item 9.01 Financial Statements and Exhibits.
(a) Financial statements: None
(b) Pro forma financial information: None
(c) Shell Company Transactions: None
(d) Exhibits: See “Exhibit Index” on page immediately prior to signatures.
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.
TITAN MACHINERY INC.
March 20, 2025By/s/ Robert Larsen Robert Larsen Chief Financial Officer
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
EXHIBIT INDEX
to
FORM 8-K
TITAN MACHINERY INC.
Date of Report:Commission File No.: March 20, 2025001-33866
Exhibit No. ITEM
99.1 Titan Machinery press release originally dated March 20, 2025, as updated March 20, 2025 104 Cover page interactive data file (embedded within the Inline XBRL document)
2024 Q3 Q3 2024 Earnings
8-K Nov 26, 2024
Q3 2024 Earnings
8-KNov 26, 2024
titn-202411260001409171false00014091712024-11-262024-11-2600014091712024-08-292024-08-29
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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 26, 2024
TITAN MACHINERY INC.
(Exact Name of Registrant as Specified in its Charter)
Delaware (State or Other Jurisdiction of Incorporation)
001-33866 45-0357838 (Commission File Number) (IRS Employer Identification No.)
644 East Beaton Drive West Fargo, North Dakota 58078 (Address of Principal Executive Offices) (Zip Code)
(701) 356-0130 (Registrant’s Telephone Number, Including Area Code)
Not Applicable (Former Name or Former Address, if Changed Since Last Report)
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, $0.00001 par value per shareTITNThe Nasdaq Stock Market LLC
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))
Indicate by a 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. o
Item 2.02 Results of Operations and Financial Condition
On November 26, 2024, Titan Machinery Inc. (the “Company”) issued a press release announcing its financial results for the nine months ended October 31, 2024. The Company will be conducting a conference call to discuss its third quarter of fiscal 2025 financial results at 7:30 a.m. Central time on November 26, 2024. The full text of the press release is set forth in Exhibit 99.1 attached hereto and is incorporated by reference in this Current Report on Form 8-K as if fully set forth herein.
Item 9.01 Financial Statements and Exhibits.
(a) Financial statements: None
(b) Pro forma financial information: None
(c) Shell Company Transactions: None
(d) Exhibits: See “Exhibit Index” on page immediately prior to signatures.
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.
TITAN MACHINERY INC.
Date:November 26, 2024By/s/ Robert Larsen Robert Larsen Chief Financial Officer
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
EXHIBIT INDEX
to
FORM 8-K
TITAN MACHINERY INC.
Date of Report:Commission File No.: November 26, 2024001-33866
Exhibit No. ITEM
99.1 Press Release dated November 26, 2024
104Cover page interactive data file (embedded within the Inline XBRL document)
2024 Q2 Q2 2024 Earnings
8-K Aug 29, 2024
Q2 2024 Earnings
8-KAug 29, 2024
titn-202408290001409171false00014091712024-08-292024-08-29
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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 29, 2024
TITAN MACHINERY INC.
(Exact Name of Registrant as Specified in its Charter)
Delaware (State or Other Jurisdiction of Incorporation)
001-33866 45-0357838 (Commission File Number) (IRS Employer Identification No.)
644 East Beaton Drive West Fargo, North Dakota 58078 (Address of Principal Executive Offices) (Zip Code)
(701) 356-0130 (Registrant’s Telephone Number, Including Area Code)
Not Applicable (Former Name or Former Address, if Changed Since Last Report)
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, $0.00001 par value per shareTITNThe Nasdaq Stock Market LLC
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))
Indicate by a 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. o
Item 2.02 Results of Operations and Financial Condition
On August 29, 2024, Titan Machinery Inc. (the “Company”) issued a press release announcing its financial results for the six months ended July 31, 2024. The Company will be conducting a conference call to discuss its second quarter of fiscal 2025 financial results at 7:30 a.m. Central time on August 29, 2024. The full text of the press release is set forth in Exhibit 99.1 attached hereto and is incorporated by reference in this Current Report on Form 8-K as if fully set forth herein.
Item 9.01 Financial Statements and Exhibits.
(a) Financial statements: None
(b) Pro forma financial information: None
(c) Shell Company Transactions: None
(d) Exhibits: See “Exhibit Index” on page immediately prior to signatures.
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.
TITAN MACHINERY INC.
Date:August 29, 2024By/s/ Robert Larsen Robert Larsen Chief Financial Officer
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
EXHIBIT INDEX
to
FORM 8-K
TITAN MACHINERY INC.
Date of Report:Commission File No.: August 29, 2024001-33866
Exhibit No. ITEM
99.1 Press Release dated August 29, 2024
104Cover page interactive data file (embedded within the Inline XBRL document)
2024 Q2 Q2 2024 Earnings
8-K Aug 14, 2024
Q2 2024 Earnings
8-KAug 14, 2024
titn-202408140001409171false00014091712024-08-142024-08-14
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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 14, 2024
TITAN MACHINERY INC.
(Exact Name of Registrant as Specified in its Charter)
Delaware (State or Other Jurisdiction of Incorporation)
001-33866 45-0357838 (Commission File Number) (IRS Employer Identification No.)
644 East Beaton Drive West Fargo, North Dakota 58078 (Address of Principal Executive Offices) (Zip Code)
(701) 356-0130 (Registrant’s Telephone Number, Including Area Code)
Not Applicable (Former Name or Former Address, if Changed Since Last Report)
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, $0.00001 par value per shareTITNThe Nasdaq Stock Market LLC
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))
Indicate by a 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. o
Item 2.02 Results of Operations and Financial Condition
On August 14, 2024, Titan Machinery Inc. (the “Company”) issued a press release announcing its preliminary financial results for the three months ended July 31, 2024. The full text of the press release is set forth in Exhibit 99.1 attached hereto and is incorporated by reference in this Current Report on Form 8-K as if fully set forth herein.
Item 9.01 Financial Statements and Exhibits.
(a) Financial statements: None
(b) Pro forma financial information: None
(c) Shell Company Transactions: None
(d) Exhibits: See “Exhibit Index” on page immediately prior to signatures.
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.
TITAN MACHINERY INC.
Date:August 14, 2024By/s/ Robert Larsen Robert Larsen Chief Financial Officer
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
EXHIBIT INDEX
to
FORM 8-K
TITAN MACHINERY INC.
Date of Report:Commission File No.: August 14, 2024001-33866
Exhibit No. ITEM
99.1 Press Release dated August 14, 2024
104Cover page interactive data file (embedded within the Inline XBRL document)
2024 Q1 Q1 2024 Earnings
8-K May 23, 2024
Q1 2024 Earnings
8-KMay 23, 2024
titn-202405230001409171false00014091712024-05-232024-05-23
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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 23, 2024
TITAN MACHINERY INC.
(Exact Name of Registrant as Specified in its Charter)
Delaware (State or Other Jurisdiction of Incorporation)
001-33866 45-0357838 (Commission File Number) (IRS Employer Identification No.)
644 East Beaton Drive West Fargo, North Dakota 58078 (Address of Principal Executive Offices) (Zip Code)
(701) 356-0130 (Registrant’s Telephone Number, Including Area Code)
Not Applicable (Former Name or Former Address, if Changed Since Last Report)
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, $0.00001 par value per shareTITNThe Nasdaq Stock Market LLC
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))
Indicate by a 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. o
Item 2.02 Results of Operations and Financial Condition
On May 23, 2024, Titan Machinery Inc. (the “Company”) issued a press release announcing its financial results for the three months ended April 30, 2024. The Company will be conducting a conference call to discuss its first quarter of fiscal 2025 financial results at 7:30 a.m. Central time on May 23, 2024. The full text of the press release is set forth in Exhibit 99.1 attached hereto and is incorporated by reference in this Current Report on Form 8-K as if fully set forth herein.
Item 9.01 Financial Statements and Exhibits.
(a) Financial statements: None
(b) Pro forma financial information: None
(c) Shell Company Transactions: None
(d) Exhibits: See “Exhibit Index” on page immediately prior to signatures.
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.
TITAN MACHINERY INC.
Date:May 23, 2024By/s/ Robert Larsen Robert Larsen Chief Financial Officer
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
EXHIBIT INDEX
to
FORM 8-K
TITAN MACHINERY INC.
Date of Report:Commission File No.: May 23, 2024001-33866
Exhibit No. ITEM
99.1 Press Release dated May 23, 2024
104Cover page interactive data file (embedded within the Inline XBRL document)
2023 Q4 Q4 2023 Earnings
8-K Mar 21, 2024
Q4 2023 Earnings
8-KMar 21, 2024
titn-202403210001409171false00014091712024-03-212024-03-21
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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): March 21, 2024
TITAN MACHINERY INC.
(Exact Name of Registrant as Specified in its Charter)
Delaware (State or Other Jurisdiction of Incorporation)
001-33866 45-0357838 (Commission File Number) (IRS Employer Identification No.)
644 East Beaton Drive West Fargo, North Dakota 58078 (Address of Principal Executive Offices) (Zip Code)
(701) 356-0130 (Registrant’s Telephone Number, Including Area Code)
Not Applicable (Former Name or Former Address, if Changed Since Last Report)
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, $0.00001 par value per shareTITNThe Nasdaq Stock Market LLC
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:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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 o
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. o
Item 2.02 Results of Operations and Financial Condition
On March 21, 2024, Titan Machinery Inc. (the “Company”) issued a press release announcing its financial results for its fourth quarter and fiscal year ended January 31, 2024. The Company will be conducting a conference call to discuss its full year and fourth quarter of fiscal 2024 financial results at 7:30 a.m. Central time on March 21, 2024. The full text of the press release is set forth in Exhibit 99.1 attached hereto and is incorporated by reference in this Current Report on Form 8-K as if fully set forth herein.
Item 9.01 Financial Statements and Exhibits.
(a) Financial statements: None
(b) Pro forma financial information: None
(c) Shell Company Transactions: None
(d) Exhibits: See “Exhibit Index” on page immediately prior to signatures.
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.
TITAN MACHINERY INC.
March 21, 2024By/s/ Robert Larsen Robert Larsen Chief Financial Officer
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
EXHIBIT INDEX
to
FORM 8-K
TITAN MACHINERY INC.
Date of Report:Commission File No.: March 21, 2024001-33866
Exhibit No. ITEM
99.1 Press Release dated March 21, 2024
104 Cover page interactive data file (embedded within the Inline XBRL document)
2023 Q3 Q3 2023 Earnings
8-K Nov 30, 2023
Q3 2023 Earnings
8-KNov 30, 2023
titn-202311300001409171false00014091712023-08-312023-08-3100014091712023-11-302023-11-30
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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 30, 2023
TITAN MACHINERY INC.
(Exact Name of Registrant as Specified in its Charter)
Delaware (State or Other Jurisdiction of Incorporation)
001-33866 45-0357838 (Commission File Number) (IRS Employer Identification No.)
644 East Beaton Drive West Fargo, North Dakota 58078 (Address of Principal Executive Offices) (Zip Code)
(701) 356-0130 (Registrant’s Telephone Number, Including Area Code)
Not Applicable (Former Name or Former Address, if Changed Since Last Report)
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, $0.00001 par value per shareTITNThe Nasdaq Stock Market LLC
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))
Indicate by a 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. o
Item 2.02 Results of Operations and Financial Condition
On November 30, 2023, Titan Machinery Inc. (the “Company”) issued a press release announcing its financial results for the nine months ended October 31, 2023. The Company will be conducting a conference call to discuss its third quarter of fiscal 2024 financial results at 7:30 a.m. Central time on November 30, 2023. The full text of the press release is set forth in Exhibit 99.1 attached hereto and is incorporated by reference in this Current Report on Form 8-K as if fully set forth herein.
Item 9.01 Financial Statements and Exhibits.
(a) Financial statements: None
(b) Pro forma financial information: None
(c) Shell Company Transactions: None
(d) Exhibits: See “Exhibit Index” on page immediately prior to signatures.
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.
TITAN MACHINERY INC.
Date:November 30, 2023By/s/ Robert Larsen Robert Larsen Chief Financial Officer
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
EXHIBIT INDEX
to
FORM 8-K
TITAN MACHINERY INC.
Date of Report:Commission File No.: November 30, 2023001-33866
Exhibit No. ITEM
99.1 Press Release dated November 30, 2023
104Cover page interactive data file (embedded within the Inline XBRL document)
2023 Q2 Q2 2023 Earnings
8-K Aug 31, 2023
Q2 2023 Earnings
8-KAug 31, 2023
titn-202308310001409171false00014091712023-08-312023-08-31
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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 31, 2023
TITAN MACHINERY INC.
(Exact Name of Registrant as Specified in its Charter)
Delaware (State or Other Jurisdiction of Incorporation)
001-33866 45-0357838 (Commission File Number) (IRS Employer Identification No.)
644 East Beaton Drive West Fargo, North Dakota 58078 (Address of Principal Executive Offices) (Zip Code)
(701) 356-0130 (Registrant’s Telephone Number, Including Area Code)
Not Applicable (Former Name or Former Address, if Changed Since Last Report)
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, $0.00001 par value per shareTITNThe Nasdaq Stock Market LLC
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))
Indicate by a 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. o
Item 2.02 Results of Operations and Financial Condition
On August 31, 2023, Titan Machinery Inc. (the “Company”) issued a press release announcing its financial results for the six months ended July 31, 2023. The Company will be conducting a conference call to discuss its second quarter of fiscal 2024 financial results at 7:30 a.m. Central time on August 31, 2023. The full text of the press release is set forth in Exhibit 99.1 attached hereto and is incorporated by reference in this Current Report on Form 8-K as if fully set forth herein.
Item 9.01 Financial Statements and Exhibits.
(a) Financial statements: None
(b) Pro forma financial information: None
(c) Shell Company Transactions: None
(d) Exhibits: See “Exhibit Index” on page immediately prior to signatures.
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.
TITAN MACHINERY INC.
Date:August 31, 2023By/s/ Robert Larsen Robert Larsen Chief Financial Officer
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
EXHIBIT INDEX
to
FORM 8-K
TITAN MACHINERY INC.
Date of Report:Commission File No.: August 31, 2023001-33866
Exhibit No. ITEM
99.1 Press Release dated August 31, 2023
104Cover page interactive data file (embedded within the Inline XBRL document)
2023 Q1 Q1 2023 Earnings
8-K May 25, 2023
Q1 2023 Earnings
8-KMay 25, 2023
titn-202305250001409171false00014091712023-05-252023-05-25
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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 25, 2023
TITAN MACHINERY INC.
(Exact Name of Registrant as Specified in its Charter)
Delaware (State or Other Jurisdiction of Incorporation)
001-33866 45-0357838 (Commission File Number) (IRS Employer Identification No.)
644 East Beaton Drive West Fargo, North Dakota 58078 (Address of Principal Executive Offices) (Zip Code)
(701) 356-0130 (Registrant’s Telephone Number, Including Area Code)
Not Applicable (Former Name or Former Address, if Changed Since Last Report)
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, $0.00001 par value per shareTITNThe Nasdaq Stock Market LLC
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))
Indicate by a 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. o
Item 2.02 Results of Operations and Financial Condition
On May 25, 2023, Titan Machinery Inc. (the “Company”) issued a press release announcing its financial results for the three months ended April 30, 2023. The Company will be conducting a conference call to discuss its first quarter of fiscal 2024 financial results at 7:30 a.m. Central time on May 25, 2023. The full text of the press release is set forth in Exhibit 99.1 attached hereto and is incorporated by reference in this Current Report on Form 8-K as if fully set forth herein.
Item 9.01 Financial Statements and Exhibits.
(a) Financial statements: None
(b) Pro forma financial information: None
(c) Shell Company Transactions: None
(d) Exhibits: See “Exhibit Index” on page immediately prior to signatures.
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.
TITAN MACHINERY INC.
Date:May 25, 2023By/s/ Robert Larsen Robert Larsen Chief Financial Officer
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
EXHIBIT INDEX
to
FORM 8-K
TITAN MACHINERY INC.
Date of Report:Commission File No.: May 25, 2023001-33866
Exhibit No. ITEM
99.1 Press Release dated May 25, 2023
104Cover page interactive data file (embedded within the Inline XBRL document)
2022 Q4 Q4 2022 Earnings
8-K Mar 16, 2023
Q4 2022 Earnings
8-KMar 16, 2023
titn-202303160001409171false00014091712023-03-162023-03-16
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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): March 16, 2023
TITAN MACHINERY INC.
(Exact Name of Registrant as Specified in its Charter)
Delaware (State or Other Jurisdiction of Incorporation)
001-33866 45-0357838 (Commission File Number) (IRS Employer Identification No.)
644 East Beaton Drive West Fargo, North Dakota 58078 (Address of Principal Executive Offices) (Zip Code)
(701) 356-0130 (Registrant’s Telephone Number, Including Area Code)
Not Applicable (Former Name or Former Address, if Changed Since Last Report)
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, $0.00001 par value per shareTITNThe Nasdaq Stock Market LLC
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:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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 o
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. o
Item 2.02 Results of Operations and Financial Condition
On March 16, 2023, Titan Machinery Inc. (the “Company”) issued a press release announcing its financial results for its fourth quarter and fiscal year ended January 31, 2023. The Company will be conducting a conference call to discuss its full year and fourth quarter of fiscal 2023 financial results at 7:30 a.m. Central time on March 16, 2023. The full text of the press release is set forth in Exhibit 99.1 attached hereto and is incorporated by reference in this Current Report on Form 8-K as if fully set forth herein.
Item 9.01 Financial Statements and Exhibits.
(a) Financial statements: None
(b) Pro forma financial information: None
(c) Shell Company Transactions: None
(d) Exhibits: See “Exhibit Index” on page immediately prior to signatures.
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.
TITAN MACHINERY INC.
March 16, 2023By/s/ Robert Larsen Robert Larsen Chief Financial Officer
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
EXHIBIT INDEX
to
FORM 8-K
TITAN MACHINERY INC.
Date of Report:Commission File No.: March 16, 2023001-33866
Exhibit No. ITEM
99.1 Press Release dated March 16, 2023
104 Cover page interactive data file (embedded within the Inline XBRL document)
2022 Q3 Q3 2022 Earnings
8-K Nov 30, 2022
Q3 2022 Earnings
8-KNov 30, 2022
titn-202211300001409171false00014091712022-11-302022-11-30
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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 30, 2022
TITAN MACHINERY INC.
(Exact Name of Registrant as Specified in its Charter)
Delaware (State or Other Jurisdiction of Incorporation)
001-33866 45-0357838 (Commission File Number) (IRS Employer Identification No.)
644 East Beaton Drive West Fargo, North Dakota 58078 (Address of Principal Executive Offices) (Zip Code)
(701) 356-0130 (Registrant’s Telephone Number, Including Area Code)
Not Applicable (Former Name or Former Address, if Changed Since Last Report)
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, $0.00001 par value per shareTITNThe Nasdaq Stock Market LLC
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))
Indicate by a 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. o
Item 2.02 Results of Operations and Financial Condition
On November 30, 2022, Titan Machinery Inc. (the “Company”) issued a press release announcing its financial results for the nine months ended October 31, 2022. The Company will be conducting a conference call to discuss its third quarter of fiscal 2023 financial results at 7:30 a.m. Central time on November 30, 2022. The full text of the press release is set forth in Exhibit 99.1 attached hereto and is incorporated by reference in this Current Report on Form 8-K as if fully set forth herein.
Item 9.01 Financial Statements and Exhibits.
(a) Financial statements: None
(b) Pro forma financial information: None
(c) Shell Company Transactions: None
(d) Exhibits: See “Exhibit Index” on page immediately prior to signatures.
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.
TITAN MACHINERY INC.
Date:November 30, 2022By/s/ Mark Kalvoda Mark Kalvoda Chief Financial Officer
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
EXHIBIT INDEX
to
FORM 8-K
TITAN MACHINERY INC.
Date of Report:Commission File No.: November 30, 2022001-33866
Exhibit No. ITEM
99.1 Press Release dated November 30, 2022
104Cover page interactive data file (embedded within the Inline XBRL document)
2022 Q2 Q2 2022 Earnings
8-K Aug 25, 2022
Q2 2022 Earnings
8-KAug 25, 2022
titn-202208250001409171false00014091712022-08-252022-08-25
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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 25, 2022
TITAN MACHINERY INC.
(Exact Name of Registrant as Specified in its Charter)
Delaware (State or Other Jurisdiction of Incorporation)
001-33866 45-0357838 (Commission File Number) (IRS Employer Identification No.)
644 East Beaton Drive West Fargo, North Dakota 58078 (Address of Principal Executive Offices) (Zip Code)
(701) 356-0130 (Registrant’s Telephone Number, Including Area Code)
Not Applicable (Former Name or Former Address, if Changed Since Last Report)
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, $0.00001 par value per shareTITNThe Nasdaq Stock Market LLC
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))
Indicate by a 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. o
Item 2.02 Results of Operations and Financial Condition
On August 25, 2022, Titan Machinery Inc. (the “Company”) issued a press release announcing its financial results for the six months ended July 31, 2022. The Company will be conducting a conference call to discuss its second quarter of fiscal 2023 financial results at 7:30 a.m. Central time on August 25, 2022. The full text of the press release is set forth in Exhibit 99.1 attached hereto and is incorporated by reference in this Current Report on Form 8-K as if fully set forth herein.
Item 9.01 Financial Statements and Exhibits.
(a) Financial statements: None
(b) Pro forma financial information: None
(c) Shell Company Transactions: None
(d) Exhibits: See “Exhibit Index” on page immediately prior to signatures.
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.
TITAN MACHINERY INC.
Date:August 25, 2022By/s/ Mark Kalvoda Mark Kalvoda Chief Financial Officer
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
EXHIBIT INDEX
to
FORM 8-K
TITAN MACHINERY INC.
Date of Report:Commission File No.: August 25, 2022001-33866
Exhibit No. ITEM
99.1 Press Release dated August 25, 2022
104Cover page interactive data file (embedded within the Inline XBRL document)
2022 Q1 Q1 2022 Earnings
8-K May 26, 2022
Q1 2022 Earnings
8-KMay 26, 2022
titn-202205260001409171false00014091712022-05-262022-05-26
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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 26, 2022
TITAN MACHINERY INC.
(Exact Name of Registrant as Specified in its Charter)
Delaware (State or Other Jurisdiction of Incorporation)
001-33866 45-0357838 (Commission File Number) (IRS Employer Identification No.)
644 East Beaton Drive West Fargo, North Dakota 58078 (Address of Principal Executive Offices) (Zip Code)
(701) 356-0130 (Registrant’s Telephone Number, Including Area Code)
Not Applicable (Former Name or Former Address, if Changed Since Last Report)
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, $0.00001 par value per shareTITNThe Nasdaq Stock Market LLC
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))
Indicate by a 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. o
Item 2.02 Results of Operations and Financial Condition
On May 26, 2022, Titan Machinery Inc. (the “Company”) issued a press release announcing its financial results for the three months ended April 30, 2022. The Company will be conducting a conference call to discuss its first quarter of fiscal 2023 financial results at 7:30 a.m. Central time on May 26, 2022. The full text of the press release is set forth in Exhibit 99.1 attached hereto and is incorporated by reference in this Current Report on Form 8-K as if fully set forth herein.
Item 9.01 Financial Statements and Exhibits.
(a) Financial statements: None
(b) Pro forma financial information: None
(c) Shell Company Transactions: None
(d) Exhibits: See “Exhibit Index” on page immediately prior to signatures.
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.
TITAN MACHINERY INC.
Date:May 26, 2022By/s/ Mark Kalvoda Mark Kalvoda Chief Financial Officer
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
EXHIBIT INDEX
to
FORM 8-K
TITAN MACHINERY INC.
Date of Report:Commission File No.: May 26, 2022001-33866
Exhibit No. ITEM
99.1 Press Release dated May 26, 2022
104Cover page interactive data file (embedded within the Inline XBRL document)
2021 Q4 Q4 2021 Earnings
8-K Mar 24, 2022
Q4 2021 Earnings
8-KMar 24, 2022
titn-202203240001409171false00014091712022-03-242022-03-24
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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): March 24, 2022
TITAN MACHINERY INC.
(Exact Name of Registrant as Specified in its Charter)
Delaware (State or Other Jurisdiction of Incorporation)
001-33866 45-0357838 (Commission File Number) (IRS Employer Identification No.)
644 East Beaton Drive West Fargo, North Dakota 58078 (Address of Principal Executive Offices) (Zip Code)
(701) 356-0130 (Registrant’s Telephone Number, Including Area Code)
Not Applicable (Former Name or Former Address, if Changed Since Last Report)
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, $0.00001 par value per shareTITNThe Nasdaq Stock Market LLC
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:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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 o
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. o
Item 2.02 Results of Operations and Financial Condition
On March 24, 2022, Titan Machinery Inc. (the “Company”) issued a press release announcing its financial results for its fourth quarter and fiscal year ended January 31, 2022. The Company will be conducting a conference call to discuss its full year and fourth quarter of fiscal 2022 financial results at 7:30 a.m. Central time on March 24, 2022. The full text of the press release is set forth in Exhibit 99.1 attached hereto and is incorporated by reference in this Current Report on Form 8-K as if fully set forth herein.
Item 9.01 Financial Statements and Exhibits.
(a) Financial statements: None
(b) Pro forma financial information: None
(c) Shell Company Transactions: None
(d) Exhibits: See “Exhibit Index” on page immediately prior to signatures.
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.
TITAN MACHINERY INC.
March 24, 2022By/s/ Mark Kalvoda Mark Kalvoda Chief Financial Officer
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
EXHIBIT INDEX
to
FORM 8-K
TITAN MACHINERY INC.
Date of Report:Commission File No.: March 24, 2022001-33866
Exhibit No. ITEM
99.1 Press Release dated March 24, 2022
104 Cover page interactive data file (embedded within the Inline XBRL document)
2021 Q3 Q3 2021 Earnings
8-K Nov 23, 2021
Q3 2021 Earnings
8-KNov 23, 2021
titn-202111230001409171false00014091712021-11-232021-11-23
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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 23, 2021
TITAN MACHINERY INC.
(Exact Name of Registrant as Specified in its Charter)
Delaware (State or Other Jurisdiction of Incorporation)
001-33866 45-0357838 (Commission File Number) (IRS Employer Identification No.)
644 East Beaton Drive West Fargo, North Dakota 58078 (Address of Principal Executive Offices) (Zip Code)
(701) 356-0130 (Registrant’s Telephone Number, Including Area Code)
Not Applicable (Former Name or Former Address, if Changed Since Last Report)
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, $0.00001 par value per shareTITNThe Nasdaq Stock Market LLC
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))
Indicate by a 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. o
Item 2.02 Results of Operations and Financial Condition
On November 23, 2021, Titan Machinery Inc. (the “Company”) issued a press release announcing its financial results for the nine months ended October 31, 2021. The Company will be conducting a conference call to discuss its third quarter of fiscal 2022 financial results at 7:30 a.m. Central time on November 23, 2021. The full text of the press release is set forth in Exhibit 99.1 attached hereto and is incorporated by reference in this Current Report on Form 8-K as if fully set forth herein.
Item 9.01 Financial Statements and Exhibits.
(a) Financial statements: None
(b) Pro forma financial information: None
(c) Shell Company Transactions: None
(d) Exhibits: See “Exhibit Index” on page immediately prior to signatures.
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.
TITAN MACHINERY INC.
Date:November 23, 2021By/s/ Mark Kalvoda Mark Kalvoda Chief Financial Officer
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
EXHIBIT INDEX
to
FORM 8-K
TITAN MACHINERY INC.
Date of Report:Commission File No.: November 23, 2021001-33866
Exhibit No. ITEM
99.1 Press Release dated November 23, 2021
104Cover page interactive data file (embedded within the Inline XBRL document)
2021 Q2 Q2 2021 Earnings
8-K Aug 26, 2021
Q2 2021 Earnings
8-KAug 26, 2021
titn-202108260001409171false00014091712021-08-262021-08-26
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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 26, 2021
TITAN MACHINERY INC.
(Exact Name of Registrant as Specified in its Charter)
Delaware (State or Other Jurisdiction of Incorporation)
001-33866 45-0357838 (Commission File Number) (IRS Employer Identification No.)
644 East Beaton Drive West Fargo, North Dakota 58078 (Address of Principal Executive Offices) (Zip Code)
(701) 356-0130 (Registrant’s Telephone Number, Including Area Code)
Not Applicable (Former Name or Former Address, if Changed Since Last Report)
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, $0.00001 par value per shareTITNThe Nasdaq Stock Market LLC
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))
Indicate by a 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. o
Item 2.02 Results of Operations and Financial Condition
On August 26, 2021, Titan Machinery Inc. (the “Company”) issued a press release announcing its financial results for the six months ended July 31, 2021. The Company will be conducting a conference call to discuss its second quarter of fiscal 2022 financial results at 7:30 a.m. Central time on August 26, 2021. The full text of the press release is set forth in Exhibit 99.1 attached hereto and is incorporated by reference in this Current Report on Form 8-K as if fully set forth herein.
Item 9.01 Financial Statements and Exhibits.
(a) Financial statements: None
(b) Pro forma financial information: None
(c) Shell Company Transactions: None
(d) Exhibits: See “Exhibit Index” on page immediately prior to signatures.
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.
TITAN MACHINERY INC.
Date:August 26, 2021By/s/ Mark Kalvoda Mark Kalvoda Chief Financial Officer
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
EXHIBIT INDEX
to
FORM 8-K
TITAN MACHINERY INC.
Date of Report:Commission File No.: August 26, 2021001-33866
Exhibit No. ITEM
99.1 Press Release dated August 26, 2021
104Cover page interactive data file (embedded within the Inline XBRL document)
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