CMI Shareholder/Stockholder Letter Transcript:
Cummins Inc.
Cummins Inc.
2025 ANNUAL
ANNUAL REPORT
REPORT
2025
2025
ANNUAL
REPORT
Cummins
CumminsInc.
Inc.
Chair s
Chair sLetter
Letter
Notice
Noticeofof2026
2026Annual
AnnualMeeting
Meeting
Proxy
ProxyStatement
Statement
Form
Form10-K
10-K
3/12/26
3/12/262:15
2:15
PMPM
FINANCIAL SUMMARY
Selected financial highlights
20251
20242
Change
33,670
34,102
(1%)
8,516
8,439
1%
469
395
19%
Earnings before interest, taxes, depreciation and amortization (EBITDA)4
5,385
6,326
(15%)
Net income attributable to Cummins Inc.
2,843
3,946
(28%)
Basic
20.62
28.55
(28%)
Diluted
20.50
28.37
(28%)
7.64
7.00
9%
$ in millions, except per share data
Net sales
Gross margin
Equity, royalty and interest income from investees
Net earnings per share attributable to Cummins Inc.:
Cash dividends declared per share
Balance sheet data
Cash and cash equivalents
Working capital
Property, plant and equipment, net
Total assets
Long-term debt
2,845
1,671
7,315
3,518
6,958
6,356
33,992
31,540
6,792
4,784
13,408
11,308
3,621
1,487
Capital expenditures
1,235
1,208
Depreciation and amortization (Income Statement)
1,093
1,053
EBITDA margin (%)4
16.0%
18.6%
16%
24%
Total equity
Other data
Cash flow from operating activities
Return on invested capital5
Net sales ($ in billions)
Diluted earnings per share ($)
2025
$33.7
20251
2024
$34.1
20242
2023
$34.1
20233
EBITDA margin (%)4
20251
20242
$20.50
$28.37
$5.15
18.6%
20242
20233
$395
20242
$483
2023
$3,621
20251
$469
2025
Cash flow from operating activities
($ in millions)
16.0%
Equity, royalty and interest income
from investees ($ in millions)
$1,487
Return on invested capital (%)5
16%
20251
24%
20242
$3,966
20233
6%
1
All 2025 data includes costs related to Accelera charges.
2
All 2024 data includes the net benefit associated with the separation of Atmus, costs related to the Accelera reorganization, and costs related to restructuring expenses.
3
All 2023 data includes the costs related to the agreement to resolve U.S. regulatory claims, costs associated with the separation of Atmus, and costs associated with
the voluntary retirement and separation program.
4
EBITDA is a non-GAAP measure defined as earnings or losses before interest expense, income taxes, depreciation and amortization and noncontrolling interests.
5
The return on invested capital is a non-GAAP Measure - invested capital excludes noncontrolling interests, defined benefit postretirement plans.
2026-081_2025 Cummins Annual Report Cover_6686359.indd 2
Letter from our Chair and Chief Executive Officer
To our Cummins shareholders,
As Chair and CEO, I am proud to share how Cummins performed in 2025 and how we are positioning the company for the years
ahead. This past year required steady leadership, thoughtful decision-making and a continued focus on what matters most
delivering innovative and dependable products and services for our customers, continuing to invest in the development of our
people and driving sustainable long-term returns for our shareholders. Grounded in our long-standing values, the progress we made
reflects both the strength of our multi-solution strategy, the capability of our people, and our ability to adapt and innovate in a
changing world.
Executing with purpose in a changing world
For the year, Cummins generated $33.7 billion in revenue and $5.4 billion in EBITDA, representing 16.0 percent of sales. These
results reflect the strength of our diversified portfolio across geographies, end markets and technologies, as well as cost discipline
and operational efficiency across our businesses. Despite a downcycle in North America truck markets, we achieved record
earnings and met our 2030 financial commitments ahead of schedule an accomplishment that makes me especially proud.
We also delivered strong returns to shareholders. In 2025, we returned $1.1 billion through dividends and increased our common
stock dividend for the 16th consecutive year, while continuing to invest in our people, products and long-term growth. Total
shareholder return was 49% in 2025, exceeding our custom peer group average of 24% and the S&P 500 return of 18%. Over the
three-, five- and ten-year periods, our returns similarly outperformed both our peer group average and the broader U.S. equity
market.
Our broad mix of product offerings and global manufacturing and distribution footprint again proved to be a source of strength.
Power Systems and Distribution delivered outstanding results in 2025, achieving record revenue and profitability, supported by
strong demand for reliable backup power particularly for data centers.
At the same time, Engine and Components operated through a cyclical downturn in North America medium- and heavy-duty truck
markets. While volumes were lower, teams maintained strong cost discipline, product quality and customer support preserving
the durability and performance standards customers associate with Cummins and positioning these businesses to perform as
markets recover.
Advancing solutions customers can count on
We continued to invest in products and technologies that help our customers succeed today while preparing for the future. In
2025, we introduced the X10 engine as part of our Cummins HELM platforms, simplifying and modernizing our medium- and
heavy-duty engine lineup. Alongside the X15 and B Series, the X10 expands customer choice while delivering the durability,
efficiency and reliability expected from Cummins.
We also unveiled the B7.2 diesel engine, bringing the latest advancements to one of our most trusted platforms. Designed as a
global solution with flexibility across applications, both the X10 and B7.2 will be produced for the North America market at our
Rocky Mount Engine Plant in North Carolina (U.S.) supporting customers while sustaining high-quality manufacturing jobs.
Within Power Systems, we expanded our generator set offerings with the launch of the S17 Centum , engineered to deliver high
power density in a compact footprint for urban and other space-constrained, mission-critical applications. Together, the investments
we ve made across our full Centum lineup and the expanded capacity of our 95-liter platform position us to meet sustained
demand for dependable, high-performance backup power across critical markets.
We also strengthened our capabilities in hybrid solutions for mining and rail through the acquisition of First Mode assets and a
new collaboration with Komatsu. These actions reflect our belief that the energy transition will take many paths and that practical,
scalable solutions can deliver both economic and environmental benefits.
Disciplined choices in a long-term transition
As the energy transition proves more dynamic, uncertain and divergent across markets than initially expected, our strategy is
designed to remain adaptable and resilient. We continue to align our investments with customer readiness and market demand.
In 2025, we took targeted actions within Accelera to curtail future investments in our electrolyzer business and concentrate
resources on the opportunities with the strongest long-term potential.
We continue to deploy capital with discipline as customer needs and the pace of technology development evolves across our
markets, prioritizing investments that generate strong returns and create durable competitive advantage. While the mix of our
investments has shifted over the past five years, our strategy remains unchanged: pursue multiple paths forward by strengthening
our core today and advancing low- and zero-emissions solutions when and where our customers are ready.
Throughout the year, Cummins employees demonstrated resilience, accountability and care for our customers, for one another
and for the communities where we live and work. Their efforts were recognized through external honors for culture, inclusion,
innovation and workplace excellence, affirming the values that guide how we lead and operate.
Looking ahead with confidence
As we enter 2026, visibility is improving in key areas, including regulatory, trade and tariff certainty in North America. While some
end markets remain cyclical, we expect conditions in North America truck markets to improve as the year progresses, alongside
continued strength in power generation, industrial and aftermarket demand.
Cummins is prepared to build on the momentum of 2025 continuing to innovate where it matters most, delivering dependable
performance for customers and creating long-term value for shareholders.
We look forward to engaging with the investment community at our Analyst Day on May 21 in New York City, where we will share
more about our strategy, outlook and how we are positioning Cummins for durable growth and long-term impact.
Thank you for your continued trust and support of Cummins. I am proud of what we accomplished in 2025 and confident in the
road ahead.
Sincerely,
Jennifer Rumsey
Chair and CEO
Cummins Inc.
See Appendix A for reconciliation of GAAP to non-GAAP measures referenced in this section.
500 Jackson Street, Box 3005, Columbus, Indiana 47202-3005
NOTICE OF 2026
ANNUAL MEETING OF
SHAREHOLDERS
IMPORTANT NOTICE REGARDING
THE AVAILABILITY OF PROXY
MATERIALS FOR THE 2026 ANNUAL
SHAREHOLDER MEETING TO BE HELD
ON MAY 12, 2026:
the Annual Report and Proxy
Statement are available at
www.proxyvote.com
12
DATE
May 12, 2026
To Our Shareholders:
NOTICE IS HEREBY GIVEN that the 2026 Annual Meeting of the Shareholders of Cummins Inc.
will be held virtually on Tuesday, May 12, 2026, at 11:00 a.m. Eastern Time, for the following
purposes:
1.
to elect the eleven nominees named in the attached proxy statement as directors for
the ensuing year;
2.
to consider an advisory vote on the compensation of our named executive officers;
3.
to ratify the appointment of PricewaterhouseCoopers LLP as our independent
registered public accounting firm for 2026;
4.
to approve our 2026 Omnibus Incentive Plan;
5.
to consider a shareholder proposal to adopt a policy for the separation of the roles
of Chairperson and Chief Executive Officer;
6.
to consider a shareholder proposal requesting a report on the company s charitable
support; and
7.
to transact any other business that may properly come before the meeting or any
adjournment thereof.
TIME
11:00 a.m. Eastern Time
16
RECORD DATE
March 16, 2026
BY THE INTERNET
Visit the website noted on
your proxy card to vote online
The Annual Meeting of Shareholders will be held in a virtual meeting format only. You will not
be able to attend the Annual Meeting in person. We believe a virtual meeting allows broader
access by our shareholders and other parties without restricting participation while also reducing
the environmental impact and cost of conducting the meeting.
Only shareholders of our Common Stock of record at the close of business on March 16, 2026,
are entitled to notice of, and to vote at, the meeting.
If you do not expect to be present virtually at the meeting, you are urged to vote your shares by
telephone, via the Internet, or by completing, signing and dating the enclosed proxy card and
returning it promptly in the envelope provided.
You may revoke your proxy card at any time before the meeting. Except with respect to shares
attributable to accounts held in the Cummins Retirement and Savings Plans, any shareholders
entitled to vote at the annual meeting who attend the meeting will be entitled to cast their votes
electronically during the meeting.
NICOLE Y. LAMB-HALE
Corporate Secretary
April 2, 2026
On April 2, 2026, we will commence mailing the notice of Internet availability of proxy
materials, or a proxy statement, proxy card and annual report, to shareholders.
BY TELEPHONE
Use the toll-free telephone
number on your proxy card to
vote by telephone
BY MAIL
Sign, date, and return your
proxy card in the enclosed
envelope to vote by mail
4/2/2026 Letter Continued (Full PDF)