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NYSE: REZI RESIDEO TECHNOLOGIES, INC. 8-K

Resideo completes ADI spin-off, repays $900M debt, appoints Shane Harrison as CFO

Filed August 12, 2026 · Period ending August 12, 2026 · ~2 min read

5 key changes 4 high relevance 3 sections

Key Changes

  • high

    Completed separation of ADI Global Distribution on August 3, 2026, distributing one ADIG share per two Resideo shares held as of July 20 record date; received $900M dividend from ADIG and immediately repaid $900M of Term Loan B debt, with additional ~$200M repayment expected by end of Q3.

    Exhibit 99 view on EDGAR →
  • high

    Appointed Shane Harrison as CFO effective September 1, 2026, with $550K base salary, 85% target bonus, $2M initial equity award (half RSUs vesting over three years, half PSUs tied to TSR through December 2028), and $400K sign-on bonus subject to one-year clawback.

    Item 5.02 — Departure of Directors or Certain Officers; Election of Directors; Compensation verify on EDGAR →
  • high

    Q2 2026 revenue rose 2% to $1.98B with net income of $97M (vs. $825M loss in Q2 2025); Adjusted EPS increased 26% to $0.83; Products & Solutions segment achieved record 43.6% gross margin, up 70 bps year-over-year, marking thirteenth consecutive quarter of margin expansion.

    Exhibit 99 view on EDGAR →
  • high

    Initiated standalone 2026 guidance: Q3 revenue $705-730M with Adjusted EBITDA $145-155M; full-year revenue $2.9-2.95B with Adjusted EBITDA $605-625M, reflecting operations as if ADI had been separated for the entire year.

    Exhibit 99 view on EDGAR →
  • medium

    CEO Thomas Surran will cease serving as interim principal financial officer on September 1, 2026, returning to focus solely on President and CEO responsibilities; preferred stock reduced by 150K shares to 350K outstanding, lowering future quarterly dividends.

    Item 5.02 — Departure of Directors or Certain Officers; Election of Directors; Compensation verify on EDGAR →

Summary

Resideo completed the separation of its ADI Global Distribution business on August 3, 2026, transforming into a pure-play building technologies company focused on its Products & Solutions segment.

The spin-off delivered immediate balance sheet improvement: Resideo received a $900 million dividend from ADIG and used the proceeds to repay $900 million of Term Loan B debt, with an additional $200 million repayment expected by end of Q3. The $400 million ADIG notes are no longer Resideo's obligation. Shareholders received one ADIG share for every two Resideo shares held as of the July 20 record date.

The company reported strong Q2 2026 results, with revenue up 2% to $1.98 billion and a sharp turnaround to $97 million net income from an $825 million loss in the prior-year quarter. The Products & Solutions segment achieved a record 43.6% gross margin, marking the thirteenth consecutive quarter of year-over-year margin expansion. Adjusted EPS rose 26% to $0.83. Resideo initiated standalone guidance for the remainder of 2026, projecting full-year revenue of $2.9-2.95 billion and Adjusted EBITDA of $605-625 million. The company appointed Shane Harrison as CFO effective September 1, 2026, ending CEO Thomas Surran's interim tenure in that role. Harrison brings senior finance experience from NRC Health, PowerSchool, and NAVEX Global. His compensation includes a $550,000 base salary, 85% target bonus, and a $2 million initial equity award split between time-based RSUs and performance stock units tied to total shareholder return through December 2028.

Section-by-Section Diff

Event · Item 2.02 — Results of Operations and Financial Condition

~100 words

Resideo announced Q2 2026 earnings results via press release.

1 Added
Added Q2 2026 earnings announcement high

Added in current filing · verify on EDGAR →

On August 12, 2026, the Company issued a press release announcing its second quarter 2026 earnings, which is furnished herewith as Exhibit 99.

Resideo disclosed its second quarter 2026 financial results through a press release attached as Exhibit 99. The 8-K body does not contain the actual financial figures; those would be in the exhibit itself, which was not provided in this filing text.

Event · Item 5.02 — Departure of Directors or Certain Officers; Election of Directors; Compensation

~700 words

Resideo appoints Shane Harrison as CFO effective September 1, 2026, with CEO Thomas Surran ceasing interim CFO duties.

3 Added
Added CFO appointment high

Added in current filing · verify on EDGAR →

On August 12, 2026, Resideo Technologies, Inc. (the “Company”) announced that the Board of Directors of the Company appointed Shane Harrison as the Company’s Senior Vice President, Chief Financial Officer, effective September 1, 2026 (the “Effective Date”). Mr. Harrison will also serve as the Company’s principal financial officer as of the Effective Date.

Resideo appointed Shane Harrison, age 50, as Senior Vice President and Chief Financial Officer effective September 1, 2026. Harrison most recently served as EVP and CFO of NRC Health since September 2025, and previously held senior finance roles at PowerSchool, NAVEX Global, and FLIR Systems. He began his career as a CPA at Deloitte and worked as an investment banker at Lehman Brothers.

Added Initial equity and sign-on bonus medium

Added in current filing · verify on EDGAR →

The Committee also approved (i) an initial equity award with a grant date fair value of $2,000,000, 50% of which will be issued in the form of restricted stock units that vest as to one-third of the units on each annual anniversary of the date of grant, which is the Effective Date, and 50% of which will be issued as performance stock units with the performance goal based on the Company’s total shareholder return for the period of August 3, 2026 through December 31, 2028, (ii) a one-time cash sign-on bonus of $400,000 that is subject to repayment if Mr. Harrison resigns before the one-year anniversary of the Effective Date, and (iii) a payment of $16,000 to reimburse him for certain repayment obligations to his former employer.

Harrison receives an initial equity award valued at $2,000,000: half in restricted stock units vesting in three equal annual installments, and half in performance stock units tied to total shareholder return from August 3, 2026 through December 31, 2028. He also receives a $400,000 sign-on bonus subject to repayment if he resigns within one year, plus $16,000 to reimburse obligations to his former employer.

Added CEO ceases interim CFO role medium

Added in current filing · verify on EDGAR →

In connection with the hiring of Mr. Harrison, on the Effective Date, Thomas Surran, the Company’s President and Chief Executive Officer, will cease being the principal financial officer of the Company, a position he held while the Company completed the search process for its Chief Financial Officer.

CEO Thomas Surran will cease serving as principal financial officer on September 1, 2026, a role he held on an interim basis during the CFO search process. This returns Surran to focusing solely on his President and CEO responsibilities.

Event · Exhibit 99

3 Added
Added ADI Global Distribution spin-off completion high

Added in current filing · view on EDGAR →

On August 3, 2026 (the “Distribution Date”), Resideo completed the separation (the “ADI Spin-Off” or the “Separation”) of its former ADI Global Distribution segment by distributing to Resideo common shareholders on a pro rata basis all of the issued and outstanding common stock of ADI Global Distribution Inc. (“ADIG”). To effect the Separation, Resideo distributed to its common stockholders one share of ADIG common stock for every two shares of Resideo’s common stock outstanding and held as of July 20, 2026, the record date for the distribution.

Resideo completed the separation of its ADI Global Distribution business into an independent publicly traded company on August 3, 2026. Shareholders received one share of ADIG for every two shares of Resideo held as of the July 20, 2026 record date. This transforms Resideo into a pure-play building technologies company focused on its Products & Solutions segment.

Added Q2 2026 earnings and debt repayment high

Added in current filing · view on EDGAR →

Revenue of $1,981 million, up 2% compared to $1,943 million in the second quarter of 2025 ... Net income of $97 million, compared to net loss of $825 million in the second quarter of 2025 ... Adjusted EBITDA(1) of $249 million, up 19% compared to $210 million in the second quarter of 2025 ... Diluted EPS of $0.51 and Adjusted EPS (1) of $0.83 compared to diluted loss per share of $5.59 and Adjusted EPS (1) of $0.66 in the second quarter of 2025 ... In connection with the ADI Spin-Off, the $400 million of ADIG notes were moved onto the ADIG balance sheet. The ADIG notes are no longer an obligation of Resideo or any of its subsidiaries and will not be included in future balance sheets for Resideo. Also in connection with the ADI Spin-Off, Resideo received a $900 million dividend from ADIG and used the proceeds to repay $900 million of outstanding principal under its Term Loan B credit facility. Resideo expects to make a further repayment of approximately $200 million under its Term Loan B credit facility following the completion of the post-closing cash adjustment under the separation agreement with ADIG.

Resideo reported record Q2 2026 revenue of $1.98 billion and net income of $97 million, a sharp turnaround from a $825 million net loss in Q2 2025. Adjusted EPS rose 26% year-over-year to $0.83. In connection with the spin-off, Resideo received a $900 million dividend from ADIG and used it to repay $900 million of Term Loan B debt, with an additional $200 million repayment expected by end of Q3. The $400 million ADIG notes are no longer Resideo's obligation.

Added Products & Solutions segment performance high

Added in current filing · view on EDGAR →

Revenue of $695 million, up 4% compared to $666 million in the second quarter of 2025 ... Gross margin of 43.6%, up 70 basis points compared to the second quarter of 2025, a new record ... Segment Adjusted EBITDA (1) of $177 million, or 25.5% of revenue, up 6% compared to $167 million, or 25.1% of revenue, in the second quarter of 2025

The Products & Solutions segment delivered 4% revenue growth to $695 million and achieved a record gross margin of 43.6%, marking the thirteenth consecutive quarter of year-over-year gross margin expansion. Segment Adjusted EBITDA rose 6% to $177 million. Revenue growth was driven by volume increases across substantially all sales channels and product families.

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Figures/quotes linked to EDGAR · Narrative written by AI · Aug 13, 2026 · How we verify