Form 8-K - Current report

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): November 7, 2023

CNH INDUSTRIAL N.V.

(Exact name of registrant as specified in its charter)

Netherlands

001-36085

98-1125413

(State or other jurisdiction of incorporation)

(Commission File Number)

(I.R.S. Employer Identification No.)


Cranes Farm Road, Basildon, Essex, SS14 3AD, United Kingdom						N/A
(Address of principal executive offices)						(Zip Code)

+44 2079 251964

Registrant’s telephone number including area code

N/A

(Former name, former address and former fiscal year, if changed since last report):

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Shares, par value €0.01

CNHI

New York Stock Exchange 1

3.850% Notes due 2027

CNHI27

New York Stock Exchange

1 In addition to the New York Stock Exchange, CNHI common shares are listed on Euronext Milan, the regulated market of Borsa Italiana, in Italy.

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 (§230.405 of this chapter) or Rule 12b-2 of the 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. ☐

Item 8.01. Other Events.

On November 7, 2023, CNH Industrial N.V. (the “Company”) issued a press release announcing that Borsa Italiana has approved the Company’s application and has arranged for the delisting of the Company’s common shares from Euronext Milan, with effect from January 2, 2024 (“Date of Delisting”), pursuant to Article 2.5.6 of the Rules the Markets organized and managed by Borsa Italiana (Regolamento dei Mercati organizzati e gestiti da Borsa Italiana S.p.A.). A copy of the press release is furnished herewith as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.


Exhibit 99.1			CNH Industrial’s press release dated November 7, 2023, announcing approval of application to delist from Euronext Milan
Exhibit 104			Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.


		CNH INDUSTRIAL N.V.

	By:	/s/ Roberto Russo
	Name:	Roberto Russo
	Title:	Chief Legal and Compliance Officer
Date: November 8, 2023

CNH Industrial N.V. Cranes Farm Road Basildon, Essex United Kingdom SS14 3AD Approval of application to delist from Euronext Milan Basildon, November 7, 2023 Earlier today, CNH Industrial N.V. (NYSE: CNHI / MI: CNHI) announced it had filed an application with Borsa Italiana to delist the Company’s common shares from Euronext Milan pursuant to the Rules of the Markets organized and managed by Borsa Italiana (Regolamento dei Mercati organizzati e gestiti da Borsa Italiana S.p.A.). The Company now announces that Borsa Italiana has approved the Company’s application and has arranged for the delisting of the Company’s common shares from Euronext Milan, with effect from January 2, 2024 (“Date of Delisting”), pursuant to Article 2.5.6 of the said Rules. CNH’s common shares will continue to be listed also on Euronext Milan until the last business day before the Delisting Date (December 29, 2023). The single listing on the New York Stock Exchange (NYSE) will therefore be effective starting from the Delisting Date. CNH Industrial (NYSE: CNHI / MI: CNHI) is a world-class equipment and services company. Driven by its purpose of Breaking New Ground, which centers on Innovation, Sustainability and Productivity, the Company provides the strategic direction, R&D capabilities, and investments that enable the success of its global and regional Brands. Globally, Case IH and New Holland Agriculture supply 360° agriculture applications from machines to implements and the digital technologies that enhance them; and CASE and New Holland Construction Equipment deliver a full lineup of construction products that make the industry more productive. The Company’s regionally focused Brands include: STEYR, for agricultural tractors; Raven, a leader in digital agriculture, precision technology and the development of autonomous systems; Hemisphere, a leading designer and manufacturer of high-precision satellite-based positioning and heading technologies; Flexi-Coil, specializing in tillage and seeding systems; Miller, manufacturing application equipment; Kongskilde, providing tillage, seeding and hay & forage implements; and Eurocomach, producing a wide range of mini and midi excavators for the construction sector, including electric solutions. Across a history spanning over two centuries, CNH Industrial has always been a pioneer in its sectors and continues to passionately innovate and drive customer efficiency and success. As a truly global company, CNH Industrial’s 40,000+ employees form part of a diverse and inclusive workplace, focused on empowering customers to grow, and build, a better world. For more information and the latest financial and sustainability reports visit: cnhindustrial.com For news from CNH Industrial and its Brands visit: media.cnhindustrial.com Contacts: Media Relations Investor Relations Email: mediarelations@cnhind.com Email: investor.relations@cnhind.com Exhibit 99.1

Cover	Nov. 07, 2023
Entity Information [Line Items]
Document Type	8-K
Entity Central Index Key	0001567094
Document Period End Date	Nov. 07, 2023
Entity Registrant Name	CNH INDUSTRIAL N.V.
Entity Incorporation, State or Country Code	P7
Entity File Number	001-36085
Entity Tax Identification Number	98-1125413
Entity Address, Address Line One	Cranes Farm Road
Entity Address, City or Town	Basildon, Essex
Entity Address, Postal Zip Code	SS14 3AD
Entity Address, Country	GB
City Area Code	2079
Local Phone Number	251964
Amendment Flag	false
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	false
Common Stock
Entity Information [Line Items]
Title of 12(b) Security	Common Shares, par value €0.01
Trading Symbol	CNHI
Security Exchange Name	NYSE
3.850% Notes due 2027
Entity Information [Line Items]
Title of 12(b) Security	3.850% Notes due 2027
Trading Symbol	CNHI27
Security Exchange Name	NYSE