Resideo Technologies Inc【REZI】株式ニュース

Resideo Announces Filing of Form 10 Registration Statement for Planned Spin-Off of ADI Global DistributionMay 11, 2026 6:15 AM
PR Newswire (US) Names ADI and Resideo Leadership Teams and Boards of DirectorsInvestor Days Scheduled for Mid-July to Provide Details on Resideo and ADI's Go-Forward Business and Value Creation StrategiesSpin-Off on Track for Completion Between Mid-Third Quarter and Mid-Fourth Quarter 2026SCOTTSDALE, Ariz., May 11, 2026 /PRNewswire/ -- Resideo Technologies, Inc. (NYSE: REZI) ("Resideo" or the "Company"), a leading global manufacturer, developer, and distributor of technology-driven sensing and controls products and solutions for residential and commercial end-markets, today provided an update on its planned spin-off of its ADI Global Distribution business ("ADI"), including: Filing of the Form 10 registration statement (the "Form 10") with the U.S. Securities and Exchange Commission ("SEC"), a copy of which is available on the SEC website as well as Resideo's Investor Relations website;Announcing ADI's leadership team and Board of Directors;Announcing Resideo's leadership team and Board of Directors;Timing for Resideo and ADI Investor Day events in mid-July 2026; andExpected timing for completion of the spin-off between mid-third quarter and mid-fourth quarter of 2026."Today's filing reflects the tremendous progress we have made to launch two industry-leading companies, each extremely well positioned to better serve customers and unlock shareholder value," said Jay Geldmacher, President and CEO of Resideo. "ADI's new leadership team and Board are a highly skilled and diverse group of individuals who will bring deep knowledge of ADI, cross-sector expertise and proven leadership that will help shape ADI's future. Similarly, we have a strong bench of talent at Resideo that will remain in place and lead the company forward following the separation."Highlights from Form 10, ADI Leadership Team and Board of DirectorsThe Form 10 highlights how ADI will:Leverage its preeminent platform position as a global specialty distributor of professionally installed low-voltage products servicing the commercial and residential markets through a leading omnichannel go-to-market platform.Deliver on its distinct value proposition with over 500,000 products from more than 1,000 suppliers, curated through disciplined category management and reinforced by long-standing relationships with top suppliers and premier integrators, high product availability and superior technical sales support.Drive sustained profitable growth and disciplined capital allocation to fund high-return investments and enable a balanced capital allocation approach that will initially be focused on deleveraging.Expand upon its strong financial foundation. In fiscal year 2025, ADI on a carveout basis generated revenue of approximately $4.8 billion, $261 million net loss, $318 million in Adjusted EBITDA, 22.3% gross margin profit, 5.5% net loss margin, and 6.6% Adjusted EBITDA margin.1The ADI leadership team will include the following individuals:Robert Aarnes, President and Chief Executive Officer. Mr. Aarnes has served as President of ADI at Resideo since 2018.Michael Carlet, Chief Financial Officer. Mr. Carlet has served as the Chief Financial Officer of Resideo since 2024 and previously served as the Chief Financial Officer of Snap One, which was acquired by Resideo in 2024.Marco Cardazzi, Chief Merchandising Officer. Mr. Cardazzi has been with ADI since 2011 and currently serves as Chief Merchandising Officer and previously served as Chief Marketing Officer, Vice President of Global Marketing and held various leadership roles across merchandising, marketing, category management and products.Alicia Copeland, Chief Operating Officer. Ms. Copeland has been with ADI since 2016, currently serving as Chief Operating Officer and previously as Chief Commercial Officer, Chief Transformation Officer, and Vice President of Global Operations.Jeannine Lane, General Counsel, Corporate Secretary and Chief Compliance Officer. Ms. Lane has served as the General Counsel and Corporate Secretary of Resideo since 2018 and previously held various senior positions within Honeywell's legal department.James Olender, Chief Information Officer. Mr. Olender joined ADI in 2026 as Chief Information Officer and previously held various executive roles within GE, including as Chief Information Officer of GE Vernova's Wind Segment, among others.Nicole Stevens, Chief Accounting Officer. Ms. Stevens joined ADI in 2026 as Senior Vice President of Accounting, and previously served as SVP Financial Reporting at Amwins, Vice President of Financial Reporting at Snap One (prior to Resideo's acquisition) and at EY.The ADI Board will be comprised of the following individuals:Michael Kaufmann will serve as Chairman. Mr. Kaufmann previously served in numerous executive positions at Cardinal Health, including Chief Executive Officer and Chief Financial Officer, among others. He is a seasoned board member and currently serves on the board of MSC Industrial Direct.Robert Aarnes will serve as a director, in addition to his role as President and Chief Executive Officer of ADI.William Galvin has over 35 years of experience as a senior executive and leader in the industrial distribution and supply chain services sector. Mr. Galvin was most recently President and CEO of Anixter International, a global distributor of network and security, electrical and electronic and utility power solutions. He currently serves on the boards of Integrated Power Services and Engineered & Industrial Solutions. Mr. Galvin is an operating advisor of CD&R.Christine Gorjanc is a financial expert who has served as Chief Financial Officer for various companies, including Invitae, Arlo Technologies and NETGEAR. She has held numerous public company board director roles, including as Audit Committee Chair, and currently serves on the boards of Polestar Automotive and Forward Air Corporation.Cynthia Hostetler has 26 years of leadership experience managing large investment funds (with significant global markets investments), guiding institutional investors and allocating capital resources for businesses. She is an experienced board member and currently serves on several mutual fund boards, including as trustee of Invesco Funds, director of TriLinc Global Impact Fund and board member of Investment Company Institute. Ms. Hostetler has served as a director on the Resideo board since 2020 and effective upon the spin-off, she will resign from the Resideo board.Stephen O. LeClair has decades of experience within the specialty distribution industry, including senior executive roles across operations, manufacturing, finance and sales. Mr. LeClair served as Executive Chair and Chief Executive Officer of Core & Main and previously held senior operations roles at HD Supply Waterworks, HD Supply Lumber and Building Materials, HD Supply and within GE Equipment Services. Mr. LeClair currently serves on the boards of Dycom Industries and AAON.Nathan Sleeper is the Chief Executive Officer of CD&R and chairs the investment firm's executive committee and is a member of its investment, operating review and compliance committees. Mr. Sleeper has served on numerous public company boards and is currently a member of the Columbus McKinnon Corporation board. Mr. Sleeper has served as a director on the Resideo board since 2024 and effective upon the spin-off, he will resign from the Resideo board.Brian Walker has extensive experience in the distribution sector and currently serves as Senior Vice President, Sales and Onsite Services of W.W. Grainger and previously held numerous leadership positions within its sales and supply chain functions.Resideo Leadership Team and Board of DirectorsThe Resideo leadership team will include the following individuals:Thomas Surran, President and Chief Executive Officer. Mr. Surran has served as President of Resideo's Products and Solutions business since 2023.Joshua Foster, Senior Vice President, General Counsel and Corporate Secretary. Mr. Foster has served as Deputy General Counsel for Resideo since 2018 and previously spent over a decade at Honeywell in various capacities within the legal division.Scott Harkins, Senior Vice President of Sales and Marketing. Mr. Harkins has served as SVP of Resideo's Global Sales since 2020 and previously spent over 20 years with Honeywell, including as Vice President of Partner Development for Honeywell Connected Home.Amit Mehta, Senior Vice President of Strategy and Business Operations. Mr. Mehta has been with Resideo since 2019, and he will continue to lead strategy, corporate development and operational initiatives for Resideo.Patrick Murray, Senior Vice President of Integrated Supply Chain and Information Technology. Mr. Murray has been Resideo's Senior Vice President of Global Operations and Supply Chain since 2018.Ryan Strassburg, Senior Vice President and General Manager of Global Climate Solutions. Mr. Strassburg currently serves as Vice President and General Manager of Resideo's Global Climate Solutions business unit and previously held various leadership positions across Honeywell's sales, product management, and marketing teams.Scott Ziffra, Senior Vice President of Engineering. Mr. Ziffra has served as Resideo's SVP of Engineering and Product Management since 2020.Jeff Kutz, Senior Vice President and Chief Accounting Officer. Mr. Kutz will remain in his role as Resideo's Chief Accounting Officer.With the assistance of a leading search firm, the Resideo Board has an active search process underway to identify its new Chief Financial Officer.Upon completion of the spin-off, the Resideo Board of Directors will comprise ten directors:Cynthia Hostetler, Nathan Sleeper and Jay Geldmacher will resign from the Board.Andrew Campelli, a partner at CD&R, will be appointed to the Board.Andrew Teich will remain in his role as Chairman and all other current Resideo directors will continue as members of the Resideo Board.Mr. Geldmacher's retirement from Resideo will become effective upon completion of the separation, after which time, he will serve in an advisory capacity for six months.Thomas Surran will be appointed as a director, in addition to his role as President and Chief Executive Officer.Investor DaysResideo and ADI will host separate investor days in mid-July in New York City. Members of the leadership teams will provide details on the businesses and outline their respective value creation strategies. Additional information, including dates, webcasts and registration, will be provided in the coming weeks.Additional InformationResideo expects the spin-off of ADI to be completed between mid-third quarter and mid-fourth quarter of 2026, subject to final approval from the Resideo Board and other customary conditions.The planned spin-off of ADI is intended to be tax-free for Resideo and its stockholders for U.S. federal income tax purposes, except for cash that stockholders may receive (if any) in lieu of fractional shares. Consistent with the Form 10 process, the filing is an initial step in an iterative process and is subject to change. Additional information will be included in subsequent Form 10 filings. Future updates to the Form 10 will be filed with the SEC and may be viewed at www.sec.gov filings under ADI Global Distribution Inc.ADI's common stock is expected to be listed on the New York Stock Exchange under the ticker symbol "ADIG". About ResideoResideo is a leading global manufacturer, developer, and distributor of technology-driven sensing and controls products and solutions for residential and commercial end-markets. We are a leader in the home heating, ventilation, and air conditioning controls markets, smoke and carbon monoxide detection home safety and fire suppression products markets, and security products markets. Our solutions and services can be found in over 150 million residential and commercial spaces globally, with tens of millions of new devices sold annually. For more information about Resideo and our trusted, well-established brands including First Alert, Honeywell Home, BRK, Control4, and others, visit www.resideo.com.Forward-Looking StatementsThis press release contains forward-looking statements, including, but not limited to, those regarding the anticipated separation of Resideo Technologies' Products & Solutions and ADI Global Distribution businesses into two independent publicly traded companies, the expected timeline for completing the transaction, the strategic rationale and potential benefits of the separation, the anticipated financial and operational performance of each company following the separation, expected leadership transitions, future capital allocation priorities, growth initiatives, market positioning, and other future events or developments. Forward-looking statements are typically identified by such words as "anticipate," "believe," "could," "estimate," "expect," "intend," "may," "plan," "project," "should," "will," and similar expressions, although not all forward-looking statements contain these words. These statements are based on current expectations and assumptions and are subject to risks and uncertainties that could cause actual results to differ materially from those projected. Among the factors that could cause actual results to differ materially from those expressed or implied in any forward-looking statements are the possibility that the conditions to the separation may not be obtained or satisfied within the expected timeframe or at all; that the separation may not be completed on the anticipated terms or timing or may not occur at all; that the separation may not achieve the intended strategic, operational, or financial benefits for Resideo, its businesses, or its shareholders; that Resideo may experience operational or other disruptions as a result of the separation, including those relating to information technology systems, business processes, internal controls, customer and vendor relationships, and workforce alignment. Each separated company's ability to succeed as an independent enterprise will depend on numerous factors, including the execution of their respective strategies and plans, access to capital markets, the competitive landscape, and general business and economic conditions. Other risks and uncertainties include, but are not limited to, (1) our ability to achieve our outlook regarding the full year 2026, (2) our ability to recognize the expected savings from, and the timing and impact of, our existing and anticipated cost reduction actions, and our ability to optimize our portfolio and operational footprint, (3) the ability of Resideo to drive increased customer value and financial returns and enhance strategic and operational capabilities, (4) risks and uncertainties relating to tariffs that have been or may be imposed by the United States and other governments, and (5) the other risks described under the headings "Risk Factors" and "Cautionary Statement Concerning Forward-Looking Statements" in our Annual Report on Form 10-K for the year ended December 31, 2025 and other periodic reports as well as risks described under the heading "Risk Factors" of the Form 10 filed with the SEC. All statements, other than statements of fact, that address activities, events or developments that we or our management intend, expect, project, believe or anticipate will or may occur in the future are forward-looking statements. Although we believe forward-looking statements are based upon reasonable assumptions, such statements involve known and unknown risks and uncertainties, which may cause the actual results or performance of the Company to differ materially from such forward-looking statements. Forward-looking statements are not guarantees of future performance, and actual results, developments, and business decisions may differ from those envisaged by our forward-looking statements. Except as required by law, we undertake no obligation to update such statements to reflect events or circumstances arising after the date of this press release and we caution investors not to place undue reliance on any such forward-looking statements.Non-GAAP Financial Measures and Pro Forma InformationThis press release includes certain "non-GAAP financial measures" as defined under the Securities Exchange Act of 1934 and in accordance with Regulation G thereunder, including Adjusted EBITDA and Adjusted EBITDA margin, as well as certain pro forma standalone financial information for ADI. Management believes the use of such non-GAAP financial measures assists investors in understanding the ongoing operating performance of the Company by presenting financial results between periods on a more comparable basis. Such non-GAAP financial measures should not be construed as an alternative to reported results determined in accordance with U.S. GAAP. Readers should also consider the limitations associated with these non-GAAP financial measures, including the potential lack of comparability of these measures from one company to another."Adjusted EBITDA" represents ADI's net income before interest expense, income tax expense (benefit), depreciation and amortization, adjusted to exclude the effects of unique and/or non-cash items that are not closely associated with ongoing operations, and provides management and investors with meaningful measures of our performance that increase the period-to-period comparability by highlighting the results from ongoing operations and the underlying profitability factors. "Adjusted EBITDA margin" is calculated as Adjusted EBITDA as a percentage of revenue.The standalone financial information presented for ADI in this press release has been derived from the consolidated financial statements and accounting records of Resideo and reflects certain assumptions and allocations. The pro forma standalone financial information includes all revenues and costs directly attributable to ADI, as well as allocations of certain corporate expenses. These allocations may not be reflective of the actual expenses that ADI would have incurred as an independent, publicly traded company or of the costs it will incur in the future. For additional information regarding the basis of presentation, please see the Form 10 filed with the SEC.The following table provides a reconciliation of net (loss) income and net (loss) income margin, the most closely comparable GAAP financial measures, to Adjusted EBITDA and Adjusted EBITDA margin:

ADI's Adjusted EBITDA and Adjusted EBITDA margin

2025
Net revenue
$4,784

Net (loss) income
$(261)
Net (loss) income margin

(5.5) %
Provision for income taxes

11
Income before taxes

(250)
Depreciation and amortization

115
Interest expense

50
Interest income

(8)
Indemnification Agreement expense (1)

364
Stock-based compensation expense (2)

24
Restructuring, impairment and extinguishment costs (3)

9
Transaction related expenses (4)

16
Other (5)

(2)
Adjusted EBITDA
$318
Adjusted EBITDA margin

6.6 %

(1)Consists of charges associated with the Indemnification Agreement that were allocated to the Combined Financial Statements. Refer to Note 10. Indemnification Agreement within the Combined Financial Statements for additional information.(2)Represents non-cash compensation expenses recognized for stock-based compensation arrangements.(3)Consists of non-recurring charges associated with restructuring initiatives as well as non-cash asset impairment charges and the allocation of debt extinguishment costs associated with third-party debt instruments. (4)Represents expenses incurred in 2025 for integration costs related to the Snap One Acquisition of $9 million and allocated transaction costs primarily related to third party vendors incurred due to the Spin-off of $7 million. (5)Represents amounts included in Other Expense reported on the Combined Statement of Operations.

Contacts:
Investors:
Christopher T. Lee
Global Head of Strategic Finance
investorrelations@resideo.comMedia:
Garrett Terry
Corporate Communications Manager
garrett.terry@resideo.comorDan Moore, Jim Golden, Tali Epstein
Collected Strategies
Resideo-CS@collectedstrategies.com

(1)This press release includes certain "non-GAAP financial measures" as defined under the Securities Exchange Act of 1934. See reconciliations of U.S. GAAP results to adjusted results in the accompanying tables. View original content to download multimedia:https://www.prnewswire.com/news-releases/resideo-announces-filing-of-form-10-registration-statement-for-planned-spin-off-of-adi-global-distribution-302767965.htmlSOURCE Resideo Technologies, Inc. Original: Resideo Announces Filing of Form 10 Registration Statement for Planned Spin-Off of ADI Global Distribution

Resideo Announces Fourth Quarter and Full Year 2025 Financial Results and Initiates 2026 OutlookFebruary 24, 2026 4:05 PM
PR Newswire (US)

Record high full year 2025 net revenue of $7.47 billion, up 11% year-over-year; ADI Global Distribution ("ADI") and Products & Solutions ("P&S") grew net revenue 14% and 5% year-over-year, respectivelyFull year 2025 net loss of $527 million, compared to net income of $116 million in 2024, driven by the expense associated with terminating the Indemnification Agreement; record high full year 2025 Adjusted EBITDA(1) of $833 million, up 20% year-over-year and above the high-end of outlook rangeFourth quarter net revenue of $1.895 billion, up 2% year-over-year and above the high-end of outlook range; on an organic basis, P&S up 5% and ADI down 1%Total company fourth quarter gross margin of 29.6%, up 110 basis points year-over-year; year-over-year margin expansion achieved at both P&S (eleven consecutive quarters) and at ADI (seven consecutive quarters)Fourth quarter net income of $136 million, compared to net income of $23 million in the fourth quarter of 2024; Adjusted EBITDA(1) of $226 million, up 21% year-over-year, and above the high-end of outlook rangeSCOTTSDALE, Ariz., Feb. 24, 2026 /PRNewswire/ -- Resideo Technologies, Inc. (NYSE: REZI), a leading global manufacturer, developer, and distributor of technology-driven sensing and controls products and solutions for residential and commercial end-markets, today announced financial results for the full year and fourth quarter ended December 31, 2025.

Fourth Quarter 2025 Financial HighlightsNet revenue of $1,895 million, up 2% compared to $1,858 million in fourth quarter 2024; net revenue was above the high end of outlook rangeTotal company gross margin of 29.6%, up 110 basis points year-over-yearNet income of $136 million, compared to net income of $23 million in fourth quarter 2024Adjusted EBITDA(1) of $226 million, up 21% compared to $187 million in fourth quarter 2024; Adjusted EBITDA(1) was above the high end of outlook rangeDiluted EPS of $0.73 and Adjusted EPS(1) of $0.50 compared to diluted EPS of $0.08 and Adjusted EPS(1) of $0.59 for the fourth quarter 2024; fourth quarter 2025 Adjusted EPS(1) was at the high end of outlook rangeReported cash provided by operating activities of $299 millionFull Year 2025 Financial HighlightsRecord high net revenue of $7,472 million, up 11% compared to $6,761 million in 2024; net revenue was above the high end of outlook rangeTotal company gross margin of 29.4%, up 130 basis points year-over-yearOn a GAAP basis, net loss of $527 million, compared to $116 million net income in 2024, driven by the expense associated with terminating the Indemnification Agreement. Record high adjusted net income(1) of $409 million, up 20% compared to $341 million in 2024Record high Adjusted EBITDA(1) of $833 million, up 20% compared to $693 million in 2024; Adjusted EBITDA(1) was above the high end of outlook rangeDiluted loss per share of $3.77 and record high Adjusted EPS(1) of $2.68 compared to diluted EPS of $0.61 and Adjusted EPS(1) of $2.29 in 2024; Adjusted EPS(1) was above the high end of outlook rangeCash used in operating activities of $1,137 million, and adjusted cash provided by operating activities(1) of $453 million after excluding the one-time $1,590 million payment made to Honeywell to terminate the Indemnification Agreement; Adjusted cash provided by operating activities(1) was above the high end of outlook range

(1)This press release includes certain "non-GAAP financial measures" as defined under the Securities Exchange Act of 1934. Resideo management believes the use of such non-GAAP financial measures, including Adjusted EBITDA, Adjusted Net Income, Adjusted EPS, and Adjusted Cash Provided by Operations, assists investors in understanding the ongoing operating performance of Resideo by presenting the financial results between periods on a more comparable basis. See reconciliations of U.S. GAAP results to adjusted results in the accompanying tables. Management Remarks
"In the fourth quarter, Resideo delivered strong results that either exceeded or were at the high end of our outlook range. In 2025, Resideo exceeded the high-end of our outlook range for all of our key financial metrics and achieved record highs in net revenue, Adjusted EBITDA and Adjusted EPS," said Jay Geldmacher, Resideo's President and CEO."The Products and Solutions and ADI teams delivered outstanding results in 2025 by demonstrating resilience and operational excellence throughout a very dynamic year. These are part of our core values that will drive future standalone success for each company post business separation."Products and Solutions Fourth Quarter 2025 HighlightsNet revenue of $712 million, up 6% compared to 2024Fourth quarter gross margin of 41.0%, up 20 basis points compared to 2024Income from operations of $137 million, compared to $133 million in 2024Adjusted EBITDA(1) of $166 million, or 23.3% of revenue, compared to $157 million, or 23.5% of revenue in 2024P&S delivered net revenue of $712 million in the fourth quarter 2025, up 6% compared to fourth quarter 2024 and includes an approximate 1% favorable impact from foreign currency. Revenue grew year-over-year across many of our product families and sales channels, which more than offset performance of our Air products that were impacted by a soft but improving residential HVAC market. Revenue was driven by a combination of price realization, primarily in our OEM channel, and by customer demand for our new products, primarily in our electrical distribution and retail channels.Fourth quarter 2025 gross margin was 41.0%, compared to 40.8% in fourth quarter 2024, largely due to continued achievement of manufacturing efficiencies. Selling, general and administrative expenses were down $1 million and research and development expenses increased $11 million compared to fourth quarter 2024 due to investments in projects that are intended to drive future growth. Cost discipline continued to be strong throughout 2025, and, combined with the gross margin expansion, helped drive fourth quarter 2025 operating profit of $137 million up from $133 million in fourth quarter 2024. Fourth quarter Adjusted EBITDA(1) grew 6% year-over-year in 2025 to $166 million.ADI Global Distribution Fourth Quarter 2025 Highlights Net revenue of $1,183 million down 1% when compared to 2024Gross margin of 22.7%, up 110 basis points compared to 2024Income from operations of $51 million, compared to $48 million in 2024Adjusted EBITDA(1) of $88 million, or 7.4% of revenue, compared to $91 million or 7.7% of revenue in 2024ADI fourth quarter 2025 net revenue of $1,183 million was down 1% driven primarily by a decline in the video surveillance product category that was partially offset by growth in multiple commercial security and professional audio-visual product categories. E-commerce revenue grew 3% year-over-year, driven primarily by greater customer adoption. Exclusive Brands revenue also grew 2% year-over-year driven by positive momentum for our new products.Gross margin was 22.7%, up 110 basis points compared to fourth quarter 2024. The increase was primarily driven by favorable price and mix. Selling, general and administrative and research and development expenses were $190 million in 2025, up $4 million compared to fourth quarter 2024 due to investments in projects that are intended to drive future growth and higher selling, general and administrative expenses. Income from operations of $51 million in fourth quarter 2025 increased 6% from $48 million in fourth quarter 2024. Adjusted EBITDA(1) decreased to $88 million in fourth quarter 2025 from $91 million in fourth quarter 2024.Cash Flow and Liquidity Net cash provided by operating activities was $299 million in fourth quarter 2025 compared to cash provided by operating activities of $203 million in fourth quarter 2024. The increase was primarily driven by strong cash collections, the timing of payments, and the benefit associated with terminating the Indemnification Agreement.Net cash used by operating activities was $1,137 million in 2025 compared to cash provided by operating activities of $444 million in the prior year. The change was primarily driven by the one-time $1,590 million payment made to Honeywell to terminate the Indemnification Agreement. Adjusted cash provided by operating activities(1) was $453 million after excluding the impact of the termination payment made to Honeywell. At December 31, 2025, Resideo had cash and cash equivalents of $661 million and total outstanding debt of $3.23 billion.OutlookThe following table summarizes the Company's current first quarter 2026 and full year 2026 outlook.($ in millions, except per share data)Q1 20262026Net revenue$1,866 - $1,890$7,800 - $7,900Non-GAAP Adjusted EBITDA(1)$193 - $207$935 - $985Non-GAAP Adjusted Earnings Per Share(1)$0.58 - $0.62$3.00 - $3.20Conference Call and Webcast DetailsResideo will hold a conference call with investors on February 24, 2026, at 5:00 p.m. ET. The webcast can be accessed at https://investor.resideo.com, where the webcast link and related materials will be posted before the call. A replay of the webcast will be available following the presentation.About Resideo Resideo is a leading manufacturer, developer, and distributor of technology-driven sensing and controls products and solutions for residential and commercial end-markets. We are a leader in the home heating, ventilation, and air conditioning controls markets, smoke and carbon monoxide detection home safety and fire suppression products markets, and security products markets. Our solutions and services can be found in over 150 million residential and commercial spaces globally, with tens of millions of new devices sold annually. For more information about Resideo and our trusted, well-established brands including First Alert, Honeywell Home, BRK, Control4, and others, visit www.resideo.com.Contacts:

Investors:
Media:Christopher T. Lee
Garrett TerryGlobal Head of Investor Relations
Corporate Communications Managerinvestorrelations@resideo.com
garrett.terry@resideo.comForward-Looking Statements
This release and the related conference call contain "forward-looking statements." All statements, other than statements of fact, that address activities, events or developments that we or our management intend, expect, project, believe or anticipate will or may occur in the future are forward-looking statements. Although we believe forward-looking statements are based upon reasonable assumptions, such statements involve known and unknown risks and uncertainties, which may cause the actual results or performance of the Company to differ materially from such forward-looking statements. Such risks and uncertainties include, but are not limited to, (1) our ability to achieve our outlook regarding the first quarter 2026 and full year 2026, (2) our ability to recognize the expected savings from, and the timing and impact of, our existing and anticipated cost reduction actions, and our ability to optimize our portfolio and operational footprint, (3) the amount of our obligations and nature of our contractual restrictions pursuant to, and disputes that have or may hereafter arise under the agreements we entered into with Honeywell in connection with our spin-off, (4) risks related to our recently completed acquisitions, including Snap One, and our ability to achieve the targeted amount of annual cost synergies and successfully integrate the acquired operations (including successfully driving category growth in connected offerings), (5) the ability of Resideo to drive increased customer value and financial returns and enhance strategic and operational capabilities, (6) risks and uncertainties relating to tariffs that have been or may be imposed by the United States and other governments, (7) risks related to our anticipated separation of Resideo Technologies' Products & Solutions and ADI Global Distribution businesses into two independent publicly traded companies, including the timing thereof and that we may experience operational or other disruptions as a result of the separation and the planning therefor, and (8) the other risks described under the headings "Risk Factors" and "Cautionary Statement Concerning Forward-Looking Statements" in our Annual Report on Form 10-K for the year ended December 31, 2025 and other periodic filings we make from time to time with the Securities and Exchange Commission. Forward-looking statements are not guarantees of future performance, and actual results, developments, and business decisions may differ from those envisaged by our forward-looking statements. Except as required by law, we undertake no obligation to update such statements to reflect events or circumstances arising after the date of this press release and we caution investors not to place undue reliance on any such forward looking statements.Use of Non-GAAP Measures
This press release includes certain "non-GAAP financial measures" as defined under the Securities Exchange Act of 1934 and in accordance with Regulation G thereunder. Management believes the use of such non-GAAP financial measures assists investors in understanding the ongoing operating performance of the Company by presenting financial results between periods on a more comparable basis. Such non-GAAP financial measures should not be construed as an alternative to reported results determined in accordance with U.S. GAAP. Readers should also consider the limitations associated with these non-GAAP financial measures, including the potential lack of comparability of these measures from one company to another.We have included reconciliations of these non-GAAP financial measures to the most directly comparable financial measures calculated and provided in accordance with U.S. GAAP at the end of this release. A reconciliation of the forecasted range for Adjusted EBITDA and Adjusted Earnings Per Share for the first quarter of 2026 and for the fiscal period ending December 31, 2026 are not included in this release due to the number of variables in the projected range and because we are currently unable to quantify accurately without unreasonable efforts certain amounts that would be required to be included in the U.S. GAAP measure or the individual adjustments for such reconciliation. In addition, we believe such reconciliation would imply a degree of precision that would be confusing or misleading to investors. However, for the first quarter of 2026 and full year 2026 respectively, we anticipate the following expenses in our GAAP to non-GAAP reconciliation: depreciation and amortization of $53 million and $216 million, interest expense, net of $47 million and $175 million, and stock-based compensation expense of $14 million and $57 million. Table 1: SUMMARY OF FINANCIAL RESULTS (UNAUDITED)

Q4 2025
Full Year 2025(in millions)
Products
and
Solutions
ADI Global
Distribution
Corporate
Total
Company
Products
and
Solutions
ADI Global
Distribution
Corporate
Total
CompanyNet revenue
$       712
$   1,183
$         —
$   1,895
$   2,688
$   4,784
$         —
$   7,472Cost of goods sold
420
915
—
1,335
1,557
3,719
—
5,276Gross profit
292
268
—
560
1,131
1,065
—
2,196Research and development
expenses
36
11
—
47
128
39
—
167Selling, general and
administrative expenses
108
179
34
321
417
712
137
1,266Intangible asset amortization
7
24
—
31
26
94
2
122Restructuring, impairment and
extinguishment costs
4
3
—
7
5
8
3
16Business separation costs
—
—
14
14
—
—
18
18Income (loss) from operations
$       137
$         51
$       (48)
$       140
$       555
$       212
$     (160)
$       607

Q4 2024
Full Year 2024(in millions)
Products
and
Solutions
ADI Global
Distribution
Corporate
Total
Company
Products
and
Solutions
ADI Global
Distribution
Corporate
Total
CompanyNet revenue
$       669
$   1,189
$         —
$   1,858
$   2,564
$   4,197
$         —
$   6,761Cost of goods sold
396
932
—
1,328
1,514
3,346
—
4,860Gross profit
273
257
—
530
1,050
851
—
1,901Research and development
expenses
25
17
—
42
94
17
—
111Selling, general and
administrative expenses
109
169
32
310
416
566
156
1,138Intangible asset amortization
5
23
1
29
23
54
3
80Restructuring, impairment and
extinguishment costs
1
—
4
5
14
19
19
52Income (loss) from operations
$       133
$         48
$       (37)
$       144
$       503
$       195
$     (178)
$       520
Q4 2025 % change compared with prior
period
Full Year 2025 % change compared
with prior period
Products
and
Solutions
ADI Global
Distribution
Corporate
Total
Company
Products
and
Solutions
ADI Global
Distribution
Corporate
Total
CompanyNet revenue6 %
(1) %
N/A
2 %
5 %
14 %
N/A
11 %Cost of goods sold6 %
(2) %
N/A
1 %
3 %
11 %
N/A
9 %Gross profit7 %
4 %
N/A
6 %
8 %
25 %
N/A
16 %Research and development
expenses44 %
(35) %
N/A
12 %
36 %
129 %
N/A
50 %Selling, general and
administrative expenses(1) %
6 %
6 %
4 %
— %
26 %
(12) %
11 %Intangible asset amortization40 %
4 %
(100) %
7 %
13 %
74 %
(33) %
53 %Restructuring, impairment and
extinguishment costs300 %
N/A
(100) %
40 %
(64) %
(58) %
(84) %
(69) %Business separation costsN/A
N/A
N/A
N/A
N/A
N/A
N/A
N/AIncome (loss) from operations3 %
6 %
30 %
(3) %
10 %
9 %
(10) %
17 % Table 2: CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)

Three Months Ended
Twelve Months Ended(in millions, except per share data)December 31,
2025
December 31,
2024
December 31,
2025
December 31,
2024Net revenue$               1,895
$               1,858
$               7,472
$               6,761Cost of goods sold1,335
1,328
5,276
4,860Gross profit560
530
2,196
1,901Operating expenses:

Research and development expenses47
42
167
111Selling, general and administrative expenses321
310
1,266
1,138Intangible asset amortization31
29
122
80Restructuring, impairment and extinguishment costs7
5
16
52Business separation costs14
—
18
—Total operating expenses420
386
1,589
1,381Income from operations140
144
607
520Indemnification Agreement expense (1)—
76
972
211Other expense (income), net(65)
(3)
(43)
7Interest expense, net49
26
135
81Net income (loss) before taxes156
45
(457)
221Provision for income taxes20
22
70
105Net income (loss)136
23
(527)
116Less: preferred stock dividends9
9
35
19Less: undistributed income allocated to preferred stockholders14
2
—
6Net income (loss) available to common stockholders$                  113
$                     12
$                (562)
$                     91

Earnings (loss) per common share:

Basic$                 0.75
$                 0.08
$               (3.77)
$                 0.62Diluted$                 0.73
$                 0.08
$               (3.77)
$                 0.61

Weighted average common shares outstanding:

Basic150
147
149
146Diluted155
150
149
149

(1) Represents the expense incurred pursuant to the Indemnification Agreement, which, prior to its termination, had an annual cash payment cap of $140 million. The following table summarizes information concerning the Indemnification Agreement:
Three Months Ended
Twelve Months Ended(in millions)December 31,
2025
December 31,
2024
December 31,
2025
December 31,
2024Accrual for Indemnification Agreement liabilities deemed probable and reasonably estimable$                         —
$                         76
$                       972
$                       211Cash payments made to Honeywell prior to the third quarter of 2025—
(35)
(70)
(140)Indemnification Agreement non-GAAP adjustment$                         —
$                         41
$                       902
$                         71 Table 3: CONSOLIDATED BALANCE SHEETS (UNAUDITED)
(in millions, except par value)December 31,
2025
December 31,
2024ASSETS

Current assets:

Cash and cash equivalents$                  661
$                  692Accounts receivable, net1,073
1,023Inventories, net1,354
1,237Other current assets270
220Total current assets3,358
3,172

Property, plant and equipment, net447
410Goodwill3,100
3,072Intangible assets, net1,091
1,176Other assets437
369Total assets$               8,433
$               8,199

LIABILITIES AND STOCKHOLDERS' EQUITY

Current liabilities:

Accounts payable$               1,131
$               1,073Accrued liabilities624
717Total current liabilities1,755
1,790

Long-term debt3,167
1,983Non-current obligations payable under the Indemnification Agreement—
583Other liabilities594
534Total liabilities5,516
4,890

Stockholders' equity

Preferred stock, $0.001 par value, 100 shares authorized, 0.5 shares issued and outstanding, and $500 liquidation preference at December 31, 2025 and December 31, 2024482
482Common stock, $0.001 par value: 700 shares authorized, 158 and 150 shares issued and outstanding at December 31, 2025, respectively, and 154 and 147 shares issued and outstanding at December 31, 2024, respectively —
—Additional paid-in capital2,391
2,315Retained earnings345
907Accumulated other comprehensive income (loss)(157)
(284)Treasury stock at cost(144)
(111)Total stockholders' equity2,917
3,309Total liabilities and stockholders' equity$               8,433
$               8,199 Table 4: CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)

Three Months Ended
Twelve Months Ended(in millions)December 31,
2025
December 31,
2024
December 31,
2025
December 31,
2024Cash Flows From Operating Activities:

Net income (loss)$                  136
$                     23
$                (527)
$                  116Adjustments to reconcile net income (loss) to net cash in operating activities:

Depreciation and amortization50
46
195
144Restructuring, impairment and extinguishment costs7
5
16
52Stock-based compensation expense14
15
57
59Other, net(35)
(29)
(36)
(24)Changes in assets and liabilities, net of acquired companies:

Accounts receivable, net72
61
(29)
(18)Inventories, net(25)
(58)
(92)
(71)Other current assets(19)
(20)
(54)
(5)Accounts payable88
65
30
127Accrued liabilities30
69
(107)
4Non-current obligations payable under the Indemnification Agreement—
41
(583)
71Other, net(19)
(15)
(7)
(11)Net cash provided by (used in) operating activities299
203
(1,137)
444Cash Flows From Investing Activities:

Acquisitions, net of cash acquired—
(3)
—
(1,337)Capital expenditures(37)
(22)
(116)
(80)Proceeds from sale of business77
—
77
—Other investing activities, net—
2
—
8Net cash used in investing activities40
(23)
(39)
(1,409)Cash Flows From Financing Activities:

Proceeds from issuance of long-term debt, net—
—
1,198
1,176Proceeds from issuance of preferred stock, net of issuance costs—
—
—
482Preferred stock dividend payments(9)
(12)
(35)
(12)Acquisition of treasury stock to cover stock award tax withholding(6)
(3)
(29)
(17)Repayments of long-term debt(6)
(3)
(9)
(605)Common stock repurchases—
—
—
(1)Other financing activities, net(10)
6
3
8Net cash provided by (used in) financing activities(31)
(12)
1,128
1,031Effect of foreign exchange rate changes on cash, cash equivalents and restricted cash8
(7)
17
(10)Net increase (decrease) in cash, cash equivalents and restricted cash316
161
(31)
56Cash, cash equivalents and restricted cash at beginning of period346
532
693
637Cash, cash equivalents and restricted cash at end of period$                  662
$                  693
$                  662
$                  693 NON-GAAP FINANCIAL MEASURES AND RECONCILIATIONSADJUSTED DILUTED EARNINGS PER SHARE AND NET INCOME (LOSS) COMPARISON(Unaudited)
RESIDEO TECHNOLOGIES, INC.

Three Months Ended
Twelve Months Ended(in millions, except per share data)December
31, 2025
December
31, 2024
December
31, 2025
December
31, 2024GAAP Net income (loss) $          136
$             23
$        (527)
$          116Less: preferred stock dividends9
9
35
19Less: undistributed income allocated to preferred stockholders14
2
—
6GAAP Net income (loss) available to common stockholders113
12
(562)
91Indemnification Agreement non-GAAP adjustment (1)—
41
902
71Intangible asset amortization31
29
122
80Undistributed income allocated to preferred stockholders14
2
—
6Stock-based compensation expense14
15
57
59Business separation costs14
—
18
—Restructuring, impairment and extinguishment costs7
5
16
52Acquisition and integration costs1
8
9
45One-time tax impact of Indemnification Agreement(57)
—
(72)
—Gain on sale of business, net of taxes(38)
—
(38)
—Other (2)(8)
1
15
20Tax effect of applicable non-GAAP adjustments (3)(13)
(24)
(58)
(83)Non-GAAP Adjusted net income$             78
$             89
$          409
$          341

Three Months Ended
Twelve Months Ended
December
31, 2025
December
31, 2024
December
31, 2025
December
31, 2024GAAP Net income (loss) per diluted common share$         0.73
$         0.08
$       (3.77)
$         0.61Indemnification Agreement non-GAAP adjustment (1)—
0.27
5.90
0.48Intangible asset amortization0.20
0.19
0.80
0.54Undistributed income allocated to preferred stockholders0.09
0.01
—
0.04Stock-based compensation expense0.09
0.10
0.37
0.40Business separation costs0.09
—
0.12
—Restructuring, impairment and extinguishment costs0.05
0.03
0.10
0.35Acquisition and integration costs0.01
0.05
0.06
0.30Impact of incremental dilutive shares—
—
0.10
—One-time tax impact of Indemnification Agreement(0.37)
—
(0.47)
—Gain on sale of business, net of taxes(0.25)
—
(0.25)
—Other (2)(0.05)
0.02
0.10
0.13Tax effect of applicable non-GAAP adjustments (3)(0.09)
(0.16)
(0.38)
(0.56)Non-GAAP Adjusted diluted earnings per share$         0.50
$         0.59
$         2.68
$         2.29

(1) Refer to the Unaudited Consolidated Statements of Operations herein.(2) For 2025 periods, other includes foreign exchange transaction (gains)/losses, net periodic pension costs excluding service costs, discrete tax effects of non-recurring transactions, Tax Matters Agreement gain, and miscellaneous other non-recurring, non-operating income and losses. For 2024 periods, other includes an inventory step-up related to the Snap One acquisition, litigations settlements, net periodic benefit costs, excluding service costs, gain on sale of investments, Tax Matters Agreement gain, and foreign exchange transaction (gains)/losses. (3) In calculating the tax effect of relevant non-GAAP adjustments, we applied a flat statutory tax rate of 25% for all adjustments prior to 2025. Beginning in 2025, we adjusted our methodology to exclude the tax effect of adjustments that are non-deductible or non-taxable; however, we did not recast historical data. The impact of this change on non-GAAP adjusted net income available to common shareholders and non-GAAP adjusted net income per diluted common share would have resulted in an increase of approximately $10 million and $0.06, respectively, for the three months ended December 31, 2024, and an increase of approximately $20 million and $0.13, respectively, for the twelve months ended December 31, 2024. NON-GAAP FINANCIAL MEASURES AND RECONCILIATIONSADJUSTED EBITDA AND NET INCOME (LOSS) COMPARISON(Unaudited)
RESIDEO TECHNOLOGIES, INC.

Three Months Ended
Twelve Months Ended(in millions)December
31, 2025
December
31, 2024
December
31, 2025
December
31, 2024Net revenue$           1,895
$           1,858
$           7,472
$           6,761

GAAP Net income (loss) $               136
$                 23
$             (527)
$               116GAAP Net income (loss) as a % of net revenue7.2 %
1.2 %
(7.1) %
1.7 %Provision for income taxes20
22
70
105GAAP Net income (loss) before taxes156
45
(457)
221Indemnification Agreement non-GAAP adjustment (1)—
41
902
71Depreciation and amortization50
46
195
144Interest expense, net49
26
135
81Stock-based compensation expense14
15
57
59Acquisition and integration costs1
8
9
45Business separation costs14
—
18
—Restructuring, impairment and extinguishment costs7
5
16
52Gain on sale of business(52)
—
(52)
—Other (2)(13)
1
10
20Non-GAAP Adjusted EBITDA$               226
$               187
$               833
$               693Non-GAAP Adjusted EBITDA as a % of net revenue11.9 %
10.1 %
11.1 %
10.2 %

(1) Refer to the Unaudited Consolidated Statements of Operations herein.(2) For 2025 periods, other includes foreign exchange transaction (gains)/losses, net periodic pension costs excluding service costs, Tax Matters Agreement gain, and miscellaneous other non-recurring, non-operating income and losses. For 2024 periods, other includes an inventory step-up related to the Snap One acquisition, litigations settlements, net periodic benefit costs, excluding service costs, gain on sale of investments, Tax Matters Agreement gain, and foreign exchange transaction (gains)/losses. NON-GAAP FINANCIAL MEASURES AND RECONCILIATIONS(Unaudited)
PRODUCTS AND SOLUTIONS SEGMENT

Three Months Ended
Twelve Months Ended(in millions)December 31,
2025
December 31,
2024
December 31,
2025
December 31,
2024Net revenue$               712
$               669
$           2,688
$           2,564

GAAP Income from operations$               137
$               133
$               555
$               503GAAP Income from operations as a % of net revenue19.2 %
19.9 %
20.6 %
19.6 %Stock-based compensation expense5
4
19
19Restructuring expenses4
1
5
14Other (1)—
2
—
7Non-GAAP Adjusted Income from Operations$               146
$               140
$               579
$               543

Depreciation and amortization20
17
77
68Non-GAAP Adjusted EBITDA$               166
$               157
$               656
$               611Non-GAAP Adjusted EBITDA as a % of net revenue23.3 %
23.5 %
24.4 %
23.8 %

(1) For 2024 periods, other includes litigation settlements. ADI GLOBAL DISTRIBUTION SEGMENT

Three Months Ended
Twelve Months Ended(in millions)December 31,
2025
December 31,
2024
December 31,
2025
December 31,
2024Net revenue$           1,183
$           1,189
$           4,784
$           4,197

GAAP Income from operations$                 51
$                 48
$               212
$               195GAAP Income from operations as a % of net revenue4.3 %
4.0 %
4.4 %
4.6 %Stock-based compensation expense4
5
18
13Acquisition and integration costs1
6
8
12Restructuring expenses3
—
8
19Other (1)—
5
—
11Non-GAAP Adjusted Income from Operations$                 59
$                 64
$               246
$               250

Depreciation and amortization29
27
113
68Non-GAAP Adjusted EBITDA$                 88
$                 91
$               359
$               318Non-GAAP Adjusted EBITDA as a % of net revenue7.4 %
7.7 %
7.5 %
7.6 %

(1) For 2024 periods, other includes inventory adjustment related to the Snap One acquisition and litigation settlements. NON-GAAP FINANCIAL MEASURES AND RECONCILIATIONSADJUSTED CASH PROVIDED BY OPERATIONS(Unaudited)
RESIDEO TECHNOLOGIES, INC.
(in millions)Three Months Ended
December 31, 2025
Twelve Months
Ended December 31,
2025Net cash provided by (used in) operating activities$                                299
$                           (1,137)One-time payment to terminate the Indemnification Agreement—
1,590Non-GAAP adjusted cash provided by operations$                                299
$                                453

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Original: Resideo Announces Fourth Quarter and Full Year 2025 Financial Results and Initiates 2026 Outlook