# Titan International Inc: Form 10-Q for the period ended Mar 31, 2026

- Company: [Titan International Inc](/companies/twi.md) (CIK 899751)
- Form: 10-Q
- Filed: 2026-04-30
- Accepted by EDGAR: Apr 29, 2026, 22:18 ET
- Period: 2026-03-31
- Accession: 0000899751-26-000041
- Inline XBRL: yes
- Main document: https://www.sec.gov/Archives/edgar/data/899751/000089975126000041/twi-20260331.htm
- All documents and exhibits: https://www.sec.gov/Archives/edgar/data/899751/000089975126000041/

## Figures reported in this filing

Standardized XBRL line items for the period ended 2026-03-31.

| Line item | Period | Value | XBRL concept |
| --- | --- | ---: | --- |
| Revenue | 3 months, 2026-01-01 to 2026-03-31 | $505.1m | us-gaap:RevenueFromContractWithCustomerExcludingAssessedTax |
| Cost of revenue | 3 months, 2026-01-01 to 2026-03-31 | $433.6m | us-gaap:CostOfGoodsAndServicesSold |
| Gross profit | 3 months, 2026-01-01 to 2026-03-31 | $71.4m | us-gaap:GrossProfit |
| Research and development | 3 months, 2026-01-01 to 2026-03-31 | $5.3m | us-gaap:ResearchAndDevelopmentExpense |
| Selling, general and administrative | 3 months, 2026-01-01 to 2026-03-31 | $52.4m | us-gaap:SellingGeneralAndAdministrativeExpense |
| Operating income | 3 months, 2026-01-01 to 2026-03-31 | −$13.8m | us-gaap:OperatingIncomeLoss |
| Interest expense | 3 months, 2026-01-01 to 2026-03-31 | $9.9m | us-gaap:InterestExpenseNonoperating |
| Income tax | 3 months, 2026-01-01 to 2026-03-31 | $4.6m | us-gaap:IncomeTaxExpenseBenefit |
| Net income | 3 months, 2026-01-01 to 2026-03-31 | −$24.2m | us-gaap:NetIncomeLoss |
| Diluted EPS | 3 months, 2026-01-01 to 2026-03-31 | −$0.38 | us-gaap:EarningsPerShareDiluted |
| Basic EPS | 3 months, 2026-01-01 to 2026-03-31 | −$0.38 | us-gaap:EarningsPerShareBasic |
| Diluted shares (weighted) | 3 months, 2026-01-01 to 2026-03-31 | 64,072,000 shares | us-gaap:WeightedAverageNumberOfDilutedSharesOutstanding |
| Operating cash flow | 3 months, 2026-01-01 to 2026-03-31 | −$46.5m | us-gaap:NetCashProvidedByUsedInOperatingActivities |
| Capital expenditure | 3 months, 2026-01-01 to 2026-03-31 | $13.3m | us-gaap:PaymentsToAcquirePropertyPlantAndEquipment |
| Cash and equivalents | at 2026-03-31 | $171.3m | us-gaap:CashAndCashEquivalentsAtCarryingValue |
| Current assets | at 2026-03-31 | $1.05bn | us-gaap:AssetsCurrent |
| Total assets | at 2026-03-31 | $1.71bn | us-gaap:Assets |
| Current liabilities | at 2026-03-31 | $479.4m | us-gaap:LiabilitiesCurrent |
| Total liabilities | at 2026-03-31 | $1.21bn | us-gaap:Liabilities |
| Long-term debt | at 2026-03-31 | $614.3m | us-gaap:LongTermDebt |
| Shareholders' equity | at 2026-03-31 | $494.9m | us-gaap:StockholdersEquity |

## Management's discussion and analysis

As filed, 40,589 characters.

Management's discussion and analysis of financial condition and results of operations (MD&A) is designed to provide a reader of the financial statements included in this quarterly report with a narrative from the perspective of the management of Titan International, Inc. (Titan, the Company or we) on our financial condition, results of operations, liquidity, and other factors that may affect our future results. The MD&A in this quarterly report should be read in conjunction with the condensed consolidated financial statements and other financial information included elsewhere in this quarterly report and the MD&A and audited consolidated financial statements and related notes in the Company's Annual Report on Form 10-K for the year ended December 31, 2025, filed with the SEC on February 26, 2026 (the 2025 Form 10-K).

### FORWARD-LOOKING STATEMENTS

This Form 10-Q contains forward-looking statements, which are covered by the safe harbor for "forward-looking statements" provided by the Private Securities Litigation Reform Act of 1995. Readers can identify these statements by the fact that they do not relate strictly to historical or current facts. Titan has tried to identify forward-looking statements in this report by using words such as “anticipates,” “estimates,” “expects,” “intends,” “plans,” and “believes,” and similar expressions or future or conditional verbs such as “will,” “should,” “would,” “may,” and “could.” These forward-looking statements include, among other items, statements relating to the following:

- the Company's future financial performance;
- anticipated trends in the Company’s business;
- expectations with respect to the end-user markets into which the Company sells its products (including agricultural equipment, earthmoving/construction equipment, and consumer products);
- future expenditures for capital projects and future stock repurchases;
- the Company’s ability to continue to control costs and maintain quality;
- possible changes in domestic and international laws and policies, including the imposition of and changes in tariffs by various governments, including the United States on imported goods as part of the currently dynamic and uncertain tariff policy environment;
- the Company's ability to meet conditions of loan agreements, indentures and other financing documents;
- the Company’s business strategies, including its intention to introduce new products;
- expectations concerning the performance and success of the Company’s existing and new products; and
- the Company’s intention to consider and pursue acquisition and divestiture opportunities and the expectations related to completed acquisitions, in particular the acquisition of The Carlstar Group, LLC (“Carlstar”, now also known as Titan Specialty), which could significantly impact the Company's financial results if actual results from the Titan Specialty acquisition differ from anticipated results.

Readers of this Form 10-Q should understand that these forward-looking statements are based on the Company’s current expectations and assumptions about future events and are subject to a number of risks, uncertainties, and changes in circumstances that are difficult to predict, including those described in “Item 1A – Risk Factors” in Part I of the 2025 Form 10-K and “Item 1A – Risk Factors” in Part II of this quarterly report on Form 10-Q, certain of which are beyond the Company’s control.

Actual results could differ materially from those expressed in, or implied by, these forward-looking statements as a result of various factors, including:

- changes in the Company’s end-user markets into which the Company sells its products as a result of domestic and world economic or regulatory influences or otherwise;
- uncertainties from political or electoral changes in the United States, Europe and elsewhere, including the current and possible future tariffs being imposed by various countries on imported goods and the currently dynamic and uncertain tariff policy environment;
- the effect of the market demand cycles on the Company's sales, which may have significant fluctuations;
- the effect of a recession or depression on the Company and its customers and suppliers;
- changes in the marketplace, including new products and pricing changes by the Company’s competitors;
- the effect of the geopolitical instability resulting from the military conflict between Russia and Ukraine on our Russian and global operations on increased costs and ancillary impacts on our global operations;
- the effect of ongoing geopolitical tensions in the Middle East, including the military conflict involving Iran on global markets;
- changes in the interest rate environment and their effects on the Company's outstanding indebtedness;
- the Company's ability to maintain satisfactory labor relations;
- the Company's ability to operate in accordance with its business plan and strategies;
- unfavorable outcomes of legal proceedings;
- the Company's ability to comply with current or future regulations applicable to the Company's business and the industry in which it competes or any actions taken or orders issued by regulatory authorities;
- availability and price of raw materials;
- availability and price of supply chain logistics and freight;
- levels of operating efficiencies;
- the effects of the Company's indebtedness and its compliance with the terms of its various indentures and credit agreements;
- unfavorable product liability and warranty claims;
- geopolitical and economic uncertainties relating to the countries in which the Company operates or does business;
- risks associated with acquisitions, including difficulty in integrating operations and personnel, disruption of ongoing business, and increased expenses;
- results of investments, and the realization of projected synergies;
- the effects of potential processes to explore various strategic transactions, including potential dispositions;
- fluctuations in currency translations;
- climate change and related laws and regulations;
- risks associated with environmental laws and regulations and increased attention to ESG matters;
- the impact of any sales of the Company’s shares held by affiliates of American Industrial Partners pursuant to the Form S-3 registration statement filed with and declared effective by the Securities and Exchange Commission (the “SEC”) in December 2024;
- risks relating to our manufacturing facilities, including that any of our material facilities may become inoperable; and
- risks related to financial reporting, internal controls, tax accounting, and information systems, including cybersecurity threats.

Any changes in these factors could lead to significantly different results. Any assumptions that are inaccurate or do not prove to be correct could have a material adverse effect on the Company’s ability to achieve the results as indicated in forward-looking statements. Forward-looking statements speak only as of the date of this report. The Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise. In light of these risks and uncertainties, there can be no assurance that the forward-looking information and assumptions contained in this document will in fact transpire. The reader should not place undue reliance on the forward-looking statements included in this report or that may be made elsewhere from time to time by the Company, or on its behalf. All forward-looking statements attributable to Titan are expressly qualified by these cautionary statements.

### OVERVIEW

Titan is a global wheel, tire, and undercarriage industrial manufacturer and supplier that services customers across the globe. As a leading manufacturer in the off-highway industry, Titan produces a broad range of products to meet the specifications of original equipment manufacturers (OEMs) and aftermarket customers in the agricultural, earthmoving/construction, and consumer markets. Titan manufactures and sells certain tires under the Goodyear Farm Tire, Titan Tire, Carlstar and Voltyre-Prom Tire brands and has research and development facilities to validate tire and wheel designs. Carlstar sells tire products under the Carlisle® brand under a long-term license agreement that expires in 2033 and also sells tires under other recognized brand names, including ITP®, Trail Wolf®, Links®, USA Trail® and Carlisle Radial Trail HD™ highway trailer tires.

*Agricultural Segment:* Titan’s agricultural wheels, tires, and components are manufactured for use on various agricultural equipment, including tractors, combines, skidders, plows, planters, and irrigation equipment, and are sold directly to OEMs and to the aftermarket through independent distributors, equipment dealers, and Titan’s distribution centers. The wheels range in diameter from nine inches to 54 inches, with the 54-inch diameter being the largest agricultural wheel manufactured in North America. Basic configurations are combined with distinct variations (such as different centers and a wide range of material thickness) allowing the Company to offer a broad line of products to meet customer specifications. Titan’s agricultural tires range from approximately one foot to approximately seven feet in outside diameter and from five inches to 55 inches in width. Agricultural tires are offered under the Goodyear Farm Tire, Titan Tire, Carlstar, ACES and Voltyre-Prom brands with a full portfolio of sizes, load carrying capabilities, and tread patterns necessary for the markets served. The Company offers the added value of delivering a complete wheel and tire assembly to OEM and aftermarket customers.

*Earthmoving/Construction Segment:* The Company manufactures wheels, tires, and undercarriage systems and components for various types of OTR earthmoving, mining, military, construction, and forestry equipment, including skid steers, aerial lifts, cranes, graders and levelers, scrapers, self-propelled shovel loaders, articulated dump trucks, load transporters, haul trucks, backhoe loaders, crawler tractors, lattice cranes, shovels, and hydraulic excavators. The Company provides OEM and aftermarket customers with a broad range of earthmoving/construction wheels ranging in diameter from 15 to 63 inches and in weight from 125 pounds to 7,000 pounds. The 63-inch diameter wheel is the largest manufactured for the global earthmoving/construction market. Titan’s earthmoving/construction tires are offered in the Titan brand and range from approximately three feet to approximately 13 feet in outside diameter and in weight from 50 pounds to 12,500 pounds. Earthmoving/construction tires offered by Titan serve virtually every off-road application in the industry with some of the highest load requirements in the most severe applications. The Company also offers the added value of wheel and tire assembly for certain applications in the earthmoving/construction segment.

*Consumer Segment:* In February 2024, Titan acquired Carlstar (now also known as Titan Specialty), which is a global manufacturer and distributor of wheels and tires for a variety of end-market verticals including outdoor power equipment, power sports, and high speed trailers. Titan Specialty is primarily concentrated in the consumer segment, but also manufactures and sells small to midsize agricultural tires. Products are offered in Carlstar, ITP, Black Rock, Goodyear and Unique brands with portfolios commensurate to supporting these markets. The Company also offers the added value of wheel and tire assembly for many of these products to select OEM customers.

Titan manufactures bias truck tires in Latin America and light truck tires in Russia. This segment also includes sales that do not readily fall into the Company's other segments, such as custom rubber stock mixing sales to a variety of OEMs in adjacent industries.

The Company’s top customers, including global leaders in agricultural and construction equipment manufacturing, have been purchasing products from Titan or its predecessors for numerous years. Customers including AGCO Corporation, Caterpillar Inc., CNH Global N.V., Deere & Company, Hitachi, Ltd., Kubota Corporation, Liebherr, and Volvo have helped sustain Titan’s market leading position in wheel, tire, assembly, and undercarriage products.

### MARKET CONDITIONS AND OUTLOOK

### Agricultural Market Outlook

The agricultural market is affected by related commodity prices and farmer income, among other variables. The end customer demand in the agricultural markets in North America and Europe are currently experiencing a mix of customer demand levels as OEMs expect favorable demand in small agricultural products as compared to a continued slowdown in demand for large agricultural products. The mix in demand levels has been and continues to be further exacerbated by the dynamic and uncertain tariff policy environment, including the imposition of tariffs by the United States and other countries throughout the world, and responses thereto, including litigation, which has created uncertainty in the global markets including impact on farmer sentiment. Amid the evolving global tariff situation, Titan is in a uniquely advantaged position among its competitors, having manufacturing capabilities that are strategically located in the key markets we serve. In addition, some mid to long term global market trends anticipate population growth, a shift in consumer preference toward higher protein diets, and the pressures to replace an aging large equipment fleet in favor of newer and higher productivity technology. The Company expects that the underlying market trends mentioned above will provide future support for the mid to long-term demand for the Company's products. However, many variables, including weather, volatility in the price of commodities, geopolitical conflicts causing disruption to supply chain and market demand, increased input costs, the demand for used equipment, export markets, foreign currency exchange rates, interest rates, government policies including subsidies, and uncertainty surrounding the dynamic and uncertain tariff policy environment including tariffs imposed by the United States and reciprocated by other countries, can greatly affect the Company's performance in the agricultural market in a given period.

### Earthmoving/Construction Market Outlook

The earthmoving/construction segment is affected by many variables, including commodity prices, uncertainty surrounding the imposition of tariffs as mentioned above, road construction, infrastructure, government appropriations, housing starts, geopolitical conflicts, and other macroeconomic drivers. The construction market is primarily driven by country-specific GDP and the need for infrastructure developments. The earthmoving/construction markets are currently experiencing an improvement in OEM demand due to stronger mining capital budgets and forecasted GDP growth in many of the countries in which Titan's earthmoving/construction products are sold. The mining industry continues to experience growth given the increased demand in natural resources industries. Mineral commodity prices are at relatively high levels, which should also support the forecasted mid- to long-term growth. However, as noted above, numerous variables can affect the Company's sales of earthmoving/construction products in any given period.

### Consumer Market Outlook

The consumer market consists of several distinct product lines within different regions. These products include specialty tires and products under several leading brands, including Carlstar, ITP and Marastar brands within powersports, outdoor power equipment and high-speed trailers. The consumer market also includes light truck tires sold into Latin America and other specialty products, including custom mixing of rubber stock, and train brakes. The market for our specialty products is expected to experience modest growth for the remainder of 2026, particularly in North America. The consumer segment pace of growth can vary from period to period and is affected by many macroeconomic variables including but not limited to inflationary impacts, consumer spending, interest rates, government policies, geopolitical conflicts, and uncertainty surrounding tariffs, as mentioned above. As previously stated, we believe that our ownership of manufacturing capabilities and partnerships with suppliers that are strategically located puts us in a uniquely advantaged position to allow us to respond to some of the challenges presented by the current tariff situation.

### RESULTS OF OPERATIONS

*(Amounts in thousands, except percentages)*

|  | Three months ended March 31, 2026 | 2025 | % Increase/(Decrease) |
| --- | ---: | ---: | ---: |
| Net sales | $505,073 | $490,708 | 2.9% |
| Cost of sales | 433,624 | 422,064 | 2.7% |
| Gross profit | 71,449 | 68,644 | 4.1% |
| Gross profit % | 14.1% | 14.0% | 0.7% |
| Selling, general and administrative expenses | 52,398 | 49,855 | 5.1% |
| Research and development expenses | 5,284 | 4,544 | 16.3% |
| Royalty expense | 2,410 | 2,446 | (1.5)% |
| Restructuring and impairment expenses | 25,142 | — | 100.0% |
| (Loss) income from operations | $(13,785) | $11,799 | (216.8)% |

### Net Sales

Net sales for the three months ended March 31, 2026 were $505.1 million, compared to $490.7 million in the comparable period of 2025. The increase was driven by foreign currency translation, which contributed approximately 3.7% to net sales growth, largely due to the strengthening of the Brazilian real and euro against the U.S. dollar and favorable pricing related to higher input costs. These increases were partially offset by lower sales volumes resulting from reduced customer demand in the consumer and agricultural segments due to challenging market conditions.

### Gross Profit

Gross profit for the three months ended March 31, 2026 was $71.4 million, or 14.1% of net sales, compared to $68.6 million, or 14.0% of net sales, for the three months ended March 31, 2025. The improvement in gross profit and margin was driven by cost reduction and productivity initiatives continued to be executed across our global production facilities.

### Selling, General and Administrative Expenses

Selling, general and administrative expenses (SG&A) for the three months ended March 31, 2026 were $52.4 million, or 10.4% of net sales, compared to $49.9 million, or 10.2% of net sales, for the three months ended March 31, 2025. The increase in SG&A expenses was primarily attributable to inflationary cost impacts, including higher personnel‑related costs.

### Research and Development Expenses

Research and development (R&D) expenses for the three months ended March 31, 2026 were $5.3 million, or 1.0% of net sales, compared to $4.5 million, or 0.9% of net sales, for the comparable period in 2025. The increase in R&D spending reflects ongoing initiatives to enhance product designs and a continued focus on innovation and quality improvements.

### Royalty Expense

The Company has trademark license agreements with The Goodyear Tire & Rubber Company to manufacture and sell certain farm, ATV and truck tires under the Goodyear brand. These agreements cover sales in North America, Latin America, Europe, the Middle East, Africa, Australia, New Zealand, Russia, and other Commonwealth of Independent States countries. The farm and ATV agreement is scheduled to expire in 2029 with annual renewal options following the initial term. The truck tires royalty agreement expires December 31, 2028. The Company also has a trademark license agreement with Carlisle Companies, Inc. to manufacture and sell certain tires under the Carlisle® brand. This trademark license agreement is scheduled to expire in 2033. Royalty expenses for both the three months ended March 31, 2026 and March 31, 2025 were $2.4 million, or 0.5% of net sales.

### Restructuring and Impairment Expenses

On March 18, 2026, the Company announced the consolidation of its North American production operations, which will result in the closure of its manufacturing facility in Jackson, Tennessee in October 2026. As a result, we recorded $25.1 million of restructuring and impairment expenses during the three months ended March 31, 2026. These charges consisted of $23.5 million associated with impairment of the building ROU asset and certain manufacturing plant and equipment, and $1.6 million related to severance costs associated with the elimination of certain positions.

### (Loss) Income from Operations

Loss from operations for the three months ended March 31, 2026 was $13.8 million, compared to income from operations of $11.8 million for the three months ended March 31, 2025. The change in (loss) income from Operations was primarily due to the restructuring and impairment charges discussed above.

### OTHER PROFIT/LOSS ITEMS

### Interest Expense

Interest expense was $9.9 million and $9.5 million for the three months ended March 31, 2026 and 2025, respectively. The increase was primarily driven by higher borrowings under our credit facilities.

### Interest Income

Interest income was $2.2 million for both the three months ended March 31, 2026 and 2025.

### Foreign Exchange Gain (Loss)

Foreign exchange gain was $0.9 million for the three months ended March 31, 2026, compared to a $1.4 million loss for the three months ended March 31, 2025. The change in foreign exchange gain (loss) was primarily attributable to the fluctuations in exchange rates in certain geographies in which we conduct business.

### Other Income

Other income was $0.9 million for the three months ended March 31, 2026, as compared to other income of $1.1 million in the comparable period of 2025, remaining generally consistent for the quarterly periods year over year.

### Provision for Income Taxes

The Company recorded income tax expense of $4.6 million and $4.2 million for the three months ended March 31, 2026 and 2025, respectively. The Company's effective income tax rate was (23.6)% and 99.5% for the three months ended March 31, 2026 and 2025, respectively. For the three months ended March 31, 2026 and 2025, the income tax expense differed each period due to the jurisdictional mix of earnings. The change in the Company's effective income tax rate for each period is due to the fluctuation in the pre-tax income as discussed previously.

The Company’s 2026 and 2025 income tax expense and rates differed from the amount of income tax determined by applying the U.S. Federal income tax rate to pre-tax income primarily as a result of foreign income tax rate differential on the mix of earnings and a valuation allowance on most domestic federal and state operations.

### Net (Loss) Income and Loss per Share

Net loss for the three months ended March 31, 2026 was $24.3 million, compared to net income of $0.0 million for the same period in 2025. Basic and diluted loss per share was $0.38 for the three months ended March 31, 2026, compared to basic and diluted loss per share of $0.01 in the prior year period. The change in net (loss) income and loss per share was primarily driven by the factors discussed above.

### SEGMENT INFORMATION

**Segment Summary** (amounts in thousands, except percentages):

| Three months ended March 31, 2026 | Agricultural | Earthmoving/ Construction | Consumer | Corporate/ Unallocated Expenses | Consolidated Totals |
| --- | ---: | ---: | ---: | ---: | ---: |
| Net sales | $198,345 | $159,514 | $147,214 | $— | $505,073 |
| Gross profit | 24,015 | 18,089 | 29,345 | — | 71,449 |
| Profit margin | 12.1% | 11.3% | 19.9% | — | 14.1% |
| Income (loss) from operations | 7,493 | 2,390 | (15,952) | (7,716) | (13,785) |
| **Three months ended March 31, 2025** |  |  |  |  |  |
| Net sales | $197,746 | $143,290 | $149,672 | $— | $490,708 |
| Gross profit | 24,487 | 14,893 | 29,264 | — | 68,644 |
| Profit margin | 12.4% | 10.4% | 19.6% | — | 14.0% |
| Income (loss) from operations | 9,442 | 1,676 | 8,807 | (8,126) | 11,799 |

### Agricultural Segment Results

Agricultural segment results for the periods presented below were as follows (amounts in thousands, except percentages):

|  | Three months ended March 31, 2026 | 2025 | % Increase/ (Decrease) |
| --- | ---: | ---: | ---: |
| Net sales | $198,345 | $197,746 | 0.3% |
| Gross profit | 24,015 | 24,487 | (1.9)% |
| Profit margin | 12.1% | 12.4% | (2.4)% |
| Income from operations | 7,493 | 9,442 | (20.6)% |

Net sales in the agricultural segment were $198.3 million for the three months ended March 31, 2026, as compared to $197.7 million for the comparable period in 2025. Foreign currency translation had a favorable impact on sales of approximately 3.1%, which was partially offset by lower sales volumes in the Americas, driven by lower farm income, higher financing costs, and continued inventory reduction initiatives by OEM customers.

Gross profit in the agricultural segment was $24.0 million for the three months ended March 31, 2026, as compared to $24.5 million in the comparable period in 2025. The change in gross profit was primarily due to lower sales volumes and the resulting reduced fixed cost leverage.

Income from operations in the Company's agricultural segment was $7.5 million for the three months ended March 31, 2026, as compared to income of $9.4 million for the three months ended March 31, 2025. The overall change in income from operations was primarily a result of higher SG&A expenses driven by general inflationary cost impacts, including higher personnel-related costs, as well as lower gross profit.

### Earthmoving/Construction Segment Results

Earthmoving/construction segment results for the periods presented below were as follows (amounts in thousands, except percentages):

|  | Three months ended March 31, 2026 | 2025 | % Increase |
| --- | ---: | ---: | ---: |
| Net sales | $159,514 | $143,290 | 11.3% |
| Gross profit | 18,089 | 14,893 | 21.5% |
| Profit margin | 11.3% | 10.4% | 8.7% |
| Income from operations | 2,390 | 1,676 | 42.6% |

The Company's earthmoving/construction segment net sales were $159.5 million for the three months ended March 31, 2026, as compared to $143.3 million in the comparable period in 2025. The increase was driven by higher sales volumes in the Americas and the Europe Wheel business, reflecting increased demand from construction OEM customers. Foreign currency translation also had a favorable impact on net sales of approximately 6.1%.

Gross profit in the earthmoving/construction segment was $18.1 million for the three months ended March 31, 2026, as compared to $14.9 million for the three months ended March 31, 2025. The increase in gross profit was mainly driven by higher sales volumes and improved fixed cost leverage.

The Company's earthmoving/construction segment income from operations was $2.4 million for the three months ended March 31, 2026, as compared to $1.7 million for the three months ended March 31, 2025. The increase in operating income was primarily driven by higher gross profit.

### Consumer Segment Results

Consumer segment results for the periods presented below were as follows (amounts in thousands, except percentages):

|  | Three months ended March 31, 2026 | 2025 | % Increase/ (Decrease) |
| --- | ---: | ---: | ---: |
| Net sales | $147,214 | $149,672 | (1.6)% |
| Gross profit | 29,345 | 29,264 | 0.3% |
| Profit margin | 19.9% | 19.6% | 1.5% |
| (Loss) income from operations | (15,952) | 8,807 | (281.1)% |

Consumer segment net sales were $147.2 million for the three months ended March 31, 2026, as compared to $149.7 million for the three months ended March 31, 2025. The change was primarily attributable to lower sales volumes, reflecting volatile market conditions related to tariffs and higher interest rates. These declines were partially offset by favorable pricing for the Company's products, reflecting higher input costs, and a positive foreign currency translation impact of approximately 2.3%, primarily due to the strengthening of the euro and Canadian dollar relative to the U.S. dollar.

Gross profit from the consumer segment was $29.3 million for both the three months ended March 31, 2026, and March 31, 2025. Despite lower sales volumes, gross profit was comparable to the prior year due to cost reduction and productivity initiatives that continued to be implemented across the Company’s global manufacturing operations.

Consumer segment loss from operations was $16.0 million for the three months ended March 31, 2026, as compared to income of $8.8 million for the three months ended March 31, 2025. The change was primarily attributable to $25.1 million of restructuring and impairment charges recognized during the three months ended March 31, 2026, related to the closure of the Company’s manufacturing facility in Jackson, Tennessee.

### Corporate & Unallocated Expenses

Income from operations on a segment basis did not include unallocated corporate expenses of $7.7 million for the three months ended March 31, 2026, as compared to $8.1 million for the three months ended March 31, 2025. Unallocated expenses are primarily comprised of corporate selling, general and administrative expenses. The decrease for the three months ended March 31, 2026 was mainly driven by the reduction in professional service fees.

### LIQUIDITY AND CAPITAL RESOURCES

### Cash Flows

As of March 31, 2026, the Company reported $171.3 million of cash, which decreased as compared to the December 31, 2025 balance of $202.9 million, due to the net effect of the following items:

### Operating Cash Flows

Summary of cash flows from operating activities:

*(Amounts in thousands)*

|  | Three months ended March 31, 2026 | 2025 | Change |
| --- | ---: | ---: | ---: |
| Net (loss) income | $(24,250) | $22 | $(24,272) |
| Depreciation and amortization | 17,073 | 15,871 | 1,202 |
| Restructuring and impairment expenses | 25,142 | — | 25,142 |
| Deferred income tax (benefit) provision | 1,212 | (793) | 2,005 |
| Foreign currency loss | (2,342) | 2,759 | (5,101) |
| Accounts receivable | (98,797) | (97,101) | (1,696) |
| Inventories | 3,438 | (5,339) | 8,777 |
| Prepaid and other current assets | 624 | (2,358) | 2,982 |
| Accounts payable | 25,450 | 51,188 | (25,738) |
| Other current liabilities | 9,162 | (1,154) | 10,316 |
| Other liabilities | 565 | 246 | 319 |
| Other operating activities | (3,803) | (1,932) | (1,871) |
| Cash used for operating activities | $(46,526) | $(38,591) | $(7,935) |

During the three months ended March 31, 2026, cash flows used for operating activities were $46.5 million. This cash outflow was primarily driven by an increase in working capital. The increase in accounts receivable was largely attributable to seasonality, as sales increased by $94.6 million during the first quarter of 2026 compared to the fourth quarter of 2025. In response to higher operating activity, accounts payable also increased during the first quarter of 2026 compared to year end 2025. Inventory levels decreased, reflecting efforts to proactively manage inventory while supporting customer demand in the subsequent quarter.

Cash used for operating activities increased by $7.9 million when comparing the three months ended March 31, 2026 to the comparable period in 2025, primarily due to working capital changes.

Summary of the components of cash conversion cycle:

|  | March 31, 2026 | December 31, 2025 | March 31, 2025 |
| --- | ---: | ---: | ---: |
| Days sales outstanding | 61 | 53 | 60 |
| Days inventory outstanding | 109 | 124 | 103 |
| Days payable outstanding | (64) | (66) | (64) |
| Cash conversion cycle | 106 | 111 | 99 |

Cash conversion cycle increased by 7 days when comparing March 31, 2026 to March 31, 2025. The change was primarily driven by an increase in days inventory outstanding due to higher material costs and level of inventory to mitigate certain supply chain constraints during the three months ended March 31, 2026, compared to the corresponding period in 2025.

### Investing Cash Flows

Summary of cash flows from investing activities:

*(Amounts in thousands)*

|  | Three months ended March 31, 2026 | 2025 | Change |
| --- | ---: | ---: | ---: |
| Capital expenditures | $(13,250) | $(15,027) | $1,777 |
| Proceeds from sale of fixed assets | 116 | 199 | (83) |
| Cash used for investing activities | $(13,134) | $(14,828) | $1,694 |

During the three months ended March 31, 2026, Titan reported a net cash outflow from investing activities of $13.1 million, as compared to the $14.8 million outflow recorded in the corresponding period of 2025. This change was primarily due to lower capital expenditures in 2026. The reduction in capital spending in 2026 reflected Titan's efforts to optimize cashflow management. These capital expenditures were aimed at replacing and enhancing plant equipment, as well as acquiring new tools, dies, and molds to support new product development initiatives.

### Financing Cash Flows

Summary of cash flows from financing activities:

*(Amounts in thousands)*

|  | Three months ended March 31, 2026 | 2025 | Change |
| --- | ---: | ---: | ---: |
| Proceeds from borrowings | $59,247 | $26,606 | $32,641 |
| Payment on debt | (32,893) | (8,013) | (24,880) |
| Other financing activities | (160) | 21 | (181) |
| Cash provided by financing activities | $26,194 | $18,614 | $7,580 |

During the three months ended March 31, 2026, $26.2 million of cash was provided by financing activities. This inflow was primarily driven by $59.2 million in borrowings to support increased working capital requirements, partially offset by $32.9 million in debt repayments.

During the three months ended March 31, 2025, $18.6 million of cash was provided by financing activities. This cash inflow was due to $26.6 million in borrowings to meet working capital requirements, partially offset by $8.0 million in debt repayments.

### Debt Restrictions

Our $225 million revolving credit facility and indenture relating to the 7.00% senior secured notes due 2028 contain various restrictions, including:

- When remaining availability under the credit facility is less than the greater of (i) $17 million and (ii) 10% of the credit facility’s line cap (the line cap being the lesser of our borrowing base or the lenders’ commitments under the credit facility), the Company will be required to maintain a minimum fixed charge coverage ratio of not less than 1.0 to 1.0 (calculated quarterly on a trailing four quarter basis);
- Limits on dividends and repurchases of the Company’s stock;
- Restrictions on the ability of the Company to make additional borrowings, or to consolidate, merge, or otherwise fundamentally change the ownership of the Company;
- Limits on investments, dispositions of assets, and guarantees of indebtedness; and
- Other customary affirmative and negative covenants.

These covenants are subject to a number of exceptions and qualifications that are described in the credit and security agreement and the indenture relating to the 7.00% senior secured notes due 2028. These restrictions could limit the Company’s ability to respond to market conditions, provide for unanticipated capital investments, raise additional debt or equity capital, pay dividends, repurchase stock or take advantage of business opportunities, including future acquisitions. The Company was in compliance with these debt covenants at March 31, 2026.

### Guarantor Financial Information

The Company's 7.00% senior secured notes due 2028 are guaranteed by the following 100% owned subsidiaries of the Company: Titan Tire Corporation, Titan Tire Corporation of Bryan, Titan Tire Corporation of Freeport, and Titan Wheel Corporation of Illinois. The note guarantees are full and unconditional, joint and several obligations of the guarantors. The guarantees of the guarantor subsidiaries are subject to release in limited circumstances only upon the satisfaction of certain customary conditions.

The following summarized financial information of both the Company and the Guarantors is presented on a combined basis after elimination of (i) intercompany transactions and balances between the parent and the Guarantors and (ii) equity in earnings from investments in any subsidiary that is a non-Guarantor. The information is presented in accordance with the requirements of Rule 13-01 under the SEC’s Regulation S-X. The financial information may not necessarily be indicative of results of operations or financial position had the Guarantor operated as an independent entity.

Summarized Balance Sheets:

*(Amounts in thousands)*

| Assets | March 31, 2026 | December 31, 2025 |
| --- | ---: | ---: |
| Current assets | $82,956 | $59,860 |
| Property, plant, and equipment, net | 87,591 | 89,096 |
| Intercompany accounts receivable from non-guarantor subsidiaries, net | 685,293 | 680,039 |
| Other long-term assets | 72,882 | 71,839 |
| **Liabilities** |  |  |
| Current liabilities | 92,184 | 77,406 |
| Long-term debt | 567,248 | 554,029 |
| Other long-term liabilities | 2,718 | 2,922 |

Summarized Statement of Operations:

*(Amounts in thousands)*

|  | Three months ended March 31, 2026 |
| --- | ---: |
| Net sales | $137,134 |
| Gross profit | 16,154 |
| Loss from operations | (1,058) |
| Net loss | (7,668) |

### Liquidity Outlook

The Company does not anticipate significant liquidity constraints during the foreseeable future. At March 31, 2026, the Company reported $171.3 million of cash and cash equivalents. This amount included $145.3 million held in foreign countries.

As of March 31, 2026, there were $169.0 million of borrowings outstanding under the Company's $225.0 million credit facility. Titan's availability under this credit facility may be less than $225.0 million as of any particular date, as a result of outstanding letters of credit and eligible accounts receivable and inventory balances at certain domestic and Canadian subsidiaries. Based on eligible accounts receivable and inventory balances, the Company's total amount available for borrowing under the credit facility at March 31, 2026 totaled $225.0 million. With outstanding letters of credit totaling $6.4 million and $169.0 million in borrowings under the revolving credit facility, the net amount available for borrowing under the credit facility at March 31, 2026 totaled $49.6 million.

The Company is expecting full year capital expenditures to be between approximately $50 million and $55 million. These capital expenditures are anticipated to be used primarily to continue to enhance the Company’s existing facilities and manufacturing capabilities and drive productivity gains, along with the purchase of new tools, dies and molds related to new product development.

Cash payments for interest are currently forecasted to between $35 million and $38 million for the remainder of 2026 based on March 31, 2026 debt balances and debt maturities. The forecasted interest payments are comprised primarily of the semi-annual interest payments totaling approximately $28 million to be paid in April and October for the 7.00% senior secured notes, and between $7 million and $10 million of payments on credit facilities, which are variable dependent upon on the prevailing rates and outstanding debt levels within each month.

Cash and cash equivalents along with anticipated internal cash flows from operations and utilization of availability on global credit facilities, are expected to provide sufficient liquidity for working capital needs, debt maturities, and capital expenditures. Potential divestitures and unencumbered assets may also be a means to provide for future liquidity needs.

### CRITICAL ACCOUNTING ESTIMATES

There were no material changes in the Company’s Critical Accounting Estimates since the filing of the 2025 Form 10-K. As discussed in the 2025 Form 10-K, the preparation of the Condensed Consolidated Financial Statements in conformity with US GAAP requires management to make estimates, assumptions, and judgments that affect the reported amount of assets and liabilities and disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual results may differ from those estimates and assumptions. Refer to Note 1. "Basis of Presentation and Significant Accounting Policies" in the Notes to Condensed Consolidated Financial Statements in Part I, Item 1, of this Form 10-Q, for a discussion of the Company’s updated accounting policies.

## Market risk

As filed, 389 characters.

Titan is exposed to market risks, including changes in foreign currency exchange rates and interest rates, and commodity price fluctuations. Our exposure to market risk has not changed materially since December 31, 2025. For quantitative and qualitative disclosures about market risk, see Item 7A - Quantitative and Qualitative Disclosures About Market Risk included in the 2025 Form 10-K.

## Controls and procedures

As filed, 1,827 characters.

### Evaluation of Disclosure Controls and Procedures

Titan management, including the Chief Executive Officer and Chief Financial Officer, evaluated the effectiveness of the design and operation of the Company's disclosure controls and procedures (as defined under Rules 13a-15(e) and 15d-15(e) promulgated under the Securities Exchange Act of 1934 (the Exchange Act)) as of March 31, 2026. Based on that evaluation, the Chief Executive Officer and Chief Financial Officer concluded that, as of March 31, 2026, Titan's disclosure controls and procedures were effective to provide reasonable assurance that information required to be disclosed by Titan in the reports that it files or submits under the Exchange Act is recorded, processed, summarized, and reported accurately and within the time frames specified in the SEC's rules and forms and accumulated and communicated to Titan management, including the Chief Executive Officer and the Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure.

### Changes in Internal Controls

There were no changes in internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) that occurred during the first quarter of fiscal year 2026 and that have materially affected, or are reasonably likely to materially affect, the Company's internal control over financial reporting.

### Inherent Limitations on the Effectiveness of Controls

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

## Risk factors

As filed, 1,462 characters.

Except for the additional risk factor set forth below, there have been no material changes from the risk factors disclosed in Item 1A. "Risk Factors" of the 2025 Form 10-K.

### Geopolitical and Military Conflict Risks

Ongoing military conflicts, particularly the current military confits involving the United States, Israel and Iran, and heightened geopolitical tensions have contributed to increased volatility in global economic conditions, including disruptions to supply chains, fluctuations in commodity and energy prices, and increased transportation costs. While we do not have material operations in regions directly affected by active military conflict, these developments have had, and may continue to have, indirect effects on our business.

The ultimate impact of these conflicts remains uncertain and depends on factors beyond our control, including the duration and geographic scope of the conflicts, governmental responses such as sanctions or trade restrictions, and the effects on global financial markets. Prolonged or expanded military conflict could adversely affect customer demand, supplier availability, costs, and our results of operations or financial condition.

Given this factor, we are continuing to assess the potential impact of these military conflicts and increased geopolitical tensions on our business, financial condition and results of operations, which remains uncertain, given the fluid and changing nature of these events.

Filed Apr 30, 2026.
Source: SEC EDGAR, the filing index for accession 0000899751-26-000041. Last ingested by Listed: Oct 24, 2026, 15:00 ET. No prices; not investment advice.