What changed in this filing

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Item 1. Financial Statements

2026-08-06 compared with 2026-05-07 · 296 added, 158 removed, 790 unchanged (36% of the section changed)

3 unchanged sentences

Three Months Ended

June 30, Six Months Ended

(In millions, except per share amounts) 2026 2025 2026 2025

4 unchanged sentences

Rationalizations (Note 3)

29 59 133 140

Interest Expense

105 112 200 227

Other (Income) Expense (Note 4)

8 unchanged sentences

Weighted Average Shares Outstanding (Note 6)

289 287 289 287

Diluted $ ( 0.71 ) $ 0.87 $ ( 1.57 ) $ 1.27

Weighted Average Shares Outstanding (Note 6)

289 290 289 290

The accompanying notes are an integral part of these consolidated financial statements.

THE GOODYEAR TIRE & RUBBER COMPANY AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

Three Months Ended

June 30, Six Months Ended

(In millions) 2026 2025 2026 2025

2 unchanged sentences

Foreign currency:

Foreign currency translation, net of tax of $ 0 in 2026 ($ 2 in 2025)

Reclassification adjustment for amounts recognized in income, net of tax of $ 0 in 2026 ($ 0 in 2025)

Foreign currency translation, net of tax of $ 0 and $ 0 in 2026 ($ 4 and $ 6 in 2025)

Reclassification adjustment for amounts recognized in income, net of tax of $ 0 and $ 0 in 2026 ($ 0 and $ 0 in 2025)

Defined benefit plans:

Amortization of prior service cost and unrecognized gains and losses included in total benefit cost, net of tax of $ 1 in 2026 ($ 6 in 2025)

Change in net actuarial losses, net of tax of $ 0 in 2026 ($ 3 in 2025)

Immediate recognition of prior service cost and unrecognized gains and losses due to curtailments, settlements and divestitures, net of tax of $ 0 in 2026 ($ 0 in 2025)

Amortization of prior service cost and unrecognized gains and losses included in total benefit cost, net of tax of $ 1 and $ 2 in 2026 ($ 7 and $ 13 in 2025)

Change in net actuarial gains and losses, net of tax of $ 0 and $ 0 in 2026 (($ 1 ) and $ 2 in 2025)

Immediate recognition of prior service cost and unrecognized gains and losses due to curtailments, settlements and divestitures, net of tax of $ 0 and $ 0 in 2026 ($ 0 and $ 0 in 2025)

Other Comprehensive Income (Loss)

5 unchanged sentences

CONSOLIDATED BALANCE SHEETS

(In millions, except share data) March 31,

(In millions, except share data) June 30,

2026 December 31,

69 unchanged sentences

287,372,807 $ 287 $ 3,175 $ 3,111 $ ( 3,569 ) $ 3,004 $ 170 $ 3,174

Net income (loss) ( 204 ) ( 204 ) ( 3 ) ( 207 )

Other comprehensive income (loss) 35 35 ( 1 ) 34

Total Comprehensive Income (Loss) ( 169 ) ( 4 ) ( 173 )

Stock-based compensation plans 4 4 4

Dividends declared ( 4 ) ( 4 )

Common stock issued from treasury 285,377 1 ( 1 ) —

Balance at June 30, 2026

(after deducting 36,629,723 common treasury shares)

287,658,184 $ 288 $ 3,178 $ 2,907 $ ( 3,534 ) $ 2,839 $ 162 $ 3,001

There were no dividends declared or paid during the three and six months ended June 30, 2026.

The accompanying notes are an integral part of these consolidated financial statements.

THE GOODYEAR TIRE & RUBBER COMPANY AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY

Common Stock Capital

20 unchanged sentences

285,648,724 $ 286 $ 3,160 $ 5,196 $ ( 3,787 ) $ 4,855 $ 148 $ 5,003

There were no dividends declared or paid during the three months ended March 31, 2026 and 2025.

Net income (loss) 254 254 27 281

Other comprehensive income (loss)

Total Comprehensive Income (Loss)

Stock-based compensation plans 5 5 5

Dividends declared ( 2 ) ( 2 )

Common stock issued from treasury 365,245 ( 1 ) ( 1 ) ( 1 )

Balance at June 30, 2025

(after deducting 38,273,938 common treasury shares)

286,013,969 $ 286 $ 3,164 $ 5,450 $ ( 3,784 ) $ 5,116 $ 178 $ 5,294

There were no dividends declared or paid during the three and six months ended June 30, 2025.

The accompanying notes are an integral part of these consolidated financial statements.

1 unchanged sentence

CONSOLIDATED STATEMENTS OF CASH FLOWS

Three Months Ended

Six Months Ended

(In millions) 2026 2025

46 unchanged sentences

These interim consolidated financial statements should be read in conjunction with the consolidated financial statements and related notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2025 (the “2025 Form 10-K”).

Operating results for the three months ended March 31, 2026 are not necessarily indicative of the results expected in subsequent quarters or for the year ending December 31, 2026.

Operating results for the three and six months ended June 30, 2026 are not necessarily indicative of the results expected in subsequent quarters or for the year ending December 31, 2026.

Recently Issued Accounting Standards

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Goodwill and intangible assets are written down to fair value if considered impaired.

Goodwill and Intangible Assets totaled $ 43 million and $ 658 million, respectively, at March 31, 2026, compared to $ 42 million and $ 663 million, respectively, at December 31, 2025.

All goodwill was associated with the reporting unit in our Asia Pacific segment at March 31, 2026 and December 31, 2025.

In the first quarter of 2026, macroeconomic factors and geopolitical events adversely impacted our results and contributed to a decline in our volume.

We considered the impact on the fair value of our goodwill reporting unit and our indefinite-lived intangible assets.

During this review, we considered the nature and extent of current market conditions, forecasts for reporting units and individual brands, as well as the quantitative analysis performed during our annual 2025 impairment test.

Based on our review of external and internal factors compared to our latest quantitative assessment, we determined it was not more likely than not that the fair value of our goodwill or indefinite-lived intangible assets is less than the respective carrying value, and thus, a triggering event had not occurred which would require an interim impairment test to be performed.

We will continue to monitor our results and market conditions to determine if a future analysis would be required.

Goodwill and Intangible Assets totaled $ 44 million and $ 651 million, respectively, at June 30, 2026, compared to $ 42 million and $ 663 million, respectively, at December 31, 2025.

All goodwill was associated with the reporting unit in our Asia Pacific segment at June 30, 2026 and December 31, 2025.

In the second quarter of 2026, we experienced continued volume declines, primarily in Americas and Europe, Middle East and Africa (“EMEA”).

We viewed this event as a triggering event and performed a quantitative analysis of the fair value of $ 425 million of our indefinite-lived intangible assets related to the acquisition of Cooper Tire as of June 30, 2026.

Based on the results of the quantitative impairment assessments, the fair value of the indefinite-lived intangible assets approximated their respective carrying values.

We determined the fair value of the indefinite-lived intangible assets using the relief-from-royalty method, which calculates the cost savings associated with owning rather than licensing the assets.

The most critical assumptions used in the calculation of the fair value are projected revenue, discount rate and royalty rate.

The fair value of the indefinite-lived intangible assets is sensitive to differences between estimated and actual revenue, including changes in the discount rate and royalty rate used to evaluate the fair value of these assets.

Although we believe our estimate of fair value is reasonable, the performance of these indefinite-lived intangible assets is dependent on our ability to execute our business plan.

If our future financial performance falls below our expectations or there are adverse revisions to significant assumptions, including projected revenues, discount rates or royalty rates, this could be indicative that the fair values of these indefinite-lived intangible assets have declined below their carrying values, and therefore we may need to record a material, non-cash impairment charge in a future period.

At June 30, 2026, after evaluating macroeconomic conditions and our current and future results of operations, we concluded that there were no triggering events and it was not more likely than not that the fair value of goodwill of our reporting unit within our Asia Pacific segment was less than its respective carrying value and, therefore, did not have any impairment.

Tariff Refunds

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Customs and Border Protection ("CBP") to begin refunding tariffs imposed under IEEPA.

On April 20, 2026, we submitted our claim for a refund of the IEPPA tariffs through the CBP portal established to process such claims.

On April 20, 2026, we submitted our claim for a refund of the IEEPA tariffs through the CBP portal established to process such claims.

We applied the loss recovery model and determined that the receipt of the refund of the previously paid IEEPA tariffs is probable.

We estimate the amount of the probable refund to be $ 60 million, of which $ 46 million was recognized as a reduction

to cost of goods sold, $ 12 million was applied as a reduction to tariffs that remained in inventory, and $ 2 million was accrued as an other liability associated with contractual terms.

In the first quarter of 2026, we estimated the amount of the probable refund to be $ 60 million, of which $ 46 million was recognized as a reduction to cost of goods sold, $ 12 million was applied as a reduction to tariffs that remained in inventory, and $ 2 million was accrued as an other liability associated with contractual terms.

We received IEEPA tariff refunds of $ 42 million in the second quarter of 2026.

Principles of Consolidation

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All intercompany balances and transactions have been eliminated in consolidation.

Assets and Liabilities Held for Sale

Assets and liabilities are classified as held for sale when management approves and commits to a formal plan to actively market the assets for sale at a price reasonable in relation to their estimated fair value, the assets are available for immediate sale in their present condition, an active program to locate a buyer and other actions required to complete the sale have been initiated, the sale of the assets is probable and expected to be completed within one year, and it is unlikely that significant changes will be made to the plan.

When all of these criteria have been met, the assets and liabilities are classified as held for sale in the balance sheet.

Assets classified as held for sale are reported at the lower of their carrying value or fair value less costs to sell.

Depreciation of assets ceases upon designation as held for sale.

At March 31, 2026 and December 31, 2025, Assets Held for Sale of $ 6 million and $ 58 million, respectively, related to Dunlop tire inventory in Europe as a result of the sale of the Dunlop brand in 2025 were included in the Consolidated Balance Sheets.

Restricted Cash

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The restrictions lapse when cash from factored accounts receivable is remitted to the purchaser of those receivables.

Restricted cash at March 31, 2026 also includes amounts collected in connection with ongoing agreements related to the sale of our off-the-road ("OTR") tire business.

At both March 31, 2026 and 2025, restricted cash was recorded in Prepaid Expenses and Other Current Assets in the Consolidated Balance Sheets.

Restricted cash also includes amounts collected in connection with ongoing agreements related to the sale of our off-the-road ("OTR") tire business.

At both June 30, 2026 and 2025, restricted cash was recorded in Prepaid Expenses and Other Current Assets in the Consolidated Balance Sheets.

Reclassifications and Adjustments

1 unchanged sentence

The following tables show disaggregated net sales from contracts with customers by major source:

Three Months Ended March 31, 2026

Three Months Ended June 30, 2026

(In millions) Americas Europe, Middle East

6 unchanged sentences

Net Sales by reportable segment $ 2,382 $ 1,372 $ 496 $ 4,250

Three Months Ended March 31, 2025

Three Months Ended June 30, 2025

(In millions) Americas Europe, Middle East

6 unchanged sentences

Net Sales by reportable segment $ 2,662 $ 1,344 $ 459 $ 4,465

Six Months Ended June 30, 2026

(In millions) Americas Europe, Middle East

and Africa Asia Pacific Total

Tire unit sales $ 3,676 $ 2,290 $ 904 $ 6,870

Other tire and related sales 387 362 45 794

Retail services and service related sales 366 83 — 449

Chemical sales 11 — — 11

Other 5 — 2 7

Net Sales by reportable segment $ 4,445 $ 2,735 $ 951 $ 8,131

Six Months Ended June 30, 2025

(In millions) Americas Europe, Middle East

and Africa Asia Pacific Total

Tire unit sales $ 4,140 $ 2,236 $ 885 $ 7,261

Other tire and related sales 374 305 46 725

Retail services and service related sales 377 80 — 457

Chemical sales 259 — — 259

Other 14 — 2 16

Net Sales by reportable segment $ 5,164 $ 2,621 $ 933 $ 8,718

Tire unit sales consist of consumer, commercial, farm and OTR tire sales, including the sale of new Company-branded tires through Company-owned retail channels.

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When we receive consideration from a customer prior to transferring goods or services under the terms of a sales contract, we record deferred revenue, which represents a contract liability.

Deferred revenue included in Other Current Liabilities in the Consolidated Balance Sheets totaled $ 33 million and $ 34 million at March 31, 2026 and December 31, 2025, respectively.

Deferred revenue included in Other Long Term Liabilities in the Consolidated Balance Sheets totaled $ 71 million and $ 76 million at March 31, 2026 and December 31, 2025, respectively.

Deferred revenue included in Other Current Liabilities in the Consolidated Balance Sheets totaled $ 33 million and $ 34 million at June 30, 2026 and December 31, 2025, respectively.

Deferred revenue included in Other Long Term Liabilities in the Consolidated Balance Sheets totaled $ 64 million and $ 76 million at June 30, 2026 and December 31, 2025, respectively.

We recognize deferred revenue after we have transferred control of the goods or services to the customer and all revenue recognition criteria are met.

Revenue deferred during the three months ended March 31, 2026 primarily relates to the product supply agreement we entered into with Yokohama in connection with the sale of our OTR tire business.

The following table presents the balance of deferred revenue related to contracts with customers, and changes during the three months ended March 31, 2026:

Revenue deferred at June 30, 2026 primarily relates to the product supply agreement we entered into with Yokohama in connection with the sale of our OTR tire business.

The following table presents the balance of deferred revenue related to contracts with customers, and changes during the six months ended June 30, 2026:

(In millions)

3 unchanged sentences

Impact of foreign currency translation —

Balance at March 31, 2026 $ 104

Balance at June 30, 2026 $ 97

COSTS ASSOCIATED WITH RATIONALIZATION PROGRAMS

7 unchanged sentences

Reversed to the Statement of Operations ( 8 ) — ( 8 )

Balance at March 31, 2026 $ 210 $ 3 $ 213

During the first quarter of 2026, we approved a rationalization plan in Europe, Middle East and Africa (“EMEA”) to improve its cost structure as part of actions we expect to take in order to streamline its sales and distribution model and simplify business processes.

Balance at June 30, 2026 $ 199 $ 2 $ 201

During the second quarter of 2026, we approved a plan to reduce headcount globally.

The plan includes approximately 200 net headcount reductions.

Total pre-tax charges of $ 19 million were recorded in the second quarter of 2026, primarily for associate-related and other exit costs.

During the first quarter of 2026, we approved a rationalization plan in EMEA to improve its cost structure as part of actions we expect to take in order to streamline its sales and distribution model and simplify business processes.

The plan includes approximately 400 net headcount reductions.

In certain countries, relevant portions of the rationalization plan remain subject to consultation with employee representative bodies.

Total pre-tax charges are expected to be between $ 100 million and $ 110 million, of which $ 75 million to $ 85 million are expected to be cash charges primarily for

associate-related and other exit costs.

Total pre-tax charges are expected to be primarily cash charges between $ 100 million and $ 110 million, of which $ 75 million to $ 85 million are for associate-related and other exit costs.

We expect these actions to be substantially complete in 2028.

We have accrued approximately $ 70 million for this plan at March 31, 2026.

We have accrued approximately $ 69 million for this plan at June 30, 2026.

During the first quarter of 2026, we approved a plan to reduce Selling, Administrative and General Expense ("SAG") headcount globally.

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The total pre-tax charges associated with these actions are expected to be approximately $ 10 million, primarily for associate-related and other exit costs.

We have accrued approximately $ 9 million for this plan at March 31, 2026.

We have accrued approximately $ 6 million for this plan at June 30, 2026.

During the first quarter of 2026, we approved a plan in Americas to consolidate mold operations and close the Tall Timbers mold plant in Findlay, Ohio ("Tall Timbers").

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The total pre-tax charges associated with these actions are expected to be approximately $ 13 million, primarily for associate-related and other exit costs.

We have accrued approximately $ 3 million for this plan at March 31, 2026.

The remainder of the accrual balance at March 31, 2026 includes $ 72 million related to the closures of our Fulda, Germany ("Fulda") and our Fürstenwalde, Germany ("Fürstenwalde") tire manufacturing facilities, $ 19 million related to a rationalization and workforce reorganization plan in EMEA, $ 10 million for the plan to eliminate commercial tire production at our Danville, Virginia ("Danville") tire manufacturing facility, $ 10 million related to the plan to reduce headcount in our Fayetteville, North Carolina ("Fayetteville") tire manufacturing facility, $ 5 million related to the closed Amiens, France tire manufacturing facility, $ 4 million related to a global workforce reorganization plan to improve our cost structure, and $ 2 million related to the closure of our Kariega, South Africa tire manufacturing facility.

At March 31, 2026 and December 31, 2025, $ 100 million and $ 131 million were recorded in Other Current Liabilities in the Consolidated Balance Sheets, respectively.

We have accrued approximately $ 2 million for this plan at June 30, 2026.

The remainder of the accrual balance at June 30, 2026 includes $ 61 million related to the closures of our Fulda, Germany ("Fulda") and our Fürstenwalde, Germany ("Fürstenwalde") tire manufacturing facilities, $ 13 million related to a rationalization and workforce reorganization plan in EMEA, $ 8 million for the plan to eliminate commercial tire production at our Danville, Virginia ("Danville") tire manufacturing facility, $ 7 million related to the plan to reduce headcount in our Fayetteville, North Carolina ("Fayetteville") tire manufacturing facility, $ 5 million related to the closed Amiens, France tire

manufacturing facility, $ 4 million related to a global workforce reorganization plan to improve our cost structure, and $ 1 million related to the closure of our Kariega, South Africa ("Kariega") tire manufacturing facility.

At June 30, 2026 and December 31, 2025, $ 134 million and $ 131 million were recorded in Other Current Liabilities in the Consolidated Balance Sheets, respectively.

The following table shows net rationalization charges included in Income (Loss) before Income Taxes:

Three Months Ended

June 30, Six Months Ended

(In millions) 2026 2025 2026 2025

10 unchanged sentences

Asset write-offs (recoveries), accelerated depreciation, and accelerated lease costs, net $ — $ 41 $ 16 $ 87

Substantially all of the new charges for the three months ended March 31, 2026 and 2025 relate to future cash outflows.

Net current year plan charges for the three months ended March 31, 2026 primarily relate to the plans approved during the first quarter of 2026 described above.

Net current year plan charges for the three months ended March 31, 2025 primarily relate to the elimination of commercial tire production at Danville.

Net prior year plan charges for the three months ended March 31, 2026 and 2025 primarily relate to the closures of Fulda and Fürstenwalde.

Asset write-offs (recoveries), accelerated depreciation, and accelerated lease costs for the three months ended March 31, 2026 primarily relate to the announced closures of the Tall Timbers mold plant as well as Fulda and Fürstenwalde.

Asset write-offs (recoveries) and accelerated depreciation for the three months ended March 31, 2025 primarily relate to the closures of Fulda and Fürstenwalde, as well as the plan to eliminate commercial tire production at Danville.

Substantially all of the new charges for the three and six months ended June 30, 2026 and 2025 relate to future cash outflows.

Net current year plan charges for the three and six months ended June 30, 2026 primarily relate to plans approved during the first and second quarters of 2026 described above.

Net current year plan charges for the three months ended June 30, 2025 primarily relate to the elimination of commercial tire production at Danville and the closure of our manufacturing facility in Kariega.

Net current year plan charges for the six months ended June 30, 2025 also include a $ 4 million termination benefits charge for one of our defined benefit pension plans related to headcount reductions at Danville.

Net prior year plan charges for both the three and six months ended June 30, 2026 and 2025 primarily relate to the closures of Fulda and Fürstenwalde.

Asset write-offs (recoveries), accelerated depreciation, and accelerated lease costs for the six months ended June 30, 2026 primarily relate to the announced closures of the Tall Timbers mold plant as well as Fulda and Fürstenwalde.

Asset write-offs (recoveries), accelerated depreciation, and accelerated lease costs for both the three and six months ended June 30, 2025 primarily relate to the closures of Fulda and Fürstenwalde, the elimination of commercial tire production at Danville, and the closure of Kariega.

Ongoing rationalization plans had approximately $ 950 million in charges incurred prior to 2026 and have approximately $ 50 million in expected charges to be incurred in future periods.

Approximately 600 associates will be released under plans initiated in 2026, of which approximately 200 were released through March 31, 2026.

In the first three months of 2026, approximately 200 associates were released under plans initiated in prior years.

Approximately 800 associates will be released under plans initiated in 2026, of which approximately 250 were released through June 30, 2026.

In the first six months of 2026, approximately 350 associates were released under plans initiated in prior years.

Approximately 1,200 associates remain to be released under all ongoing rationalization plans.

1 unchanged sentence

Three Months Ended

June 30, Six Months Ended

(In millions) 2026 2025 2026 2025

Non-service related pension and other postretirement benefits cost

Non-service related pension and other postretirement benefits

$ 19 $ 23 $ 38 $ 49

Financing fees and financial instruments expense

1 unchanged sentence

Interest (income)

( 11 ) ( 8 ) ( 17 ) ( 18 )

General and product liability expense - discontinued products

2 unchanged sentences

Miscellaneous (income) expense

$ 22 $ 31 $ 31 $ 56

Non-service related pension and other postretirement benefits cost consists primarily of the interest cost, expected return on plan assets and amortization components of net periodic cost, as well as curtailments and settlements which are not related to rationalization plans.

Pension expense for the three months ended March 31, 2025 includes a pension settlement charge of $ 4 million resulting from total lump sum payments exceeding annual service and interest cost of the applicable plan.

Pension expense for the six months ended June 30, 2025 includes a pension settlement charge of $ 4 million resulting from total lump sum payments exceeding annual service and interest cost of the applicable plan.

For further information, refer to Note to the Consolidated Financial Statements No.

10, Pension, Savings and Other Postretirement Benefit Plans.

Net foreign currency exchange gains for the three months ended March 31, 2026 and 2025 include a $ 5 million gain and a $ 4 million gain, respectively, related to the euro.

Royalty and other income for the three months ended March 31, 2026 includes $ 15 million related to royalty income from the OTR and Chemical business license agreements and transition services income related to the sales of the OTR tire business, the Dunlop brand and the Chemical business.

Royalty and other income for the three months ended March 31, 2025 includes $ 5 million related to royalty income from the OTR business license agreement and transition services income related to the sale of the OTR tire business.

Royalty and other income for the three and six months ended June 30, 2026 includes $ 14 million and $ 29 million, respectively, related to royalty income from the OTR license agreement and transition services income related to the sales of the OTR tire business, the Dunlop brand and the chemical business.

Royalty and other income for the three and six months ended June 30, 2025 includes $ 7 million and $ 12 million, respectively, related to royalty income from the OTR license agreement and transition services income related to the sales of the OTR tire business and the Dunlop brand.

Other (Income) Expense also includes financing fees and financial instruments expense, which consists of commitment fees and charges incurred in connection with financing transactions;

net foreign currency exchange (gains) losses, primarily related to the euro and Turkish lira;

interest (income);

general and product liability expense - discontinued products, which consists of charges for claims against us related primarily to asbestos personal injury claims, net of probable insurance recoveries;

and general and product liability expense - discontinued products, which consists of charges for claims against us related primarily to asbestos personal injury claims, net of probable insurance recoveries;

and miscellaneous (income) expense.

For the first quarter of 2026, we recorded income tax expense of $ 66 million on a loss before income taxes of $ 180 million.

Income tax expense for the three months ended March 31, 2026 includes net discrete tax expense of $ 21 million, primarily related to an expected settlement of a prior year tax matter in one of our foreign locations.

For the first quarter of 2025, we recorded income tax expense of $ 13 million on income before income taxes of $ 131 million.

For the second quarter of 2026, we recorded income tax expense of $ 46 million on loss before income taxes of $ 161 million.

For the first six months of 2026, we recorded income tax expense of $ 112 million on loss before income taxes of $ 341 million.

Income tax expense for the three and six months ended June 30, 2026 includes net discrete tax expense of $ 5 million and $ 25 million, respectively, and is primarily related to an expected settlement of a prior year tax matter in one of our foreign locations.

For the second quarter of 2025, we recorded income tax expense of $ 24 million on income before income taxes of $ 305 million.

For the first six months of 2025, we recorded income tax expense of $ 37 million on income before income taxes of $ 436 million.

Income tax expense for the three and six months ended June 30, 2025 includes net discrete tax benefits of $ 4 million and $ 5 million, respectively.

We record taxes based on overall estimated annual effective tax rates.

The difference between our effective tax rate and the U.S.

statutory rate of 21 % for the three months ended March 31, 2026 primarily relates to losses in the U.S.

and foreign jurisdictions in which no tax benefits are recorded and the discrete item noted above.

statutory rate of 21 % for the three and six months ended June 30, 2026 primarily relates to losses in the U.S.

and foreign jurisdictions in which no tax benefits are recorded and the discrete items noted above.

The difference between our effective tax rate and the U.S.

statutory rate of 21 % for the three months ended March 31, 2025 was favorably impacted by gains recognized as a result of the sale of the OTR tire business in foreign jurisdictions where no taxes are recorded, net of losses in foreign jurisdictions in which no tax benefits are recorded.

statutory rate of 21 % for the three and six months ended June 30, 2025 was favorably impacted by gains recognized as a result of the sales of the OTR tire business and the Dunlop brand, which included certain associated intellectual property and other intangible assets, in jurisdictions where no taxes are recorded, net of losses in foreign jurisdictions in which no tax benefits are recorded, and the discrete items noted above.

We consider both positive and negative evidence when measuring the need for a valuation allowance.

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We also consider prudent tax planning strategies (including an assessment of their feasibility) to accelerate taxable income if required to utilize expiring deferred tax assets.

A valuation allowance is not required to the extent that, in our judgment, positive evidence exists with a magnitude and duration sufficient to result in a conclusion that it is more likely than not that our deferred tax assets will be realized.

At March 31, 2026 and December 31, 2025, we had approximately $ 1.5 billion and $ 1.4 billion, respectively, of U.S.

allowance is not required to the extent that, in our judgment, positive evidence exists with a magnitude and duration sufficient to result in a conclusion that it is more likely than not that our deferred tax assets will be realized.

At June 30, 2026 and December 31, 2025, we had approximately $ 1.6 billion and $ 1.4 billion, respectively, of U.S.

federal, state and local net deferred tax assets and related valuation allowances totaling $ 1.6 billion and $ 1.4 billion, respectively.

both March 31, 2026 and December 31, 2025, we also had foreign net deferred tax assets of approximately $ 1.5 billion and related valuation allowances of approximately $ 1.3 billion.

At June 30, 2026 and December 31, 2025, we also had foreign net deferred tax assets of approximately $ 1.6 billion and $ 1.5 billion, respectively, and related valuation allowances of approximately $ 1.3 billion.

Our foreign valuation allowances include a $ 1.1 billion full valuation allowance on our net deferred tax assets in Luxembourg.

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The model rules include minimum domestic top-up taxes, income inclusion rules, and undertaxed profit rules all aimed to ensure that multinational corporations pay a minimum effective corporate tax rate of 15% in each jurisdiction in which they operate.

We do not expect the Pillar Two model rules to materially impact our annual effective tax rate i n 2026.

We do not expect the Pillar Two model rules to materially impact our annual effective tax rate in 2026.

However, we are continuing to evaluate the Pillar Two model rules and related developments, including the side-by-side safe harbor package for U.S.-based multinationals, and their potential impact on future periods.

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Following an audit by the Internal Revenue Service ("IRS"), we received a Notice of Proposed Adjustment ("NOPA") during the second quarter of 2025 related to an intercompany sale of certain intellectual property in 2021.

The IRS proposes to disallow income recognition totaling $ 1.5 billion associated with this transaction.

The IRS proposed to disallow income recognition totaling $ 1.5 billion associated with this transaction.

The federal tax charge related to that income recognition was fully offset by the utilization of $ 315 million of then-existing deferred tax assets, including tax loss carryforwards and foreign tax credits.

We disagree with the IRS’s position as stated in the NOPA.

We are currently challenging the proposed adjustment through the established IRS administrative procedures and are engaging in settlement discussions with the IRS.

If the income recognition associated with the transaction is disallowed in full or in part, we will not be able to use a portion of the deferred tax assets that we utilized to offset the related federal taxes and we will need to write-off those deferred tax assets.

We challenged the proposed adjustment through the established IRS administrative procedures and engaged in settlement discussions with the IRS.

On July 29, 2026, we entered into a closing agreement with the IRS resolving all federal income tax consequences related to the 2021 transaction (the "IRS settlement").

As a result of the IRS settlement, in the third quarter of 2026 we expect to write-off approximately $ 45 million of our deferred tax assets that were previously utilized to offset the related federal and state taxes.

However, since our U.S.

deferred tax assets are in a full valuation allowance as of March 31, 2026, any such write-off of deferred tax assets would not have a material impact on our results of operations.

deferred tax assets are in a full valuation allowance, the write-off of those deferred tax assets will not have a material impact on our operating results or cash flow.

EARNINGS PER SHARE

3 unchanged sentences

Three Months Ended

June 30, Six Months Ended

(In millions, except per share amounts) 2026 2025 2026 2025

11 unchanged sentences

$ ( 0.71 ) $ 0.87 $ ( 1.57 ) $ 1.27

Weighted average shares outstanding — diluted for the three months ended March 31, 2026 and 2025 excludes approximately 2 million and 3 million equivalent shares, respectively, related to options with exercise prices greater than the average market price of our common shares (i.e., "underwater" options).

Additionally, weighted average shares outstanding — diluted for the three months ended March 31, 2026 excludes the dilutive effect of approximately 2 million equivalent shares, related primarily

to unvested restricted stock units and options with exercise prices less than the average market price of our common shares (i.e., "in-the-money" options), as their inclusion would have been anti-dilutive due to the Goodyear net loss.

Weighted average shares outstanding — diluted for both the three and six months ended June 30, 2026 excludes approximately 2 million equivalent shares, and, for both the three and six months ended June 30, 2025, excludes approximately 1 million equivalent shares and 3 million equivalent shares, respectively, related to options with exercise prices greater than the average market price of our common shares (i.e., "underwater" options).

Additionally, weighted average shares outstanding — diluted for both the three and six months ended June 30, 2026 excludes the dilutive effect of approximately 1 million equivalent shares, related primarily to options with exercise prices less than the average market price of our common shares (i.e., "in-the-money" options) and unvested restricted stock units, as their inclusion would have been anti-dilutive due to the Goodyear net loss.

BUSINESS SEGMENTS

Segment information reflects our strategic business units (“SBUs”), which are organized to meet customer requirements and global competition.

For the three months ended March 31, 2026, we operated our business through operating segments representing our regional tire businesses:

For the three and six months ended June 30, 2026, we operated our business through operating segments representing our regional tire businesses:

Europe, Middle East and Africa;

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The CODM considers budget-to-actual variances on a monthly basis for the profit measure when making decisions about allocating capital and personnel to the segments.

The CODM also uses segment operating income or loss for evaluating product pricing and to assess the performance for each segment by comparing the results and return on assets of each segment with one another.

The following tables present segment sales, significant segment expenses and segment operating income, and the reconciliation of segment operating income to Income (Loss) before Income Taxes:

Three Months Ended March 31, 2026

The CODM also uses segment operating income for evaluating product pricing and to assess the performance for each segment by comparing the results and return on assets of each segment with one another.

The following tables present segment sales, significant segment expenses and segment operating income (loss), and the reconciliation of segment operating income (loss) to Income (Loss) before Income Taxes:

Three Months Ended June 30, 2026

(In millions) Americas Europe, Middle East and Africa Asia Pacific Total

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( 10 ) ( 7 ) ( 2 ) ( 19 )

Segment Operating Income

Segment Operating Income (Loss)

$ ( 10 ) $ ( 17 ) $ 63 $ 36

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Net (gains) losses on asset sales ( 17 )

Corporate incentive compensation plans 8

Retained expenses of divested operations 3

Income (Loss) before Income Taxes

(1) Primarily represents OTR license agreement royalty income, in addition to transition services income related to the sales of the OTR tire business, the Dunlop brand and the chemical business.

(2) Primarily represents unallocated corporate costs and the elimination of royalty and other income attributable to the SBUs.

Three Months Ended June 30, 2025

(In millions) Americas Europe, Middle East and Africa Asia Pacific Total

Net Sales $ 2,662 $ 1,344 $ 459 $ 4,465

Cost of Goods Sold 2,166 1,153 350 3,669

Selling, Administrative and General Expense 362 221 69 652

Other (income) expense (1)

( 7 ) ( 5 ) ( 3 ) ( 15 )

Segment Operating Income (Loss)

$ 141 $ ( 25 ) $ 43 $ 159

Rationalizations (Note 3)

Interest expense

Other (income) expense (Note 4)

Net (gains) losses on asset sales ( 439 )

Asset write-offs, accelerated depreciation and accelerated lease costs, net (Note 3)

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Income (Loss) before Income Taxes $ 305

(1) Primarily represents OTR and Chemical business license agreement royalty income, in addition to transition services income related to the sales of the OTR tire business, the Dunlop brand and the Chemical business.

(1) Primarily represents OTR transition license agreement royalty income, in addition to transition services income related to the sales of the OTR tire business and the Dunlop brand.

(2) Primarily represents unallocated corporate costs and the elimination of royalty and other income attributable to the SBUs.

Three Months Ended March 31, 2025

Six Months Ended June 30, 2026

(In millions) Americas Europe, Middle East and Africa Asia Pacific Total

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Income (Loss) before Income Taxes $ ( 341 )

(1) Primarily represents royalty income attributable to the SBUs, including royalty income related to the sale of the OTR tire business.

(1) Primarily represents OTR license agreement royalty income, in addition to transition services income related to the sales of the OTR tire business, the Dunlop brand and the chemical business.

(2) Primarily represents unallocated corporate costs and the elimination of royalty and other income attributable to the SBUs.

Six Months Ended June 30, 2025

(In millions) Americas Europe, Middle East and Africa Asia Pacific Total

Net Sales $ 5,164 $ 2,621 $ 933 $ 8,718

Cost of Goods Sold 4,189 2,235 718 7,142

Selling, Administrative and General Expense 693 424 131 1,248

Other (income) expense (1)

( 14 ) ( 8 ) ( 4 ) ( 26 )

Segment Operating Income (Loss)

$ 296 $ ( 30 ) $ 88 $ 354

Rationalizations (Note 3)

Interest expense

Other (income) expense (Note 4)

Net (gains) losses on asset sales ( 701 )

Asset write-offs, accelerated depreciation and accelerated lease costs, net (Note 3)

Corporate incentive compensation plans 36

Retained expenses of divested operations 3

Income (Loss) before Income Taxes $ 436

(1) Primarily represents OTR license agreement royalty income, in addition to transition services income related to the sales of the OTR tire business and the Dunlop brand.

(2) Primarily represents unallocated corporate costs and the elimination of royalty income attributable to the SBUs.

The following table presents segment assets:

(In millions) March 31,

(In millions) June 30,

2026 December 31,

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Three Months Ended

June 30, Six Months Ended

(In millions) 2026 2025 2026 2025

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$ 4,250 $ 4,465 $ 8,131 $ 8,718

(In millions) March 31,

(In millions) June 30,

2026 December 31,

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Three Months Ended

June 30, Six Months Ended

(In millions) 2026 2025 2026 2025

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Corporate 1 6 8 12

$ 29 $ 59 $ 133 $ 140

Three Months Ended

June 30, Six Months Ended

(In millions) 2026 2025 2026 2025

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Europe, Middle East and Africa ( 2 ) 1 ( 3 ) —

Asia Pacific — ( 55 ) — ( 55 )

Total Segment (Gains) Losses on Asset Sales $ ( 16 ) $ ( 54 ) $ ( 17 ) $ ( 56 )

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Three Months Ended

June 30, Six Months Ended

(In millions) 2026 2025 2026 2025

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Three Months Ended

June 30, Six Months Ended

(In millions) 2026 2025 2026 2025

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Corporate 3 — 14 3

$ 167 $ 207 $ 342 $ 466

Three Months Ended

June 30, Six Months Ended

(In millions) 2026 2025 2026 2025

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Corporate 10 10 20 19

$ 235 $ 274 $ 474 $ 544

The following table presents segment equity in the net (income) loss of investees accounted for by the equity method:

Three Months Ended

June 30, Six Months Ended

(In millions) 2026 2025 2026 2025

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Americas $ 13 $ 8 $ 29 $ 26

Europe, Middle East and Africa — ( 1 ) — ( 1 )

Asia Pacific ( 2 ) ( 4 ) ( 5 ) ( 7 )

Total Segment Equity in (Income) Loss

$ 11 $ 3 $ 24 $ 18

FINANCING ARRANGEMENTS AND DERIVATIVE FINANCIAL INSTRUMENTS

At March 31, 2026, we had total credit arrangements of $ 9,842 million, of which $ 2,975 million were unused.

At June 30, 2026, we had total credit arrangements of $ 10,992 million, of which $ 3,891 million were unused.

At that date, approximately 17 % of our debt was at variable interest rates averaging 6.62 %.

Notes Payable and Overdrafts, Long Term Debt and Finance Leases due Within One Year and Short Term Financing Arrangements

At March 31, 2026, we had short term committed and uncommitted credit arrangements totaling $ 790 million, of which $ 289 million were unused.

Note s Payable and Overdrafts, Long Term Debt and Finance Leases due Within One Year and Short Term Financing Arrangements

At June 30, 2026, we had short term committed and uncommitted credit arrangements totaling $ 702 million, of which $ 326 million were unused.

These arrangements are available primarily to certain of our foreign subsidiaries through various banks at quoted market interest rates.

The following table presents amounts due within one year:

(In millions) March 31,

(In millions) June 30,

2026 December 31,

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Long Term Debt and Finance Leases and Financing Arrangements

At March 31, 2026, we had long term credit arrangements totaling $ 9,052 million, of which $ 2,686 million were unused.

At June 30, 2026, we had long term credit arrangements totaling $ 10,290 million, of which $ 3,565 million were unused.

The following table presents long term debt and finance leases, net of unamortized discounts, and interest rates:

March 31, 2026 December 31, 2025

June 30, 2026 December 31, 2025

(In millions) Amount Interest

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8.875 % due 2032

5.625 % due 2033

Credit Facilities:

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(1) Interest rates are weighted average interest rates primarily related to various foreign credit facilities with customary terms and conditions.

(2) Includes no non-cash financing additions during the three months ended March 31, 2026 and $ 2 million of non-cash financing additions during the twelve months ended December 31, 2025.

At March 31, 2026, we had $ 4,380 million of outstanding notes, compared to $ 4,391 million at December 31, 2025.

(2) Includes $ 2 million non-cash financing additions during the six months ended June 30, 2026 and $ 2 million of non-cash financing additions during the twelve months ended December 31, 2025.

At June 30, 2026, we had $ 5,425 million of outstanding notes, compared to $ 4,391 million at December 31, 2025.

$ 1,050 million 8.875 % Senior Notes due 2032

On June 4, 2026, we issued $ 1,050 million in aggregate principal amount of 8.875 % senior notes due 2032.

These notes were sold at 100 % of the principal amount and will mature on July 15, 2032.

These notes are unsecured senior obligations and are guaranteed by our U.S.

and Canadian subsidiaries that also guarantee our obligations under our U.S.

first lien revolving credit facility described below.

We have the option to redeem these notes, in whole or in part, at any time on or after July 15, 2029 at a redemption price of 104.438 %, 102.219 % and 100 % during the 12-month periods commencing on July 15, 2029, 2030 and 2031 and thereafter, respectively, plus accrued and unpaid interest to the redemption date.

Prior to July 15, 2029, we may redeem these notes, in whole or in part, at a redemption price equal to 100 % of the principal amount plus a make-whole premium and accrued and unpaid interest to the redemption date.

In addition, prior to July 15, 2029, we may redeem up to 35 % of the original aggregate principal amount of these notes from the net cash proceeds of certain equity offerings at a redemption price equal to 108.875 % of the principal amount plus accrued and unpaid interest to the redemption date.

The terms of the indenture for these notes, among other things, limit our ability and the ability of certain of our subsidiaries to (i) incur certain liens, (ii) engage in sale and leaseback transactions, and (iii) consolidate, merge, sell or otherwise dispose of all or substantially all of our assets.

These covenants are subject to significant exceptions and qualifications.

CREDIT FACILITIES

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To the extent that our eligible accounts receivable, inventory and other components of the borrowing base decline in value, our borrowing base will decrease and the availability under the facility may decrease below $ 2.75 billion.

As of March 31, 2026, our borrowing base, and therefore our availability under this facility, was $ 505 million below the facility's stated amount of $ 2.75 billion.

As of June 30, 2026, our borrowing base, and therefore our availability under this facility, was $ 354 million below the facility's stated amount of $ 2.75 billion.

The facility has customary representations and warranties including, as a condition to borrowing, that all such representations and warranties are true and correct, in all material respects, on the date of the borrowing, including representations as to no material adverse change in our business or financial condition since December 31, 2024.

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Undrawn amounts under the facility are subject to an annual commitment fee of 25 basis points.

At March 31, 2026, we had $ 530 million of borrowings and $ 1 million of letters of credit issued under the revolving credit facility.

At June 30, 2026, we had $ 157 million of borrowings and $ 1 million of letters of credit issued under the revolving credit facility.

At December 31, 2025, we had no borrowings and $ 1 million of letters of credit issued under the revolving credit facility.

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The facility also has customary defaults, including a cross-default to material indebtedness of Goodyear and our subsidiaries.

At March 31, 2026, there were $ 196 million (€ 170 million) of borrowings outstanding under the all-borrower tranche, $ 207 million (€ 180 million) of borrowings outstanding under the German tranche, and no letters of credit outstanding under the European revolving credit facility.

At June 30, 2026, there were $ 205 million (€ 180 million) of borrowings outstanding under the German tranche, no borrowings outstanding under the all-borrower tranche, and no letters of credit outstanding under the European revolving credit facility.

At December 31, 2025, we had no borrowings and no letters of credit outstanding under the European revolving credit facility.

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The facility has customary representations, warranties, covenants and Early Amortisation Events.

In addition, it is an Early Amortisation Event under the facility if GEBV’s ratio of Consolidated Net GEBV Indebtedness to Consolidated GEBV

EBITDA for a period of four consecutive fiscal quarters is greater than 3.0 to 1.0 at the end of any fiscal quarter.

In addition, it is an Early Amortisation Event under the facility if GEBV’s ratio of Consolidated Net GEBV Indebtedness to Consolidated GEBV EBITDA for a period of four consecutive fiscal quarters is greater than 3.0 to 1.0 at the end of any fiscal quarter.

This financial covenant is substantially similar to the covenant included in our European revolving credit facility.

At March 31, 2026, the amounts available and utilized under this program totaled $ 173 million (€ 150 million).

At June 30, 2026, the amounts available and utilized under this program totaled $ 244 million (€ 214 million).

At December 31, 2025, the amounts available and utilized under this program totaled $ 292 million (€ 249 million).

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Accounts Receivable Factoring Facilities (Off-Balance Sheet)

We have sold certain of our trade receivables under off-balance sheet programs.

We have sold certain of our accounts receivables under off-balance sheet programs.

For these programs, we have concluded that there is generally no risk of loss to us from non-payment of the sold receivables.

At March 31, 2026, the gross amount of receivables sold was $ 833 million, compared to $ 892 million at December 31, 2025.

At June 30, 2026, the gross amount of receivables sold was $ 830 million, compared to $ 892 million at December 31, 2025.

Supplier Financing

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Our obligations to our suppliers, including the amounts due and scheduled payment dates, are not impacted by our suppliers’ decisions to sell their receivables under these programs.

The amounts available under these programs were $ 891 million and $ 876 million at March 31, 2026 and December 31, 2025, respectively.

The amounts confirmed to the financial institutions were $ 514 million and $ 551 million at March 31, 2026 and December 31, 2025, respectively, and are included in Accounts Payable — Trade in our Consolidated Balance Sheets.

The amounts available under these programs were $ 881 million and $ 876 million at June 30, 2026 and December 31, 2025, respectively.

The amounts confirmed to the financial institutions were $ 550 million and $ 551 million at June 30, 2026 and December 31, 2025, respectively, and are included in Accounts Payable — Trade in our Consolidated Balance Sheets.

All activity related to these obligations is presented within operating activities on the Consolidated Statements of Cash Flows.

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subsidiary have a revolving credit facility in Mexico.

At March 31, 2026 and December 31, 2025, the amounts available and utilized under this facility were $ 200 million.

At June 30, 2026, we have $ 200 million available and no borrowings outstanding under this facility.

At December 31, 2025, the amounts available and utilized under the facility were $ 200 million.

The facility matures on November 22, 2026, has covenants relating to the Mexican and U.S.

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Our Chinese subsidiaries have several financing arrangements in China.

These facilities contain covenants relating to these Chinese subsidiaries and have customary representations and warranties and defaults relating to these Chinese subsidiaries' ability to perform their respective obligations under these facilities.

These facilities contain covenants relating to these Chinese subsidiaries and have customary representations and warranties and defaults relating to these Chinese subsidiaries'

ability to perform their respective obligations under these facilities.

These facilities are also available for other off-balance sheet utilization, such as letters of credit and bank acceptances.

The following table presents the total amounts available and utilized under the Chinese financing arrangements:

(In millions) March 31,

(In millions) June 30,

2026 December 31,

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We utilize derivative financial instrument contracts and nonderivative instruments to manage interest rate, foreign exchange and commodity price risks.

We have established a control environment that includes policies and procedures for risk

assessment and the approval, reporting and monitoring of derivative financial instrument activities.

We have established a control environment that includes policies and procedures for risk assessment and the approval, reporting and monitoring of derivative financial instrument activities.

We do not hold or issue derivative financial instruments for trading purposes.

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The following table presents the fair values for foreign currency hedge contracts that do not meet the criteria to be accounted for as cash flow hedging instruments:

(In millions) March 31,

(In millions) June 30,

2026 December 31,

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Other current liabilities ( 16 ) ( 30 )

At March 31, 2026 and December 31, 2025, these outstanding foreign currency derivatives had notional amounts of $ 1,709 million and $ 1,942 million, respectively, and were primarily related to intercompany loans.

Other (Income) Expense included net transaction gains on derivatives of $ 13 million for the three months ended March 31, 2026 and net transaction losses on derivatives of $ 15 million for the three months ended March 31, 2025.

At June 30, 2026 and December 31, 2025, these outstanding foreign currency derivatives had notional amounts of $ 1,897 million and $ 1,942 million, respectively, and were primarily related to intercompany loans.

Other (Income) Expense included net transaction gains on derivatives of $ 11 million and $ 24 million for the three and six months ended June 30, 2026, respectively, and net transaction losses on derivatives of $ 91 million and $ 106 million for the three and six months ended June 30, 2025, respectively.

These amounts were substantially offset in Other (Income) Expense by the effect of changing exchange rates on the underlying currency exposures.

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FAIR VALUE MEASUREMENTS

The following table presents information about assets and liabilities recorded at fair value on the Consolidated Balance Sheets at March 31, 2026 and December 31, 2025:

The following table presents information about assets and liabilities recorded at fair value on the Consolidated Balance Sheets at June 30, 2026 and December 31, 2025:

Total Carrying Value

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Total Liabilities at Fair Value $ 16 $ 30 $ — $ — $ 16 $ 30 $ — $ —

The following table presents supplemental fair value information about long term fixed rate and variable rate debt, excluding finance leases, at March 31, 2026 and December 31, 2025:

(In millions) March 31,

The following table presents supplemental fair value information about long term fixed rate and variable rate debt, excluding finance leases, at June 30, 2026 and December 31, 2025:

(In millions) June 30,

2026 December 31,

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Fair value — liability 1,037 935

(1) Excludes Notes Payable and Overdrafts of $ 483 million and $ 506 million at March 31, 2026 and December 31, 2025, respectively, of which $ 190 million and $ 216 million, respectively, are at fixed rates and $ 293 million and $ 290 million, respectively, are at variable rates.

(1) Excludes Notes Payable and Overdrafts of $ 359 million and $ 506 million at June 30, 2026 and December 31, 2025, respectively, of which $ 186 million and $ 216 million, respectively, are at fixed rates and $ 173 million and $ 290 million, respectively, are at variable rates.

The carrying value of Notes Payable and Overdrafts approximates fair value due to the short term nature of the facilities.

Long term debt with fair values of $ 4,080 million and $ 4,291 million at March 31, 2026 and December 31, 2025, respectively, were estimated using quoted Level 1 market prices.

Long term debt with fair values of $ 5,167 million and $ 4,291 million at June 30, 2026 and December 31, 2025, respectively, were estimated using quoted Level 1 market prices.

The carrying value of the remaining long term debt approximates fair value since the terms of the financing arrangements are similar to terms that could be obtained under current lending market conditions.

3 unchanged sentences

Three Months Ended

June 30, Six Months Ended

(In millions) 2026 2025 2026 2025

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Three Months Ended

June 30, Six Months Ended

(In millions) 2026 2025 2026 2025

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Net curtailments, settlements and termination benefits, if any, are recorded in Other (Income) Expense or Rationalizations if related to a rationalization plan.

In the first quarter of 2025, a pension settlement charge of $ 4 million was recorded in Other (Income) Expense.

In the first six months of 2025, a pension settlement charge of $ 4 million was recorded in Other (Income) Expense.

The settlement charge resulted from total lump sum payments exceeding annual service and interest cost of the applicable plan.

pension termination benefits charges of $ 4 million and $ 1 million were recorded related to the exit of employees under an approved rationalization plan and the sale of the OTR tire business, respectively.

In addition, pension termination benefits charges of $ 4 million and $ 1 million were recorded related to the exit of employees under an approved rationalization plan and the sale of the OTR tire business, respectively.

We also provide certain U.S.

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subsidiaries with health care benefits or life insurance benefits upon retirement.

There was no net other postretirement benefits expense for the three months ended March 31, 2026 and 2025.

There was no net other postretirement benefits expense for the three and six months ended June 30, 2026 and 2025.

We expect to contribute approximately $ 25 million to our funded non-U.S.

pension plans in 2026.

For the three months ended March 31, 2026, we contributed $ 3 million to our non-U.S.

The expense recognized for our contributions to defined contribution savings plans for the three months ended March 31, 2026 and 2025 was $ 29 million and $ 32 million, respectively.

For the three and six months ended June 30, 2026, we contributed $ 6 million and $ 9 million, respectively, to our non-U.S.

The expense recognized for our contributions to defined contribution savings plans for the three months ended June 30, 2026 and 2025 was $ 28 million and $ 30 million, respectively, and for the six months ended June 30, 2026 and 2025 was $ 57 million and $ 62 million, respectively.

STOCK COMPENSATION PLANS

Our Board of Directors granted 1.7 million restricted stock units and 0.7 million performance share units during the three months ended March 31, 2026 under our stock compensation plans.

Our Board of Directors granted 2.1 million restricted stock units and 0.7 million performance share units during the six months ended June 30, 2026 under our stock compensation plans.

We measure the fair value of grants of restricted stock units and performance share units based primarily on the closing market price of a share of our common stock on the date of the grant, modified as appropriate to take into account the features of such grants.

The weighted average fair value per share was $ 8.72 for restricted stock units and $ 8.30 for performance share units granted during the three months ended March 31, 2026.

We recognized stock-based compensation expense of $ 7 million and $ 6 million during the three months ended March 31, 2026 and 2025, respectively.

At March 31, 2026, unearned compensation cost related to the unvested portion of all stock-based awards was approximately $ 39 million and is expected to be recognized over the remaining vesting period of the respective grants, through the first quarter of 2029.

The weighted average fair value per share was $ 8.45 for restricted stock units and $ 8.30 for performance share units granted during the six months ended June 30, 2026.

We recognized stock-based compensation expense of $ 4 million and $ 12 million during the three and six months ended June 30, 2026, respectively.

At June 30, 2026, unearned compensation cost related to the unvested portion of all stock-based awards was approximately $ 27 million and is expected to be recognized over the remaining vesting period of the respective grants, through the second quarter of 2029.

We recognized stock-based compensation expense of $ 5 million and $ 11 million during the three and six months ended June 30, 2025, respectively.

COMMITMENTS AND CONTINGENT LIABILITIES

Environmental Matters

We have recorded liabilities totaling $ 79 million at both March 31, 2026 and December 31, 2025 for anticipated costs related to various environmental matters, primarily the remediation of numerous waste disposal sites and certain properties sold by us.

Of these amounts, $ 25 million and $ 22 million were included in Other Current Liabilities at March 31, 2026 and December 31, 2025, respectively.

We have recorded liabilities totaling $ 76 million and $ 79 million at June 30, 2026 and December 31, 2025, respectively, for anticipated costs related to various environmental matters, primarily the remediation of numerous waste disposal sites and certain properties sold by us.

Of these amounts, $ 22 million was included in Other Current Liabilities at both June 30, 2026 and December 31, 2025.

The costs include legal and consulting fees, site studies, the design and implementation of remediation plans, post-remediation monitoring and related activities, and will be paid over several years.

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We have limited potential insurance coverage for future environmental claims.

Since many of the remediation activities related to environmental matters vary substantially in duration and cost from site to site and the associated costs for each vary depending on the mix of unique site characteristics, in some cases we cannot reasonably estimate a range of possible losses.

reasonably estimate a range of possible losses.

Although it is not possible to estimate with certainty the outcome of all of our environmental matters, management believes that potential losses in excess of current reserves for environmental matters, individually and in the aggregate, will not have a material adverse effect on our financial position, cash flows or results of operations.

Workers’ Compensation

We have recorded liabilities, on a discounted basis, totaling $ 146 million and $ 145 million for anticipated costs related to workers’ compensation at March 31, 2026 and December 31, 2025, respectively.

Of these amounts, $ 28 million were included in Other Current Liabilities as part of Compensation and Benefits at both March 31, 2026 and December 31, 2025.

We have recorded liabilities, on a discounted basis, totaling $ 156 million and $ 145 million for anticipated costs related to workers’ compensation at June 30, 2026 and December 31, 2025, respectively.

Of these amounts, $ 30 million and $ 28 million were included in Other Current Liabilities as part of Compensation and Benefits at June 30, 2026 and December 31, 2025, respectively.

The costs include an estimate of expected settlements on pending claims, defense costs and a provision for claims incurred but not reported.

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We periodically, and at least annually, update our loss development factors based on actuarial analyses.

At March 31, 2026 and December 31, 2025, the liability was discounted using a risk-free rate of return.

At March 31, 2026, we estimate that it is reasonably possible that the liability could exceed our recorded amounts by approximately $ 25 million.

At June 30, 2026 and December 31, 2025, the liability was discounted using a risk-free rate of return.

At June 30, 2026, we estimate that it is reasonably possible that the liability could exceed our recorded amounts by approximately $ 25 million.

General and Product Liability and Other Litigation

We have recorded liabilities for both asserted and unasserted claims totaling $ 428 million and $ 417 million, including related legal fees expected to be incurred, for potential product liability and other tort claims, including asbestos claims, at March 31, 2026 and December 31, 2025, respectively.

Of these amounts, $ 89 million and $ 66 million were included in Other Current Liabilities at March 31, 2026 and December 31, 2025, respectively.

The amounts recorded were estimated based on an

assessment of potential liability using an analysis of available information with respect to pending claims, historical experience and, where available, recent and current trends.

Based upon that assessment, at March 31, 2026, we do not believe that estimated reasonably possible losses associated with general and product liability claims in excess of the amounts recorded will have a material adverse effect on our financial position, cash flows or results of operations.

We have recorded liabilities for both asserted and unasserted claims totaling $ 470 million and $ 417 million, including related legal fees expected to be incurred, for potential product liability and other tort claims, including asbestos claims, at June 30, 2026 and December 31, 2025, respectively.

Of these amounts, $ 111 million and $ 66 million were included in Other Current Liabilities at June 30, 2026 and December 31, 2025, respectively.

The amounts recorded were estimated based on an assessment of potential liability using an analysis of available information with respect to pending claims, historical experience and, where available, recent and current trends.

Based upon that assessment, at June 30, 2026, we do not believe that estimated reasonably possible losses associated with general and product liability claims in excess of the amounts recorded will have a material adverse effect on our financial position, cash flows or results of operations.

However, the amount of our ultimate liability in respect of these matters may differ from these estimates.

We maintain insurance coverage for certain general and product liability exposures.

After consideration of the terms of applicable policies, the financial condition of the insurers and other relevant factors, we record a receivable for recoveries that are considered probable and reasonably estimable.

At June 30, 2026, we recorded an insurance receivable related to general and product liability claims of approximately $ 20 million, which is included in Current Assets as part of Accounts Receivable.

We have recorded an indemnification asset within Accounts Receivable of $ 2 million and within Other Assets of $ 1 million for Sumitomo Rubber Industries, Ltd.

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To date, we have disposed of approximately 169,500 claims by defending, obtaining the dismissal thereof, or entering into a settlement.

The sum of our accrued asbestos-related liability and gross payments to date, including legal costs, by us and our insurers totaled $ 601 million through March 31, 2026 and $ 597 million through December 31, 2025.

The sum of our accrued asbestos-related liability and gross payments to date, including legal costs, by us and our insurers totaled $ 610 million through June 30, 2026 and $ 597 million through December 31, 2025.

A summary of recent approximate asbestos claims activity follows.

Because claims are often filed and disposed of by settlement or dismissal in large numbers, the amount and timing of filings, settlements and dismissals and the number of open claims during a particular period can fluctuate significantly.

(Dollars in millions) Three Months Ended March 31, 2026 Year Ended

(Dollars in millions) Six Months Ended June 30, 2026 Year Ended

December 31, 2025

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We periodically, and at least annually, review our existing reserves for pending claims, including a reasonable estimate of the liability associated with unasserted asbestos claims, and estimate our receivables from probable insurance recoveries.

We recorded gross liabilities for both asserted and unasserted claims, inclusive of defense costs, totaling $ 107 million at both March 31, 2026 and December 31, 2025.

We recorded gross liabilities for both asserted and unasserted claims, inclusive of defense costs, totaling $ 112 million and $ 107

million at June 30, 2026 and December 31, 2025, respectively.

In determining the estimate of our asbestos liability, we evaluated claims over the next ten-year period.

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We record a receivable with respect to such policies when we determine that recovery is probable and we can reasonably estimate the amount of a particular recovery.

We recorded an insurance receivable related to asbestos claims of $ 57 million at both March 31, 2026 and December 31, 2025.

We recorded an insurance receivable related to asbestos claims of $ 58 million and $ 57 million at June 30, 2026 and December 31, 2025, respectively.

We expect that approximately 50 % of asbestos claim related losses would be recoverable through insurance during the ten-year period covered by the estimated liability.

Of these amounts, $ 10 million was included in Current Assets as part of Accounts Receivable at both March 31, 2026 and December 31, 2025.

Of these amounts, $ 10 million was included in Current Assets as part of Accounts Receivable at both June 30, 2026 and December 31, 2025.

The recorded receivable consists of an amount we expect to collect under coverage-in-place agreements with certain primary and excess insurance carriers, as well as an amount we believe is probable of recovery from certain of our other excess insurance carriers.

5 unchanged sentences

Coverage under insurance policies is subject to varying characteristics of asbestos claims including, but not limited to, the type of claim (premise vs.

exposure), alleged date of first exposure to our products or premises and disease alleged.

product exposure), alleged date of first exposure to our products or premises and disease alleged.

Recoveries may also be limited by insurer insolvencies or financial difficulties.

17 unchanged sentences

An unfavorable tax settlement would require use of our cash, and lead to recognition of expense to the extent the settlement amount exceeds recorded liabilities and, in the case of an income tax settlement, result in an increase in our effective tax rate in the period of resolution.

A favorable tax settlement would be recognized as a reduction of expense to the extent the settlement amount is lower than recorded liabilities and, in the case of an income tax settlement, would result in a reduction in our effective tax rate in the period of resolution.

A favorable tax settlement would be recognized as a

reduction of expense to the extent the settlement amount is lower than recorded liabilities and, in the case of an income tax settlement, would result in a reduction in our effective tax rate in the period of resolution.

Following an audit by the IRS, we received a Notice of Proposed Adjustment ("NOPA") during the second quarter of 2025 related to an intercompany sale of certain intellectual property in 2021.

The IRS proposes to disallow income recognition totaling $ 1.5 billion associated with this transaction.

The IRS proposed to disallow income recognition totaling $ 1.5 billion associated with this transaction.

We disagree with the IRS’s position as stated in the NOPA.

We are currently challenging the proposed adjustment through the established IRS administrative procedures and are engaging in settlement discussions with the IRS.

We challenged the proposed adjustment through the established IRS administrative procedures and engaged in settlement discussions with the IRS.

On July 29, 2026, we entered into a closing agreement with the IRS resolving all federal income tax consequences related to the 2021 transaction (the "IRS settlement").

However, since our U.S.

deferred tax assets are in a full valuation allowance as of March 31, 2026, any such write-off of deferred tax assets would not have a material impact on our results of operations.

deferred tax assets are in a full valuation allowance, the write-off of those deferred tax assets will not have a material impact on our operating results or cash flow.

While the Company applies consistent transfer pricing policies and practices globally, supports transfer prices through economic studies, seeks advance pricing agreements and joint audits to the extent possible and believes its transfer prices to be appropriate, such transfer prices, and related interpretations of tax laws, are occasionally challenged by various taxing authorities globally.

2 unchanged sentences

Binding Commitments and Guarantees

We have off-balance sheet financial guarantees and other commitments totaling $ 15 million at both March 31, 2026 and December 31, 2025.

We have off-balance sheet financial guarantees and other commitments totaling $ 15 million at both June 30, 2026 and December 31, 2025.

We issue guarantees to financial institutions or other entities on behalf of certain of our affiliates, lessors or customers.

1 unchanged sentence

In 2015, as a result of the dissolution of the global alliance with SRI, we issued a guarantee of $ 46 million to an insurance company related to SRI's obligation to pay certain outstanding workers' compensation claims of a formerly consolidated joint venture entity.

As of March 31, 2026, this guarantee amount has been reduced to $ 15 million.

As of June 30, 2026, this guarantee amount has been reduced to $ 15 million.

We have concluded the probability of our performance to be remote and, therefore, have not recorded a liability for this guarantee.

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During the first quarter of 2026, the revolving loan commitment decreased from $ 130 million to $ 100 million.

The carrying value of our net investment in TireHub was $ 40 million and $ 44 million, which includes an outstanding loan receivable of $ 83 million and $ 103 million, including $ 1 million and $ 2 million of interest, at March 31, 2026 and December 31, 2025, respectively, and was included in Other Assets on our Consolidated Balance Sheets.

The carrying value of our net investment in TireHub was $ 33 million and $ 44 million, which includes an outstanding loan receivable of $ 88 million and $ 103 million, including $ 1 million and $ 2 million of interest, at June 30, 2026 and December 31, 2025, respectively, and was included in Other Assets on our Consolidated Balance Sheets.

Our investment in TireHub is accounted for under the equity method of accounting and, as such, includes our 50 % share of the net income (losses) of TireHub.

2 unchanged sentences

We may repurchase shares delivered to us by employees as payment for the exercise price of stock options and the withholding taxes due upon the exercise of stock options or the vesting or payment of stock awards.

During the first three months of 2026, we did not repurchase any shares from employees.

During the first six months of 2026, we did not repurchase any shares from employees.

ACCUMULATED OTHER COMPREHENSIVE LOSS

The following tables present changes in AOCL, by component, for the three months ended March 31, 2026 and 2025, after tax and minority interest.

The following tables present changes in AOCL, by component, for the six months ended June 30, 2026 and 2025, after tax and minority interest.

(In millions) Income (Loss) Foreign

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Amounts reclassified from accumulated other comprehensive income (loss)

Balance at March 31, 2026 $ ( 1,666 ) $ 1 $ ( 1,904 ) $ ( 3,569 )

Balance at June 30, 2026 $ ( 1,656 ) $ 1 $ ( 1,879 ) $ ( 3,534 )

(In millions) Income (Loss) Foreign

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Amounts reclassified from accumulated other comprehensive income (loss)

Balance at March 31, 2025 $ ( 1,679 ) $ 1 $ ( 2,109 ) $ ( 3,787 )

Balance at June 30, 2025 $ ( 1,693 ) $ 1 $ ( 2,092 ) $ ( 3,784 )

The following table presents reclassifications out of AOCL:

Three Months Ended

June 30, Six Months Ended

2026 2025 2026 2025

(In millions) (Income) Expense Amount Reclassified

from AOCL Amount Reclassified

from AOCL Affected Line Item in the Consolidated

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Three Months Ended

June 30, Six Months Ended

(In millions) 2026 2025 2026 2025

Net Income Attributable to Minority Shareholders

Net Income (Loss) Attributable to Minority Shareholders

$ ( 3 ) $ 27 $ — $ 30

Other Comprehensive Income (Loss):

1 unchanged sentence

Other Comprehensive Income (Loss)

$ ( 1 ) $ 5 $ ( 4 ) $ 8

Comprehensive Income (Loss) Attributable to Minority Shareholders

$ ( 4 ) $ 32 $ ( 4 ) $ 38

SUBSEQUENT EVENT

On July 16, 2026, we reached an agreement with the United Steelworkers and approved a plan to permanently close our Fayetteville, North Carolina tire manufacturing facility to reduce our production capacity and production cost per tire in Americas.

The plan includes approximately 1,750 job reductions.

We expect to substantially complete this rationalization plan by the end of 2027 and estimate the total pre-tax charges associated with this action to be between $ 535 million and $ 565 million, of which $ 190 million to $ 210 million are expected to be cash charges primarily for associate-related and other exit costs, and the remaining costs are expected to be non-cash charges primarily for accelerated depreciation and other asset-related charges ($ 290 million to $ 310 million) and pension special termination benefits ($ 40 million to $ 50 million).

We expect to record approximately $ 205 million to $ 225 million of pre-tax charges in the third quarter of 2026 and approximately $ 65 million to $ 85 million of pre-tax charges during the remainder of 2026.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements