ABM Industries Files 8-K: Material Agreement & Financial Update

TL;DR

ABM Industries dropped an 8-K on Dec 17th covering a big deal and financials.

AI Summary

On December 17, 2025, ABM Industries Inc. filed an 8-K report detailing a material definitive agreement, results of operations, and financial condition. The filing also includes Regulation FD disclosures and financial statements/exhibits. The company, incorporated in Delaware with its principal office in New York, operates in the services sector.

Why It Matters

This 8-K filing provides crucial updates on ABM Industries' material agreements and financial performance, offering insights into the company's operational status and strategic direction.

Risk Assessment

Risk Level: low — This is a standard 8-K filing reporting on material agreements and financial results, which is routine for public companies.

Key Numbers

• 001-08929 — SEC File Number (Identifies the company's filing with the SEC.)
• 94-1369354 — IRS Employer Identification No. (Company's tax identification number.)

Key Players & Entities

• ABM INDUSTRIES INC (company) — Registrant
• Delaware (jurisdiction) — State of Incorporation
• New York (location) — Principal Office Location
• December 17, 2025 (date) — Date of Report

FAQ

Key Financial Figures

• $0.01 — nge on which registered Common Stock, $0.01 par value ABM The New York Stock Ex
• $275 million — gregate purchase price of approximately $275 million in cash, payable in accordance with the
• $0.29 — ompany declared a quarterly dividend of $0.29 per share, payable on February 2, 2026,

Filing Documents

• abm-20251217.htm (8-K) — 50KB
• abm-ex99_1.htm (EX-99.1) — 607KB
• abm-ex99_2.htm (EX-99.2) — 28KB
• img73527673_0.jpg (GRAPHIC) — 4KB
• img74451194_0.jpg (GRAPHIC) — 24KB
• 0001193125-25-321680.txt ( ) — 873KB
• abm-20251217.xsd (EX-101.SCH) — 24KB
• abm-20251217_htm.xml (XML) — 5KB

01 Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement. On December 15, 2025, ABM Industries Incorporated, a Delaware corporation ("ABM"), entered into a Share Purchase Agreement (the "Purchase Agreement") with PW Red October S. R.L, Watchman Investment Holdings Unlimited Company, and certain Management Sellers, as defined in the Purchase Agreement (the "Sellers"), pursuant to which ABM will acquire all of the issued and outstanding share capital of Iveagh New Opportunities Limited, a company incorporated in Ireland, and its direct and indirect wholly-owned subsidiaries (collectively, "WGNSTAR") for an aggregate purchase price of approximately $275 million in cash, payable in accordance with the terms of the Purchase Agreement and subject to the adjustments set forth therein (the transaction, the "Acquisition"). ABM will finance the Acquisition with cash on hand and borrowings under its amended revolving credit facility. The closing of the Acquisition is subject to the satisfaction or waiver of customary closing conditions, including the expiration or termination of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as well as certain other regulatory approvals in Ireland. The parties have each made customary representations, warranties, and covenants, including, among others, the Sellers' agreement to cause WGNSTAR to conduct its business in the ordinary course of business consistent with past practice and the parties' agreement to use commercially reasonable efforts to consummate the Acquisition. The Purchase Agreement also contains limited indemnification provisions and certain termination rights of the parties, including in the event that the other party has breached its material closing obligations, subject to the ability to cure. ABM expects to file the Purchase Agreement as an exhibit to its Quarterly Report on Form 10-Q for the quarterly period ended January 31, 2026. The foregoing description is a summary of the materia

02 Results of Operations and Financial Condition

Item 2.02 Results of Operations and Financial Condition. On December 17, 2025, ABM issued a press release announcing financial results related to the fourth quarter and fiscal year ended October 31, 2025. A copy of the press release is being furnished as Exhibit 99.1 to this Form 8-K, which is incorporated into this item by reference.

01. Regulation FD Disclosure

Item 7.01. Regulation FD Disclosure. On December 17, 2025, ABM issued a press release announcing its entry into the Purchase Agreement. A copy of the press release is attached as Exhibit 99.2 to this Current Report on Form 8-K and incorporated herein by reference. The information contained in Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.2 incorporated herein by reference, will not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as may be expressly set forth by specific reference in such filing.

01 Other Events

Item 8.01 Other Events. On December 17, 2025, the Company announced that the Board of Directors of the Company declared a quarterly dividend of $0.29 per share, payable on February 2, 2026, to stockholders of record on January 14, 2026.

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits. 99.1 Press Release issued by ABM Industries Incorporated, dated December 17, 2025, announcing financial results related to the fourth quarter and fiscal year ended October 31, 2025, and the declaration of a dividend payable on February 2, 2026, to stockholders of record on January 14, 2026. 99.2 Press Release, dated December 17, 2025 104 Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. ABM INDUSTRIES INCORPORATED Date: December 17, 2025 By: /s/ David R. Goldman David R. Goldman Vice President and Corporate Secretary

View Full Filing

View this 8-K filing on SEC EDGAR