Item 1. FINANCIAL STATEMENTS.

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Item 1. FINANCIAL STATEMENTS.

EATON CORPORATION plc

CONSOLIDATED STATEMENTS OF INCOME


	Three months ended June 30				Six months ended June 30
(In millions except for per share data)	2024		2023		2024		2023
Net sales	$	6,350	$	5,866	$	12,293	$	11,349

Cost of products sold	3,940		3,747		7,665		7,346
Selling and administrative expense	1,021		986		2,046		1,890
Research and development expense	196		187		385		366
Interest expense - net	29		42		59		91

Other expense (income) - net	(32)		7		(58)		(4)
Income before income taxes	1,195		898		2,195		1,660
Income tax expense	201		153		379		276
Net income	994		745		1,816		1,384
Less net income for noncontrolling interests	(1)		(1)		(2)		(3)
Net income attributable to Eaton ordinary shareholders	$	993	$	744	$	1,814	$	1,382

Net income per share attributable to Eaton ordinary shareholders
Diluted	$	2.48	$	1.86	$	4.52	$	3.45
Basic	2.49		1.86		4.54		3.47

Weighted-average number of ordinary shares outstanding
Diluted	401.0		400.7		401.5		400.6
Basic	399.2		398.9		399.6		398.7

Cash dividends declared per ordinary share	$	0.94	$	0.86	$	1.88	$	1.72

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

EATON CORPORATION plc

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME


	Three months ended June 30				Six months ended June 30
(In millions)	2024		2023		2024		2023
Net income	$	994	$	745	$	1,816	$	1,384
Less net income for noncontrolling interests	(1)		(1)		(2)		(3)
Net income attributable to Eaton ordinary shareholders	993		744		1,814		1,382

Other comprehensive income (loss), net of tax
Currency translation and related hedging instruments	(125)		57		(178)		176
Pensions and other postretirement benefits	13		(2)		30		(5)
Cash flow hedges	(10)		(1)		(14)		14


Other comprehensive income (loss) attributable to Eaton ordinary shareholders	(122)		53		(162)		185

Total comprehensive income attributable to Eaton ordinary shareholders	$	871	$	797	$	1,652	$	1,567

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

EATON CORPORATION plc

CONSOLIDATED BALANCE SHEETS


(In millions)	June 30, 2024		December 31, 2023
Assets
Current assets
Cash	$	540	$	488
Short-term investments	2,241		2,121
Accounts receivable - net	4,861		4,475
Inventory	3,963		3,739

Prepaid expenses and other current assets	1,046		851
Total current assets	12,652		11,675

Property, plant and equipment
Land and buildings	2,192		2,241
Machinery and equipment	6,660		6,497
Gross property, plant and equipment	8,852		8,738
Accumulated depreciation	(5,248)		(5,208)
Net property, plant and equipment	3,604		3,530

Other noncurrent assets
Goodwill	14,849		14,977
Other intangible assets	4,883		5,091

Operating lease assets	785		648
Deferred income taxes	499		458
Other assets	2,110		2,052
Total assets	$	39,381	$	38,432

Liabilities and shareholders’ equity
Current liabilities
Short-term debt	$	4	$	8
Current portion of long-term debt	1,278		1,017
Accounts payable	3,497		3,365
Accrued compensation	529		676

Other current liabilities	2,812		2,680
Total current liabilities	8,120		7,747

Noncurrent liabilities
Long-term debt	8,555		8,244
Pension liabilities	709		768
Other postretirement benefits liabilities	175		180
Operating lease liabilities	656		533
Deferred income taxes	429		402
Other noncurrent liabilities	1,484		1,489
Total noncurrent liabilities	12,008		11,616

Shareholders’ equity
Ordinary shares (398.1 million outstanding in 2024 and 399.4 million in 2023)	4		4
Capital in excess of par value	12,662		12,634
Retained earnings	10,622		10,305
Accumulated other comprehensive loss	(4,069)		(3,906)
Shares held in trust	(1)		(1)
Total Eaton shareholders’ equity	19,219		19,036
Noncontrolling interests	35		33
Total equity	19,254		19,069
Total liabilities and equity	$	39,381	$	38,432

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

EATON CORPORATION plc

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS



	Six months ended June 30
(In millions)	2024		2023
Operating activities
Net income	$	1,816	$	1,384
Adjustments to reconcile to net cash provided by operating activities
Depreciation and amortization	452		466
Deferred income taxes	9		(3)
Pension and other postretirement benefits expense	11		9
Contributions to pension plans	(64)		(51)
Contributions to other postretirement benefits plans	(8)		(10)


Changes in working capital	(784)		(622)







Other - net	(11)		12
Net cash provided by operating activities	1,421		1,185

Investing activities
Capital expenditures for property, plant and equipment	(370)		(286)
Proceeds from sales of property, plant and equipment	77		—
Cash paid for acquisition of a business, net of cash acquired	(51)		—

Investments in associate companies	(68)		(68)
Return of investment from associate companies	33		9
Purchases of short-term investments - net	(126)		(719)
Proceeds from settlement of currency exchange contracts not designated as hedges - net	1		42
Other - net	(7)		(8)
Net cash used in investing activities	(511)		(1,030)

Financing activities
Proceeds from borrowings	1,084		818
Payments on borrowings	(399)		(5)
Short-term debt, net	(4)		(225)

Cash dividends paid	(756)		(692)
Exercise of employee stock options	46		46
Repurchase of shares	(738)		—

Employee taxes paid from shares withheld	(63)		(47)
Other - net	(8)		(7)
Net cash used in financing activities	(839)		(113)

Effect of currency on cash	(20)		16

Total increase in cash	52		59
Cash at the beginning of the period	488		294
Cash at the end of the period	$	540	$	353

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

EATON CORPORATION plc

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Amounts are in millions unless indicated otherwise (per share data assume dilution). Columns and rows may not add and the sum of components may not equal total amounts reported due to rounding.

Note 1. BASIS OF PRESENTATION

The accompanying unaudited condensed consolidated financial statements of Eaton Corporation plc (Eaton or the Company) have been prepared in accordance with generally accepted accounting principles for interim financial information, the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by United States generally accepted accounting principles (US GAAP) for complete financial statements. However, in the opinion of management, all adjustments (consisting of normal recurring accruals) have been made that are necessary for a fair presentation of the condensed consolidated financial statements for the interim periods.

This Form 10-Q should be read in conjunction with the consolidated financial statements and related notes included in Eaton’s 2023 Form 10-K. The interim period results are not necessarily indicative of the results to be expected for the full year. Management has evaluated subsequent events through the date this Form 10-Q was filed with the Securities and Exchange Commission.

Certain prior year amounts have been reclassified to conform to the current year presentation.

Recently Issued Accounting Pronouncements

In November 2023, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures (ASU 2023-07). This accounting standard requires additional segment disclosures on an annual and interim basis, including significant segment expenses that are regularly provided to the chief operating decision maker. The standard does not change how operating segments and reportable segments are determined. ASU 2023-07 is effective for annual reporting periods beginning after December 15, 2023 and interim reporting periods beginning after December 15, 2024. The standard is required to be applied retrospectively to all periods presented in the consolidated financial statements. Eaton plans to adopt the standard for the year ended December 31, 2024. The Company is evaluating the impact of ASU 2023-07 and expects the standard will only impact its segment disclosures with no material impact to the consolidated financial statements.

In December 2023, the FASB issued Accounting Standards Update 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures (ASU 2023-09). This accounting standard requires disaggregated income tax disclosures on an annual basis, including information on the Company’s effective income tax rate reconciliation and income taxes paid. ASU 2023-09 is effective for annual reporting periods beginning after December 15, 2024, and may be applied prospectively or retrospectively. The Company is evaluating the impact of ASU 2023-09 and expects the standard will only impact its income taxes disclosures with no material impact to the consolidated financial statements.

Note 2. ACQUISITIONS OF BUSINESSES

Acquisition of a 49% stake in Jiangsu Ryan Electrical Co. Ltd.

On April 23, 2023, Eaton acquired a 49 percent stake in Jiangsu Ryan Electrical Co. Ltd., a manufacturer of power distribution and sub-transmission transformers in China. Eaton accounts for this investment on the equity method of accounting and it is reported within the Electrical Global business segment.

Acquisition of Exertherm

On May 20, 2024, Eaton acquired Exertherm, a U.K.-based provider of thermal monitoring solutions for electrical equipment. Exertherm is reported within the Electrical Americas business segment.

Acquisition of a 49% stake in NordicEPOD AS

On May 31, 2024, Eaton acquired a 49 percent stake in NordicEPOD AS, which designs and assembles standardized power modules for data centers in the Nordic region. Eaton accounts for this investment on the equity method of accounting and it is reported within the Electrical Global business segment.

Note 3. REVENUE RECOGNITION

Sales are recognized when obligations under the terms of the contract are satisfied and control of promised goods or services have transferred to our customers. Control is transferred when the customer has the ability to direct the use of and obtain benefits from the goods or services. Sales are measured at the amount of consideration the Company expects to be paid in exchange for these products or services.

The following table provides disaggregated sales by lines of businesses, geographic destination, market channel or end market, as applicable, for the Company's operating segments:


	Three months ended June 30				Six months ended June 30
(In millions)	2024		2023		2024		2023
Electrical Americas
Products	$	745	$	757	$	1,478	$	1,473
Systems	2,132		1,781		4,089		3,359
Total	$	2,877	$	2,538	$	5,567	$	4,832

Electrical Global
Products	$	882	$	889	$	1,726	$	1,772
Systems	724		680		1,380		1,297
Total	$	1,606	$	1,569	$	3,105	$	3,069






Aerospace
Original Equipment Manufacturers	$	389	$	324	$	744	$	638
Aftermarket	329		297		620		561
Industrial and Other	237		226		462		451
Total	$	955	$	848	$	1,826	$	1,650

Vehicle
Commercial	$	454	$	459	$	889	$	907
Passenger and Light Duty	269		292		558		583
Total	$	723	$	751	$	1,447	$	1,490

eMobility	$	189	$	161	$	348	$	308

Total net sales	$	6,350	$	5,866	$	12,293	$	11,349

The timing of revenue recognition, billings and cash collections results in billed accounts receivable, unbilled receivables (revenue recognized exceeds amount billed to the customer), and deferred revenue (advance payments and billings in excess of revenue recognized). Accounts receivable from customers were $4,339 million and $3,966 million at June 30, 2024 and December 31, 2023, respectively. Amounts are billed as work progresses in accordance with agreed-upon contractual terms, either at periodic intervals or upon achievement of contractual milestones. These assets and liabilities are reported on the Consolidated Balance Sheets on a contract-by-contract basis at the end of each reporting period. Unbilled receivables were $332 million and $289 million at June 30, 2024 and December 31, 2023, respectively, and are recorded in Prepaid expenses and other current assets. The increase in unbilled receivables reflects higher revenue recognized and not yet billed from increased business activity in 2024.

Changes in the deferred revenue liabilities are as follows:


(In millions)	Deferred Revenue
Balance at January 1, 2024	$	626
Customer deposits and billings	1,333
Revenue recognized in the period	(1,306)



Balance at June 30, 2024	$	653


(In millions)	Deferred Revenue
Balance at January 1, 2023	$	508
Customer deposits and billings	1,052
Revenue recognized in the period	(949)

Translation	9
Balance at June 30, 2023	$	620

Deferred revenue liabilities of $639 million and $610 million as of June 30, 2024 and December 31, 2023, respectively, were included in Other current liabilities with the remaining balance presented in Other noncurrent liabilities.

A significant portion of open orders placed with Eaton are by original equipment manufacturers or distributors. These open orders are not considered firm as they have been historically subject to releases by customers. In measuring backlog of unsatisfied or partially satisfied obligations, only the amount of orders to which customers are firmly committed are included. Using this criterion, total backlog at June 30, 2024 was approximately $15.2 billion. At June 30, 2024, approximately 72% of this backlog is targeted for delivery to customers in the next twelve months and the rest thereafter.

Note 4. CREDIT LOSSES FOR RECEIVABLES

Receivables are exposed to credit risk based on the customers’ ability to pay which is influenced by, among other factors, their financial liquidity position. Eaton’s receivables are generally short-term in nature with a majority outstanding less than 90 days.

Eaton performs ongoing credit evaluation of its customers and maintains sufficient allowances for potential credit losses. The Company evaluates the collectability of its receivables based on the length of time the receivable is past due, and any anticipated future write-off based on historic experience adjusted for market conditions. The Company's segments, supported by our global credit department, perform the credit evaluation and monitoring process to estimate and manage credit risk. The process includes an evaluation of credit losses for both the overall segment receivable and specific customer balances. The process also includes review of customer financial information and credit ratings, approval and monitoring of customer credit limits, and an assessment of market conditions. The Company may also require prepayment from customers to mitigate credit risk. Receivable balances are written off against an allowance for credit losses after a final determination of collectability has been made.

Accounts receivable are net of an allowance for credit losses of $44 million and $38 million at June 30, 2024 and December 31, 2023, respectively. The change in the allowance for credit losses includes expense and net write-offs, none of which are significant.

Note 5. INVENTORY

Inventory is carried at lower of cost or net realizable value. The components of inventory are as follows:


(In millions)	June 30, 2024		December 31, 2023
Raw materials	$	1,535	$	1,515
Work-in-process	1,017		870
Finished goods	1,412		1,354
Total inventory	$	3,963	$	3,739

Note 6. GOODWILL

Changes in the carrying amount of goodwill by segment are as follows:


(In millions)	January 1, 2024		Additions		Translation		June 30, 2024
Electrical Americas	$	7,415	$	21	$	(16)	$	7,420
Electrical Global	4,038		—		(109)		3,930

Aerospace	2,901		—		(22)		2,879
Vehicle	289		—		(2)		287
eMobility	334		—		(1)		334
Total	$	14,977	$	21	$	(150)	$	14,849

The 2024 additions to goodwill relate primarily to the anticipated synergies of acquiring Exertherm. The allocation of the Exertherm purchase price is preliminary and will be completed during the measurement period.

Note 7. SUPPLY CHAIN FINANCE PROGRAM

The Company negotiates payment terms directly with its suppliers for the purchase of goods and services. In addition, a third-party financial institution offers a voluntary supply chain finance (SCF) program that enables certain of the Company’s suppliers, at the supplier’s sole discretion, to sell receivables due from the Company to the financial institution on terms directly negotiated with the financial institution. If a supplier elects to participate in the SCF program, the supplier decides which invoices are sold to the financial institution and the Company has no economic interest in a supplier’s decision to sell an invoice. Payments by the Company to participating suppliers are paid to the financial institution on the invoice due date, regardless of whether an individual invoice is sold by the supplier to the financial institution. The amounts due to the financial institution for suppliers that participate in the SCF program are included in Accounts payable on the Consolidated Balance Sheets, and the associated payments are included in operating activities on the Condensed Consolidated Statements of Cash Flows.

The changes in SCF obligations are as follows:


(In millions)	SCF Obligations
Balance at January 1, 2024	$	369
Invoices confirmed during the period	695
Invoices paid during the period	(695)
Translation	(1)
Balance at June 30, 2024	$	367


(In millions)	SCF Obligations
Balance at January 1, 2023	$	219
Invoices confirmed during the period	634
Invoices paid during the period	(519)
Translation	2
Balance at June 30, 2023	$	336

Note 8. DEBT

On May 21, 2024, a subsidiary of Eaton issued Euro denominated notes (2024 Euro Notes) with a face value of €1,000 million ($1,084 million), in accordance with Regulation S promulgated under the Securities Act of 1933, as amended. The 2024 Euro Notes are comprised of two tranches of €500 million each, which mature in 2031 and 2036, with interest payable annually at a respective rate of 3.601% and 3.802%. The issuer received proceeds totaling €995 million ($1,079 million) from the issuance, net of financing costs. The 2024 Euro Notes are fully and unconditionally guaranteed on an unsubordinated, unsecured basis by Eaton and certain of its direct and indirect subsidiaries. The 2024 Euro Notes contain customary optional redemption and par call provisions. The 2024 Euro Notes also contain a change of control provision which requires the Company to make an offer to purchase all or any part of the 2024 Euro Notes at a purchase price of 101% of the principal amount plus accrued and unpaid interest. The capitalized deferred financing fees are amortized in Interest expense - net over the respective terms of the 2024 Euro Notes. The 2024 Euro Notes are subject to customary non-financial covenants.

Note 9. RETIREMENT BENEFITS PLANS

The components of retirement benefits expense are as follows:


	United States pension benefit expense					Non-United States pension benefit expense
	Three months ended June 30
(In millions)	2024		2023			2024		2023
Service cost	$	5	$	5		$	11	$	10
Interest cost	34		35			22		21
Expected return on plan assets	(48)		(49)			(33)		(30)
Amortization	3		1			2		3
	(6)		(8)			2		4

Settlements	10		10			2		—
Total expense	$	4	$	2		$	4	$	4


	United States pension benefit expense				Non-United States pension benefit expense
	Six months ended June 30
(In millions)	2024		2023			2024		2023
Service cost	$	9	$	10		$	23	$	21
Interest cost	67		71			43		42
Expected return on plan assets	(95)		(98)			(66)		(60)
Amortization	5		2			5		4
	(14)		(15)			5		7

Settlements	19		19			3		1
Total expense	$	5	$	4		$	8	$	8

The components of retirement benefits expense other than service costs are included in Other expense (income) - net.

During 2020, the Company announced it was freezing its United States pension plans for its non-union employees. The freeze was effective January 1, 2021 for non-union U.S. employees whose retirement benefit was determined under a cash balance formula and is effective January 1, 2026 for non-union U.S. employees whose retirement benefit is determined under a final average pay formula.

Note 10. LEGAL CONTINGENCIES

Eaton is subject to a broad range of claims, administrative and legal proceedings such as lawsuits that relate to contractual allegations and indemnity claims, tax audits, patent infringement, personal injuries, antitrust matters, and employment-related matters. Eaton is also subject to legal claims from historic products which may have contained asbestos. Insurance may cover some of the costs associated with these claims and proceedings. Although it is not possible to predict with certainty the outcome or cost of these matters, the Company believes they will not have a material adverse effect on the condensed consolidated financial statements.

Note 11. INCOME TAXES

The effective income tax rate for the second quarter of 2024 was expense of 16.8% compared to expense of 17.0% for the second quarter of 2023. The decrease in the effective tax rate in the second quarter of 2024 was due to the reduction of valuation allowances on foreign tax attributes, partially offset by greater levels of income in higher tax jurisdictions. The effective income tax rate for the first six months of 2024 was expense of 17.3% compared to expense of 16.6% for the first six months of 2023. The increase in the effective tax rate in the first six months of 2024 was due to greater levels of income in higher tax jurisdictions, partially offset by a larger impact from the excess tax benefits recognized for employee share-based payments and the reduction of valuation allowances on foreign tax attributes.

Brazil Tax Years 2005-2012

The Company has two Brazilian tax cases primarily relating to the amortization of certain goodwill generated from the acquisition of third-party businesses and corporate reorganizations. One case involves tax years 2005-2008 (Case 1), and the other involves tax years 2009-2012 (Case 2). Case 2 is proceeding on a more accelerated timeline than Case 1. For Case 2, the Company received a tax assessment in 2014 that included interest and penalties. In November 2019, the Company received an unfavorable result at the final tax administrative appeals level, resulting in an alleged tax deficiency of $24 million plus $108 million of interest and penalties (translated at the June 30, 2024 exchange rate). The Company is challenging this assessment in the judicial system and, on April 18, 2022, received an unfavorable decision at the first judicial level. On April 27, 2022, the Company filed a motion for clarification relating to that decision. On May 20, 2022, the court largely upheld its prior decision without further clarification. On June 9, 2022, the Company filed its notice of appeal to the second level court. The Company intends to continue its challenge of this assessment in the judicial system.

As previously disclosed for Case 1, the Company received a separate tax assessment alleging a tax deficiency of $30 million plus $109 million of interest and penalties (translated at the June 30, 2024 exchange rate), which the Company is challenging in the judicial system. On April 4, 2024, the court published a favorable decision resulting in a reduction to the Case 1 assessment for the goodwill generated from the acquisition of a third-party business. In the same decision, the court confirmed the cancellation of an additional 75% penalty imposed by the tax authorities. As a result of the favorable decision, the alleged tax deficiency was reduced to $29 million plus $89 million of interest and penalties (translated at the June 30, 2024 exchange rate). The remainder of Case 1 is still pending resolution at the first judicial level.

Both cases are expected to take several years to resolve through the Brazilian judicial system and require provision of certain assets as security for the alleged deficiencies. As of June 30, 2024, the Company pledged Brazilian real estate assets with net book value of $18 million and provided additional security in the form of bank secured bonds and insurance bonds totaling $122 million and a cash deposit of $24 million (translated at the June 30, 2024 exchange rate).

The Company believes that the final resolution of both of the assessments will not have a material impact on its condensed consolidated financial statements. The ultimate outcome of these matters cannot be predicted with certainty given the complex nature of tax controversies. Should the ultimate outcome of these matters deviate from our reasonable expectations, they may have a material adverse impact on the Company’s condensed consolidated financial statements. However, Eaton believes that its interpretations of tax laws and application of tax laws to its facts are correct.

Note 12. EATON SHAREHOLDERS' EQUITY

The changes in Shareholders’ equity are as follows:


	Ordinary shares			Capital in excess of par value		Retained earnings		Accumulated other comprehensive loss		Shares held in trust		Total Eaton shareholders' equity		Noncontrolling interests		Total equity

(In millions)	Shares	Dollars
Balance at January 1, 2024	399.4	$	4	$	12,634	$	10,305	$	(3,906)	$	(1)	$	19,036	$	33	$	19,069


Net income	—	—		—		821		—		—		821		1		822
Other comprehensive loss, net of tax								(40)				(40)				(40)
Cash dividends paid and accrued	—	—		—		(381)		—		—		(381)		—		(381)

Issuance of shares under equity-based compensation plans	0.9	—		(4)		(1)		—		—		(5)		—		(5)




Repurchase of shares	(0.5)	—		—		(138)		—		—		(138)		—		(138)
Balance at March 31, 2024	399.8	$	4	$	12,630	$	10,605	$	(3,946)	$	(1)	$	19,292	$	34	$	19,326

Net income	—	—		—		993		—		—		993		1		994
Other comprehensive loss, net of tax								(122)				(122)				(122)
Cash dividends paid	—	—		—		(375)		—		—		(375)		—		(375)

Issuance of shares under equity-based compensation plans	0.1	—		31		—		—		—		31		—		31



Repurchase of shares	(1.9)	—		—		(600)		—		—		(600)		—		(600)
Balance at June 30, 2024	398.1	$	4	$	12,662	$	10,622	$	(4,069)	$	(1)	$	19,219	$	35	$	19,254


	Ordinary shares			Capital in excess of par value		Retained earnings		Accumulated other comprehensive loss		Shares held in trust		Total Eaton shareholders' equity		Noncontrolling interests		Total equity

(In millions)	Shares	Dollars
Balance at January 1, 2023	397.8	$	4	$	12,512	$	8,468	$	(3,946)	$	(1)	$	17,038	$	38	$	17,075


Net income	—	—		—		638		—		—		638		1		639
Other comprehensive income, net of tax								132				132		—		132
Cash dividends paid and accrued	—	—		—		(348)		—		—		(348)		(4)		(352)

Issuance of shares under equity-based compensation plans	0.7	—		(11)		(1)		—		1		(11)		—		(11)

Changes in noncontrolling interest of consolidated subsidiaries - net	—	—		—		—		—		—		—		1		1



Balance at March 31, 2023	398.6	$	4	$	12,502	$	8,757	$	(3,814)	$	—	$	17,449	$	36	$	17,485

Net income	—	—		—		744		—		—		744		1		745
Other comprehensive income, net of tax								53				53				53
Cash dividends paid	—	—		—		(344)		—		—		(344)		—		(344)

Issuance of shares under equity-based compensation plans	0.4	—		52		(1)		—		(1)		51		—		51


Changes in noncontrolling interest of consolidated subsidiaries - net	—	—		—		—		—		—		—		(1)		(1)

Balance at June 30, 2023	399.0	$	4	$	12,554	$	9,156	$	(3,760)	$	(1)	$	17,953	$	36	$	17,988

On February 27, 2019, the Board of Directors adopted a share repurchase program for share repurchases up to $5.0 billion of ordinary shares (2019 Program). On February 23, 2022, the Board renewed the 2019 Program by providing authority for up to $5.0 billion in repurchases to be made during the three-year period commencing on that date (2022 Program). Under the 2022 Program, the ordinary shares are expected to be repurchased over time, depending on market conditions, the market price of ordinary shares, capital levels, and other considerations. During the three and six months ended June 30, 2024, 1.9 million and 2.3 million ordinary shares, respectively, were repurchased under the 2022 program in the open market at a total cost of $600 million and $738 million, respectively. During the three and six months ended June 30, 2023, no ordinary shares were repurchased.

The changes in Accumulated other comprehensive loss are as follows:


(In millions)	Currency translation and related hedging instruments		Pensions and other postretirement benefits		Cash flow hedges		Total
Balance at January 1, 2024	$	(3,029)	$	(995)	$	118	$	(3,906)
Other comprehensive income (loss) before reclassifications	(171)		7		—		(164)
Amounts reclassified from Accumulated other comprehensive loss (income)	(7)		23		(14)		2
Net current-period Other comprehensive income (loss)	(178)		30		(14)		(162)
Balance at June 30, 2024	$	(3,207)	$	(965)	$	104	$	(4,069)

The reclassifications out of Accumulated other comprehensive loss are as follows:


(In millions)	Six months ended June 30, 2024			Consolidated Statements of Income classification
Gains and (losses) on net investment hedges (amount excluded from effectiveness testing)
Currency exchange contracts	$	7		Interest expense - net
Tax expense	—
Total, net of tax	7

Amortization of defined benefits pensions and other postretirement benefits items
Actuarial loss and prior service cost	(26)		1


Tax benefit	3
Total, net of tax	(23)

Gains and (losses) on cash flow hedges
Floating-to-fixed interest rate swaps	6			Interest expense - net
Currency exchange contracts	11			Net sales and Cost of products sold
Commodity contracts	—			Cost of products sold

Tax expense	(4)
Total, net of tax	14

Total reclassifications for the period	$	(2)

1 These components of Accumulated other comprehensive loss are included in the computation of net periodic benefit cost. See Note 9 for additional information about pension and other postretirement benefits items.

Net Income Per Share Attributable to Eaton Ordinary Shareholders

A summary of the calculation of net income per share attributable to Eaton ordinary shareholders is as follows:


	Three months ended June 30				Six months ended June 30
(In millions except for per share data)	2024		2023		2024		2023
Net income attributable to Eaton ordinary shareholders	$	993	$	744	$	1,814	$	1,382

Weighted-average number of ordinary shares outstanding - diluted	401.0		400.7		401.5		400.6
Less dilutive effect of equity-based compensation	1.8		1.8		1.9		1.9
Weighted-average number of ordinary shares outstanding - basic	399.2		398.9		399.6		398.7

Net income per share attributable to Eaton ordinary shareholders
Diluted	$	2.48	$	1.86	$	4.52	$	3.45
Basic	2.49		1.86		4.54		3.47

For the second quarter and first six months of 2024, all stock options were included in the calculation of diluted net income per share attributable to Eaton ordinary shareholders because they were all dilutive. For the second quarter and first six months of 2023, 0.1 million stock options were excluded from the calculation of diluted net income per share attributable to Eaton ordinary shareholders because the exercise price of the options exceeded the average market price of the ordinary shares during the period and their effect, accordingly, would have been antidilutive.

Note 13. FAIR VALUE MEASUREMENTS

Fair value is measured based on an exit price, representing the amount that would be received to sell an asset or paid to satisfy a liability in an orderly transaction between market participants. Fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. As a basis for considering such assumptions, a fair value hierarchy is established, which categorizes the inputs used in measuring fair value as follows: (Level 1) observable inputs such as quoted prices in active markets; (Level 2) inputs, other than the quoted prices in active markets, that are observable either directly or indirectly; and (Level 3) unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions.

A summary of financial instruments and contingent consideration recognized at fair value, and the fair value measurements used, is as follows:


(In millions)	Total		Quoted prices in active markets for identical assets (Level 1)		Other observable inputs (Level 2)		Unobservable inputs (Level 3)
June 30, 2024
Cash	$	540	$	540	$	—	$	—
Short-term investments	2,241		2,241		—		—
Net derivative contracts	(16)		—		(16)		—
Contingent future payments from acquisition of Green Motion	(17)		—		—		(17)

December 31, 2023
Cash	$	488	$	488	$	—	$	—
Short-term investments	2,121		2,121		—		—
Net derivative contracts	11		—		11		—
Contingent future payments from acquisition of Green Motion	(18)		—		—		(18)

Eaton values its financial instruments using an industry standard market approach, in which prices and other relevant information is generated by market transactions involving identical or comparable assets or liabilities.

On March 22, 2021, Eaton acquired Green Motion SA, a leading designer and manufacturer of electric vehicle charging hardware and related software based in Switzerland. Green Motion SA was acquired for $106 million, including $49 million of cash paid at closing and an initial estimate of $57 million for the fair value of contingent future consideration based on 2023 and 2024 revenue performance. The fair value of contingent consideration liabilities is estimated by discounting contingent payments expected to be made, and may increase or decrease based on changes in revenue estimates and discount rates, with a maximum possible undiscounted value of $114 million. As of June 30, 2024, the fair value of the contingent future payments has been reduced to $17 million based primarily on lower revenue in 2023 and anticipated reductions in projected 2024 revenue compared to the initial estimates at closing.

Other Fair Value Measurements

Long-term debt and the current portion of long-term debt had a carrying value of $9,833 million and fair value of $9,246 million at June 30, 2024 compared to $9,261 million and $8,924 million, respectively, at December 31, 2023. The fair value of Eaton's debt instruments was estimated using prevailing market interest rates on debt with similar creditworthiness, terms and maturities and is considered a Level 2 fair value measurement.

Note 14. DERIVATIVE FINANCIAL INSTRUMENTS AND HEDGING ACTIVITIES

In the normal course of business, Eaton is exposed to certain risks related to fluctuations in interest rates, currency exchange rates and commodity prices. The Company uses various derivative and non-derivative financial instruments, primarily interest rate swaps, currency forward exchange contracts, currency swaps and commodity contracts to manage risks from these market fluctuations. The instruments used by Eaton are straightforward, non-leveraged instruments. The counterparties to these instruments are financial institutions with strong credit ratings. Eaton maintains control over the size of positions entered into with any one counterparty and regularly monitors the credit rating of these institutions. Such instruments are not purchased and sold for trading purposes.

Derivative financial instruments are accounted for at fair value and recognized as assets or liabilities in the Consolidated Balance Sheets. Accounting for the gain or loss resulting from the change in the fair value of the derivative financial instrument depends on whether it has been designated as part of a hedging relationship, is effective and the nature of the hedging activity. Eaton formally documents all relationships between derivative financial instruments accounted for as designated hedges and the hedged item, as well as its risk-management objective and strategy for undertaking the hedge transaction. This process includes linking derivative financial instruments to a recognized asset or liability, specific firm commitment, forecasted transaction, or net investment in a foreign operation. These financial instruments can be designated as:

Hedges of the change in the fair value of a recognized fixed-rate asset or liability, or the firm commitment to acquire such an asset or liability (a fair value hedge); for these hedges, the gain or loss from the derivative financial instrument, as well as the offsetting loss or gain on the hedged item attributable to the hedged risk, are recognized in income during the period of change in fair value.
Hedges of the variable cash flows of a recognized variable-rate asset or liability, or the forecasted acquisition of such an asset or liability (a cash flow hedge); for these hedges, the gain or loss from the derivative financial instrument is recognized in Accumulated other comprehensive income and reclassified to income in the same period when the gain or loss on the hedged item is included in income.
Hedges of the currency exposure related to a net investment in a foreign operation (a net investment hedge); for these hedges, the gain or loss from the derivative financial instrument is recognized in Accumulated other comprehensive income and reclassified to income in the same period when the gain or loss related to the net investment in the foreign operation is included in income.

The gain or loss from a derivative financial instrument designated as a hedge is classified in the same line of the Consolidated Statements of Income as the offsetting loss or gain on the hedged item. The cash flows resulting from these financial instruments are classified in operating activities on the Condensed Consolidated Statements of Cash Flows.

For derivatives that are not designated as a hedge, any gain or loss is immediately recognized in income. The majority of derivatives used in this manner relate to risks resulting from assets or liabilities denominated in a foreign currency and certain commodity contracts that arise in the normal course of business.

Eaton uses currency exchange contracts and certain of its debt denominated in foreign currency to hedge portions of its net investments in foreign operations against foreign currency exposure (net investment hedges). The Company uses the spot rate method to assess hedge effectiveness when currency exchange contracts are used in net investment hedges. Under this method, changes in the spot exchange rate are recognized in Accumulated other comprehensive loss. Changes related to the forward rate are excluded from the hedging relationship and the forward points are amortized to Interest expense - net on a straight-line basis over the term of the contract. The cash flows resulting from these currency exchange contracts are classified in investing activities on the Condensed Consolidated Statements of Cash Flows.

Derivative Financial Statement Impacts

The fair value of derivative financial instruments recognized in the Consolidated Balance Sheets is as follows:


(In millions)	Notional amount		Other current assets		Other noncurrent assets		Other current liabilities		Other noncurrent liabilities		Type of hedge	Term
June 30, 2024
Derivatives designated as hedges


Currency exchange contracts	$	561	$	3	$	2	$	15	$	—	Cash flow	1 to 19 months
Commodity contracts	23		3		—		—		—		Cash flow	1 to 11 months
Currency exchange contracts	548		—		—		—		—		Net investment	3 months
Total			$	6	$	2	$	15	$	—

Derivatives not designated as hedges
Currency exchange contracts	$	4,441	$	6			$	15				1 to 9 months




December 31, 2023
Derivatives designated as hedges
Forward starting floating-to-fixed interest rate swaps	$	165	$	—	$	—	$	—	$	3	Cash flow	8 years
Currency exchange contracts	505		17		3		7		1		Cash flow	1 to 25 months
Commodity contracts	54		1		—		1		—		Cash flow	1 to 12 months
Currency exchange contracts	564		—		—		1		—		Net investment	3 months
Total			$	17	$	3	$	9	$	4

Derivatives not designated as hedges
Currency exchange contracts	$	4,797	$	12			$	8				1 to 7 months

The currency exchange contracts shown in the table above as derivatives not designated as hedges are primarily contracts entered into to manage currency volatility or exposure on intercompany receivables, payables and loans. While Eaton does not elect hedge accounting treatment for these derivatives, Eaton targets managing 95% to 100% of the intercompany balance sheet exposure to minimize the effect of currency volatility related to the movement of goods and services in the normal course of its operations. This activity represents the great majority of these currency exchange contracts. The cash flows resulting from the settlement of these derivatives have been classified in investing activities in the Condensed Consolidated Statements of Cash Flows.

Foreign currency denominated debt designated as non-derivative net investment hedging instruments had a carrying value on an after-tax basis of $3,785 million at June 30, 2024 and $3,140 million at December 31, 2023.

As of June 30, 2024, the volume of outstanding commodity contracts that were entered into to hedge forecasted transactions:


Commodity	June 30, 2024		Term
Aluminum	2	Millions of pounds	1 to 6 months
Copper	5	Millions of pounds	1 to 11 months
Gold	1,183	Troy ounces	1 to 7 months
Silver	10,742	Troy ounces	1 to 4 months

The following amounts were recorded on the Consolidated Balance Sheets related to fixed-to-floating interest rate swaps:


(In millions)	Carrying amount of the hedged assets (liabilities)				Cumulative amount of fair value hedging adjustment included in the carrying amount of the hedged asset (liabilities)1
Location on Consolidated Balance Sheets	June 30, 2024		December 31, 2023			June 30, 2024		December 31, 2023
Long-term debt	$	(647)	$	(713)		$	(39)	$	(42)

1 At June 30, 2024 and December 31, 2023, these amounts include the cumulative liability amount of fair value hedging adjustments remaining for which the hedge accounting has been discontinued of $39 million and $42 million, respectively.

The impact of cash flow and fair value hedging activities to the Consolidated Statements of Income is as follows:


	Three months ended June 30, 2024
(In millions)	Net Sales		Cost of products sold		Interest expense - net
Amounts from Consolidated Statements of Income	$	6,350	$	3,940	$	29

Gain (loss) on derivatives designated as cash flow hedges
Forward starting floating-to-fixed interest rate swaps
Hedged item	$	—	$	—	$	(3)
Derivative designated as hedging instrument	—		—		3

Currency exchange contracts
Hedged item	$	2	$	(4)	$	—
Derivative designated as hedging instrument	(2)		4		—


Commodity contracts
Hedged item	$	—	$	(1)	$	—
Derivative designated as hedging instrument	—		1		—


	Three months ended June 30, 2023
(In millions)	Net Sales		Cost of products sold		Interest expense - net
Amounts from Consolidated Statements of Income	$	5,866	$	3,747	$	42

Gain (loss) on derivatives designated as cash flow hedges
Forward starting floating-to-fixed interest rate swaps
Hedged item	$	—	$	—	$	(3)
Derivative designated as hedging instrument	—		—		3

Currency exchange contracts
Hedged item	$	(1)	$	(15)	$	—
Derivative designated as hedging instrument	1		15		—


	Six months ended June 30, 2024
(In millions)	Net Sales		Cost of products sold		Interest expense - net
Amounts from Consolidated Statements of Income	$	12,293	$	7,665	$	59

Gain (loss) on derivatives designated as cash flow hedges
Forward starting floating-to-fixed interest rate swaps
Hedged item	$	—	$	—	$	(6)
Derivative designated as hedging instrument	—		—		6

Currency exchange contracts
Hedged item	$	—	$	(12)	$	—
Derivative designated as hedging instrument	—		12		—


	Six months ended June 30, 2023
(In millions)	Net Sales		Cost of products sold		Interest expense - net
Amounts from Consolidated Statements of Income	$	11,349	$	7,346	$	91

Gain (loss) on derivatives designated as cash flow hedges
Forward starting floating-to-fixed interest rate swaps
Hedged item	$	—	$	—	$	(6)
Derivative designated as hedging instrument	—		—		6

Currency exchange contracts
Hedged item	$	1	$	(30)	$	—
Derivative designated as hedging instrument	(1)		30		—

The impact of derivatives not designated as hedges to the Consolidated Statements of Income is as follows:


	Gain (loss) recognized in Consolidated Statements of Income				Consolidated Statements of Income classification
	Three months ended June 30
(In millions)	2024		2023
Gain (loss) on derivatives not designated as hedges
Currency exchange contracts	$	(29)	$	6	Interest expense - net

Total	$	(29)	$	6


	Gain (loss) recognized in Consolidated Statements of Income				Consolidated Statements of Income classification
	Six months ended June 30
(In millions)	2024		2023
Gain (loss) on derivatives not designated as hedges
Currency exchange contracts	$	(9)	$	17	Interest expense - net

Total	$	(9)	$	17

The impact of derivative and non-derivative instruments designated as hedges to the Consolidated Statements of Income and Comprehensive Income is as follows:


	Gain (loss) recognized in other comprehensive income (loss)				Location of gain (loss) reclassified from Accumulated other comprehensive loss	Gain (loss) reclassified from Accumulated other comprehensive loss
	Three months ended June 30					Three months ended June 30
(In millions)	2024		2023			2024		2023
Derivatives designated as cash flow hedges
Forward starting floating-to-fixed interest rate swaps	$	4	$	1	Interest expense - net	$	3	$	3

Currency exchange contracts	(12)		18		Net sales and Cost of products sold	3		15
Commodity contracts	3		(2)		Cost of products sold	1		—

Derivatives designated as net investment hedges
Currency exchange contracts
Effective portion	5		32		Gain (loss) on sale of business	—		—
Amount excluded from effectiveness testing	—		4		Interest expense - net	3		4

Non-derivative designated as net investment hedges
Foreign currency denominated debt	26		(3)		Gain (loss) on sale of business	—		—
Total	$	26	$	50		$	10	$	22


	Gain (loss) recognized in other comprehensive income (loss)				Location of gain (loss) reclassified from Accumulated other comprehensive loss	Gain (loss) reclassified from Accumulated other comprehensive loss
	Six months ended June 30					Six months ended June 30
(In millions)	2024		2023			2024		2023
Derivatives designated as cash flow hedges
Forward starting floating-to-fixed interest rate swaps	$	6	$	1	Interest expense - net	$	6	$	6

Currency exchange contracts	(10)		49		Net sales and Cost of products sold	11		26
Commodity contracts	4		—		Cost of products sold	—		—

Derivatives designated as net investment hedges
Currency exchange contracts
Effective portion	16		18		Gain (loss) on sale of business	—		—
Amount excluded from effectiveness testing	3		9		Interest expense - net	7		6

Non-derivative designated as net investment hedges
Foreign currency denominated debt	98		(66)		Gain (loss) on sale of business	—		—
Total	$	118	$	11		$	25	$	38

The pre-tax portion of the fair value of currency exchange contracts designated as net investment hedges included in Accumulated other comprehensive loss were net gains of $24 million at June 30, 2024. There was no net gain or loss included in Accumulated other comprehensive loss related to the pre-tax portion of the fair value of the forward points at June 30, 2024.

At June 30, 2024, a gain of $11 million of estimated unrealized net gains or losses associated with our cash flow hedges were expected to be reclassified to income from Accumulated other comprehensive loss within the next twelve months. These reclassifications relate to our designated foreign currency and commodity hedges that will mature in the next twelve months.

Note 15. RESTRUCTURING CHARGES

In the second quarter of 2020, Eaton initiated a multi-year restructuring program to reduce its cost structure and gain efficiencies in its business segments and at corporate in order to initially respond to declining market conditions brought on by the COVID-19 pandemic. Since the inception of the program, the Company incurred expenses of $199 million for workforce reductions and $184 million for plant closing and other costs, resulting in total charges of $382 million through December 31, 2023. This multi-year restructuring program was substantially complete at the end of 2023, with final payments expected to be made in 2024.

During the first quarter of 2024, Eaton implemented a new multi-year restructuring program to accelerate opportunities to optimize its operations and global support structure. These actions will better align the Company's functions to support anticipated growth and drive greater effectiveness throughout the Company. Restructuring charges incurred under this program were $15 million in the second quarter and $78 million in the first six months of 2024. This restructuring program is expected to be completed in 2026 and is expected to incur additional expenses related to workforce reductions of $208 million and plant closing and other costs of $89 million, resulting in total estimated charges of $375 million for the entire program.

A summary of restructuring program charges is as follows:


	Three months ended June 30				Six months ended June 30
(In millions except for per share data)	2024		2023		2024		2023
Workforce reductions	$	9	$	15	$	68	$	17
Plant closing and other	7		15		11		22
Total before income taxes	15		29		78		39
Income tax benefit	3		6		18		8
Total after income taxes	$	12	$	24	$	61	$	31
Per ordinary share - diluted	$	0.03	$	0.06	$	0.15	$	0.08

Restructuring program charges related to the following segments:


	Three months ended June 30				Six months ended June 30
(In millions)	2024		2023		2024		2023
Electrical Americas	$	1	$	1	$	8	$	3
Electrical Global	4		14		27		18
Aerospace	—		2		8		3
Vehicle	4		1		27		3
eMobility	—		6		—		7
Corporate	7		5		7		6
Total	$	15	$	29	$	78	$	39

A summary of liabilities related to workforce reductions, plant closing, and other associated costs is as follows:


(In millions)	Workforce reductions		Plant closing and other		Total












Balance at January 1, 2024	$	35	$	6	$	41
Liability recognized, net	68		11		78
Payments, utilization and translation	(28)		(11)		(40)
Balance at June 30, 2024	$	74	$	5	$	80

These restructuring program charges were included in Cost of products sold, Selling and administrative expense, Research and development expense, or Other expense (income) – net, as appropriate. In Business Segment Information, these restructuring program charges are treated as Corporate items. See Note 16 for additional information about business segments.

Note 16. BUSINESS SEGMENT INFORMATION

Operating segments are defined as components of an enterprise about which separate financial information is available that is evaluated on a regular basis by the chief operating decision maker, or decision making group, in deciding how to allocate resources to an individual segment and in assessing performance. Eaton's operating segments are Electrical Americas, Electrical Global, Aerospace, Vehicle, and eMobility. Operating profit includes the operating profit from intersegment sales. For additional information regarding Eaton's business segments, see Note 18 to the consolidated financial statements contained in the 2023 Form 10-K.


	Three months ended June 30				Six months ended June 30
(In millions)	2024		2023		2024		2023
Net sales
Electrical Americas	$	2,877	$	2,538	$	5,567	$	4,832
Electrical Global	1,606		1,569		3,105		3,069

Aerospace	955		848		1,826		1,650
Vehicle	723		751		1,447		1,490
eMobility	189		161		348		308
Total net sales	$	6,350	$	5,866	$	12,293	$	11,349

Segment operating profit (loss)
Electrical Americas	$	859	$	669	$	1,644	$	1,194
Electrical Global	305		290		578		564

Aerospace	206		191		407		371
Vehicle	130		115		246		222
eMobility	2		(1)		(2)		(5)
Total segment operating profit	1,502		1,264		2,873		2,346

Corporate
Intangible asset amortization expense	(106)		(113)		(212)		(237)
Interest expense - net	(29)		(42)		(59)		(91)
Pension and other postretirement benefits income	9		11		20		22


Restructuring program charges	(15)		(29)		(78)		(39)
Other expense - net	(166)		(192)		(349)		(340)
Income before income taxes	1,195		898		2,195		1,660
Income tax expense	201		153		379		276
Net income	994		745		1,816		1,384
Less net income for noncontrolling interests	(1)		(1)		(2)		(3)
Net income attributable to Eaton ordinary shareholders	$	993	$	744	$	1,814	$	1,382

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