Cover and table of contents
17K characters. Original on sec.gov · Markdown
Cover and table of contents
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
(Mark One)
☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 2026
OR
☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from ____ to ____
Commission file number 001-41966

GE Vernova Inc.
(Exact name of registrant as specified in its charter)
| Delaware | 92-2646542 | |||
| (State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.) | |||
| 58 Charles Street, | Cambridge, | MA | 02141 | |
| (Address of principal executive offices) | (Zip Code) |
(617) 674-7555
(Registrant’s telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
| Common stock, par value $0.01 per share | GEV | New York Stock Exchange |
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange
Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has
been subject to such filing requirements for the past 90 days. Yes þ No ¨
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to
Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was
required to submit such files). Yes þ No ¨
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting
company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,”
and "emerging growth company" in Rule 12b-2 of the Exchange Act. (Check one):
| Large accelerated filer | ☑ | Accelerated filer | ☐ |
| Non-accelerated filer | ☐ | Smaller reporting company | ☐ |
| Emerging growth company | ☐ |
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying
with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☑
There were 266,333,581 shares of common stock with a par value of $0.01 per share outstanding at June 30, 2026.
TABLE OF CONTENTS
| Page | |||||
| Forward-Looking Statements | 3 | ||||
| About GE Vernova | 4 | ||||
| Part I | 5 | ||||
| Item 1. Financial Statements and Supplementary Data | 5 | ||||
| Consolidated Statement of Income (Loss) | 5 | ||||
| Consolidated Statement of Financial Position | 6 | ||||
| Consolidated Statement of Cash Flows | 7 | ||||
| Consolidated Statement of Comprehensive Income (Loss) | 8 | ||||
| Consolidated Statement of Changes in Equity | 9 | ||||
| Note | 1 | Organization and Basis of Presentation | 11 | ||
| Note | 2 | Summary of Significant Accounting Policies | 11 | ||
| Note | 3 | Assets and Liabilities Held for Sale | 11 | ||
| Note | 4 | Current and Long-Term Receivables | 12 | ||
| Note | 5 | Inventories, Including Deferred Inventory Costs | 12 | ||
| Note | 6 | Property, Plant, and Equipment | 12 | ||
| Note | 7 | Leases | 13 | ||
| Note | 8 | Acquisitions, Goodwill, and Other Intangible Assets | 13 | ||
| Note | 9 | Contract and Other Deferred Assets & Contract Liabilities and Deferred Income | 14 | ||
| Note | 10 | Current and All Other Assets | 15 | ||
| Note | 11 | Equity Method Investments | 15 | ||
| Note | 12 | Accounts Payable and Equipment Project Payables | 15 | ||
| Note | 13 | Postretirement Benefit Plans | 15 | ||
| Note | 14 | Long-term Borrowings | 16 | ||
| Note | 15 | Current and All Other Liabilities | 17 | ||
| Note | 16 | Income Taxes | 17 | ||
| Note | 17 | Accumulated Other Comprehensive Income (Loss) (AOCI) and Common Stock | 17 | ||
| Note | 18 | Earnings Per Share Information | 18 | ||
| Note | 19 | Other Income (Expense) – Net | 18 | ||
| Note | 20 | Financial Instruments | 18 | ||
| Note | 21 | Variable Interest Entities (VIEs) | 20 | ||
| Note | 22 | Commitments, Guarantees, Product Warranties, and Other Loss Contingencies | 20 | ||
| Note | 23 | Restructuring Charges and Separation Costs | 21 | ||
| Note | 24 | Segment Information | 22 | ||
| Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations | 25 | ||||
| Item 3. Quantitative and Qualitative Disclosures About Market Risk | 37 | ||||
| Item 4. Controls and Procedures | 37 | ||||
| Part II | 38 | ||||
| Item 1. Legal Proceedings | 38 | ||||
| Item 1A. Risk Factors | 38 | ||||
| Item 2. Unregistered Sales of Equity Securities and Use of Proceeds | 38 | ||||
| Item 3. Defaults Upon Senior Securities | 38 | ||||
| Item 4. Mine Safety Disclosures | 38 | ||||
| Item 5. Other Information | 38 | ||||
| Item 6. Exhibits | 39 | ||||
| Signatures | 40 |
2026 2Q FORM 10-Q 3
FORWARD-LOOKING STATEMENTS**.** This quarterly report of GE Vernova Inc. (the Company, GE Vernova, our, we, or us) contains
forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 and other securities laws that are
subject to risks and uncertainties. These statements may include words such as “believe”, “expect”, “guidance”, “outlook”, “anticipate”,
“intend”, “plan”, “estimate”, “will”, “may”, and negatives or derivatives of these or similar expressions. These forward-looking statements
may include, among others, statements about our future performance, anticipated growth, and expectations in our business; the energy
transition; the demand for our products and services; our technologies and ability to innovate, anticipate, and address customer demands;
our ability to increase production capacity, efficiencies, and quality; our underwriting and risk management; the estimated impact of tariffs;
our product quality and costs; our cost management efforts; tax incentives; customer orders and commitments; project execution and
timelines; our actual and planned investments, including in research and development, capital expenditures, joint ventures, and other
collaborations with third parties; our ability to meet our sustainability goals and targets; levels of global infrastructure spending; government
policies; our expected cash generation and management; our lean operating model; our capital allocation framework, including organic and
inorganic investments, share repurchases, and dividends; our restructuring programs; disputes, litigation, arbitration, and governmental
proceedings involving us; the sufficiency and expected uses of our cash, liquidity, and financing arrangements; and our credit ratings.
Forward-looking statements reflect our current expectations, are based on judgments and assumptions, are inherently uncertain, and are
subject to risks, uncertainties, and other factors, which could cause our actual results, performance, or achievements to differ materially
from current expectations. Some of the risks, uncertainties, and other factors that may cause actual results to differ materially from those
expressed or implied by forward-looking statements include the following:
-
Quality issues or safety failures among our products, solutions, or services;
-
Significant supply chain or logistics disruptions, including cost or availability of materials or components;
-
Disruptions or capacity constraints at our manufacturing or operating facilities;
-
Our ability to manage our costs and achieve anticipated cost savings;
-
Our ability to execute and estimate long-term service obligations;
-
Our ability to successfully compete;
-
Our ability to innovate and successfully commercialize new technologies and manage our product cycles;
-
Achieving expected benefits from strategic transactions, joint ventures, and other third-party collaborations;
-
Issues with grid connectivity or our customers’ ability to sell generated electricity;
-
Our ability to manage customer and counterparty relationships and contracts;
-
Our ability to maintain our investment grade credit ratings;
-
Our access to capital or credit markets or other financing on acceptable terms;
-
Decarbonization and energy-transition dynamics;
-
Changes in energy, environmental, and tax laws and policies;
-
Challenges of operating globally, including complex legal, regulatory, and compliance risks;
-
Natural disasters, physical effects of climate change, pandemics, and other emergencies;
-
Geopolitical events;
-
Our ability to meet sustainability expectations, standards, and goals;
-
International trade policies;
-
Our ability to obtain, maintain, and comply with approvals, licenses, and permits;
-
Our ability to comply with laws and regulations and related compliance costs;
-
Impacts from claims, litigation, regulatory proceedings, and enforcement actions;
-
Our ability to attract and retain highly qualified personnel and impacts from any labor disputes or actions;
-
Our ability to secure, deploy, and protect our intellectual property rights and defend against third-party claims;
-
Foreign currency impacts;
-
Our ability to realize the benefits from our separation from, and our obligations to, General Electric Company;
-
Our capital allocation plans, including the timing and amount of any dividends, share repurchases, acquisitions, organic
investments, and other priorities;
-
The price, availability, volatility, and trading volumes of our common stock;
-
The amount and timing of our cash flows and earnings;
-
The impact of cybersecurity or data security incidents; and
-
Other changes in macroeconomic and market conditions and volatility.
These or other uncertainties may cause our actual future results to be materially different than those expressed in our forward-looking
statements, and these and other factors are more fully discussed elsewhere in this Quarterly Report on Form 10-Q and in our Annual
Report on Form 10-K for the fiscal year ended December 31, 2025, including in Item 1A. "Risk Factors" and Item 7. "Management's
Discussion and Analysis of Financial Condition and Results of Operations," as may be updated from time to time in our Securities and
Exchange Commission (SEC) filings and as posted on our website at www.gevernova.com/investors/fls. We do not undertake any
obligation to update or revise our forward-looking statements except as may be required by law or regulation.
2026 2Q FORM 10-Q 4
ABOUT GE VERNOVA**.** GE Vernova Inc. (the Company, GE Vernova, our, we, or us) is a global leader in the electric power industry,
with products and services that generate, transfer, orchestrate, convert, and store electricity. We design, manufacture, deliver, and service
technologies to create a more reliable, secure, and sustainable electric power system, enabling electrification and decarbonization,
underpinning the progress and prosperity of the communities we serve. We are a purpose-built company, positioned with a unique scope
and scale of integrated solutions to help accelerate the energy transition, while servicing and growing our installed base and strengthening
our own profitability and stockholder returns. We have a strong history of innovation, which is a key strength enabling us to meet our
customers’ needs.
The breadth of our portfolio also enables us to provide an extensive range of technologies and integrated solutions to help advance our
customers’ energy and sustainability goals. Our installed base generates approximately 25% of the world’s electricity. We build, modernize,
and service power systems to help our customers electrify their operations and economies, meet power demand growth, improve system
reliability and resiliency, and navigate the energy transition through limiting and reducing emissions. The portfolio of equipment and
services that we deliver is diversified across technology types and is adaptable based on electric power market conditions and demand.
We report three business segments that are aligned with the nature of equipment and services they provide, specifically Power,
Electrification, and Wind. Within our segments, Power includes gas, nuclear, and hydro technologies, providing a critical foundation of
dispatchable, flexible, stable, and reliable power. Electrification includes power transmission, grid systems integration, power conversion
and storage, and grid automation and software technologies required for the transmission, distribution, conversion, storage, and
orchestration of electricity from point of generation to point of consumption. Our Wind segment includes our wind generation technologies,
inclusive of onshore and offshore wind turbines and blades.
Our corporate headquarters is located at 58 Charles Street, Cambridge, Massachusetts 02141, and our telephone number is (617)
674-7555. Our website address is www.gevernova.com. Our Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, Current
Reports on Form 8-K, and amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) of the Securities Exchange Act
of 1934, as amended (the Exchange Act), are available, without charge, on our website, as soon as reasonably practicable after they are
electronically filed with, or furnished to, the SEC. Information contained on, or that can be accessed through, our website is not part of, and
is not incorporated into, this Quarterly Report on Form 10-Q or any other filings we make with the SEC. Our website at
www.gevernova.com/investors contains a significant amount of information about GE Vernova, including financial and other information for
investors. We encourage investors to visit this website from time to time, as information is updated, and new information is posted.
2026 2Q FORM 10-Q 5
PART I
Next: Item 1. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.