CNH Industrial NYSE: CNH used its annual general meeting of shareholders to outline management’s view of a difficult 2025 operating environment, reaffirm long-term margin and capital return goals, and secure shareholder approval for board appointments, the 2025 financial statements, a dividend and share-related authorizations.
The meeting was chaired by Dirk-Jan Smit of Freshfields Amsterdam, who said shareholders representing 1,504,800,261 shares, or 94.44% of outstanding shares as of the record date, were present or represented. Smit said no shareholder questions had been submitted in advance of the meeting, and no shareholders were present in person to ask questions during the formal agenda.
Management Cites Down Cycle in Agriculture and Tariff Pressure
Suzanne Heywood, chair of the board, said 2025 was “defined by industry adaptation” as global agriculture faced a down cycle driven by lower commodity prices, expanded tariffs and softer retail demand. She said tariffs also affected global construction markets, despite strong demand in most areas.
Heywood said the company focused during the year on improving productivity and preparing for future growth. She said those efforts included operational improvements across regions, embedding new technologies and quality enhancements into products, and launching more than 50 agricultural products and more than 20 construction products during the year.
Heywood also reaffirmed the company’s long-term strategy presented at its Investor Day in May. She said CNH’s “path to 2030” is built around three commitments: advancing machinery and technology, expanding mid-cycle adjusted EBIT margins, and returning cash to shareholders.
In agriculture, Heywood said CNH remains committed to achieving 16% to 17% mid-cycle adjusted EBIT margins by 2030. In construction, she said the company continues to target 7% to 8% mid-cycle adjusted EBIT margins by 2030. She said tariffs and unfavorable regional mix are near-term headwinds, but pointed to commercial actions, operating efficiencies, sourcing gains, manufacturing efficiencies and product leadership as factors supporting the targets over the plan period.
CEO Highlights AI, Automation and Product Technology
Chief Executive Officer Gerrit Marx said CNH’s 2025 results reflected both the pressures of a cyclical downturn and the benefits of cost management, production and inventory actions. He said the company returned $430 million to shareholders through dividends and share purchases during the year.
Marx said the company’s innovation strategy remains focused on technologies that improve customer productivity, profitability and sustainability. He highlighted products and systems shown at Agritechnica in November, including technologies tied to AI, autonomy, automation and robotics across the crop cycle.
Marx cited CNH’s combine and corn head automation, which he said use embedded AI and sensors to optimize performance in real time, simplify operations and boost productivity. He also said the company’s latest marquee tractors include enhanced connectivity and integration with CNH’s FieldOps digital platform.
Marx said AI is being used not only in equipment but also in dealer and customer support and internal operations. He said AI is already improving research and development spending effectiveness, reducing service resolution times, strengthening supply chain and parts and service operations, and helping dealers improve uptime and diagnostics. He pointed to an AI tech assistant for diagnostic support and a visual parts search tool for parts identification.
Marx also said long-term agricultural fundamentals remain strong, citing rising global food demand, finite arable land and increasing reliance on technology to produce more with less. He added that large-scale agricultural operations are increasingly using construction equipment for land preparation, irrigation work and infrastructure.
Shareholders Approve Board Appointments and Advisory Pay Votes
Shareholders approved the reappointment of Suzanne Heywood and Gerrit Marx as executive directors for a one-year term ending at the first annual general meeting in 2027. They also approved the reappointment of Elizabeth Bastoni, Howard W. Buffett, Karen Linehan, Alessandro Nasi and Vagn Sørensen as non-executive directors.
Richard Palmer and Lorenzo Simonelli were elected as non-executive directors for the same one-year term. Smit said the board believes the candidates bring an appropriate mix of skills and professional backgrounds for an international company operating across several business areas.
Shareholders also voted positively, on an advisory basis, on executive compensation. A separate advisory vote approved holding future shareholder votes on executive compensation annually.
Financial Statements, Auditors and Dividend Approved
The annual meeting adopted CNH’s 2025 financial statements. Smit said the statements had been approved by the board and audited by Deloitte Accountants B.V., which issued an unqualified opinion.
Shareholders approved the reappointment of Deloitte Accountants B.V. as the independent auditor for the company’s Dutch statutory annual accounts for 2026. They also ratified, on an advisory basis, the selection of Deloitte & Touche LLP as the company’s international independent registered public accounting firm for the financial year ending Dec. 31, 2026.
Shareholders approved a dividend of $0.10, equivalent to approximately €0.09 per outstanding common share. Smit said the dividend represents a total 2025 dividend amount of approximately $124.2 million.
Share Issuance and Buyback Authorities Renewed
Shareholders approved the discharge of the executive and non-executive directors for the performance of their duties during 2025, limited to facts known from the annual report, financial statements, meeting disclosures and other company disclosures.
The meeting also approved an 18-month authorization for the board to issue shares or grant rights to subscribe for shares, limited to 10% of the company’s issued share capital as of the 2026 annual meeting date. Shareholders also authorized the board to limit or exclude preemptive rights related to that authority.
In addition, shareholders approved an 18-month authorization for the company to repurchase its own common shares on the New York Stock Exchange or through other means, subject to conditions set out in the meeting notice and proxy statement.
About CNH Industrial NYSE: CNH
CNH Industrial N.V. is a global capital goods company specializing in the design, production and sale of agricultural and construction equipment, commercial vehicles and powertrain solutions. The firm operates through five core brands—Case IH and New Holland for agricultural machinery, Case and New Holland for construction equipment, Iveco for light, medium and heavy commercial vehicles, and FPT Industrial for engines and drivetrain components. Established in 2013 through the combination of Fiat Industrial and CNH Global, the company draws on a rich heritage of innovation dating back to pioneering landmarks in farm and construction machinery from the 19th century.
The company's product portfolio encompasses tractors, combines, balers, excavators, backhoe loaders, trucks, vans and bespoke engines for marine, automotive and industrial markets.
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