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GE Vernova Inc. (GEV)

CIK: 0001996810. SIC: 3600 Electronic & Other Electrical Equipment (No Computer Equip). Latest 10-K as of: 2026-01-29.

SIC breadcrumb: Manufacturing > Electronic And Other Electrical Equipment And Components, Except Computer Equipment > SIC 3600 Electronic & Other Electrical Equipment (No Computer Equip)

SEC company page: https://www.sec.gov/edgar/browse/?CIK=1996810. Latest filing source: 0001996810-26-000015.

Selected Fundamentals

MetricValueUnitFYFiled
Revenue38,068,000,000USD20252026-01-29
Net income4,884,000,000USD20252026-01-29
Assets63,016,000,000USD20252026-01-29

Financials

Annual standardized facts from SEC companyfacts as of latest extracted filing date 2026-01-29. Source: https://data.sec.gov/api/xbrl/companyfacts/CIK0001996810.json. Derived margins are computed from the extracted annual SEC facts.

Flow metrics use full-year FY periods from 10-K/10-K/A filings; balance-sheet metrics use FY-end instants. Missing metrics are omitted rather than fabricated.

Metric2022202320242025
Revenue29,654,000,00033,239,000,00034,935,000,00038,068,000,000
Net income-2,736,000,000-438,000,0001,552,000,0004,884,000,000
Operating income-2,881,000,000-923,000,000471,000,0001,388,000,000
Gross profit3,458,000,0004,818,000,0006,085,000,0007,535,000,000
Diluted EPS-10.00-1.605.5817.69
Assets46,121,000,00051,485,000,00063,016,000,000
Liabilities37,741,000,00040,892,000,00050,720,000,000
Stockholders' equity7,416,000,0009,546,000,00011,178,000,000
Net margin-9.23%-1.32%4.44%12.83%
Operating margin-9.72%-2.78%1.35%3.65%

Financial Charts

Macro Cross-References

Latest 10-K MD&A

Extracted between Item 7 and the next Item 7A/8 heading after HTML sanitization. Confidence: high. Filing date: 2026-01-29. Report date: 2025-12-31.

ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF

OPERATIONS. The following discussion and analysis of our financial condition and results of operations should be read in conjunction

with our consolidated and combined financial statements, which are prepared in conformity with U.S. generally accepted accounting

principles (GAAP), and corresponding notes included elsewhere in this Annual Report on Form 10-K. The following discussion and analysis

provides information that management believes to be relevant to understanding the financial condition and results of operations of the

Company for the years ended December 31, 2025 and 2024. Unless otherwise noted, tables are presented in U.S. dollars in millions,

except for per-share amounts which are presented in U.S. dollars. Certain columns and rows within tables may not add due to the use of

rounded numbers. Percentages presented in this report are calculated from the underlying numbers in millions. Unless otherwise noted,

statements related to changes in operating results relate to the corresponding period in the prior year. Refer to the "Management's

Discussion and Analysis of Financial Condition and Results of Operations" included in Part II, Item 7 of our Annual Report on Form 10-K for

the fiscal year ended December 31, 2024, for discussions of results for the years ended December 31, 2024 versus 2023.

In the accompanying analysis of financial information, we sometimes use information derived from consolidated and combined financial

data but not presented in our financial statements prepared in accordance with GAAP. Certain of these data are considered “non-GAAP

financial measures” under SEC rules. For the reasons we use these non-GAAP financial measures and the reconciliations to their most

directly comparable GAAP financial measures, see "—Non-GAAP Financial Measures."

Financial Presentation Under GE Ownership. We completed our separation from General Electric Company (GE), which now operates

as GE Aerospace, on April 2, 2024 (the Spin-Off). For further information, see Note 1 in the Notes to the consolidated and combined

financial statements.

Prolec GE. On October 21, 2025, we announced that GE Vernova will acquire the remaining fifty percent stake of Prolec GE, our

unconsolidated joint venture with Xignux. Prolec GE is a leading grid equipment supplier, producing transformers across most ratings and

voltages with approximately 10,000 global employees across seven manufacturing sites globally, including five in the U.S. Under the

purchase agreement, GE Vernova will pay approximately $5.3 billion at closing, expected to be funded equally between cash and debt. The

acquisition is expected to close in February 2026.

Tariffs. Throughout 2025, the United States and other countries imposed global tariffs. These tariffs have resulted, and any future tariffs will

result in additional costs to us. The total cost impact from the global tariffs for the full year 2025 was approximately $250 million, after taking

into consideration contractual protections and mitigating actions. The future impacts of tariffs may be significantly different and are subject

to several factors including the amount, duration, scope and nature of the tariffs, countermeasures that countries take, mitigating or other

actions we take, and contractual implications.

Power Conversion & Storage. Effective January 1, 2025, our Power Conversion and Solar & Storage Solutions business units within our

Electrification segment were combined to form a new business unit, Power Conversion & Storage. Historical financial information presented

within this report conforms to the new business unit structure within the Electrification segment.

TRENDS AND FACTORS IMPACTING OUR PERFORMANCE. We believe our performance and future success depends on a number of

factors that present significant opportunities for us but also pose risks and challenges, including those discussed below.

Our worldwide operations are affected by regional and global factors impacting energy demand, including industry trends like

decarbonization, an increasing demand for renewable energy alternatives, governmental regulations and policies, and changes in broader

economic and geopolitical conditions. These trends, along with the growing focus on the digitization and sustainability of the electricity

infrastructure, can impact performance across each of our business segments. We believe that our industry-defining technologies and

commitment to innovation position us well to capitalize on, as well as mitigate adverse impacts from, these long-term trends:

•Demand growth for electricity generation – Significant investment, infrastructure, and supply diversity will be essential to help meet

forecasted energy demand growth arising from population and global economic growth.

•Decarbonization – The urgency to combat climate change is fueling technology advancements that improve the economic viability and

efficiency of renewable energy alternatives and facilitate the transition to a more sustainable power sector.

•Evolving generation mix – The power industry is shifting from coal generation to more electricity generated from zero- or low-carbon

energy sources, and an evolving balance of generation sources will be necessary to maintain a reliable, resilient, and affordable

system.

•Energy resilience & security – Threats and challenges from extreme weather events, cyber-attacks, and geopolitical tensions have

increased focus on the strength and resilience of power generation and transmission and reinforced the need for a diversified mix of

energy sources.

•Grid modernization and investment – Increased demand and the integration of advanced generation and storage solutions drive the

need to update aging infrastructure with new grid integration and automation solutions.

•Regulatory and policy changes – Government policies and regulations, such as carbon pricing, renewable energy mandates, and

subsidies for renewable energy technologies, can significantly impact the power generation landscape. Staying ahead of regulatory

changes and adapting to new compliance requirements is crucial for maintaining a competitive advantage.

•Financial and investment dynamics – Access to capital and investment trends in the energy sector can influence the development and

deployment of new power generation projects. Understanding market dynamics and securing funding are key to progressing strategic

initiatives.

2025 FORM 10-K 24

RESULTS OF OPERATIONS

Summary of Results. RPO was $150.2 billion and $119.0 billion as of December 31, 2025 and 2024, respectively. For the year ended

December 31, 2025, total revenues were $38.1 billion, an increase of $3.1 billion for the year. Net income (loss) was $4.9 billion, an

increase of $3.3 billion in net income for the year, and net income (loss) margin was 12.8%. Diluted earnings (loss) per share was $17.69

for the year ended December 31, 2025, an increase in diluted earnings per share of $12.11 for the year. Cash flows from (used for)

operating activities were $5.0 billion and $2.6 billion for the years ended December 31, 2025 and 2024, respectively.

For the year ended December 31, 2025, Adjusted EBITDA* was $3.2 billion, an increase of $1.2 billion. Free cash flow* was $3.7 billion

and $1.7 billion for the years ended December 31, 2025 and 2024, respectively.

RPO, a measure of backlog, includes unfilled firm and unconditional customer orders for equipment and services, excluding any purchase

order that provides the customer with the ability to cancel or terminate without incurring a substantive penalty. Services RPO includes the

estimated life of contract sales related to long-term service agreements which remain unsatisfied at the end of the reporting period,

excluding contracts that are not yet active. Services RPO also includes the estimated amount of unsatisfied performance obligations for

time and material agreements, material services agreements, spare parts under purchase order, multi-year maintenance programs, and

other services agreements, excluding any order that provides the customer with the ability to cancel or terminate without incurring a

substantive penalty. See Note 9 in the Notes to the consolidated and combined financial statements for further information.

RPO December 31

2025

2024

2023

Equipment

$64,245

$43,047

$40,478

Services

85,993

75,976

75,120

Total RPO

$150,238

$119,023

$115,598

As of December 31, 2025, RPO increased $31.2 billion (26%) from December 31, 2024, primarily at Power, due to increases at Gas

Power due to Heavy-Duty Gas Turbine and Aeroderivative equipment and contractual services, and increases at Steam Power services,

Hydro Power equipment, and Nuclear Power equipment, partially offset by a decrease at Steam Power equipment; at Electrification,

primarily due to demand for alternating current substation solutions, switchgear, and transformers at Grid Solutions and synchronous

condensers and energy storage at Power Conversion & Storage; partially offset at Wind, due to a decrease at Offshore Wind as we

continue to execute on our contracts and a decrease in orders at Onshore Wind as U.S. customers dealt with policy uncertainty.

REVENUES

2025

2024

2023

Equipment revenues

$20,934

$18,952

$18,258

Services revenues

17,134

15,983

14,981

Total revenues

$38,068

$34,935

$33,239

For the year ended December 31, 2025, total revenues increased $3.1 billion (9%). Equipment revenues increased at Electrification,

primarily at Grid Solutions due to growth in switchgear, high-voltage direct current solutions, and alternating current substation solutions

volume and at Power Conversion & Storage; and at Power, due to increases in Gas Power from Heavy-Duty Gas Turbine and

Aeroderivative units deliveries and favorable price; partially offset at Wind, due to decreases at Offshore Wind from the nonrecurrence of

revenues recorded on the settlement of a previously canceled project in the third quarter of 2024, project delays, and fewer nacelles

produced in the year, and decreases at LM Wind Power due to lower volume from footprint reduction, partially offset by increases at

Onshore Wind due to improved pricing and delivery of more units. Services revenues increased at Power, driven by Gas Power higher

parts volume and favorable price; at Electrification, primarily due to growth at Grid Solutions; and at Wind due to higher transactional

services.

Organic revenues* exclude the effects of acquisitions, dispositions, and foreign currency. Excluding these effects, organic revenues*

increased $3.2 billion (9%), organic equipment revenues* increased $2.0 billion (11%) and organic services revenues* increased $1.2

billion (7%). Organic revenues* increased at Electrification and Power, partially offset at Wind.

EARNINGS (LOSS)

2025

2024

2023

Operating income (loss)

$1,388

$471

$(923)

Net income (loss)

4,879

1,559

(474)

Net income (loss) attributable to GE Vernova

4,884

1,552

(438)

Adjusted EBITDA*

3,196

2,035

807

Diluted earnings (loss) per share(a)

17.69

5.58

(1.60)

(a) The computation of earnings (loss) per share for all periods through April 1, 2024 was calculated using 274 million common shares that

were issued upon Spin-Off and excludes Net loss (income) attributable to noncontrolling interests. For periods prior to the Spin-Off, the

Company participated in various GE stock-based compensation plans, and there were no dilutive equity instruments as there were no

equity awards of GE Vernova outstanding prior to Spin-Off.

For the year ended December 31, 2025, operating income (loss) was $1.4 billion, a $0.9 billion increase, primarily due to: an increase in

segment results at Electrification of $0.8 billion, primarily due to volume, favorable price, and productivity at Grid Solutions; at Power of $0.6

billion, primarily at Gas Power and Steam Power due to favorable price and increased productivity, partially offset by additional expenses to

support investments at Nuclear Power and Gas Power and the impact of inflation; partially offset by a slight decrease in segment results at

Wind of less than $0.1 billion, primarily at Offshore Wind due to the nonrecurrence of a gain recorded on the settlement of a previously

canceled project in the third quarter of 2024 and a termination of a supply agreement in the first quarter of 2025, partially offset by lower

contract losses, and decreases from the impact of tariffs across the segment, partially offset by increases at Onshore Wind due to improved

*Non-GAAP Financial Measure

2025 FORM 10-K 25

pricing on an increased number of units delivered; the nonrecurrence of $0.3 billion received related to an arbitration refund in the second

quarter of 2024; the nonrecurrence of a $0.1 billion benefit related to deferred intercompany profit that was recognized upon GE retaining

the renewable energy U.S. tax equity investments in connection with the Spin-Off; and higher corporate costs required to operate as a

stand-alone public company.

Net income (loss) and Net income (loss) margin were $4.9 billion and 12.8%, respectively, for the year ended December 31, 2025, an

increase of $3.3 billion and 8.3%, respectively, primarily due to a decrease in provision for income taxes of $3.0 billion driven by a $2.9

billion benefit primarily from a U.S. tax valuation allowance release in the fourth quarter of 2025 and an increase in operating income (loss)

of $0.9 billion, partially offset by a decrease in other income (expense) - net of $0.6 billion driven by the nonrecurrence of a $1.0 billion pre-

tax gain from the sale of a portion of Steam Power nuclear activities to Electricité de France S.A. (EDF) in the second quarter of 2024.

Adjusted EBITDA* and Adjusted EBITDA margin* were $3.2 billion and 8.4%, respectively, for the year ended December 31, 2025, an

increase of $1.2 billion and 2.6%, respectively, primarily driven by increases in segment results at Electrification and Power.

SEGMENT OPERATIONS. Segment revenues include sales of equipment and services by our segments. Segment EBITDA is

determined based on performance measures used by our Chief Operating Decision Maker, who is our Chief Executive Officer (CEO), to

assess the performance of each business in a given period. In connection with that assessment, the CEO may exclude certain non-cash

charges, such as depreciation and amortization, impairments and other matters, major restructuring programs, and certain gains and

losses from purchases and sales of business interests. Certain corporate costs, including those related to shared services, employee

benefits, and information technology (IT), are allocated to our segments based on usage or their relative net cost of operations.

SUMMARY OF REPORTABLE SEGMENTS

2025

2024

2023

Power

$19,767

$18,127

$17,436

Wind

9,110

9,701

9,826

Electrification

9,642

7,550

6,378

Eliminations and other

(451)

(442)

(401)

Total revenues

$38,068

$34,935

$33,239

Segment EBITDA

    Power

$2,902

$2,268

$1,722

    Wind

(598)

(588)

(1,033)

    Electrification

1,433

679

234

Corporate and other(a)

(541)

(323)

(116)

Adjusted EBITDA*(b)

$3,196

$2,035

$807

(a) Includes our Financial Services business and other general corporate expenses, including costs required to operate as a stand-alone

public company.

(b) See "—Non-GAAP Financial Measures" for additional information related to Adjusted EBITDA*. Adjusted EBITDA* includes interest and

other financial income (charges) and the benefit (provision) for income taxes of Financial Services as this business is managed on an

after-tax basis due to the nature of its investments.

POWER

Orders in units

2025

2024

2023

Gas Turbines

173

112

93

Heavy-Duty Gas Turbines

110

68

41

HA-Turbines

43

25

8

Aeroderivatives

63

44

52

Gas Turbine Gigawatts

29.8

20.2

9.5

Sales in units

2025

2024

2023

Gas Turbines

81

75

91

Heavy-Duty Gas Turbines

54

48

58

HA-Turbines

24

15

14

Aeroderivatives

27

27

33

Gas Turbine Gigawatts

15.3

11.9

13.8

RPO December 31

2025

2024

2023

Equipment

$24,707

$12,461

$13,636

Services

69,680

60,890

59,338

Total RPO

$94,387

$73,351

$72,974

RPO as of December 31, 2025 increased $21.0 billion (29%) from December 31, 2024, primarily at Gas Power due to Heavy-Duty Gas

Turbine and Aeroderivative equipment and contractual services, and increases at Steam Power services, Hydro Power equipment, and

Nuclear Power equipment, partially offset by a decrease at Steam Power equipment.

*Non-GAAP Financial Measure

2025 FORM 10-K 26

SEGMENT REVENUES AND EBITDA

2025

2024

2023

Gas Power

$16,006

$14,465

$13,220

Nuclear Power

1,018

819

827

Hydro Power

806

781

887

Steam Power

1,937

2,063

2,502

Total segment revenues

$19,767

$18,127

$17,436

Equipment

$6,686

$5,708

$5,598

Services

13,081

12,419

11,838

Total segment revenues

$19,767

$18,127

$17,436

Segment EBITDA

$2,902

$2,268

$1,722

Segment EBITDA margin

14.7

%

12.5

%

9.9

%

For the year ended December 31, 2025, segment revenues were up $1.6 billion (9%) and segment EBITDA was up $0.6 billion

(28%).

Segment revenues increased $1.9 billion (10%) organically*, primarily at Gas Power equipment from increased Heavy-Duty Gas Turbine

and Aeroderivative deliveries and favorable price, and at Gas Power services due to higher parts volume, contractual services, and

favorable price.

Segment EBITDA increased $0.4 billion (18%) organically*, primarily at Gas Power and Steam Power due to favorable price and increased

productivity, partially offset by additional expenses to support investments at Nuclear Power and Gas Power and the impact of inflation.

WIND

Onshore and Offshore Wind orders in units

2025

2024

2023

Wind Turbines

854

1,212

2,290

Repower Units

608

656

446

Wind Turbine and Repower Units Gigawatts

4.9

5.3

9.1

Onshore and Offshore Wind sales in units

2025

2024

2023

Wind Turbines

1,518

1,778

2,225

Repower Units

589

298

179

Wind Turbine and Repower Units Gigawatts

6.9

7.8

8.8

RPO December 31

2025

2024

2023

Equipment

$9,112

$10,720

$13,709

Services

12,518

11,962

13,240

Total RPO

$21,630

$22,682

$26,949

RPO as of December 31, 2025 decreased $1.1 billion (5%) from December 31, 2024, primarily due to a decrease at Offshore Wind as we

continue to execute on our contracts and a decrease in orders at Onshore Wind as U.S. customers dealt with policy uncertainty.

SEGMENT REVENUES AND EBITDA

2025

2024

2023

Onshore Wind

$8,241

$7,781

$7,761

Offshore Wind

652

1,377

1,455

LM Wind Power

217

542

610

Total segment revenues

$9,110

$9,701

$9,826

Equipment

$7,251

$8,047

$8,335

Services

1,859

1,654

1,491

Total segment revenues

$9,110

$9,701

$9,826

Segment EBITDA

$(598)

$(588)

$(1,033)

Segment EBITDA margin

(6.6)

%

(6.1)

%

(10.5)

%

For the year ended December 31, 2025, segment revenues were down $0.6 billion (6%) and segment EBITDA decreased slightly

(2%).

Segment revenues decreased $0.6 billion (6%) organically*, primarily at Offshore Wind due to the nonrecurrence of revenues recorded on

the settlement of a previously canceled project of $0.5 billion in the third quarter of 2024, project delays, and fewer nacelles produced in the

year, and decreases at LM Wind Power due to lower volume from footprint reduction, partially offset by increases at Onshore Wind due to

improved pricing, delivery of more units, and higher transactional services.

Segment EBITDA increased $0.1 billion (10%) organically*, primarily at Onshore Wind due to improved pricing on an increased number of

units delivered, partially offset by decreases at Offshore Wind due to the nonrecurrence of a gain recorded on the settlement of a previously

canceled project of $0.3 billion in the third quarter of 2024 and a termination of a supply agreement in the first quarter of 2025, partially

offset by lower contract losses of $0.4 billion. There were also decreases from the impact of tariffs across the segment.

*Non-GAAP Financial Measure

2025 FORM 10-K 27

ELECTRIFICATION

RPO December 31

2025

2024

2023

Equipment

$30,508

$20,005

$13,233

Services

4,159

3,448

3,109

Total RPO

$34,667

$23,453

$16,342

RPO as of December 31, 2025 increased $11.2 billion (48%) from December 31, 2024, primarily due to demand for alternating current

substation solutions, switchgear, and transformers at Grid Solutions and synchronous condensers and energy storage at Power Conversion

& Storage.

SEGMENT REVENUES AND EBITDA

2025

2024

2023

Grid Solutions

$6,620

$4,957

$3,955

Power Conversion & Storage

2,049

1,676

1,548

Electrification Software

973

917

874

Total segment revenues

$9,642

$7,550

$6,378

Equipment

$7,378

$5,534

$4,532

Services

2,263

2,015

1,846

Total segment revenues

$9,642

$7,550

$6,378

Segment EBITDA

$1,433

$679

$234

Segment EBITDA margin

14.9

%

9.0

%

3.7

%

For the year ended December 31, 2025, segment revenues were up $2.1 billion (28%) and segment EBITDA was up $0.8 billion.

Segment revenues increased $2.0 billion (26%) organically*, primarily at Grid Solutions due to growth in switchgear, high-voltage direct

current solutions, and alternating current substation solutions volume and at Power Conversion & Storage.

Segment EBITDA increased $0.7 billion organically*, primarily due to volume, favorable price, and productivity at Grid Solutions.

OTHER INFORMATION

Gross Profit and Gross Margin. Gross profit was $7.5 billion, $6.1 billion, and $4.8 billion and gross margin was 19.8%, 17.4%, and

14.5% for the years ended December 31, 2025, 2024, and 2023, respectively. The increase in gross profit in 2025 was due to an increase

at Electrification due to volume, favorable price, and productivity at Grid Solutions; an increase at Power due to Gas Power and Steam

Power favorable price and increased productivity, partially offset by the impact of inflation; partially offset by a slight decrease at Wind due

to decreases at Offshore Wind from the nonrecurrence of a gain recorded on the settlement of a previously canceled project in the third

quarter of 2024 and a termination of a supply agreement in the first quarter of 2025, partially offset by lower contract losses, and decreases

from the impact of tariffs across the segment, partially offset by increases at Onshore Wind due to improved pricing on an increased

number of units delivered.

Selling, General, and Administrative. Selling, general, and administrative expenses were $4.9 billion, $4.6 billion, and $4.8 billion and

comprised 13.0%, 13.3%, and 14.6% of revenues for the years ended December 31, 2025, 2024, and 2023, respectively. The increase in

costs in 2025 was primarily attributable to the nonrecurrence of $0.3 billion received related to an arbitration refund in 2024, higher stock-

based compensation, labor inflation, and higher corporate costs required to operate as a stand-alone public company, partially offset by

cost reduction activities and lower costs associated with the portion of Steam Power nuclear activities sold to EDF in 2024.

Restructuring and Other Charges. We continuously evaluate our cost structure and are implementing several restructuring and process

transformation actions considered necessary to simplify our organizational structure. In addition, in connection with the Spin-Off, we

incurred and will continue to incur certain one-time separation costs and recognized a benefit related to deferred intercompany profit upon

GE retaining the renewable energy U.S. tax equity investments in the second quarter of 2024. See Note 23 in the Notes to the consolidated

and combined financial statements for further information.

Research and Development (R&D). We conduct R&D activities to continually enhance our existing products and services, develop new

products and services to meet our customers’ changing needs and demands, and address new market opportunities. In addition to funding

R&D internally, we also receive funding externally from our customers, partners, and governments, which contributes to the overall R&D for

the Company.

GEV funded

Customer and Partner funded(a)

Total R&D

2025

2024

2023

2025

2024

2023

2025

2024

2023

Power

$550

$391

$324

$73

$187

$113

$623

$578

$437

Wind

161

222

248

1

8

18

162

230

266

Electrification

430

349

324

10

8

—

440

357

324

Other(b)

56

20

—

49

57

56

105

77

56

Total

$1,197

$982

$896

$133

$260

$187

$1,330

$1,242

$1,083

(a) Primarily related to funding in our Nuclear Power business.

(b) Includes Advanced Research.

*Non-GAAP Financial Measure

2025 FORM 10-K 28

Interest and Other Financial Income (Charges) – Net. Interest and other financial income (charges) – net was a $0.2 billion and $0.1

billion income for the years ended December 31, 2025 and 2024, respectively, and a $0.1 billion charge for the year ended December 31,

2023. The higher income in 2025 was driven by higher average balance of invested funds, partially offset by the nonrecurrence of interest

income received from an arbitration refund in 2024. The primary components of net interest and other financial income (charges) are fees

on cash management activities, interest on borrowings, and interest earned on cash balances and short-term investments.

Income Taxes. The effective tax rate and provision (benefit) for income taxes for the years ended December 31, 2025, 2024, and 2023

were as follows:

2025

2024

2023

Effective tax rate (ETR)

(72.5)%

37.6%

(264.1)%

Provision (benefit) for income taxes

$(2,051)

$939

$344

We recorded an income tax benefit on pre-tax income for the year ended December 31, 2025, primarily due to a decrease in valuation

allowances from a change in judgment regarding the realizability of a significant portion of our U.S. federal and state deferred tax assets.

The effective tax rate for year ended December 31, 2024 was impacted primarily by an increase in valuation allowances in the U.S. and in

certain foreign jurisdictions with losses providing no tax benefit, partially offset by a pre-tax gain with an insignificant tax impact from the

sale of a portion of Steam Power nuclear activities to EDF.

We recorded an income tax expense on a pre-tax loss in the year ended December 31, 2023 due to taxes in profitable jurisdictions and an

increase in valuation allowances from losses providing no tax benefit in other jurisdictions.

See Note 15 in the Notes to the consolidated and combined financial statements for further information.

CAPITAL RESOURCES AND LIQUIDITY. Historically, we participated in cash pooling and other financing arrangements with GE to

manage liquidity and fund our operations. As a result of completing the Spin-Off, we no longer participate in these arrangements and our

Cash, cash equivalents, and restricted cash are held and used solely for our own operations. Our capital structure, long-term commitments,

and sources of liquidity have changed significantly from our historical practices. As of December 31, 2025, our Cash, cash equivalents, and

restricted cash was $8.8 billion, $0.4 billion of which was restricted use cash. In addition, we have access to a $3.0 billion committed

revolving credit facility (Revolving Credit Facility). See “—Capital Resources and Liquidity—Debt” for further information. We believe our

unrestricted cash, cash equivalents, future cash flows generated from operations, and committed credit facility will be responsive to the

needs of our current and planned operations for at least the next 12 months.

On December 9, 2025, we announced that the Board of Directors had authorized an increase of our repurchase program to $10.0 billion of

common stock repurchases, from the prior authorization of $6.0 billion, which was announced on December 10, 2024. We repurchased 8.2

million shares for $3.3 billion during the year ended December 31, 2025. Although we intend to fund priorities that profitably grow the

company and return capital to stockholders through dividends and share repurchases as part of our capital allocation strategy, we are not

obligated to pay cash dividends or to repurchase a specified or any number or dollar value of shares under our share repurchase program.

The declaration of any future dividends is at the discretion of our Board of Directors and will be based on our earnings, financial condition,

cash requirements, prospects, and other factors. The amount and timing of any future share repurchases under our share repurchase

program will be based on the trading price and volume of our shares of common stock and other market factors as well as our earnings,

financial condition, cash requirements, prospects, alternative uses for our cash, and other factors.

Consolidated and Combined Statement of Cash Flows. The most significant source of cash flows from operations is customer-related

activities, the largest of which is collecting cash resulting from equipment or services sales. The most significant operating uses of cash are

to pay our suppliers, employees, tax authorities, and postretirement plans. We measure ourselves on a free cash flow* basis. We believe

that free cash flow* provides management and investors with an important measure of our ability to generate cash on a normalized basis.

Free cash flow* also provides insight into our ability to produce cash subsequent to fulfilling our capital obligations; however, free cash flow*

does not delineate funds available for discretionary uses as it does not deduct the payments required for certain investing and financing

activities.

We typically invest in property, plant, and equipment (PP&E) over multiple periods to support new product introductions and increases in

manufacturing capacity and to perform ongoing maintenance of our manufacturing operations. We believe that while PP&E expenditures

will fluctuate period to period, we will need to maintain a material level of net PP&E spend to maintain ongoing operations and growth of the

business.

FREE CASH FLOW (NON-GAAP)

2025

2024

Cash from (used for) operating activities (GAAP)

$4,987

$2,583

Add: Gross additions to property, plant, and equipment and internal-use software

(1,277)

(883)

Free cash flow (Non-GAAP)

$3,710

$1,701

Cash from operating activities was $5.0 billion and $2.6 billion for the years ended December 31, 2025 and 2024, respectively.

Cash from operating activities increased by $2.4 billion in 2025 compared to 2024, primarily driven by: an increase from contract liabilities

and current deferred income of $5.2 billion, primarily due to higher down payments on orders and slot reservation agreements at Power;

higher net income (after adjusting for depreciation of PP&E, amortization of intangible assets, (gains) losses on purchases and sales of

business interests, and provision (benefit) for income taxes) of $1.0 billion, including the nonrecurrence of a $0.3 billion cash refund

received in connection with an arbitration proceeding in the second quarter of 2024; partially offset by a decrease from All other operating

*Non-GAAP Financial Measure

2025 FORM 10-K 29

activities of $(1.4) billion, primarily due to an increase in long-term receivables related to supplier advances and advanced manufacturing

credits, an increase in prepaid taxes and deferred charges, lower contract losses at Offshore Wind, and an increase in non-cash unrealized

gains related to our interest in China XD Electric Co., Ltd; a decrease from inventories of $(0.8) billion, primarily due to higher build and

fewer liquidations in Wind; a decrease from accounts payable of $(0.8) billion, primarily due to higher disbursements, including a higher

impact related to prepayments, primarily at Wind and Power, partially offset by higher material purchases at Electrification, and the

nonrecurrence of settlements of payables with GE prior to the Spin-Off in the first quarter of 2024; and a decrease from current receivables

of $(0.6) billion, primarily due to higher net billings and increases in supplier advances at Power and Electrification, partially offset by lower

net billings at Wind.

Cash from operating activities of $5.0 billion for the year ended December 31, 2025 included a $4.1 billion inflow from changes in working

capital. The cash inflow from changes in working capital was primarily driven by: contract liabilities and current deferred income of $8.0

billion, driven by down payments on orders and slot reservation agreements at Power, and down payments and collections at

Electrification, partially offset by net revenue recognition at Wind; current receivables of $(1.9) billion, driven by net billings and an increase

in supplier advances in order to secure future volume in Power and Electrification, partially offset by a decrease in past dues at Power;

inventories of $(1.4) billion, primarily due to volume to support fulfillment and deliveries expected in 2026 at Gas Power and new unit build

and services volume at Onshore Wind; and current contract assets of $(0.5) billion, driven by revenue recognition exceeding billings at

Offshore Wind.

Cash from operating activities of $2.6 billion for the year ended December 31, 2024 included a $1.1 billion inflow from changes in working

capital. The cash inflow from changes in working capital was primarily driven by: contract liabilities and current deferred income of $2.8

billion, driven by net collections at Power, and down payments and collections on several large projects in Grid Solutions at Electrification,

partially offset by liquidations and the settlement of a previously canceled project at Wind; accounts payable and equipment project

payables of $0.7 billion due to material purchases outpacing disbursements, including an increase in prepayments as we more closely align

the timing of disbursements and collections, partially offset by settlements of payables with GE prior to the Spin-Off; current receivables of

$(1.3) billion, driven by billings outpacing collections, an increase in past dues, and increases in supplier advances in order to secure future

volume, primarily in Power; inventories of $(0.6) billion, primarily in Gas Power, to support fulfillment and deliveries expected in 2025,

partially offset by liquidations in Wind; and current contract assets of $(0.4) billion, driven by revenue recognition exceeding billings on our

equipment and other service agreements in Wind and Electrification, and on our contractual service agreements in Gas Power, partially

offset by an unfavorable change in estimated profitability.

Cash from (used for) investing activities was $(0.8) billion and less than $(0.1) billion for the years ended December 31, 2025 and 2024,

respectively. Cash used for investing activities increased by $0.7 billion in 2025 compared to 2024 primarily driven by: the nonrecurrence of

the Steam Power business sale of part of its nuclear activities to EDF in our Power segment of $0.6 billion in 2024; and an increase in

additions to PP&E and internal-use software of $0.4 billion; partially offset by higher sales of and distributions from equity method

investments of $0.2 billion. Cash used for additions to PP&E and internal-use software, which is a component of free cash flow*, was $1.3

billion and $0.9 billion for the years ended December 31, 2025 and 2024, respectively.

Cash from (used for) financing activities was $(3.8) billion and $3.7 billion for the years ended December 31, 2025 and 2024,

respectively. Cash used for financing activities increased by $7.5 billion in 2025 compared to 2024 primarily driven by: cash settlements for

share repurchases of $3.3 billion in 2025; the nonrecurrence of transfers from parent of $2.9 billion; the nonrecurrence of proceeds from the

sale of an approximately 24% equity interest in GE Vernova T&D India Ltd. in 2024 of $0.9 billion; and dividends paid of $0.3 billion in 2025.

Material Cash Requirements. In the normal course of business, we enter into contracts and commitments that oblige us to make

payments in the future. See Notes 7 and 22 in the Notes to the consolidated and combined financial statements for further information

regarding our obligations under lease and guarantee arrangements as well as our investment commitments. See Note 13 in the Notes to

the consolidated and combined financial statements for further information regarding material cash requirements related to our pension

obligations.

Debt. Total debt, excluding finance leases, was less than $0.1 billion and $0.1 billion as of December 31, 2025 and December 31, 2024,

respectively. We have a $3.0 billion Revolving Credit Facility to fund near-term intra-quarter working capital needs as they arise. In addition,

we have a $3.0 billion committed trade finance facility (Trade Finance Facility, and together with the Revolving Credit Facility, the Credit

Facilities). The Trade Finance Facility has not been and is not expected to be utilized, and does not contribute to direct liquidity. We believe

that our financing arrangements, future cash from operations, and access to capital markets will provide adequate resources to fund our

future cash flow needs. For more information about the Credit Facilities, refer to our Current Report on Form 8-K, filed with the SEC on

April 2, 2024, and see Note 22 in the Notes to the consolidated and combined financial statements.

Credit Ratings and Conditions. We have access to the Revolving Credit Facility to fund operations, and we may rely on debt capital

markets in the future, including for funding the acquisition of Prolec GE, to further support our liquidity needs. The cost and availability of

any debt financing is influenced by our credit ratings and market conditions. Standard and Poor's Global Ratings (S&P) and Fitch Ratings

(Fitch) have issued credit ratings for the Company. On December 18, 2025, Fitch upgraded GE Vernova Inc.'s long-term credit rating to

BBB+ from BBB and issued a Positive outlook. On December 11, 2025, S&P upgraded GE Vernova Inc.'s long-term credit rating to BBB

from BBB- and issued a Positive outlook. Our credit ratings as of the date of this filing are set forth in the following table.

S&P

Fitch

Outlook

Positive

Positive

Long-term

BBB

BBB+

We are disclosing our credit ratings to enhance understanding of our sources of liquidity and the effects of our ratings on our costs of funds

and access to credit. Our ratings may be subject to a revision or withdrawal at any time by the assigning rating organization, and each

rating should be evaluated independently of any other rating. See Item 1A “Risk Factors—Risks Related to our Customers and Industry

Dynamics” for a description of some potential consequences for our credit ratings.

*Non-GAAP Financial Measure

2025 FORM 10-K 30

If we are unable to maintain investment grade ratings, we could face significant challenges in being awarded new contracts, substantially

increasing financing and hedging costs, and refinancing risks as well as substantially decreasing the availability of credit. As of December

31, 2025, we estimated an insignificant liquidity impact of a ratings downgrade below investment grade.

Parent Company Credit Support. Prior to the Spin-Off, to support GE Vernova businesses in selling products and services globally, GE

often entered into contracts on behalf of GE Vernova or issued parent company guarantees or trade finance instruments supporting the

performance of its subsidiary legal entities transacting directly with customers, in addition to providing similar credit support for non-

customer related activities of GE Vernova (collectively, the GE credit support). In connection with the Spin-Off, we are working to seek

novation or assignment of GE credit support, the majority of which relates to parent company guarantees, associated with GE Vernova

legal entities from GE to GE Vernova. For GE credit support that remained outstanding at the Spin-Off, GE Vernova is obligated to use

reasonable best efforts to terminate or replace, and obtain a full release of GE’s obligations and liabilities under, all such credit support. GE

Vernova pays quarterly fees to GE which are determined by amounts associated with GE credit support. GE Vernova is subject to other

contractual restrictions and requirements while GE continues to be obligated under such credit support on behalf of GE Vernova. In

addition, while GE will remain obligated under the contract or instrument, GE Vernova will be obligated to indemnify GE for credit support

related payments that GE is required to make and possible related costs.

As of December 31, 2025, we estimated GE Vernova RPO and other obligations that relate to GE credit support to be approximately $8

billion, an over 77% reduction since the Spin-Off. We expect approximately $6 billion of the RPO related to GE credit support obligations to

contractually mature by December 31, 2029. The underlying obligations are predominantly customer contracts that GE Vernova performs in

the normal course of its business. We have no known instances historically where payments or performance from GE were required under

parent company guarantees relating to GE Vernova customer contracts.

RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS. For a discussion of recently issued accounting standards, see Note 2 in the

Notes to the consolidated and combined financial statements for further information.

CRITICAL ACCOUNTING ESTIMATES. To prepare our consolidated and combined financial statements in accordance with U.S. GAAP,

management makes estimates and assumptions that may affect the reported amounts of our assets and liabilities, including our contingent

liabilities, as of the date of our financial statements and the reported amounts of our revenues and expenses during the reporting periods.

Our actual results may differ from these estimates. We consider estimates to be critical (i) if we are required to make assumptions about

material matters that are uncertain at the time of estimation or (ii) if materially different estimates could have been made or it is reasonably

likely that the accounting estimate will change from period to period. The following are areas considered to be critical and require

management’s judgment: Allocations from GE, Revenue Recognition on Service Agreements, Revenue Recognition on Equipment on an

Over-Time Basis, Goodwill, Income Taxes, Postretirement Benefit Plans, Loss Contingencies, and Environmental and Asset Retirement

Obligations. See Note 2 in the Notes to the consolidated and combined financial statements for further information regarding our significant

accounting policies.

Allocations From GE. The consolidated and combined financial statements include expense allocations prior to the Spin-Off for certain

corporate, infrastructure, and shared services expenses provided by GE on a centralized basis, including, but not limited to, finance, supply

chain, human resources, IT, insurance, employee benefits, and other expenses that are either specifically identifiable or clearly applicable

to GE Vernova. These expenses have been allocated to us on the basis of direct usage when identifiable, with the remainder allocated on a

pro rata basis using an applicable measure of headcount, revenue, or other allocation methodologies that are considered to be a

reasonable reflection of the utilization of services provided or the benefit received by GE Vernova during the periods presented.

Management considers that such allocations have been made on a reasonable basis; however, these allocations may not be indicative of

the actual expense that would have been incurred had we operated as an independent, stand-alone public entity.

Revenue Recognition on Service Agreements. We have long-term service agreements with our customers within our Power and Wind

segments that require us to maintain the customers’ assets over the contract terms, which generally range from 5 to 25 years.

Power. Within Power, these long-term service agreements, which we refer to as contractual service agreements, generally include

maintenance associated with major outage events and revenues are recognized as we perform under the arrangements using the

percentage of completion method, which is based on costs incurred relative to our estimate of total expected costs. This requires us to

make estimates of customer payments expected to be received over the contract term as well as the costs to perform required

maintenance services.

Customers generally pay us based on the utilization of the asset (per hour of usage for example) or upon the occurrence of a major

maintenance event within the contract. As a result, a significant estimate in determining expected revenues of a contract is estimating how

customers will utilize their assets over the term of the agreement. The estimate of utilization, which can change over the contract life,

impacts both the amount of customer payments we expect to receive and our estimate of future contract costs. Customers’ asset utilization

will influence the timing and extent of maintenance events over the life of the contract. We generally use historical utilization trends in

developing our revenue estimates. To develop our cost estimates, we consider the timing and extent of future maintenance events,

including the amount and cost of labor, spare parts, and other resources required to perform the services.

We routinely review estimates under long-term service agreements and regularly revise them to adjust for changes in outlook. These

revisions are based on objectively verifiable information that is available at the time of the review. Contract modifications that change the

rights and obligations, as well as the nature, timing, and extent of future cash flows, are evaluated for potential price concessions, contract

asset impairments, and significant financing to determine if adjustments of earnings are required before effectively accounting for a

modified contract as a new contract.

We regularly assess expected billings adjustments and customer credit risk inherent in the carrying amounts of receivables and contract

assets, including the risk that contractual penalties may not be sufficient to offset our accumulated investment in the event of customer

termination. We gain insight into future utilization and cost trends, as well as credit risk, through our knowledge of the installed base of

equipment and close interaction with our customers that comes with supplying critical services and parts over extended periods. Revisions

may affect a long-term services agreement’s total estimated profitability resulting in an adjustment of earnings.

2025 FORM 10-K 31

As of December 31, 2025, our net long-term service agreements balance of $3.4 billion represents approximately 4% of our total estimated

life of contract billings. Our contracts (on average) are approximately 29% complete based on costs incurred to date and our estimate of

future costs. Revisions to our estimates of future billings or costs that increase or decrease total estimated contract profitability by one

percentage point would increase or decrease the long-term service agreements contract assets balance by $0.2 billion. Billings on these

contracts were $5.4 billion and $5.0 billion during the years ended December 31, 2025 and 2024, respectively. See Notes 2 and 9 in the

Notes to the consolidated and combined financial statements for further information.

Wind. The equipment within our Wind segment generally does not require major planned outages and revenues associated with service

agreements are recognized on a straight-line basis consistent with the nature, timing, and extent of these arrangements, which generally

include planned and unplanned maintenance and may also include performance guarantees of the wind farm’s availability to operate under

adequate wind conditions. Availability is typically measured across the wind farm over a reference period of one year. Any forecasted

shortfalls that may result in a payment to a customer are recorded as a reduction of revenues, while additional revenues are recognized

when availability exceeds the contractual targets. During the years ended December 31, 2025, 2024, and 2023, the reduction of revenues

from availability shortfalls was $0.3 billion, $0.3 billion, and $0.3 billion, respectively. A further 1% reduction in availability across the entire

fleet would have resulted in an additional revenue reduction of less than $0.1 billion.

Revenue Recognition on Equipment on an Over-Time Basis. We have agreements for the sale of customized goods, including power

generation equipment such as gas and certain wind turbines. We recognize revenues as we perform under the arrangements using the

percentage of completion method, which is based on our costs incurred to date relative to our estimate of total expected costs. This

requires us to make estimates of customer payments expected to be received over the contract term as well as the costs to complete the

project. In addition, variable consideration is included in the transaction price if, in our judgment, it is expected that a significant future

reversal of cumulative revenue under the contract will not occur. Some of our contracts with customers for the sale of equipment contain

clauses for liquidated damages related to milestones established for on-time delivery or meeting certain product specifications. On an

ongoing basis, we evaluate the probability and magnitude of having to pay liquidated damages. This is factored into our estimate of variable

consideration using the expected value method taking into consideration progress towards meeting contractual milestones, specified

liquidated damages rates, if applicable, and history of paying liquidated damages to the customer or similar customers.

Our billing terms for these agreements are generally based on achieving specified milestones and include billing adjustments for project

delays and performance guarantees. As a result, a significant estimate in determining expected revenues of a contract is estimating project

execution timelines that may be adjusted due to internal and external supply chain adjustments, overall project execution, and product

performance. We generally use a combination of historical information as well as forward-looking information surrounding project execution

timelines and product performance in developing our revenue estimates. To develop our revenue estimates, we start with the contract price

and then make downward revisions based on historical trends. In addition, we also adjust as we become aware of new information.

Our estimation of the total costs required to fulfill our promise to a customer is generally based on our history of manufacturing similar

assets for customers. This estimation of cost is critical to our revenue recognition process and is updated routinely to reflect changes in

quantity or cost of the inputs. In certain projects, the underlying technology or promise to the customer is unique to what we have

historically promised, and reliably estimating the total cost to fulfill the promise to the customer requires a significant level of judgment. The

estimation of costs is subject to increased subjectivity when we introduce new products and technologies, and actual costs may differ from

estimates more widely at this stage of development due to lack of historical experience.

We routinely review estimates and regularly revise them to adjust for changes in outlook. These revisions are based on objectively

verifiable information that is available at the time of the review.

Goodwill. We test goodwill for impairment at the reporting unit level annually in the fourth quarter of each year using October 1st as the

measurement date. We also test goodwill for impairment when an event occurs or circumstances change that would more likely than not

reduce the fair value of a reporting unit below its carrying value. An impairment charge is recognized if the carrying amount of a reporting

unit exceeds its fair value.

We determine fair value for each of the reporting units using the market approach, when available and appropriate, or the income

approach, or a combination of both. We assess the valuation methodology based upon the relevance and availability of the data at the time

we perform the valuation. If multiple valuation methodologies are used, the results are weighted appropriately.

Under the market approach, fair value is derived from metrics of publicly traded companies or historically completed transactions of

comparable businesses, when available. The selection of comparable businesses is based on the markets in which the reporting units

operate giving consideration to risk profiles, size, geography, and diversity of products and services. A market approach is limited to

reporting units for which there are publicly traded companies that have characteristics similar to our businesses.

Under the income approach, fair value is determined based on the present value of estimated future cash flows, discounted at an

appropriate risk-adjusted rate. We use discount rates that are commensurate with the risks and uncertainty inherent in the respective

businesses and in our internally developed forecasts.

Estimating the fair value of reporting units involves the use of significant judgments that are based on a number of factors including actual

operating results, internal forecasts, such as forecasts of costs, margins, investments and capital expenditures, market observable pricing

multiples of similar businesses and comparable transactions, possible control premiums, determining the appropriate discount rate and

long-term growth rate assumptions, and, if multiple approaches are being used, determining the appropriate weighting applied to each

approach. It is reasonably possible that the judgments and estimates described above could change in future periods.

In the fourth quarter of 2025, we performed our annual goodwill impairment test. Based on the results of this test, the fair values of each of

our reporting units significantly exceeded their carrying values; however, we identified one reporting unit for which the fair value in excess of

carrying value declined significantly since the prior year. The fair value of our Wind reporting unit, which has $3.3 billion of goodwill,

exceeds the carrying value by 27%. See Note 8 in the Notes to the consolidated and combined financial statements for further information.

2025 FORM 10-K 32

Income Taxes. Prior to the Spin-Off, GE Vernova was included in the consolidated U.S. federal, state, and foreign income tax returns of

GE, where eligible, through April 2, 2024. We have adopted the separate return method in preparing a provision for income taxes for the

periods prior to the Spin-Off. The calculation of income taxes on a separate return basis requires considerable judgment and use of both

estimates and allocations. As a result, our provision for income taxes reflected in our consolidated and combined financial statements for

2023 and the first quarter of 2024 have been estimated as if we were a separate taxpayer. Following the Spin-Off, GE Vernova files tax

returns independently and our provision for income taxes is prepared on a stand-alone basis.

We only recognize the tax benefits from income tax positions that have a greater than 50 percent likelihood of being sustained upon

examination by the taxing authorities. A liability is recorded for uncertain tax positions when there is a 50 percent or less likelihood such tax

position would be sustained based on its technical merits. Significant judgment is required when evaluating tax positions for uncertainty. We

re-evaluate uncertain tax positions upon changes in facts and circumstances, changes in tax law or guidance, and upon effective

settlement of issues with tax authorities. Changes in the recognition or measurement of uncertain tax positions could result in material

increases or decreases in our provision (benefit) for income taxes in the period such determination is made.

We record deferred taxes on the future tax consequences of differences between the financial statement carrying value of our assets and

liabilities and their respective tax basis. The realization of deferred tax assets depends on sufficient sources of taxable income. Possible

sources of taxable income include taxable income in carry-back periods, the future reversal of existing taxable temporary differences

recorded as a deferred tax liability, tax-planning strategies that generate future income, and projected future taxable income. If, based upon

all available evidence, both positive and negative, it is more likely than not such deferred tax assets will not be realized, a valuation

allowance is recorded to adjust the deferred tax assets to the net amount which is more likely than not to be realized. Significant weight is

given to evidence that is objectively verifiable such as cumulative losses in recent years; however, some evidence may be based on

estimates and assumptions regarding potential sources of future taxable income. Changes in these estimates and assumptions may result

in a change in judgment regarding the realizability of deferred tax assets. See Note 15 in the Notes to the consolidated and combined

financial statements for further information.

Postretirement Benefit Plans. We engage third-party actuaries to assist in the determination of pension obligations and related plan

costs. We develop significant long-term assumptions including discount rates and the expected rate of return on assets in connection with

our pension accounting. We recognize differences between the expected long-term return on plan assets, the actual return, and net

actuarial gains and losses for the pension plan liabilities annually in the fourth quarter of each fiscal year and whenever a plan is

determined to qualify for a remeasurement within our Consolidated and Combined Statement of Comprehensive Income (Loss).

Accounting requirements necessitate the use of assumptions to reflect the uncertainties and the length of time over which the pension

obligations will be paid. The actual amount of future benefit payments will depend upon when participants retire, the amount of their benefit

at retirement, and how long they live. We discount the future payments using a rate that matches the time frame over which the payments

will be made. We also assume a long-term rate of return that will be earned on investments used to fund these payments.

We evaluate these assumptions annually. We periodically evaluate other assumptions, such as compensation, retirement age, mortality,

and turnover, and update them as necessary to reflect our actual experience and expectations for the future.

We determine the discount rate using the weighted-average yields on high-quality fixed-income securities that have maturities consistent

with the timing of benefit payments. Lower discount rates increase the size of the benefit obligations and generally increase pension

expense in the following year; higher discount rates reduce the size of the benefit obligation and generally reduce subsequent-year pension

expense.

The expected return on plan assets is the estimated long-term rate of return that will be earned on the investments used to fund the

pension obligations. To determine this rate, we consider the current and target composition of plan investments, our historical returns

earned, and our expectation about the future.

As of the measurement date of December 31, 2025, net periodic benefit income for 2026 is estimated to be $0.5 billion. The components of

net periodic benefit costs, other than the service component, are included in Non-operating benefit income in our Consolidated and

Combined Statement of Income (Loss).

Fluctuations in discount rates can significantly impact pension costs and obligations. A 25 basis point decrease in the discount rate would

increase our pension and retiree benefit plan costs in the following year by less than $0.1 billion and would also expect an increase in the

pension and retiree benefit plan projected benefit obligations at year-end by approximately $0.4 billion. A 50 basis point decrease in the

expected return on assets would increase pension plan costs in the following year by less than $0.1 billion. See Note 13 in the Notes to the

consolidated and combined financial statements for further information.

Loss Contingencies. Loss contingencies are existing conditions, situations, or circumstances involving uncertainty as to possible loss that

will ultimately be resolved when future events occur or fail to occur. Such contingencies include, but are not limited to, warranties,

environmental obligations, litigation, regulatory investigations and proceedings, and losses resulting from other events and developments.

When a loss is considered probable and reasonably estimable, we record a liability in the amount of our best estimate for the ultimate loss.

We consider many factors in making these assessments, including historical experience and matter specifics. Estimates are developed in

consultation with legal counsel and are based on an analysis of potential results.

When there appears to be a range of possible costs with equal likelihood, liabilities are based on the low end of such range. However, the

likelihood of a loss with respect to a particular contingency is often difficult to predict and determining a meaningful estimate of the loss or a

range of loss may not be practicable based on the information available and the potential effect of future events and negotiations with or

decisions by third parties that will determine the ultimate resolution of the contingency. Moreover, it is not uncommon for such matters to be

resolved over many years, during which time relevant developments and new information must be continuously evaluated to determine

both the likelihood of potential loss and whether it is possible to reasonably estimate a range of possible loss. Disclosure is provided for

2025 FORM 10-K 33

material loss contingencies when a loss is probable, but a reasonable estimate cannot be made, and when it is reasonably possible that a

loss will be incurred or the amount of a loss will exceed the recorded provision. We regularly review contingencies to determine whether the

likelihood of loss has changed and to assess whether a reasonable estimate of the loss or range of loss can be made. See Note 22 in the

Notes to the consolidated and combined financial statements for further information.

Environmental and Asset Retirement Obligations. Our operations involve the use, disposal, and cleanup of substances regulated under

environmental protection laws and nuclear decommissioning regulations. We have obligations for ongoing and future environmental

remediation activities and may incur additional liabilities in connection with previously remediated sites or as a result of any restructuring

actions taken in future periods. Additionally, like many other industrial companies, we and our subsidiaries are defendants in various

lawsuits related to alleged worker exposure to asbestos or other hazardous materials. Liabilities for environmental remediation, nuclear

decommissioning, and worker exposure claims exclude possible insurance recoveries.

We record asset retirement obligations associated with the retirement of tangible long-lived assets as a liability in the period in which the

obligation is incurred and its fair value can be reasonably estimated. These obligations primarily represent legal obligations to return leased

premises to their initial state, or dismantle and repair specific alterations for certain leased sites. The liability is measured at the present

value of the obligation when incurred and is adjusted in subsequent periods. Corresponding asset retirement costs are capitalized as part

of the carrying value of the related long-lived assets and depreciated over the asset’s useful life. See Note 22 in the Notes to the

consolidated and combined financial statements for further information.

NON-GAAP FINANCIAL MEASURES. The non-GAAP financial measures presented in this Annual Report on Form 10-K are supplemental

measures of our performance and our liquidity that we believe help investors understand our financial condition and operating results and

assess our future prospects. We believe that presenting these non-GAAP financial measures, in addition to the corresponding U.S. GAAP

financial measures, are important supplemental measures that exclude non-cash or other items that may not be indicative of or are

unrelated to our core operating results and the overall health of our company. We believe that these non-GAAP financial measures provide

investors greater transparency to the information used by management for its operational decision-making and allow investors to see our

results “through the eyes of management.” We further believe that providing this information assists our investors in understanding our

operating performance and the methodology used by management to evaluate and measure such performance. When read in conjunction

with our U.S. GAAP results, these non-GAAP financial measures provide a baseline for analyzing trends in our underlying businesses and

can be used by management as one basis for financial, operational, and planning decisions. Finally, these measures are often used by

analysts and other interested parties to evaluate companies in our industry.

Management recognizes that these non-GAAP financial measures have limitations, including that they may be calculated differently by

other companies or may be used under different circumstances or for different purposes, thereby affecting their comparability from

company to company. In order to compensate for these and the other limitations discussed below, management does not consider these

measures in isolation from or as alternatives to the comparable financial measures determined in accordance with U.S. GAAP. Readers

should review the reconciliations below, and above with respect to free cash flow, and should not rely on any single financial measure to

evaluate our business. The reasons we use these non-GAAP financial measures and the reconciliations to their most directly comparable

U.S. GAAP financial measures follow.

We believe the organic measures presented below provide management and investors with a more complete understanding of underlying

operating results and trends of established, ongoing operations by excluding the effect of acquisitions, dispositions, and foreign currency,

which includes translational and transactional impacts, as these activities can obscure underlying trends.

ORGANIC REVENUES, EBITDA, AND EBITDA MARGIN BY SEGMENT (NON-GAAP)

Revenue(a)

Segment EBITDA

Segment EBITDA margin

2025

2024

V%

2025

2024

V%

2025

2024

V pts

Power (GAAP)

$19,767

$18,127

9%

$2,902

$2,268

28%

14.7%

12.5%

2.2pts

Less: Acquisitions

—

—

4

—

Less: Business dispositions

—

308

—

(41)

Less: Foreign currency effect

95

16

107

(49)

Power organic (Non-GAAP)

$19,672

$17,803

10%

$2,791

$2,358

18%

14.2%

13.2%

1.0pts

Wind (GAAP)

$9,110

$9,701

(6)%

$(598)

$(588)

(2)%

(6.6)%

(6.1)%

(0.5)pts

Less: Acquisitions

—

—

—

—

Less: Business dispositions

—

—

—

—

Less: Foreign currency effect

13

(13)

(92)

(23)

Wind organic (Non-GAAP)

$9,097

$9,714

(6)%

$(507)

$(565)

10%

(5.6)%

(5.8)%

0.2pts

Electrification (GAAP)

$9,642

$7,550

28%

$1,433

$679

F

14.9%

9.0%

5.9pts

Less: Acquisitions

6

—

(7)

—

Less: Business dispositions

—

—

—

—

Less: Foreign currency effect

135

16

38

(11)

Electrification organic (Non-GAAP)

$9,500

$7,534

26%

$1,403

$690

F

14.8%

9.2%

5.6pts

(a) Includes intersegment sales of $487 million and $483 million for the years ended December 31, 2025 and 2024, respectively. See Note

24 in the Notes to the consolidated and combined financial statements for further information.

2025 FORM 10-K 34

ORGANIC REVENUES (NON-GAAP)

2025

2024

V%

Total revenues (GAAP)

$38,068

$34,935

9%

Less: Acquisitions

6

—

Less: Business dispositions

—

308

Less: Foreign currency effect

244

19

Organic revenues (Non-GAAP)

$37,818

$34,608

9%

EQUIPMENT AND SERVICES ORGANIC REVENUES (NON-GAAP)

2025

2024

V%

Total equipment revenues (GAAP)

$20,934

$18,952

10%

Less: Acquisitions

—

—

Less: Business dispositions

—

171

Less: Foreign currency effect

114

(2)

Equipment organic revenues (Non-GAAP)

$20,820

$18,784

11%

Total services revenues (GAAP)

$17,134

$15,983

7%

Less: Acquisitions

6

—

Less: Business dispositions

—

138

Less: Foreign currency effect

130

21

Services organic revenues (Non-GAAP)

$16,999

$15,824

7%

We believe that Adjusted EBITDA* and Adjusted EBITDA margin*, which are adjusted to exclude the effects of unique and/or non-cash

items that are not closely associated with ongoing operations, provide management and investors with meaningful measures of our

performance that increase the period-to-period comparability by highlighting the results from ongoing operations and the underlying

profitability factors. We believe Adjusted organic EBITDA* and Adjusted organic EBITDA margin* provide management and investors with,

when considered with Adjusted EBITDA* and Adjusted EBITDA margin*, a more complete understanding of underlying operating results

and trends of established, ongoing operations by further excluding the effect of acquisitions, dispositions, and foreign currency, which

includes translational and transactional impacts, as these activities can obscure underlying trends. We believe these measures provide

additional insight into how our businesses are performing on a normalized basis. However, Adjusted EBITDA*, Adjusted organic EBITDA*,

Adjusted EBITDA margin*, and Adjusted organic EBITDA margin* should not be construed as inferring that our future results will be

unaffected by the items for which the measures adjust.

ADJUSTED EBITDA AND ADJUSTED EBITDA MARGIN

(NON-GAAP)

2025

2024

V%

2023

Net income (loss) (GAAP)

$4,879

$1,559

F

$(474)

Add: Restructuring and other charges

277

426

433

Add: (Gains) losses on purchases and sales of business interests(a)

(281)

(1,024)

(92)

Add: Russia and Ukraine charges(b)

—

—

95

Add: Separation costs (benefits)(c)

180

(9)

—

Add: Arbitration refund(d)

—

(254)

—

Add: Non-operating benefit income

(459)

(536)

(567)

Add: Depreciation and amortization(e)

847

1,008

847

Add: Interest and other financial (income) charges – net(f)(g)

(185)

(130)

53

Add: Provision (benefit) for income taxes(g)

(2,062)

995

512

Adjusted EBITDA (Non-GAAP)

$3,196

$2,035

57%

$807

Net income (loss) margin (GAAP)

12.8%

4.5%

8.3 pts

(1.4)%

Adjusted EBITDA margin (Non-GAAP)

8.4%

5.8%

2.6 pts

2.4%

(a) Includes unrealized (gains) losses related to our interest in China XD Electric Co., Ltd, recorded in Net interest and investment income

(loss) which is part of Other income (expense) - net. See Note 19 for further information.

(b) Related to recoverability of asset charges recorded in connection with the ongoing conflict between Russia and Ukraine and resulting

sanctions primarily related to our Power business.

(c) Costs incurred in the Spin-Off and separation from GE, including system implementations, advisory fees, one-time stock option grant,

and other one-time costs. In addition, 2024 includes $136 million benefit related to deferred intercompany profit that was recognized

upon GE retaining the renewable energy U.S. tax equity investments.

(d) Represents a cash refund received related to an arbitration proceeding with a multiemployer pension plan and excludes $52 million

related to the interest on such amounts that was recorded in Interest and other financial charges – net.

(e) Excludes depreciation and amortization expense related to Restructuring and other charges. Includes amortization of basis differences

included in Equity method investment income (loss) which is part of Other income (expense) - net.

(f) Consists of interest and other financial charges, net of interest income, other than financial interest related to our normal business

operations primarily with customers.

(g) Excludes interest expense (income) of $(1) million, $10 million and $45 million and benefit (provision) for income taxes of $(11) million,

$56 million and $168 million for the years ended December 31, 2025, 2024 and 2023, respectively, related to our Financial Services

business which, because of the nature of its investments, is measured on an after-tax basis.

*Non-GAAP Financial Measure

2025 FORM 10-K 35

ADJUSTED ORGANIC EBITDA AND ADJUSTED ORGANIC EBITDA MARGIN

(NON-GAAP)

2025

2024

V%

Adjusted EBITDA (Non-GAAP)

$3,196

$2,035

57%

Less: Acquisitions

(3)

—

Less: Business dispositions

—

(41)

Less: Foreign currency effect

31

(96)

Adjusted organic EBITDA (Non-GAAP)

$3,168

$2,172

46%

Adjusted EBITDA margin (Non-GAAP)

8.4%

5.8%

2.6 pts

Adjusted organic EBITDA margin (Non-GAAP)

8.4%

6.3%

2.1 pts

See “—Capital Resources and Liquidity” for discussion of free cash flow*.