{"url_path":"/sec/etn/8-k/2026-06-11/item-8-01","section_key":"item-8-01","section_title":"Item 8.01 Other Events.**","topic":"sec","document":{"doc_type":"8-K","doc_date":"2026-06-11","source_url":"https://www.sec.gov/Archives/edgar/data/1551182/0000950142-26-001733-index.html","accession_number":"0000950142-26-001733","cik":"0001551182","ticker":"ETN","issuer_name":"Eaton Corp plc","edgar_url":"https://www.sec.gov/Archives/edgar/data/1551182/0000950142-26-001733-index.html","primary_entity_key":"0001551182","primary_entity_name":"Eaton Corp plc"},"word_count":324,"has_tables":true,"body_markdown":"**Item 8.01 Other Events.**\n\n \n\nOn June 10, 2026, the Company entered into\ndefinitive agreements with Merger Partner pursuant to which the Company will separate its Mobility segment (the “SpinCo\nBusiness”) and combine it with Merger Partner in a Reverse Morris Trust transaction.\n\n \n\nImmediately prior to the Merger (as defined\nbelow) and pursuant to a Separation and Distribution Agreement among the Company, Eaton Corporation, an Ohio corporation\n(“Eaton Ohio”), Eaton Capital Unlimited Company, an Irish public unlimited company, Mobility (USA) Corporation, a\nDelaware corporation and wholly owned subsidiary of the Company (“SpinCo”), and Merger Partner, dated as of June 10, 2026\n(the “Separation Agreement”), the Company will, among other things and subject to the terms and conditions of the\nSeparation Agreement, transfer the SpinCo Business to SpinCo and its subsidiaries and, in connection therewith, will distribute to\nthe Company shareholders shares of common stock of SpinCo (the “Distribution”).\n\n \n\nImmediately following the Distribution and pursuant\nto an Agreement and Plan of Merger (the “Merger Agreement”) with Eaton Ohio, SpinCo, Atlas Mobility Sub, Inc., a Delaware\ncorporation and wholly owned subsidiary of SpinCo (“Merger Sub”), Merger Sub will be merged with and into Merger Partner (the\n“Merger”), with Merger Partner surviving and continuing as the surviving corporation of the Merger and as a direct, wholly\nowned subsidiary of SpinCo. Subject to the terms and conditions of the Merger Agreement, at closing, each share of common stock of Merger\nPartner that is outstanding as of immediately prior to the closing will be converted into the right to receive a number of SpinCo shares\nequal to the exchange ratio specified in the Merger Agreement, subject to adjustment.\n\n** **\n\nUnder the terms of the Merger\nAgreement, the Company will receive approximately $1.1 billion in cash distribution and the Company shareholders will receive newly issued shares\nof the combined company such that the Company shareholders will own at least 50.1% of the combined company’s outstanding shares\nfollowing the consummation of the transaction."}