8-K
BERKSHIRE HATHAWAY INC (BRK-B)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15 (D)
OF THE SECURITIES EXCHANGE ACT OF 1934
DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED) February 25, 2023
BERKSHIRE HATHAWAY INC.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
| DELAWARE | 001-14905 | 47-0813844 |
|---|---|---|
| (STATE OR OTHER JURISDICTION<br>OF INCORPORATION) | (COMMISSION<br>FILE NUMBER) | (I.R.S. EMPLOYER<br>IDENTIFICATION NO.) |
| 3555 Farnam Street | ||
| --- | --- | |
| Omaha, Nebraska | 68131 | |
| (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) | (ZIP CODE) |
(402) 346-1400
REGISTRANT’S TELEPHONE NUMBER, INCLUDING AREA CODE
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|---|---|
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| --- | --- |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| --- | --- |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
| --- | --- |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading<br>Symbols | Name of each exchange<br>on which registered |
|---|---|---|
| Class A Common Stock | BRK.A | New York Stock Exchange |
| Class B Common Stock | BRK.B | New York Stock Exchange |
| 0.750% Senior Notes due 2023 | BRK23 | New York Stock Exchange |
| 1.300% Senior Notes due 2024 | BRK24 | New York Stock Exchange |
| 0.000% Senior Notes due 2025 | BRK25 | New York Stock Exchange |
| 1.125% Senior Notes due 2027 | BRK27 | New York Stock Exchange |
| 2.150% Senior Notes due 2028 | BRK28 | New York Stock Exchange |
| 1.500% Senior Notes due 2030 | BRK30 | New York Stock Exchange |
| 2.000% Senior Notes due 2034 | BRK34 | New York Stock Exchange |
| 1.625% Senior Notes due 2035 | BRK35 | New York Stock Exchange |
| 2.375% Senior Notes due 2039 | BRK39 | New York Stock Exchange |
| 0.500% Senior Notes due 2041 | BRK41 | New York Stock Exchange |
| 2.625% Senior Notes due 2059 | BRK59 | New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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. ☐
| ITEM 2.02 | Results of Operations and Financial Condition. |
|---|
On February 25, 2023, Berkshire Hathaway Inc. issued a press release announcing the Company’s earnings for the fourth quarter and year ended December 31, 2022. A copy of this press release is furnished with this report as an exhibit to this Form 8-K.
| ITEM 9.01 | Financial Statements and Exhibits |
|---|---|
| Exhibit 99.1 | Berkshire Hathaway Inc. Earnings Release Dated February 25, 2023. |
| --- | --- |
| Exhibit 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| March 1, 2023 | BERKSHIRE HATHAWAY INC. |
|---|---|
| /s/ Marc D. Hamburg | |
| By: Marc D. Hamburg | |
| Senior Vice President and Chief Financial Officer |
EX-99.1
Exhibit 99.1
BERKSHIRE HATHAWAY INC.
NEWS RELEASE
| FOR IMMEDIATE RELEASE | February 25, 2023 |
|---|
Omaha, NE (BRK.A; BRK.B) –
Berkshire’s operating results for the fourth quarter and full year of 2022 and 2021 are summarized in the following paragraphs. However, we urge investors and reporters to read our 2022 Annual Report, which has been posted at www.berkshirehathaway.com. The limited information that follows in this press release is not adequate for making an informed investment judgment.
Earnings (losses) of Berkshire Hathaway Inc. and its consolidated subsidiaries for the fourth quarter and full year of 2022 and 2021 are summarized below. Earnings (losses) are stated on an after-tax basis. (Dollar amounts are in millions, except for per share amounts).
| Fourth Quarter | Full Year | |||||||
|---|---|---|---|---|---|---|---|---|
| 2022 | 2021 | 2022 | 2021 | |||||
| Net earnings (loss) attributable to Berkshire shareholders | $ | 18,164 | $ | 39,646 | $ | (22,819) | $ | 89,795 |
| Net earnings (loss) includes: | ||||||||
| Investment and derivative gains (losses) | 11,455 | 32,361 | (53,612) | 62,340 | ||||
| Operating earnings | 6,709 | 7,285 | 30,793 | 27,455 | ||||
| Net earnings (loss) attributable to Berkshire shareholders | $ | 18,164 | $ | 39,646 | $ | (22,819) | $ | 89,795 |
| Net earnings (loss) per average equivalent Class A Share | $ | 12,412 | $ | 26,690 | $ | (15,535) | $ | 59,460 |
| Net earnings (loss) per average equivalent Class B Share | $ | 8.27 | $ | 17.79 | $ | (10.36) | $ | 39.64 |
| Average equivalent Class A shares outstanding | 1,463,422 | 1,485,452 | 1,468,876 | 1,510,180 | ||||
| Average equivalent Class B shares outstanding | 2,195,133,576 | 2,228,178,320 | 2,203,313,642 | 2,265,269,867 |
Note: Per share amounts for the Class B shares are 1/1,500^th^ ofthose shown for the Class A.
Generally Accepted Accounting Principles (“GAAP”) require that we include the changes in unrealized gains/losses of our equity security investments as a component of investment gains/losses in our earnings statements. In the table above, investment gains (losses) in 2022 include gains of $10.1 billion in the fourth quarter and losses of $53.8 billion in the full year and in 2021 include gains of $31.7 billion in the fourth quarter and $58.6 billion in the full year due to changes during the fourth quarter and the full year in the unrealized gains that existed in our equity security investment holdings. Investment gains (losses) in 2022 also include after-tax realized gains on sales of investments of $1.0 billion in the fourth quarter and $54 million in the full year and in 2021 include after-tax realized gains on sales of investments of $535 million in the fourth quarter and $2.9 billion in the full year.
The amount of investment gains/losses in any given quarter is usually meaningless and delivers figures for net earnings (losses) per share that can beextremely misleading to investors who have little or no knowledge of accounting rules.
An analysis of Berkshire’s operating earnings follows (dollar amounts are in millions).
| Fourth Quarter | Full Year | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| 2022 | 2021 | 2022 | 2021 | |||||||
| Insurance-underwriting | $ | 244 | $ | 372 | $ | (90 | ) | $ | 728 | |
| Insurance-investment income | 2,000 | 1,219 | 6,484 | 4,807 | ||||||
| Railroad | 1,469 | 1,685 | 5,946 | 5,990 | ||||||
| Utilities and energy | 739 | 598 | 3,904 | 3,572 | ||||||
| Other controlled businesses | 2,991 | 2,791 | 12,512 | 11,120 | ||||||
| Non controlled businesses* | 718 | 174 | 1,528 | 804 | ||||||
| Other** | (1,452 | ) | 446 | 509 | 434 | |||||
| Operating earnings | $ | 6,709 | $ | 7,285 | $ | 30,793 | $ | 27,455 | ||
| * | Includes certain businesses in which Berkshire had between a 20% and 50% ownership interest. | |||||||||
| --- | --- | |||||||||
| ** | Includes foreign currency exchange losses related to non-U.S. Dollardenominated debt of approximately $1.2 billion in the fourth quarter and gains of approximately $1.3 billion in the full year in 2022 and in 2021 includes foreign currency exchange gains of approximately $279 million in the fourthquarter and approximately $955 million in the full year. | |||||||||
| --- | --- |
Approximately $2.6 billion was used to repurchase Berkshire shares during the fourth quarter bringing the total for the year to approximately $7.9 billion. On December 31, 2022 there were 1,459,733 Class A equivalent shares outstanding. At December 31, 2022, insurance float (the net liabilities we assume under insurance contracts) was approximately $164 billion, an increase of $17 billion since yearend 2021. The increase in float includes $14 billion related to Berkshire’s acquisition of Alleghany Corporation.
Use of Non-GAAP Financial Measures
This press release includes certain non-GAAP financial measures. The reconciliations of such measures to the most comparable GAAP figures in accordance with Regulation G are included herein.
Berkshire presents its results in the way it believes will be most meaningful and useful, as well as most transparent, to the investing public and others who use Berkshire’s financial information. That presentation includes the use of certain non-GAAP financial measures. In addition to the GAAP presentations of net earnings, Berkshire shows operating earnings defined as net earnings exclusive of investment and derivative gains/losses and impairments of goodwill and intangible assets.
Although the investment of insurance and reinsurance premiums to generate investment income and investment gains or losses is an integral part of Berkshire’s operations, the generation of investment gains or losses is independent of the insurance underwriting process. Moreover, as previously described, under applicable GAAP accounting requirements, we are required to include the changes in unrealized gains/losses of our equity security investments as a component of investment gains/losses in our periodic earnings statements. In sum, investment gains/losses for any particular period are not indicative of quarterly business performance.
About Berkshire
Berkshire Hathaway and its subsidiaries engage in diverse business activities including insurance and reinsurance, utilities and energy, freight rail transportation, manufacturing, retailing and services. Common stock of the company is listed on the New York Stock Exchange, trading symbols BRK.A and BRK.B.
Cautionary Statement
Certain statements contained in this press release are “forward looking” statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements are not guaranties of future performance and actual results may differ materially from those forecasted.
— END —
Contact
Marc D. Hamburg
402-346-1400