8-K

Trane Technologies plc (TT)

8-K 2025-12-02 For: 2025-12-02
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Added on April 07, 2026

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

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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) — 12/2/2025

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TRANE TECHNOLOGIES PLC

(Exact name of registrant as specified in its charter)

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Ireland 001-34400 98-0626632
(State or other jurisdiction<br><br>of incorporation) (Commission<br><br>File Number) (I.R.S. Employer<br><br>Identification No.)

170/175 Lakeview Drive

Airside Business Park

Swords Co. Dublin

Ireland

(Address of principal executive offices, including zip code)

+(353)(0)18707400

(Registrant’s phone number, including area code)

N/A

(Former name or former address, if changed since last report)

____________________________________________

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:

☐ 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 Symbol Name of each exchange on which registered
Ordinary Shares, Par Value $1.00 per Share TT New York Stock Exchange
5.250% Senior Notes due 2033 TT33 New York Stock Exchange
5.100% Senior Notes due 2034 TT34 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 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2):

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. o

Item 8.01 Other Events

On December 2, 2025, Trane Technologies plc issued a press release announcing a definitive agreement with Stellar Energy International, Ltd. to acquire the Stellar Energy Digital business. A copy of the press release is attached as Exhibit 99.1 and incorporated by reference herein.

| Item 9.01. | Financial Statements and Exhibits. | | --- | --- || (d) | Exhibits: | | --- | --- || Exhibit No. | Description | | --- | --- | | 99.1 | Press Release of Trane Technologies plc, dated December 2 2025. | | 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.

TRANE TECHNOLOGIES PLC<br><br>(Registrant)
Date: December 2, 2025 /s/ Victoria V. Lazar
Victoria V. Lazar, Senior Vice President, General Counsel and Secretary

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Media Contact:    Investors Contact:

Travis Bullard    Zachary Nagle

+1 919-802-2593    +1-704-990-3913

Media@tranetechnologies.com    InvestorRelations@tranetechnologies.com

Trane Technologies to Acquire Stellar Energy Digital Business

Strengthens Trane Technologies’ leadership in data center thermal management solutions, while accelerating growth, innovation, and scale for Stellar Energy Digital

SWORDS, Ireland ─ December 2, 2025 ─ Trane Technologies (NYSE: TT), a global climate innovator, announced that it has entered into a definitive agreement with Stellar Energy International, Ltd. to acquire the Stellar Energy Digital business (“Stellar Energy”), a leading provider of turnkey liquid-to-chip data center cooling solutions.

Headquartered in Jacksonville, Florida, Stellar Energy designs and builds modular cooling plants, central utility plants and coolant distribution units for liquid-cooled data centers and other complex corporate enterprises. Stellar Energy’s expertise in modular data center solutions is well-positioned to address the growing demand for pre-fabricated cooling systems and other critical equipment, which reduce supply chain constraints and enable rapid, scalable deployment.

The acquisition will include Stellar Energy’s existing Digital business operations, including two assembly operations in Jacksonville, Florida, and its highly skilled team of approximately 700 employees.

The acquisition further bolsters Trane Technologies’ leadership and capabilities in the high growth data center thermal management solutions market and creates opportunities to grow and scale the Stellar Energy business and leverage their expertise in modular design, engineering and assembly across numerous core commercial verticals.

“The data center ecosystem is growing rapidly and evolving toward more agile, sustainable solutions, which is where Stellar Energy excels with leading co-engineered, modular solutions and a proven business model,” said Karin De Bondt, Chief Strategy Officer, Trane Technologies. “We are delighted to welcome the talented Stellar Energy Digital team as we jointly expand our leadership and commitment to this critical sector and other commercial applications. Together we are well-positioned to expand our capabilities and offerings and create long-term customer and shareholder value.”

Upon completion, Stellar Energy’s Digital business will operate within the Commercial HVAC business unit of the Trane Technologies Americas segment, retaining its brand, OEM-agnostic direct-to-customer sales model, and existing customer relationships.

“We look forward to welcoming the Stellar Energy Digital team as we serve the critical and fast-growing data center market as a trusted, long-term partner for holistic and sustainable thermal management solutions,” said Holly Paeper, President, Commercial HVAC Americas, Trane Technologies. “Together we will continue to deliver innovative, industry-leading thermal management solutions and services that help our respective customers achieve their growth, efficiency, and sustainability objectives.”

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“This marks an exciting next chapter for Stellar Energy and our talented teams,” said Peter Gibson, Executive Chairman, Stellar Energy International, Ltd. “Transitioning the Digital business to Trane Technologies positions the business for significant growth and continued excellence, while our existing customers will benefit from expanded services and resources. We’ve worked closely and successfully with Trane Technologies for many years, and I am confident Stellar Energy’s powerful combination of bespoke solutions and scalable expertise will thrive within Trane Technologies.”

This bolt-on acquisition follows Trane Technologies’ proven model of adding leading technologies that augment its core business and scaling them to deliver strong returns over time.

The transaction is expected to be completed in early 2026, subject to closing conditions and regulatory approval. Financial terms were not disclosed.

Morgan Stanley & Co. LLC served as the financial advisor to Trane Technologies on the transaction.

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About Trane Technologies

Trane Technologies is a global climate innovator. Through our strategic brands Trane® and Thermo King®, and our environmentally responsible portfolio of products and services, we bring efficient and sustainable climate solutions to buildings, homes, and transportation. Learn more at tranetechologies.com.

Forward-Looking Statements

This news release includes “forward-looking statements” within the meaning of securities laws, which are statements that are not historical facts, including statements that relate to the acquisition of Stellar Energy Digital and the anticipated impact of the transaction on the Company’s strategic initiatives and sustainability commitments. These forward-looking statements are based on our current expectations and are subject to risks and uncertainties, which may cause actual results to differ materially from our current expectations. Factors that could cause such differences can be found in our Form 10-K for the year ended December 31, 2024, as well as our subsequent reports on Form 10-Q and other SEC filings. New risks and uncertainties arise from time to time, and it is impossible for us to predict these events or how they may affect the Company. We assume no obligation to update these forward-looking statements.