Illinois Tool Works · Earnings release · 8-K Exhibit 99

ITW Reports Third Quarter 2025 Results

•Revenue of $4.1 billion, an increase of 2% with organic growth of 1%

•T1Record operating margin of 27.4%, an expansion of 90 bps as enterprise initiatives contributed 140 bps

•GAAP EPS of $2.81, an increase of 6% excluding prior year divestiture gain

•Operating cash flow of $1 billion; T2free cash flow of $0.9 billion, an increase of 15%

•T3Narrowing full year GAAP EPS guidance range to $10.40 to $10.50 per share

GLENVIEW, IL., October 24, 2025 - Illinois Tool Works Inc. (NYSE: ITW) today reported its third quarter 2025 results.

"The ITW team concluded the third quarter with solid operational and financial execution, delivering EPS of $2.81, which grew six percent year-over-year excluding the divestiture gain, alongside record operating margin of 27.4 percent, and a 15 percent increase in free cash flow. This outcome underscores the fundamental strength of the ITW Business Model, the inherent resilience of our diversified portfolio, and the high-quality execution demonstrated by our colleagues worldwide," said Christopher A. O’Herlihy, President and Chief Executive Officer.

"We are very pleased with the significant strategic progress made throughout the year, especially how our focus on excellence in Customer-Back Innovation is enabling consistent above-market organic growth. As we head into the final quarter, we are narrowing our full year EPS guidance range, and remain committed to delivering high-quality, differentiated performance in any economic environment."

Third quarter revenue of $4.1 billion increased by two percent as organic revenue grew one percent. Foreign currency translation impact increased revenue by two percent and product line simplification reduced revenue by one percent.

GAAP EPS of $2.81 increased six percent excluding a divestiture gain of $1.26 in the prior year quarter. Operating income of $1.1 billion increased six percent. Operating margin improved 90 basis points to 27.4 percent as enterprise initiatives contributed 140 basis points, and six of seven segments expanded margins. Operating cash flow was $1.0 billion, and free cash flow increased 15 percent to $904 million with a conversion rate of 110 percent to net income. T4During the quarter, the company repurchased $375 million of its own shares and raised its dividend seven percent, bringing the annualized payout to $6.44 per share. This increase marks the 62nd consecutive year of dividend increases. The effective tax rate for the quarter was 21.8 percent.

G1ITW is narrowing its full year 2025 GAAP EPS guidance range to $10.40 to $10.50. G2The company is projecting overall revenue growth of one to three percent, which incorporates organic growth of flat to two percent. T5This outlook accounts for the current demand environment, adjusted for ongoing pricing and supply chain actions intended to effectively offset tariff cost impacts and for current foreign exchange rates. G3T6Operating margin is projected to be in the range of 26 to 27 percent G4with a projected contribution of 125 basis points or more from enterprise initiatives. G5Free cash flow is expected to be approximately 100 percent of net income, and the company plans to repurchase approximately $1.5 billion of its own shares. G6The projected effective tax rate is approximately 23 percent.

Non-GAAP Measures This earnings release contains certain non-GAAP financial measures. A reconciliation of these measures to the most directly comparable GAAP measures is included in the attached supplemental reconciliation schedule. The estimated guidance of free cash flow to net income conversion rate is based on assumptions that are difficult to predict, and estimated guidance for the most directly comparable GAAP measure and a reconciliation of this forward-looking estimate to its most directly comparable GAAP estimate have been omitted due to the unreasonable efforts required in connection with such a reconciliation and the lack of reliable forward-looking cash flow information. For the same reasons, the company is unable to address the potential significance of the unavailable information, which could be material to future results.

Forward-looking Statements

This earnings release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements may include, without limitation, statements regarding the potential impact of tariffs, the Company’s projected pricing actions, the impact of enterprise initiatives, future financial and operating performance, free cash flow and free cash flow to net income conversion rate, organic and total revenue, operating and incremental margin, price/cost impact, statements regarding diluted earnings per share, after-tax return on invested capital, effective tax rates, exchange rates, expected

timing and amount of share repurchases, end market economic and regulatory conditions, and the Company’s 2025 guidance. These statements are subject to certain risks, uncertainties, assumptions, and other factors, which could cause actual results to differ materially from those anticipated. Important risks that could cause actual results to differ materially from the Company’s expectations include those that are detailed in ITW’s Form 10-K for 2024 and subsequent reports filed with the SEC.

About Illinois Tool Works

ITW (NYSE: ITW) is a Fortune 300 global multi-industrial manufacturing leader with revenue of $15.9 billion in 2024. The company’s seven industry-leading segments leverage the unique ITW Business Model to drive solid growth with best-in-class margins and returns in markets where highly innovative, customer-focused solutions are required. ITW’s approximately 44,000 dedicated colleagues around the world thrive in the company’s decentralized and entrepreneurial culture. www.itw.com.

ILLINOIS TOOL WORKS INC. and SUBSIDIARIES

STATEMENT OF INCOME (UNAUDITED)

Three Months Ended

Nine Months Ended

In millions except per share amounts

Operating Revenue

$

$

$

$

Cost of revenue

Selling, administrative, and research and development expenses

Amortization and impairment of intangible assets

Operating Income

Interest expense

Other income (expense)

Income Before Taxes

Income Taxes

Net Income

$

$

$

$

Net Income Per Share:

Basic

$

$

$

$

Diluted

$

$

$

$

Cash Dividends Per Share:

Paid

$

$

$

$

Declared

$

$

$

$

Shares of Common Stock Outstanding During the Period:

Average

Average assuming dilution

ILLINOIS TOOL WORKS INC. and SUBSIDIARIES

STATEMENT OF FINANCIAL POSITION (UNAUDITED)

In millions

Assets

Current Assets:

Cash and equivalents

$

$

Trade receivables

Inventories

Prepaid expenses and other current assets

Total current assets

Net plant and equipment

Goodwill

Intangible assets

Deferred income taxes

Other assets

$

$

Liabilities and Stockholders' Equity

Current Liabilities:

Short-term debt

$

$

Accounts payable

Accrued expenses

Cash dividends payable

Income taxes payable

Total current liabilities

Noncurrent Liabilities:

Long-term debt

Deferred income taxes

Other liabilities

Total noncurrent liabilities

Stockholders' Equity:

Common stock

6

6

Additional paid-in-capital

Retained earnings

Common stock held in treasury

Accumulated other comprehensive income (loss)

Noncontrolling interest

1

1

Total stockholders' equity

$

$

ILLINOIS TOOL WORKS INC. and SUBSIDIARIES

SEGMENT DATA (UNAUDITED)

Dollars in millions

Total Revenue

Operating Income

Operating Margin

Automotive OEM

$

$

%

Food Equipment

%

Test & Measurement and Electronics

%

Welding

%

Polymers & Fluids

%

Construction Products

%

Specialty Products

%

Intersegment

(6)

—

—

%

Total Segments

%

Unallocated

—

—

%

Total Company

$

$

%

Dollars in millions

Total Revenue

Operating Income

Operating Margin

Automotive OEM

$

$

%

Food Equipment

%

Test & Measurement and Electronics

%

Welding

%

Polymers & Fluids

%

Construction Products

%

Specialty Products

%

Intersegment

—

—

%

Total Segments

%

Unallocated

—

—

%

Total Company

$

$

%

ILLINOIS TOOL WORKS INC. and SUBSIDIARIES

SEGMENT DATA (UNAUDITED)

Operating Revenue

Automotive OEM

Food Equipment

Test & Measurement and Electronics

Welding

Polymers & Fluids

Construction Products

Specialty Products

Total ITW

Organic

%

%

%

%

%

%

%

%

Acquisitions/

Divestitures

—

%

—

%

—

%

—

%

—

%

—

%

—

%

—

%

Translation

%

%

%

%

%

%

%

%

Operating Revenue

%

%

%

%

%

%

%

%

Change in Operating Margin

Automotive OEM

Food Equipment

Test & Measurement and Electronics

Welding

Polymers & Fluids

Construction Products

Specialty Products

Total ITW

Operating Leverage

Changes in Variable Margin & OH Costs

Total Organic

Acquisitions/

Divestitures

—

—

—

—

—

—

—

—

Restructuring/Other

—

—

Total Operating Margin Change

Total Operating Margin % *

* Includes unfavorable operating margin impact of amortization expense from acquisition-related intangible assets

—

** Amortization expense from acquisition-related intangible assets had an unfavorable impact of ($0.05) on GAAP earnings per share for the third quarter of 2025.

ILLINOIS TOOL WORKS INC. and SUBSIDIARIES

SEGMENT DATA (UNAUDITED)

Operating Revenue

Automotive OEM

Food Equipment

Test & Measurement and Electronics

Welding

Polymers & Fluids

Construction Products

Specialty Products

Total ITW

Organic

%

%

%

%

%

%

%

%

Acquisitions/

Divestitures

—

%

—

%

—

%

—

%

—

%

—

%

—

%

—

%

Translation

%

%

%

%

%

—

%

%

%

Operating Revenue

%

%

%

%

%

%

%

%

Change in Operating Margin

Automotive OEM

Food Equipment

Test & Measurement and Electronics

Welding

Polymers & Fluids

Construction Products

Specialty Products

Total ITW

Operating Leverage

Changes in Variable Margin & OH Costs

Total Organic

Acquisitions/

Divestitures

—

—

—

—

—

—

—

Restructuring/Other

—

—

Total Operating Margin Change

Total Operating Margin % *

* Includes unfavorable operating margin impact of amortization expense from acquisition-related intangible assets

—

** Amortization expense from acquisition-related intangible assets had an unfavorable impact of ($0.16) on GAAP earnings per share for the first nine months of 2025.

ILLINOIS TOOL WORKS INC. and SUBSIDIARIES

GAAP to NON-GAAP RECONCILIATIONS (UNAUDITED)

AFTER-TAX RETURN ON AVERAGE INVESTED CAPITAL (UNAUDITED)

Three Months Ended

Nine Months Ended

Dollars in millions

Numerator:

Net Income

$

$

$

$

Net discrete tax benefit related to the third quarter 2025

—

—

Discrete tax benefit related to the first quarter 2025

—

—

—

Net discrete tax benefit related to the third quarter 2024

—

—

Interest expense, net of tax (1)

Other (income) expense, net of tax (1)

Operating income after taxes

$

$

$

$

Denominator:

Invested capital:

Cash and equivalents

$

$

$

$

Trade receivables

Inventories

Net plant and equipment

Goodwill and intangible assets

Accounts payable and accrued expenses

Debt

Other, net

Total net assets (stockholders' equity)

Cash and equivalents

Debt

Total invested capital

$

$

$

$

Average invested capital (2)

$

$

$

$

Net income to average invested capital (3)

%

%

%

%

After-tax return on average invested capital (3)

%

%

%

%

(1) Effective tax rate used for interest expense and other (income) expense for the three months ended September 30, 2025 and 2024 was 24.3% and 23.7%, respectively. Effective tax rate used for interest expense and other (income) expense for the nine months ended September 30, 2025 and 2024 was 24.3% and 23.9%, respectively.

(2) Average invested capital is calculated using the total invested capital balances at the start of the period and at the end of each quarter within each of the periods presented.

(3) Returns for the three months ended September 30, 2025 and 2024 were converted to an annual rate by multiplying the calculated return by 4. Returns for the nine months ended September 30, 2025 and 2024 were converted to an annual rate by dividing the calculated return by 3 and multiplying it by 4.

A reconciliation of the tax rate for the three and nine month periods ended September 30, 2025, excluding the third quarter 2025 net discrete tax benefit of $27 million, which included a favorable discrete tax benefit of $43 million related to the estimated U.S. federal tax liability for 2024, partially offset by a $16 million discrete tax expense related primarily to the resolution of a foreign tax audit, and excluding the first quarter 2025 discrete tax benefit of $21 million related to the reversal of a valuation allowance on net operating loss carryforwards, is as follows:

Three Months Ended

Nine Months Ended

Dollars in millions

Income Taxes

Tax Rate

Income Taxes

Tax Rate

As reported

$

%

$

%

Net Discrete tax benefit related to the third quarter 2025

%

%

Discrete tax benefit related to the first quarter 2025

—

—

%

%

As adjusted

$

%

$

%

After-tax ROIC for the nine months ended September 30, 2024 included 110 basis points of favorable impact related to the cumulative effect of the change from the LIFO method of accounting to the FIFO method for certain U.S. businesses ($117 million pre-tax, or $88 million after-tax) in the first quarter of 2024.

A reconciliation of the tax rate for the three and nine month periods ended September 30, 2024, excluding the third quarter 2024 net discrete tax benefit of $121 million, which included favorable discrete tax benefits of $107 million related to the utilization of capital loss carryforwards upon the sale of Wilsonart and $87 million related to a reorganization of the Company's intellectual property, partially offset by a $73 million discrete tax expense related to the remeasurement of unrecognized tax benefits associated with various intercompany transactions, is as follows:

Three Months Ended

Nine Months Ended

Dollars in millions

Income Taxes

Tax Rate

Income Taxes

Tax Rate

As reported

$

%

$

%

Net discrete tax benefit related to the third quarter 2024

%

%

As adjusted

$

%

$

%

AFTER-TAX RETURN ON AVERAGE INVESTED CAPITAL (UNAUDITED)

Twelve Months Ended

Dollars in millions

Numerator:

Net income

$

Net discrete tax benefit related to the third quarter 2024

Interest expense, net of tax (1)

Other (income) expense, net of tax (1)

Operating income after taxes

$

Denominator:

Invested capital:

Cash and equivalents

$

Trade receivables

Inventories

Net plant and equipment

Goodwill and intangible assets

Accounts payable and accrued expenses

Debt

Other, net

Total net assets (stockholders' equity)

Cash and equivalents

Debt

Total invested capital

$

Average invested capital (2)

$

Net income to average invested capital

%

After-tax return on average invested capital

%

(1) Effective tax rate used for interest expense and other (income) expense for the year ended December 31, 2024 was 23.8%.

(2) Average invested capital is calculated using the total invested capital balances at the start of the period and at the end of each quarter within the period presented.

A reconciliation of the 2024 effective tax rate excluding the third quarter 2024 net discrete tax benefit of $121 million, which included favorable discrete tax benefits of $107 million related to the utilization of capital loss carryforwards upon the sale of Wilsonart and $87 million related to a reorganization of the Company's intellectual property, partially offset by a $73 million discrete tax expense related to the remeasurement of unrecognized tax benefits associated with various intercompany transactions, is as follows:

Twelve Months Ended

Dollars in millions

Income Taxes

Tax Rate

As reported

$

%

Net discrete tax benefit related to the third quarter 2024

%

As adjusted

$

%

FREE CASH FLOW (UNAUDITED)

Three Months Ended

Nine Months Ended

Twelve Months Ended

Dollars in millions

Net cash provided by operating activities

$

$

$

$

$

Less: Additions to plant and equipment

Free cash flow

$

$

$

$

$

Net income

$

$

$

$

$

Net cash provided by operating activities to net income conversion rate

%

%

%

%

%

Free cash flow to net income conversion rate

%

%

(1)

%

%

%

(2)

(1) Excluding the $363 million pre-tax gain on the sale of noncontrolling interest in Wilsonart and related taxes, and a discrete tax benefit of $87 million related to a reorganization of the Company's intellectual property, partially offset by a $73 million discrete tax expense related to the remeasurement of unrecognized tax benefits associated with various intercompany transactions, the free cash flow to net income conversion rate would have been 102% for the three months ended September 30, 2024.

(2) Excluding the impact of the cumulative effect of the change from the LIFO method of accounting to the FIFO method for certain U.S. businesses ($117 million pre-tax, or $88 million after-tax), the $363 million pre-tax gain on the sale of noncontrolling interest in Wilsonart and related taxes, and a discrete tax benefit of $87 million related to a reorganization of the Company's intellectual property, partially offset by a $73 million discrete tax expense related to the remeasurement of unrecognized tax benefits associated with various intercompany transactions, the free cash flow to net income conversion rate would have been 94% for the twelve months ended December 31, 2024.

ADJUSTED NET INCOME PER SHARE - DILUTED (UNAUDITED)

Three Months Ended

Twelve Months Ended

As reported

$

$

Cumulative effect of change in inventory accounting method, net of tax (1)

—

Impact of sale of noncontrolling interest in Wilsonart (2)

As adjusted

$

$

(1) Represents the cumulative effect of the change from the LIFO method of accounting to the FIFO method for certain U.S. businesses in the first quarter of 2024 ($117 million pre-tax, or $88 million after-tax).

(2) Includes the $363 million pre-tax gain on the sale of noncontrolling interest in Wilsonart and related taxes in the third quarter of 2024.