SEC13DSPECIAL SITUATIONS RESEARCHContact us →
SPECIAL SITUATIONSSource-linked research across special situationsCoverage & limitations →
← All situations
GEVcompletedSpin-off

GE Vernova Inc.

Standalone operations and separation-obligation unwind · Energy equipment and services

Automated research · How it works →
Sources throughAug 27, 2026
Last source checkNot published
Research updatedOct 3, 2026

LATEST DEVELOPMENT

GE completed the GE Vernova distribution on April 2, 2024 at one GE Vernova share for every four GE shares.

Parent company
General Electric Company [2]
SpinCo
GE Vernova Inc. [2]

POST-EVENT FOLLOW-UP

Claire McDonough joins as strategic advisor

Nov 1, 2026

Inspect 5 source documents →

What happened

GE completed the GE Vernova distribution on April 2, 2024 at one GE Vernova share for every four GE shares. At June 30, 2026, GE Vernova still reported one-time separation costs and approximately $7.0 billion of obligations related to GE credit support, more than 80% below the level at separation. Claire McDonough is scheduled to join as strategic advisor on November 1, 2026, become CFO on January 1, 2027, and succeed Kenneth Parks before his April 2, 2027 retirement.

Why it matters

Research interpretation · Automated

The equity distribution is complete, but the operational separation remains an unwind rather than a single closing event. The reduced credit-support exposure shows substantial progress while the remaining $7.0 billion and ongoing one-time costs keep separation execution relevant; the dated CFO transition adds a near-term governance and continuity checkpoint.

Open questions

  • How quickly will the remaining GE credit support be novated, replaced or mature?
  • When will separation costs cease to be material?
  • Will the CFO transition change capital allocation or disclosure around legacy obligations?

Key risks

  • Approximately $7.0 billion of GE-supported obligations remained at June 30, 2026.
  • One-time separation costs continued more than two years after distribution.
  • Leadership transition can add execution risk during the continuing obligation unwind.

Key disclosed facts

Parent company
General Electric Company Source 2
SpinCo
GE Vernova Inc. Source 2
Distribution terms
One GE Vernova share for every four GE shares held on the March 19, 2024 record date Source 2

Company event timeline

Disclosed company developments, ordered by event date.

GE Vernova established the CFO advisor, appointment and predecessor retirement schedule

View source 5 →

GE Vernova reported continuing separation costs and approximately $7.0 billion of obligations related to GE credit support

View source 4 →

spin-off completion and independent trading announced

View source 3 →

one-for-four distribution ratio and March 19 record date disclosed

View source 2 →

amended Form 10 information statement filed

View source 1 →

Source evidence

Inspect the excerpt or open the original filing for its full context.

SOURCE 1 · 10-12B/AMar 5, 2024

10-12B/A · Mar 5, 2024 · Original filing ↗

Read source excerpt
[10-12B/A separation excerpt 1] th 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. ☐ * GE Vernova LLC will convert into a corporation and will be renamed GE Vernova Inc. prior to the completion of the Spin-Off (as defined in Exhibit 99.1). GE VERNOVA LLC INFORMATION REQUIRED IN REGISTRATION STATEMENT CROSS-REFERENCE SHEET BETWEEN INFORMATION STATEMENT AND ITEMS OF FORM 10 This Registration Statement on Form 10 incorporates by reference information contained in the information statement filed herewith as Exhibit 99.1 (the “Information Statement”). Item 1. Business. The information required by this item is contained under the sections of the Information Statement entitled “Information Statement Summary,” “The Spin-Off,” “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” “Our Industry,” “Our Business,” “Certain Relationships and Related Person Transactions,” and “Where You Can Find More Information.” Those sections are incorporated herein by reference. Item 1A. Risk Factors. The information required by
SOURCE 2 · 8-KMar 8, 2024

8-K · Mar 8, 2024 · Original filing ↗

Read source excerpt
[Item 7.01 source excerpt] Item 7.01. Regulation FD Disclosure. GE Vernova LLC (the “Company”) previously filed with the U.S. Securities and Exchange Commission (the “SEC”) a registration statement on Form 10, initially filed on February 15, 2024 (as amended, the “Registration Statement”), relating to the distribution of all of the shares of the Company’s common stock by General Electric Company (“GE”) to holders of GE common stock on a pro rata basis (the “Spin-Off”). The Company will convert into a corporation and will be renamed GE Vernova Inc. prior to the completion of the Spin-Off. On March 8, 2024, the Registration Statement was declared effective by the SEC. The Registration Statement includes a preliminary information statement that describes the Spin-Off and provides important information regarding the Company’s business and management. The final information statement, dated March 8, 2024 (the “Information Statement”), is attached hereto as Exhibit 99.1. GE has commenced mailing the Information Statement to holders of GE common stock. As further described in the Information Statement, subject to the satisfaction or waiver of certain conditions, the Spin-Off is expected to be effective as of 12:10 a.m., New York City time, on April 2, 2024 (the “Distribution Date”) subject to the satisfaction or waiver of certain conditions to the Spin-Off. Holders of GE common stock will be entitled to receive one share of the Company’s common stock for every four shares of GE common stock held on March 19, 2024, the record date for the distribution (“Record Date”). Although the Company expects that a limited market, commonly known as a “when-issued” trading market, will develop three trading days prior to the Distribution Date for the Spin-Off, the Company’s common stock is expected to begin trading “regular way” on the New York Stock Exchange under the ticker symbol “GEV” on April 2, 2024, the first trading day after the Spin-Off. The information furnished pursuant to this Item 7.01, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities under that Section and shall not be deemed to be incorporated by reference into any filing of the Company under the Securities Act of 1933 or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
SOURCE 3 · 8-KApr 2, 2024

8-K · Apr 2, 2024 · Original filing ↗

Read source excerpt
[Item 1.01 source excerpt] Item 1.01 Entry into a Material Definitive Agreement. On April 2, 2024 (the “Distribution Date”), General Electric Company (“GE”) completed the previously announced distribution of all of the shares of the common stock of GE Vernova Inc. (“GE Vernova,” the “Company,” “we,” “us,” or “our”) by GE to holders of GE common stock on a pro rata basis (the “Spin-Off”). Each holder of record of GE common stock received one share of our common stock for every four shares of GE common stock held on March 19, 2024 (the “Record Date”). Prior to the Distribution Date, in connection with the Spin-Off, we entered into several agreements with GE that set forth the principal actions taken or to be taken in connection with the Spin-Off and that govern the relationship between us and GE following the Spin-Off, including the following agreements: • a Separation and Distribution Agreement; • a Transition Services Agreement; • a Tax Matters Agreement; • an Employee Matters Agreement; • a Trademark License Agreement; • a Real Estate Matters Agreement; and • a Framework Investment Agreement. The descriptions included below of the Separation and Distribution Agreement, Transition Services Agreement, Tax Matters Agreement, Employee Matters Agreement, Trademark License Agreement, Real Estate Matters Agreement, and Framework Investment Agreement do not purport to be complete and are qualified in their entirety by reference to the full text of such agreements, which are filed as Exhibits 2.1, 10.1, 10.2, 10.3, 10.4, 10.5, and 10.6, respectively, to this Current Report on Form 8-K and incorporated herein by reference. Separation and Distribution Agreement We entered into a Separation and Distribution Agreement with GE before the Spin-Off that sets forth our agreements with GE regarding the principal actions to be taken in connection with the Spin-Off. It also sets forth other agreements that govern aspects of our relationship with GE following the Spin-Off. Credit Support We have agreed to use reasonable best efforts to arrange for the termination or replacement of, and the release of GE and its subsidiaries from, all parent company guarantees, surety bonds, letters of credit, or similar instruments of credit support currently provided by or through GE or any of its subsidiaries for the benefit of us or any of our subsidiaries. We have substantially similar obligations with respect to certain categories of contracts, consisting primarily of contracts for the sale and deli
SOURCE 4 · 10-QJul 22, 2026

10-Q · Jul 22, 2026 · Original filing ↗

Read source excerpt
[10-Q separation excerpt 8] for the six months ended June 30, 2026 and 2025, respectively. Selling, general, and administrative costs increased $0.2 billion for the quarter and $0.3 billion for the year, primarily due to labor inflation and incremental costs associated with the acquisition of Prolec GE, partially offset by cost reduction activities. Restructuring Charges and Separation Costs. We continuously evaluate our cost structure and are implementing several restructuring and process transformation actions considered necessary to simplify our organizational structure. In connection with the separation from General Electric Company (GE), we incurred and will continue to incur certain one-time separation costs. See Note 23 in the Notes to the consolidated financial statements for further information. Interest and Other Financial Income (Charges) – Net. Interest and other financial income (charges) – net was $0.1 billion and less than $0.1 billion in income for the three months ended and $0.1 billion and $0.1 billion in income for the six months ended June 30, 2026 and 2025, respectively. The increase in income for the quarter and for the year was primarily due to a higher average balance of invested funds, partiall [10-Q separation excerpt 10] bligated 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 June 30, 2026, we estimated GE Vernova RPO and other obligations that relate to GE credit support to be approximately $7.0 billion, an over 80% reduction since the separation. We expect approximately $5 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. In November 2024, the Financial Accounting Standards Board (FASB) issued ASU No. 2024-03, Disaggregation of Income Statement Expenses (DISE). The new standard requires disclosure about specific types of expenses included in the expense captions presented on the face of the income statement as well as disclosure about selling expenses. The ASU is effective for fiscal years be
SOURCE 5 · 8-KAug 27, 2026

8-K · Aug 27, 2026 · Original filing ↗

Read source excerpt
[Item 5.02 source excerpt] Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On August 25, 2026, Kenneth Parks, Chief Financial Officer of GE Vernova Inc. (the "Company"), has decided to retire on April 2, 2027 (the "Retirement Date"). From the six months preceding the Company's spin-off through the present day, Mr. Parks' insight and guidance have been invaluable at critical moments in GE Vernova's success, and he has been a trusted partner to Chief Executive Officer Scott Strazik and a vital resource to the Board of Directors and the Company's businesses. From January 1 to the Retirement Date, he will serve as strategic advisor to Mr. Strazik, and the Company wishes him the best in retirement. Effective January 1, 2027, Claire McDonough will become Chief Financial Officer of GE Vernova, succeeding Mr. Parks. She will join the Company as strategic advisor to Mr. Strazik on November 1, 2026, ahead of that appointment. Ms. McDonough, age 45, has served as Chief Financial Officer of Rivian Automotive, Inc., an electric vehicle manufacturer, since January 2021. Prior to Rivian, Ms. McDonough served in various roles at J.P. Morgan and Fairway Market. She has served on the board of directors of AutoZone, Inc. since April 2025. Ms. McDonough was not selected as an officer pursuant to any arrangement or understanding, has no family relationship with any Company director or executive officer, and is not party to any transaction requiring disclosure under Item 404(a) of Regulation S-K. In connection with her appointment, the Company entered into an offer letter, dated August 25, 2026 (the "Offer Letter"), providing for base salary of $1,000,000, a target Annual Incentive Plan opportunity of 100% of base salary (prorated for 2026), and a 2024 Long-Term Incentive Plan (the "LTIP") equity award with a target grant value of $5,225,000, expected in 2027. The Offer Letter also provides make-whole awards for compensation forfeited on leaving her current employer: a one-time LTIP award valued at $14,500,000 (50% RSUs, 50% PSUs), with RSUs vesting over three years (33%, 33% and 34%) and PSUs vesting after three years, both accelerating on a termination without Cause (as defined in the Offer Letter); and a $5,000,000 cash sign-on payment, repayable in full if she resigns within 12 months or engages in conduct constituting Cause. In connection with Mr. Parks’ retirement, the Company and Mr.

Research revisions

Changes to this research record. Publication dates are separate from company event dates.

Source maintenance · Revision 3

Source references updated; no material research change.

Source maintenance · Revision 2

Source references updated; no material research change.

New research · Revision 1

Research first published

Research publication history

When SEC13D published or maintained this record.

Research corrected

Publish source-linked research without mandatory approval

Something needs a closer look?

Send the case name and the source behind your correction.

Email a correction →

For informational research purposes only. Not investment advice. Verify material facts in the full source documents.