8-A12B 1 ef20067545_8a12b.htm 8-A12B

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-A

FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES

PURSUANT TO SECTION 12(b) OR 12(g) OF

THE SECURITIES EXCHANGE ACT OF 1934

EATON CORPORATION PLC

(Exact Name of Registrant as Specified in its Charter)

Ireland		98-1059235
(State or Other Jurisdiction of Incorporation)		(I.R.S. Employer Identification No.)

30 Pembroke Road

Dublin, Ireland D04 Y0C2

+353 1637 2900

(Address of Principal Executive Offices)

EATON CORPORATION

(Exact Name of Registrant as Specified in its Charter)

Ohio		34-0196300
(State or Other Jurisdiction of Incorporation)		(I.R.S. Employer Identification No.)

1000 Eaton Blvd., Cleveland

Ohio 44122

+(440) 523-5000

(Address of Principal Executive Offices)

Securities to be registered pursuant to Section 12(b) of the Act:

Title of each class to be so registered		Name of each exchange on which each class is to be registered
3.850% Notes due 2028 3.950% Notes due 2029 4.200% Notes due 2031 4.500% Notes due 2033 4.800% Notes due 2036 5.450% Notes due 2056		New York Stock Exchange New York Stock Exchange New York Stock Exchange New York Stock Exchange New York Stock Exchange New York Stock Exchange

If this form relates to the registration of a class of securities pursuant to Section 12(b) of the Exchange Act and is effective pursuant to General Instruction A. (c), check the following box. ☒

If this form relates to the registration of a class of securities pursuant to Section 12(g) of the Exchange Act and is effective pursuant to General Instruction A. (d), check the following box. ☐

Securities Act registration statement file number to which this form relates:

333-281174

Securities to be registered pursuant to Section 12(g) of the Act:

None

The registrants have filed with the Securities and Exchange Commission (the “Commission”) pursuant to Rule 424(b) under the Securities Act of 1933 a prospectus supplement, dated March 4, 2026 (the “Prospectus Supplement”), relating to Eaton Corporation’s (the “Company”) $1,500,000,000 3.850% Notes due 2028; $1,500,000,000 3.950% Notes due 2029; $1,500,000,000 4.200% Notes due 2031; $1,000,000,000 4.500% Notes due 2033; $2,000,000,000 4.800% Notes due 2036; $1,000,000,000 5.450% Notes due 2056 (collectively, the “Notes”), each of which are to be registered hereunder, to a prospectus dated August 1, 2024 (the “Prospectus”) filed under Rule 424(b) and forming a part of the registrants’ Registration Statement on Form S-3 (File No. 333-281174). The registrants incorporate by reference the Prospectus Supplement and the Prospectus to the extent set forth below.

Item 1.

Description of Registrant’s Securities to be Registered

Reference is made to the information set forth under the headings “Description of Notes” in the Prospectus Supplement and “Description of Debt Securities” in the Prospectus.

Item 2.

Exhibits.

The Notes are expected to be listed on the New York Stock Exchange (the “NYSE”), the exchange on which certain other securities of the registrants are currently listed. Accordingly, copies of the following exhibits shall be filed with each copy of this Registration Statement filed with the Commission or with the NYSE, subject to Rule 12b-32 regarding the incorporation of exhibits by reference.

Pursuant to the Instructions as to Exhibits with respect to Form 8-A, the following exhibits are being filed with the Commission in connection with this Registration Statement:

Exhibit No.	Description

4.1	Indenture, dated as of May 9, 2025, among the Company, the guarantors named therein, and The Bank of New York Mellon Trust Company, N.A., as trustee (incorporated by reference to Exhibit 4.1 to Eaton Corporation plc’s Current Report on Form 8-K (File No. 333-54863), filed on May 9, 2025).

4.2	Third Supplemental Indenture, dated as of March 6, 2026, among the Company, the guarantors named therein, and The Bank of New York Mellon Trust Company, N.A., as trustee (incorporated by reference to Exhibit 4.2 to Eaton Corporation plc’s Current Report on Form 8-K (File No. 001-42640), filed on March 10, 2026).

4.4	Form of 3.850% Note due 2028 (included in Exhibit 4.2).

4.5	Form of 3.950% Note due 2029 (included in Exhibit 4.2).

4.6	Form of 4.200% Note due 2031 (included in Exhibit 4.2).

4.7	Form of 4.500% Note due 2033 (included in Exhibit 4.2).

4.8	Form of 4.800% Note due 2036 (included in Exhibit 4.2).

4.9	Form of 5.450% Note due 2056 (included in Exhibit 4.2).

SIGNATURE

Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the Registrant has duly caused this registration statement to be signed on its behalf by the undersigned hereunto duly authorized.

Date: March 10, 2026	Eaton Corporation plc Eaton Corporation

	By:	/s/ Adam Wadecki
		Adam Wadecki
		Principal Accounting Officer

SEC Form 8-A12B filed by Eaton Corporation PLC