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) May 4, 2019
BERKSHIRE HATHAWAY INC.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
| DELAWARE | 001-14905 | 47-0813844 | ||
| (STATE OR OTHER JURISDICTION | (COMMISSION | (I.R.S. EMPLOYER | ||
| OF INCORPORATION) | FILE NUMBER) | 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
(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 (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)) |
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. ☐
Securities registered pursuant to Section 12(b) of the Act:
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Title of each class |
Trading Symbols |
Name of each exchange on which registered |
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Class A Common Stock Class B Common Stock |
BRK.A BRK.B |
New York Stock Exchange New York Stock Exchange |
ITEM 2.02 Results of Operations and Financial Condition.
On May 4, 2019, Berkshire Hathaway Inc. issued a press release announcing the Company’s earnings for the first quarter ended March 31, 2019. A copy of this press release is furnished with this report as an exhibit to this Form 8-K.
ITEM 5.07 Submission of Matters to a Vote of Security Holders
On May 4, 2019, Berkshire Hathaway Inc. held an annual meeting of its shareholders. The only matter to be acted on at the meeting was the election of directors. Berkshire’s shareholders reelected all of Berkshire’s directors in an uncontested election. Following are the votes cast for and against each director.
| Proposal 1 – Election of Directors | ||||||||
| For | Against | |||||||
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Warren E. Buffett |
577,817 | 13,395 | ||||||
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Charles T. Munger |
579,791 | 11,421 | ||||||
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Gregory E. Abel |
580,917 | 10,295 | ||||||
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Howard G. Buffett |
579,800 | 11,412 | ||||||
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Stephen B. Burke |
572,135 | 19,078 | ||||||
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Susan L. Decker |
583,438 | 7,774 | ||||||
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William H. Gates III |
586,448 | 4,764 | ||||||
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David S. Gottesman |
583,531 | 7,681 | ||||||
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Charlotte Guyman |
585,541 | 5,671 | ||||||
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Ajit Jain |
581,487 | 9,725 | ||||||
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Thomas S. Murphy |
583,073 | 8,139 | ||||||
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Ronald L. Olson |
579,551 | 11,662 | ||||||
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Walter Scott, Jr. |
544,511 | 46,702 | ||||||
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Meryl B. Witmer |
585,088 | 6,124 | ||||||
ITEM 9.01 Financial Statements and Exhibits
Exhibit 99.1 Berkshire Hathaway Inc. Earnings Release Dated May 4, 2019.
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.
| May 7, 2019 | BERKSHIRE HATHAWAY INC. | |||
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/s/ Marc D. Hamburg
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| By: Marc D. Hamburg | ||||
| Senior Vice President and Chief Financial Officer | ||||
EXHIBIT 99.1
BERKSHIRE HATHAWAY INC.
NEWS RELEASE
| FOR IMMEDIATE RELEASE | May 4, 2019 |
Omaha, NE (BRK.A; BRK.B) –
Berkshire’s operating results for the first quarter of 2019 and 2018 are summarized in the following paragraphs. However, we urge investors and reporters to read our 10-Q, 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 of Berkshire Hathaway Inc. and its consolidated subsidiaries for the first quarter of 2019 and 2018 are summarized below. Earnings are stated on an after-tax basis. (Dollar amounts are in millions, except for per share amounts).
| First Quarter | ||||||||
| 2019 | 2018 | |||||||
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Net earnings (loss) attributable to Berkshire shareholders |
$ | 21,661 | $ | (1,138 | ) | |||
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Net earnings (loss) includes: |
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Investment and derivative gains/losses – |
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Investments |
15,498 | (6,263 | ) | |||||
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Derivatives |
608 | (163 | ) | |||||
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| 16,106 | (6,426 | ) | ||||||
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Operating earnings |
5,555 | 5,288 | ||||||
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Net earnings (loss) attributable to Berkshire shareholders |
$ | 21,661 | $ | (1,138 | ) | |||
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Net earnings (loss) per average equivalent Class A Share |
$ | 13,209 | $ | (692 | ) | |||
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Net earnings (loss) per average equivalent Class B Share |
$ | 8.81 | $ | (0.46 | ) | |||
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Average equivalent Class A shares outstanding |
1,639,821 | 1,644,958 | ||||||
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Average equivalent Class B shares outstanding |
2,459,731,886 | 2,467,436,888 | ||||||
Beginning in 2018, due to a change in Generally Accepted Accounting Principles (“GAAP”), 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 earnings statements. In 2017 and in prior years, while changes in unrealized gains/losses were reflected in our shareholders’ equity, they were not included in our earnings statements. In the table above, investment gains/losses include a gain of approximately $15.1 billion in the first quarter of 2019 and a loss of approximately $7.0 billion in the first quarter of 2018 due to changes during the first quarters of 2019 and 2018 in the amount of unrealized gains that existed in our equity security investment holdings and also include after-tax realized gains on sales of investments of approximately $392 million and $747 million in the first quarters of 2019 and 2018, respectively.
The amount of investment gains/losses in any given quarter is usually meaningless and delivers figures for net earnings per share that can be extremely 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).
| First Quarter | ||||||||
| 2019 | 2018 | |||||||
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Insurance-underwriting |
$ | 389 | $ | 407 | ||||
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Insurance-investment income |
1,237 | 1,012 | ||||||
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Railroad, utilities and energy |
1,858 | 1,730 | ||||||
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Other businesses |
2,200 | 2,127 | ||||||
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Other |
(129 | ) | 12 | |||||
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Operating earnings |
$ | 5,555 | $ | 5,288 | ||||
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As of May 3, 2019, Kraft Heinz has not filed its 2018 Form 10-K with the Securities and Exchange Commission. In addition, Kraft Heinz has not made its financial statements for the first quarter of 2019 available to Berkshire. Accordingly, Berkshire does not have the necessary financial information to determine its share of the earnings of Kraft Heinz for the first quarter of 2019. As a result, Berkshire’s first quarter 2019 other operating earnings excludes such amount. Berkshire will record its share of Kraft Heinz’s earnings for the three months ended March 31, 2019 during the period that such information becomes available. Other operating earnings in the first quarter of 2018 included $234 million related to Berkshire’s investment in Kraft Heinz.
At March 31, 2019, insurance float (the net liabilities we assume under insurance contracts) was approximately $124 billion, an increase of approximately $1 billion since yearend 2018.
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.
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 now 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.
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Contact
Marc D. Hamburg
402-346-1400