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 7, 2019

Emerson Electric Co.

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(Exact Name of Registrant as Specified in Charter)

Missouri

1-278

43-0259330

-------------------(Commission

---------------------------------

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(State or Other Jurisdiction of Incorporation)

File Number)

(I.R.S. Employer Identification Number)

8000 West Florissant Avenue

63136

St. Louis, Missouri

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(Address of Principal Executive Offices)

(Zip Code)

Registrant's telephone number, including area code:

(314)553-2000

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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))

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:

Trading

Title of each class

Symbol(s)

Name of each exchange on which registered

Common Stock of $0.50 par value per share

EMR

New York Stock Exchange

Chicago Stock Exchange

1.250% Notes due 2025

EMR 25A

New York Stock Exchange

2.000% Notes due 2029

EMR 29

New York Stock Exchange

Item 2.02 Results of Operations and Financial Condition

Quarterly Results Press Release

On Tuesday, May 7, 2019, a press release was issued regarding the second quarter 2019 results of Emerson Electric Co. (the "Company"). A copy of this press release is furnished with this Current Report on Form 8-K as Exhibit 99.1.

References to underlying orders in the press release refer to the Company's trailing three-month average orders growth versus the prior year, excluding currency, acquisitions and divestitures.

Non-GAAP Financial Measures

The press release contains non-GAAP financial measures as such term is defined in Regulation G under the rules of the Securities and Exchange Commission. While the Company believes these non-GAAP financial measures are useful in evaluating the Company, this information should be considered as supplemental in nature and not as a substitute for or superior to the related financial information prepared in accordance with GAAP. Further, these non-GAAP financial measures may differ from similarly titled measures presented by other companies. The reasons management believes that these non-GAAP financial measures provide useful information are set forth in the Company's most recent Form 10-K filed with the Securities and Exchange Commission.

Forward-Looking and Cautionary Statements

Statements in the press release that are not strictly historical may be "forward-looking" statements, which involve risks and uncertainties, and Emerson undertakes no obligation to update any such statements to reflect later developments. These risks and uncertainties include economic and currency conditions, market demand, pricing, protection of intellectual property, cybersecurity, tariffs, competitive and technological factors, among others, as set forth in the Company's most recent Annual Report on Form 10-K and subsequent reports filed with the SEC.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits.

Exhibit Number

Description of Exhibits

99.1

Emerson's May 7, 2019 press release announcing second quarter 2019 results.

SIGNATURE

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.

EMERSON ELECTRIC CO. (Registrant)

Date: May 7, 2019

By:

/s/ John A. Sperino

John A. Sperino

Vice President and

Assistant Secretary

EXHIBIT INDEX

Exhibit Number

Description of Exhibits

99.1

Emerson's May 7, 2019 press release announcing second quarter 2019 results.

Investor Contact: Tim Reeves (314) 553-2197

Media Contact: Casey Murphy (314) 982-6220

Emerson Reports Second Quarter 2019 Results

Net sales of $4.6 billion increased 8 percent, or 4 percent on an underlying basis

GAAP earnings per share were $0.84, up 11 percent versus prior year

Operating cash flow was up 7 percent to $533 million

Returned $1.6 billion to shareholders through the first half, including $1.0 billion of share repurchases

Updated full-year GAAP EPS guidance to $3.60 to $3.70

ST. LOUIS, May 7, 2019 - Emerson (NYSE: EMR) today reported results for the second quarter ended March 31, 2019.

Second quarter net sales were up 8 percent, with underlying sales up 4 percent excluding unfavorable currency of 2 percent and a positive impact from acquisitions of 6 percent. Underlying growth reflected broad-based global demand in process and hybrid end markets and continued strength in North American air conditioning and global professional tools markets. This was partially offset by softer conditions in global discrete manufacturing end markets and a slower than expected recovery in the Commercial & Residential Solutions Asia, Middle East & Africa business. Emerson's trailing three-monthunderlying orders growth remained in the 5 to 10 percent range in the first two months of the quarter but moderated to 4 percent in March as North America upstream oil and gas customers paused to assess full-year investment plans in light of oil price volatility, and discrete manufacturing end markets slowed globally. We expect growth to improve modestly through the second half of the year with underlying orders returning to the 5 to 10 percent range, supported by a strong macroeconomic backdrop for energy investment and continued improvement in the Commercial & Residential Solutions Asia, Middle East & Africa business.

Second quarter gross profit margin of 42.1 percent was down 70 basis points, reflecting unfavorable mix, modest dilution from recent acquisitions and $7 million of first year acquisition accounting charges related to the GE Intelligent Platforms business. Pretax margin of 14.8 percent and EBIT margin of 15.8 percent were down 70 basis points and 50 basis points, respectively, reflecting

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Emerson Electric Co. published this content on 07 May 2019 and is solely responsible for the information contained herein. Distributed by Public, unedited and unaltered, on 07 May 2019 11:07:05 UTC