v3.25.4
RELATED PARTIES AND TRANSITION SERVICES AGREEMENT
12 Months Ended
Dec. 31, 2025
Related Party Transactions [Abstract]  
RELATED PARTIES AND TRANSITION SERVICES AGREEMENT RELATED PARTIES AND TRANSITION SERVICES AGREEMENT
On January 3, 2023, GE completed the Spin-Off of GE HealthCare through a distribution of approximately 80.1% of the Company’s outstanding common stock to holders of record of GE’s common stock as of the close of business on December 16, 2022 (the “Distribution”). On April 2, 2024, GE completed the separation of its GE Vernova business into an independent publicly traded company. As of December 31, 2024, GE had sold the rest of its remaining ownership of the Company’s outstanding common stock. Following the share sell-down, GE continues to be considered a related party due to board member affiliation.

In connection with the Spin-Off, certain adjustments were recorded to reflect transfers from GE, the draw-down of the Term Loan Facility, and settlement of Spin-Off transactions with GE, which resulted in the net reduction in Total equity of $2,849 million for the year ended December 31, 2023. These items substantially consisted of the transfer of certain pension plan liabilities and assets, certain deferred income taxes, deferred compensation liabilities, and employee termination obligations.

Also in connection with the Spin-Off, the Company entered into or adopted several agreements that provide a framework for the relationship between the Company and GE.

•Separation and Distribution Agreement – sets forth the principal actions to be taken in connection with the Spin-Off, including the transfer of assets and assumption of liabilities, and establishes certain rights and obligations between the Company and GE following the Distribution, including procedures with respect to claims subject to indemnification and related matters.
•Transition Services Agreement – governed all matters relating to the provision of shared services between the Company and GE on a transitional basis. The services the Company received included support for information technology, human resources, supply chain, finance, and facilities services, among others. The services generally commenced on the date of the Spin-Off and terminated in the 24 months following the Distribution Date depending upon the related transitional service. Net costs incurred were not significant for the year ended December 31, 2025, and we incurred $172 million, net, and $372 million, net, for the years ended December 31, 2024 and 2023, respectively, under this agreement. These amounts represent fees charged from GE and GE Vernova to the Company, the majority of which are related to information technology, and are net of fees charged from the Company to GE and GE Vernova for facilities and other shared services.
•Tax Matters Agreement – governs the respective rights, responsibilities, and obligations between the Company and GE with respect to all tax matters (excluding employee-related taxes covered under the Employee Matters Agreement), in addition to certain restrictions which generally prohibited us from taking or failing to take any action in the two-year period following the Distribution that would have prevented the Distribution from qualifying as tax-free for U.S. federal income tax purposes, including limitations on our ability to pursue certain strategic transactions. The Tax Matters Agreement specifies the portion of tax liability, including certain pre-Spin-Off tax obligations attributable to the Company that may result from audit or other tax proceedings, for which the Company will bear contractual responsibility, and the Company and GE each agree to indemnify each other against any amounts for which such indemnified party is not responsible. The resolution of pre-Spin-Off tax obligations may result in changes to our unrecognized tax benefits and indemnity obligations.