Trilochan Singh Sahney Trust 1, a promoter group entity of nrb bearings , has disclosed the sale of equity shares and the unpledging of holdings. The disclosure was made to the stock exchanges on May 22, 2026, in compliance with Regulation 29(2) of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011.

The trust sold a total of 3,55,208 equity shares in open market transactions. This included the sale of 3,10,239 shares on May 21, 2026, and 44,969 shares on May 22, 2026. Additionally, the trust released 15,51,161 pledged shares on May 22, 2026. The release of shares was due to the prepayment of a loan to Aditya Birla Capital Limited.

Changes in Shareholding

The table below details the changes in the shareholding and encumbrance status for Trilochan Singh Sahney Trust – 1 following these transactions.

Prior to these transactions, the trust held 52,84,761 shares, representing 5.45% of the total share capital, with 30,05,000 shares encumbered.

Overall Promoter Encumbrance

As of the reporting date, the total promoter shareholding in NRB Bearings Limited stood at 4,77,69,472 shares, accounting for 49.29% of the total share capital. The total encumbered shares held by promoters amounted to 3,21,22,520 shares, which represents 67.25% of the total promoter shareholding.

Harshbeena Sahney Zaveri remains a significant shareholder with 4,02,07,885 shares, representing 41.48% of the total share capital. Her encumbered holdings were reported at 3,06,68,681 shares. Other promoter group entities, including Aziz Yousuf Zaveri and Anupa Sahney, reported nil encumbrances on their respective holdings.

NRB Bearings Limited has released the transcript of its Q4 FY2025-26 Earnings Conference Call, held on May 11, 2026, pursuant to Regulation 30 read with Part A of Schedule III of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The transcript was filed with the stock exchanges on May 14, 2026, by Company Secretary & Compliance Officer Khyati Danani, and is available on the company's website at www.nrbbearings.com .

Q4 and Full Year Financial Performance

Vice Chairman and Managing Director Harshbeena Zaveri opened the call by presenting the company's consolidated financial results. The following table summarises the key financial metrics:

Zaveri attributed the margin improvement to several structural initiatives, including higher use of solar energy reducing power and fuel costs, increased automation, continuous improvement in yields, and renegotiated vendor costing across material components, logistics, and insurance. She emphasised that growth was driven by volume expansion, market share gains across segments, capacity sweating, and improvements in product mix alongside sustainable internal efficiency improvements.

Operating Environment and Export Business

Zaveri acknowledged that FY26 was a challenging year globally, citing geopolitical tensions, logistical disruptions, energy availability challenges, and uncertainty in overseas markets. Despite these headwinds, the company's domestic business remained largely unaffected. International business grew over the previous year by a little over 4%, with global customers continuing to honour their production schedules and commitments. The company noted a temporary impact during the quarter due to the Middle East situation, which caused gas shortages and supply chain disruptions across the industry. For FY27, management guided for 10% to 14% growth in international business, with the possibility of reaching 15%.

On the replacement market, Zaveri noted that the aftermarket grew by 4%, adding that the company had strategically shifted focus toward OEMs during the challenging last quarter, given the high cost of managing the distribution and replacement channel relative to NRB's non-commoditised product profile.

Capacity Expansion and Capital Expenditure

Zaveri noted that while reported plant utilisation stands at approximately 85%, effective utilisation at several plants is much closer to full capacity when accounting for maintenance, shift patterns, changeovers, and demand variations. The company has identified bottlenecks at specific plants and has initiated brownfield capital expenditure to address them. Machinery orders have been placed, with machines beginning to arrive. Commissioning of major enhancement projects is expected to begin from June-July, continuing through the financial year and up to the first quarter of 2028, with partial benefits expected from the current quarter.

The following table outlines the capital expenditure details shared during the call:

Zaveri clarified that the ₹120 crores for FY27 is part of the broader ₹240 crores total commitment, which includes up to ₹40 crores for land. Maintenance capex is treated separately and forms part of the company's normal practice of spending approximately 10% of turnover on a combination of maintenance, quality, new product development, and incremental line improvements.

Mahant Toolroom Acquisition and Aerospace Expansion

Zaveri provided an update on the acquisition of Mahant Toolroom, describing it as progressing as planned. Operational transition is ongoing, covering purchase order migration, compliance alignment, and customer integration. The order book of Mahant Toolroom has grown to approximately ₹50 crores, doubling from ₹25 crores at the time the acquisition was announced, reflecting endorsement from Hindustan Aeronautics Limited (HAL). Currently, HAL accounts for 100% of the order book across multiple divisions.

Zaveri explained that NRB had been carrying approximately ₹100 crores of RFQs from top global aircraft producers but lacked a time-bound AS 9100 certification plan to respond. The acquisition of Mahant Toolroom, which was already in the certification process, was designed to provide the people capability, design capability, and certification pathway required. NRB's own products will be included within the certification scope, with the process expected to conclude within six months.

Industrial Diversification and Strategic Positioning

Zaveri outlined the company's expansion into niche industrial friction solutions, targeting high-end, application-specific segments including construction equipment, off-highway machinery, industrial gearboxes, switchgears, and power generation. New customers such as Siemens have been added, and new aerospace wins include platforms for Hindustan Aeronautics and National Aerospace Laboratories. The industrial segment currently accounts for approximately 14% to 15% of revenues, with a medium-term target of 20% to 25%.

On profitability, Zaveri stated that the industrial bearings being targeted are as profitable as the company's existing automotive business, with an EBITDA margin requirement of 18% to 20% for any area of focus. She confirmed that automotive and industrial capacities are largely fungible, with up to 20% of the industrial joint venture capacity available for automotive use if required.

On long-term revenue aspirations, Zaveri reiterated an aspirational goal of reaching approximately ₹2,500 crores in revenues over a five-year timeframe, describing it as increasingly becoming a concrete goal. She also noted opportunities in import substitution for bearing types not currently manufactured in India, supported by BIS regulations and government policy.

Inventory Management and Gross Margin Commentary

Zaveri addressed investor queries on inventory levels, explaining that the company strategically positions inventory across India and key global locations including Germany and the United States to ensure supply chain resilience. Despite a significant rise in sales, inventories at year-end were lower by over ₹20 crores. On the dip in gross margins during Q4, Zaveri attributed it primarily to foreign exchange movements, specifically an aberration caused by exchange rate differentials on the last day of the financial year affecting the COGS conversion and certain import-heavy product lines. She indicated this was a one-time accounting anomaly and not a structural concern.

About NRB Bearings Limited

Established in 1965 and headquartered in Mumbai, NRB Bearings Limited is India's leading manufacturer of needle roller bearings and cylindrical bearings, offering a broad range of high-performance bearings and friction solutions for mobility and industrial applications. The company supplies precision-engineered and lightweight friction solutions to customers across over 40 countries globally, serving leading OEMs across Europe, Asia, and the Americas. NRB Bearings operates manufacturing facilities in Waluj, Aurangabad, Jalna, Ranchi, Hyderabad, Pantnagar, and Thailand, along with research centers in Waluj and Turbe, and subsidiaries in the USA, Europe, Thailand, and UAE.