What changed in this filing

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Item 7. Management’s Discussion and Analysis

2026-02-12 compared with 2025-02-13 · 93 added, 84 removed, 138 unchanged (56% of the section changed)

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Certain statements made in this report, as well as oral statements made by the Company from time to time, constitute forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Exchange Act.

Readers can identify these forward-looking statements by our use of the words “expects,” “anticipates,” “estimates,” "potential," “believes,” “projects,” “intends,” “plans,” “will,” “may,” “shall,” “could,” “should,” "opportunity," "goal" and similar words and other statements of a similar sense.

Readers can identify these forward-looking statements by our use of the words "expects," "anticipates," "estimates," "potential," "believes," "projects," "intends," "plans," "aims," "will," "may," "shall," "could," "should," "opportunity," "goal," "objective," "target," "milestone" and similar words and other statements of a similar sense.

These statements are based on our current estimates and expectations as to prospective events and circumstances, which may or may not be in our control and as to which there can be no firm assurances given.

These forward-looking statements, which include statements regarding business and market trends, future financial performance and financial targets, customer demand and order rates and timing of related revenue, future product or revenue mix, research and development activities, sales and marketing activities, new product offerings, innovation and product development activities, customer acceptance of our products, capital expenditures, cost and working capital management activities, investments, liquidity, dividends and stock repurchases, strategic and growth plans and opportunities, acquisitions, and estimated tax benefits and expenses and other tax matters, involve known and unknown risks and uncertainties that could cause actual results to differ materially from those projected.

These forward-looking statements, which include statements regarding business and market trends, future financial performance, financial targets, milestones and related timing expectations, the impacts of our strategic portfolio review, the impact of tariffs, customer demand and order rates and timing of related revenue, future product or revenue mix, research and development activities, sales and marketing activities including our salesforce transformation, new product offerings, innovation and product development activities, customer acceptance of our products, commercial partnerships, capital expenditures, cost management activities including expected annualized operating expense reductions, investments, liquidity, dividends and stock repurchases, strategic and growth plans and opportunities, acquisitions, and estimated tax benefits and expenses, changes in tax legislation, and other tax matters, involve known and unknown risks and uncertainties that could cause actual results to differ materially from those projected.

Such risks and uncertainties include:

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(2) the impact of competitive pressures;

(3) the inability to attract and retain skilled employees, effectively plan for succession, and maintain our unique corporate culture;

(3) the inability to attract and retain skilled employees and effectively plan for succession including managing the transition of our Chief Executive Officer, while maintaining our unique corporate culture;

(4) the failure to properly manage the distribution of products and services;

(5) economic, political, and other risks associated with international sales and operations, including the impact of trade disputes on the economic climate in China;

(5) economic, political, and other risks associated with international sales and operations, including the impact of trade disputes, the imposition of tariffs, the economic climate in China, and the wars and conflicts involving Ukraine and Israel and those that may arise in the future in the geographies where we conduct business;

(6) the challenges in integrating and achieving expected results from acquired businesses;

(7) uncertainty surrounding our future capital needs;

(8) information security breaches;

(9) the failure to comply with laws or regulations relating to data privacy or data protection;

(8) the inability to effectively scale our operations and salesforce to support a significantly expanded customer base;

(9) information security breaches and other cybersecurity threats;

(10) the failure to comply with laws or regulations relating to data privacy, data protection, AI, or other automated technologies;

(11) the inability to protect our proprietary technology and intellectual property;

(12) the inability to manage direct and indirect disruptions to our supply chain, which could cause delays in obtaining components for our products at reasonable prices;

(13) the failure to manufacture and deliver products in a timely manner;

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(16) the loss of, or curtailment of purchases by, large customers in the logistics, consumer electronics, or automotive industries;

(15) challenges in accurately forecasting our financial results due to seasonal and cyclical variations in customer purchasing patterns;

(17) challenges in accurately forecasting our financial results due to seasonal and cyclical variations in customer purchasing patterns and economic and market volatility;

(18) potential impairment charges with respect to our investments or acquired intangible assets;

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(20) fluctuations in foreign currency exchange rates and the use of derivative instruments;

(19) unfavorable global economic conditions, including increases in interest rates and elevated inflation rates;

(21) unfavorable global economic conditions, including, without limitation, increases in interest rates, elevated inflation rates, and recession risks;

(22) business disruptions from natural or man-made disasters, public health crises, or other events outside our control;

(21) exposure to potential liabilities, increased costs, reputational harm, and other adverse effects associated with expectations relating to environmental, social, and governance considerations;

(23) stock price volatility;

and (23) our involvement in time-consuming and costly litigation or activist shareholder activities.

(24) our involvement in time-consuming and costly litigation or activist shareholder activities;

and (25) the failure to effectively transform our operating model, manage our expenses, and achieve expected cost reductions.

The foregoing list should not be construed as exhaustive and we encourage readers to refer to the detailed discussion of risk factors included in Part I - Item 1A of this Annual Report on Form 10-K.

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EXECUTIVE OVERVIEW

Cognex Corporation (“the Company”) invents and commercializes technologies that address some of the most critical manufacturing and distribution challenges.

We are a leading global provider of machine vision products and solutions that seek to improve efficiency and quality in a wide range of businesses across attractive industrial end markets.

In addition to product revenue derived from the sale of machine vision products, the Company also generates revenue by providing maintenance and support, consulting, and training services to its customers;

Cognex makes advanced machine vision easy, paving the way for manufacturing and distribution companies to become faster, smarter, and more efficient through automation.

We are a global technology leader in industrial machine vision systems that seek to improve efficiency and help solve critical manufacturing and distribution

challenges, providing support across a diverse set of industrial end markets.

In addition to revenue derived from the sale of machine vision products, the Company also generates revenue by providing maintenance and support, consulting, and training services to its customers;

however, service revenue accounted for less than 10% of total revenue for all periods presented.

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Virtually every manufacturer or distributor can achieve better quality and efficiency by using machine vision.

This results in a broad base of potential customers across a

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variety of industries, including logistics, automotive, consumer electronics, semiconductor, consumer products, medical-related, and food and beverage.

Revenue was $914,515,000 in 2024, representing an increase of 9% over the prior year.

The increase was due to incremental revenue arising from the acquisition of Moritex Corporation (“Moritex”) that closed in the fourth quarter of 2023, as well as higher revenue from customers in the logistics and semiconductor industries.

These increases were partially offset by lower revenue from customers in the automotive industry and softness across our broader factory automation business.

This results in a broad base of potential customers across a variety of industries, including logistics, consumer electronics, automotive, packaging, and semiconductor.

In 2025, revenue was $ 994,359,000 , representing an increase of 9% over the prior year.

The increase was primarily due to higher revenue from the logistics and consumer electronics industries.

Gross margin was 67% in 2025 compared to 68% in 2024.

The decrease was primarily due to a less favorable revenue mix related to the contribution of Moritex and higher logistics revenue, and to a lesser extent, the impact of pricing pressures.

Operating expenses increased 9% over the prior year.

Investments intended to expand our sales coverage, incremental costs related to the acquisition of Moritex, and higher incentive compensation expenses were partially offset by disciplined cost management and lower total headcount.

Cost recoveries recorded in 2023 related to the 2022 fire at the Company’s contract manufacturer also contributed to the increase.

Operating income decreased to 13% of revenue in 2024 compared to 16% of revenue in 2023 driven by the lower gross margin percentage.

Net income decreased to 12% of revenue, or $0.62 per share, in 2024 compared to 14% of revenue, or $0.65 per share, in 2023.

The decrease was primarily due to higher charges for excess and obsolete inventory.

Operating expenses decreased 2% over the prior year primarily due to savings from cost management, including headcount reductions.

The decrease was partially offset by higher incentive compensation accruals due to stronger business performance, as well as the unfavorable impact of foreign currency exchange rates.

Operating income increased to 16% of revenue in 2025 compared to 13% of revenue in 2024 due to the leverage achieved from revenue growth on lower operating expenses.

Net income was 12% of revenue, or $ 0.68 per share, in 2025 compared to 12% of revenue, or $ 0.62 per share, in 2024.

Net income as a percentage of revenue remained flat, as the operating leverage was offset by an increase in income tax expense driven by a $33 million discrete tax expense accrued in 2025 in connection with the enactment of United States tax legislation known as the One Big Beautiful Bill Act ("OBBBA") (refer to Note 18 to the Consolidated Financial Statements).

The following table sets forth certain consolidated financial data as a percentage of revenue:

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Revenue was $994,359,000 in 2025 compared to $914,515,000 in 2024, representing an increase of 9%.

Revenue from the acquisition of Moritex that closed in the fourth quarter of 2023 represented approximately 8% of total revenue in 2024 and 1% of total revenue in 2023.

Excluding the contribution of Moritex, revenue increased by 1% in 2024 over the prior year due to higher revenue from customers in the logistics and semiconductor industries, partially offset by lower revenue from customers in the automotive industry and softness across our broader factory automation business.

Changes in revenue from an end-market perspective, including Moritex, were as follows:

• Revenue from the logistics industry represented approximately 23% of total revenue in 2024 and increased by 20% from the prior year due to investment by e-commerce customers.

• Revenue from the automotive industry represented approximately 22% of total revenue in 2024 and decreased by 12% from the prior year due to continued weakness in this industry, including lower investment related to electric vehicles.

• Revenue from the consumer electronics industry represented approximately 17% of total revenue in 2024 and increased by 3% from the prior year due to the contribution of Moritex, as well as higher large customer demand.

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• Revenue from the semiconductor industry represented approximately 11% of total revenue in 2024 and grew by 80% from the prior year due to the contribution of Moritex, as well as higher global demand for computing chips.

The increase was driven primarily by higher revenue from the logistics and consumer electronics industries.

The Company recognized $13 million of one-time revenue during 2025 related to a strategic channel partnership in the medical lab automation industry upon the transfer of software access and inventories to this partner.

The favorable impact of foreign currency exchange rates also contributed to the increase.

These increases were partially offset by continued weakness in the automotive industry.

The following table sets forth our disaggregated revenue information by geographic area based on the customers' country of domicile (in thousands) for the years ended December 31, 2025 and 2024.

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Total revenue $ 994,359 $ 914,515 $ 79,844 9 %

Changes in revenue from a geographic perspective, including Moritex, were as follows:

Changes in revenue from a geographic perspective were as follows:

• Revenue from customers based in the Americas increased by 16% from the prior year.

Strong growth in logistics was partially offset by weakness in the automotive industry.

• Revenue from customers based in Europe decreased by 1% from the prior year.

Growth in logistics was offset by declines in factory automation, most notably in the automotive industry.

• Revenue from customers based in Greater China was flat compared to the prior year.

The Moritex contribution, higher semiconductor revenue, and higher large customer consumer electronics revenue was offset by declines in other factory automation industries, most notably in the automotive industry.

• Revenue from other countries in Asia increased by 49% from the prior year due to the Moritex contribution, higher semiconductor revenue, and growth in logistics.

The increase came from all major industries outside of automotive, with particularly strong growth in logistics driven by increased sales to our large e-commerce customers.

One-time revenue from our new strategic channel partnership mentioned above, which primarily impacted the Americas region, also contributed to the increase.

• Revenue from customers based in Europe increased by 15% from the prior year.

The increase was primarily due to procurement changes made by consumer electronics customers to shift their purchases from entities based in China to Europe.

Improved trends in the packaging industry during 2025 and the favorable impact of foreign currency exchange rates also contributed to the increase.

These increases were partially offset by weakness in the automotive industry.

• Revenue from customers based in Greater China decreased by 3% from the prior year.

The procurement change in Europe mentioned above, as well as shifts in business from consumer electronics customers from China to the Other Asia region, negatively impacted results for the current year.

These negative impacts were partially offset by broader growth within the consumer electronics customer base, excluding the regional purchasing shifts, as well as higher revenue from customers in the semiconductor industry.

• Revenue from other countries in Asia decreased by 3% from the prior year.

Although Other Asia regions benefited from the shift in consumer electronics business out of China noted above, this benefit was offset by the impact of recording an additional month of Moritex revenue in 2024 to eliminate the one-month lag in consolidating Moritex financial results that had been in place since the acquisition in 2023.

Weakness in automotive also contributed to the decrease.

The following table sets forth our gross profit (in thousands) for the years ended December 31, 2025 and 2024.

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Gross margin decreased to 67% in 2025 compared to 68% in 2024.

The decrease was due to a less favorable revenue mix in 2024 that included higher logistics revenue and products with relatively lower gross margins from the Moritex acquisition that closed in the fourth quarter of 2023, as well as the amortization of Moritex acquired technologies.

Lower average selling prices due to pricing pressures also contributed to the lower margin in 2024.

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The decrease was primarily due to a $13 million charge recorded in the fourth quarter of 2025 for excess and obsolete inventory following a comprehensive strategic product portfolio review under our new leadership team.

As part of this strategic review, the Company is reducing focus on certain legacy products, which increased the risk of excess and obsolete inventory.

Less favorable industry mix and the impact from tariffs also contributed to the gross margin decline.

These decreases were partially offset

by the favorable impact of higher revenue volume, as well a relatively higher margin from the one-time revenue from our new strategic channel partnership mentioned above.

Operating Expenses

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Percentage of total revenue 37 % 41 %

Loss (recovery) from fire $ — $ (8,000) $ 8,000 (100) %

Percentage of total revenue — % (1) %

Total operating expenses $ 502,827 $ 510,729 $ (7,902) (2) %

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Research, Development, and Engineering Expenses

Research, development, and engineering (RD&E) expenses in 2024 were relatively flat compared to the prior year.

Higher incentive compensation expenses and the additional cost associated with a new team of optical engineers that joined Cognex with the acquisition of Moritex in the fourth quarter of 2023 was offset by a reduction in RD&E headcount outside of Moritex, lower deferred compensation costs related to the 2019 acquisition of Sualab Co, Ltd.

that were fully paid in the fourth quarter of 2023, and disciplined cost management.

Research, development, and engineering ("RD&E") expenses in 2025 decreased by 1% from the prior year.

The decrease was primarily due to savings from cost management, including a reduction in RD&E headcount.

The decrease was partially offset by higher incentive compensation accruals due to stronger business performance and the unfavorable impact of foreign currency exchange rates.

RD&E expenses as a percentage of revenue were 14% in 2025 compared to 15% in 2024.

We believe that a continued commitment to RD&E activities is essential to maintain or achieve product leadership with our existing products and to provide innovative new product offerings, as well as to provide engineering support for large customers.

In addition, we consider our ability to accelerate the time to market for new products to be critical to our revenue growth and competitive position.

This annual percentage is impacted by revenue levels and investment cycles.

Our move towards unified software architecture across various products lines over the last few years enabled us to deliver innovation with less RD&E expenses as a percentage of revenue.

These percentages are additionally impacted by revenue levels and investment cycles.

Selling, General, and Administrative Expenses

Selling, general, and administrative (SG&A) expenses in 2024 increased by 9% from the prior year.

The increase was due primarily to investments in entry-level sales personnel hired over the past few years intended to transform our sales model, allowing us to broaden and deepen our sales coverage.

Costs related to the acquisition of Moritex that closed in the fourth quarter of 2023 also contributed to the higher SG&A expenses in 2024, including additional sales and support personnel-related costs, the amortization of acquired customer relationship and trademarks, and integration costs.

In addition, incentive compensation expenses were higher in 2024.

These increases were partially offset by Moritex transaction costs incurred in the fourth quarter of 2023, a reduction in SG&A headcount outside of Moritex and entry-level sales, and disciplined cost management.

Loss (Recovery) from Fire

On June 7, 2022, the Company’s primary contract manufacturer experienced a fire at its plant in Indonesia, destroying a significant amount of Cognex inventories.

In 2023, the Company recorded recoveries related to the fire totaling $8,000,000, including $5,500,000 for proceeds received from a financial settlement and $2,500,000, for proceeds received from business interruption insurance.

Selling, general, and administrative ("SG&A") expenses in 2025 decreased by 2% from the prior year.

The decrease was primarily due to savings from cost management, including a reduction in SG&A headcount, and lower stock-based compensation expenses.

These decreases were partially offset by higher incentive compensation accruals due to stronger business performance and the unfavorable impact of foreign currency exchange rates.

Actions related to optimizing our operating model are expected to deliver an additional $35 to $40 million in annualized operating expense reductions by the end of 2026.

Non-operating Income (Expense)

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Total non-operating income (expense) $ 20,236 $ 16,424 $ 3,812 23 %

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In the third quarter of 2023, the Company recorded a foreign currency loss of $8,456,000 on the settlement of a foreign currency forward contract entered into to hedge the Japanese Yen purchase price of the acquisition of Moritex Corporation.

Remaining foreign currency gains and losses in each year resulted primarily from the revaluation and settlement of assets and liabilities that are denominated in currencies other than the functional currency of the Company, which is the U.S.

Foreign currency gains and losses in each year resulted primarily from the revaluation and settlement of assets and liabilities that are denominated in currencies other than the functional currency of the Company, which is the U.S.

Dollar, or its subsidiaries.

Investment income decreased by $122,000, or 1%, from the prior year.

The decrease was due to lower average investment balances, partially offset by higher yields on the Company's portfolio of debt securities.

During the fourth quarter of 2023, net cash payments related to the acquisition of Moritex reduced cash available to invest by approximately $257 million, which resulted in lower investment income for 2024.

Investment income increased by $2,979,000, or 21%, from the prior year primarily due to higher yields on the Company's portfolio of debt securities.

Other income (expense) increased by $6,446,000 from the prior year primarily due to a $5,053,000 gain on the sale of the 19,000 square-foot building adjacent to our corporate headquarters and the underlying land.

This building

was previously used as a training center for our sales function.

Our new training center will be located inside our corporate headquarters.

Income Tax Expense

The following table sets forth income tax information (in thousands) for the years ended December 31, 2024 and December 31, 2023.

The following table sets forth income tax information (in thousands) for the years ended December 31, 2025 and 2024.

Twelve-months Ended

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The Company’s effective tax rate was 37% in 2025 and 19% in 2024.

The Company recorded discrete tax net expenses of $5,731,000 in 2024 and $2,338,000 in 2023.

Excluding the impact of these discrete tax items, the Company’s effective tax rate was 15% in both years.

The Company recorded net discrete tax expenses of $36,533,000 in 2025 and $5,731,000 in 2024.

On July 4, 2025, the OBBBA was enacted in the United States.

OBBBA modifies certain international tax provisions such as the tax on Global Intangible Low Taxed Income ("GILTI") and renames GILTI as Net CFC Tested Income ("NCTI").

The Company records NCTI taxes on a deferred basis, and as a result of OBBBA's enactment, accrued a discrete tax expense of $33,237,000 to increase its deferred tax liability during 2025, increasing the Company's effective tax rate significantly.

The legislation is expected to result in a full-year cash tax benefit estimated between $12 million and $15 million, primarily driven by the Company's ability to immediately expense research and development costs.

However, this benefit does not directly impact the Company's effective tax rate.

Excluding the impact of discrete tax items, which primarily consisted of the OBBBA discrete tax expense of $33,237,000 mentioned above, the Company's effective tax rate was 17% in 2025 and 15% in 2024.

The year-over-year increase was primarily due to more of the Company's profits taxed in relatively higher tax rate jurisdictions.

Year Ended December 31, 2024 Compared to Year Ended December 31, 2023

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Operating Activities

Net cash provided by operating activities totaled $149,081,000 in 2024.

Significant uses of cash consisted of an increase in accounts receivable related to growth in logistics revenue and in support of sales initiatives.

Net cash provided by operating activities totaled $245,514,000 in 2025 and $149,081,000 in 2024.

The increase in operating cash flow from the prior year was primarily driven by stronger business performance and optimization of working capital.

Investing Activities

Net cash used in investing activities totaled $38,969,000 in 2024.

Investing activities included capital expenditures, that totaled $15,043,000 and consisted primarily of continued investments in business systems, manufacturing equipment related to new product introductions, and building and leasehold improvements.

Net cash provided by (used in) investing activities totaled $28,016,000 in 2025 and $(38,969,000) in 2024.

The shift from net cash outflows in the prior year to inflows in the current year was due to the timing of when investments matured and were reinvested in each year, with a high percentage of our investment portfolio maturing during 2024.

In 2025, certain investments that matured were reinvested in cash equivalents to maintain liquidity for our stock repurchase program.

Investing activities also included capital expenditures that totaled $8,743,000 in 2025 and $15,043,000 in 2024, which consisted primarily of investments in business systems, test equipment related to new product introductions, and building and leasehold improvements in both years.

The decrease in capital expenditures from 2024 was primarily due to the timing of planned business systems projects associated with our sales processes.

On December 12, 2025, the Company sold the 19,000 square-foot building adjacent to our corporate headquarters and the underlying land, which resulted in proceeds of $6,704,000 and contributed to cash provided by investing activities.

Financing Activities

Net cash used in financing activities totaled $118,420,000 in 2024.

In March 2022, the Company's Board of Directors authorized the repurchase of $500,000,000 of the Company's common stock.

Under this program, the Company repurchased 1,711,000 shares at a cost of $67,085,000 in 2024, leaving a remaining balance of $265,807,000 as of December 31, 2024.

The Company may repurchase shares under this program in future periods depending on a variety of factors, including, among other things, the impact of dilution from employee stock awards, stock price, share availability, and cash requirements.

Net cash used in financing activities totaled $206,693,000 in 2025 and $118,420,000 in 2024.

These activities primarily consisted of common stock repurchases and dividend payments in both periods presented.

The increase in net cash used in financing activities from the prior period was driven by an increase in common stock repurchases to offset dilution from employee stock awards.

As discussed in Item 5 - Market for Registrant's Common Equity Related Stockholder Matters, and Issuer Purchases of Equity Securities, in March 2022, the Board authorized the Program, providing for the repurchase of $500,000,000 of the Company's common stock.

Under the Program, in addition to repurchases made in other periods, the Company repurchased 4,234,000 shares at a cost of $151,233,000 in 2025, leaving a remaining balance of $115,020,000 as of December 31, 2025.

On February 11, 2026, the Board authorized the repurchase of an additional $500,000,000 of the Company's common stock upon completion of the Program.

The Company may repurchase shares under these programs in future periods depending on a variety of factors, including, among other things, the impact of dilution from employee stock awards, stock price, share availability, and cash requirements.

The Company is authorized to make repurchases of its common stock through open market purchases, pursuant to Rule 10b5-1 trading plans, or in privately negotiated transactions.

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The Company’s Board of Directors declared and paid cash dividends of $0.075 per share in the first, second, and third quarters of 2024 and $0.080 per share in the fourth quarter of 2024, totaling $52,329,000 in 2024.

Future dividends will be declared at the discretion of the Company's Board of Directors and will depend on such factors as the Board deems relevant, including, among other things, the Company's ability to generate positive cash flow from operations.

The Board declared and paid cash dividends of $0.080 per share in the first, second, and third quarters of 2025 and $0.085 per share in the fourth quarter of 2025, totaling $54,627,000 in 2025.

Future dividends will be declared at the discretion of the Board and will depend on such factors as the Board deems relevant, including, among other things, the Company's ability to generate positive cash flow from operations.

Future Cash Requirements

As of December 31, 2025, the Company had inventory purchase commitments of $57,690,000, with the majority payable within twelve months, and lease payment obligations of $93,418,000, with $15,843,000 payable within twelve months.

As of December 31, 2024, the Company had a remaining balance of $18,338,000 payable in the second quarter of 2025 related to a one-time transition tax on unrepatriated foreign earnings arising from the Tax Cuts and Jobs Act of 2017.

As of December 31, 2025, the Company accrued incentive compensation payments of $35,688,000 that were earned during 2025, with the majority payable in the first quarter of 2026.

We believe that the Company's existing cash and investment balances, together with cash flow from operations, will be sufficient to meet its operating, investing, and financing activities for the next twelve months.

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Revenue for application-specific customer solutions is recognized at the point in time when the solution is validated, which is the point in time when the Company can reasonably determine that the agreed-upon specifications in the contract have been met and the customer should reasonably accept the performance obligations in the arrangement.

Although the customer may have taken legal title and physical possession of the goods when they arrived at the customer’s designated site, the significant risks and rewards of ownership transfer to the customer only upon validation.

Although the customer may have taken legal title and physical possession of the goods when they

arrived at the customer’s designated site, the significant risks and rewards of ownership transfer to the customer only upon validation.

Significant judgment is required in determining worldwide income tax expense based on tax laws in the various jurisdictions in which the Company operates.

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As part of the process of preparing consolidated financial statements, management is required to estimate income taxes in each of the jurisdictions in which the Company operates.

These estimates occur in the calculation of income tax credits, benefits, and deductions, and in the calculation of certain tax assets and liabilities, which arise

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from differences in the timing of the recognition of certain expenses for tax and financial statement purposes.

These estimates occur in the calculation of income tax credits, benefits, and deductions, and in the calculation of certain tax assets and liabilities, which arise from differences in the timing of the recognition of certain expenses for tax and financial statement purposes.

We assess the likelihood of the realization of deferred tax assets and record a corresponding valuation allowance as necessary if we determine those deferred tax assets may not be realized due to the uncertainty of the timing and amount to be realized of certain federal, state, and international tax credit carryovers.

The Company accounts for the impact of the Global Intangible Low-Taxed Income (GILTI) minimum tax in deferred taxes.

The Company accounts for the impact of Net CFC Tested Income (NCTI), formally known as Global Intangible Low-Taxed Income (GILTI), minimum tax in deferred taxes.

NEW PRONOUNCEMENTS

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Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 7. Management’s Discussion and Analysis