What changed in this filing

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Item 1. Financial Statements

2024-08-08 compared with 2024-05-02 · 366 added, 182 removed, 487 unchanged (53% of the section changed)

2 unchanged sentences

CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS

Three Months Ended

Three Months Ended Six Months Ended

June 30, June 30,

(In thousands, except per share data) 2024 2023 2024 2023

10 unchanged sentences

General and administrative expenses 95,008 92,315 189,057 180,659

Restructuring expenses 2,918 — 2,918 —

Operating income 128,897 112,775 228,858 191,390

15 unchanged sentences

(In thousands)

Three Months Ended

Three Months Ended Six Months Ended

June 30, June 30,

2024 2023 2024 2023

Net earnings $ 99,471 $ 80,999 $ 175,966 $ 137,845

3 unchanged sentences

Pension and postretirement adjustments, net of tax (1)

211 ( 231 ) 758 ( 423 )

Other comprehensive income (loss), net of tax ( 5,233 ) 19,067 ( 20,265 ) 33,541

Comprehensive income $ 94,238 $ 100,066 $ 155,701 $ 171,386

(1) The tax benefit/(expense) included in both foreign currency translation adjustments and pension and postretirement adjustments for the three months ended March 31, 2024 and 2023 was immaterial.

(1) The tax benefit (expense) included in foreign currency translation adjustments and pension and postretirement adjustments for the three and six months ended June 30, 2024 and June 30, 2023 was immaterial.

See notes to condensed consolidated financial statements

2 unchanged sentences

(In thousands, except per share data)

March 31, 2024 December 31, 2023

June 30, 2024 December 31, 2023

Current assets:

27 unchanged sentences

Stockholders’ equity

Common stock, $ 1 par value, 100,000,000 shares authorized as of March 31, 2024 and December 31, 2023;

49,187,378 shares issued as of March 31, 2024 and December 31, 2023;

outstanding shares were 38,315,999 as of March 31, 2024 and 38,202,754 as of December 31, 2023

Common stock, $ 1 par value, 100,000,000 shares authorized as of June 30, 2024 and December 31, 2023;

49,187,378 shares issued as of June 30, 2024 and December 31, 2023;

outstanding shares were 38,289,678 as of June 30, 2024 and 38,202,754 as of December 31, 2023

49,187 49,187

2 unchanged sentences

Accumulated other comprehensive loss ( 233,488 ) ( 213,223 )

Common treasury stock, at cost ( 10,871,379 shares as of March 31, 2024 and 10,984,624 shares as of December 31, 2023)

Common treasury stock, at cost ( 10,897,700 shares as of June 30, 2024 and 10,984,624 shares as of December 31, 2023)

( 1,140,858 ) ( 1,135,484 )

4 unchanged sentences

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

Three Months Ended

Six Months Ended

(In thousands) 2024 2023

1 unchanged sentence

Net earnings $ 175,966 $ 137,845

Adjustments to reconcile net earnings to net cash used for operating activities:

Adjustments to reconcile net earnings to net cash provided by operating activities

Depreciation and amortization 54,151 57,975

2 unchanged sentences

Share-based compensation 9,466 8,859

Non-cash restructuring charges 1,394 —

Change in operating assets and liabilities, net of businesses acquired:

5 unchanged sentences

Other current and long-term assets and liabilities 751 ( 40,867 )

Net cash used for operating activities ( 45,633 ) ( 91,599 )

Net cash provided by operating activities 65,702 19,353

Cash flows from investing activities:

1 unchanged sentence

Additions to property, plant, and equipment ( 23,119 ) ( 22,664 )

Acquisition of business, net of cash acquired ( 33,756 ) —

Net cash used for investing activities ( 56,740 ) ( 22,191 )

Cash flows from financing activities:

Borrowings under revolving credit facility 4,879 465,025

Payment of revolving credit facility ( 4,879 ) ( 286,825 )

Borrowings under revolving credit facilities 8,893 481,099

Payments of revolving credit facilities ( 8,893 ) ( 356,099 )

Principal payments on debt — ( 202,500 )

1 unchanged sentence

Proceeds from share-based compensation 5,472 5,225

Dividends paid ( 7,665 ) ( 7,290 )

Other ( 579 ) ( 537 )

8 unchanged sentences

(In thousands)

For the three months ended March 31, 2023

For the six months ended June 30, 2024

Common Stock Additional Paid in Capital Retained Earnings Accumulated Other Comprehensive Income (Loss) Treasury Stock

1 unchanged sentence

Net earnings — — 175,966 — —

Other comprehensive income, net of tax — — — 14,474 —

Other comprehensive loss, net of tax — — — ( 20,265 ) —

Dividends declared — — ( 15,712 ) — —

5 unchanged sentences

Other — ( 2,464 ) — — 2,340

June 30, 2024 $ 49,187 $ 135,574 $ 3,648,005 $ ( 233,488 ) $ ( 1,140,858 )

For the three months ended June 30, 2024

Common Stock Additional Paid in Capital Retained Earnings Accumulated Other Comprehensive Income (Loss) Treasury Stock

March 31, 2024 $ 49,187 $ 133,166 $ 3,556,572 $ ( 228,255 ) $ ( 1,130,491 )

For the three months ended March 31, 2024

Net earnings — — 99,471 — —

Other comprehensive loss, net of tax — — — ( 5,233 ) —

Dividends declared — — ( 8,038 ) — —

Restricted stock — — — — —

Share-based compensation — 4,689 — — 82

Repurchase of common stock (1)

— — — — ( 12,606 )

Other — ( 2,281 ) — — 2,157

June 30, 2024 $ 49,187 $ 135,574 $ 3,648,005 $ ( 233,488 ) $ ( 1,140,858 )

CURTISS-WRIGHT CORPORATION and SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY

(In thousands)

For the six months ended June 30, 2023

Common Stock Additional Paid in Capital Retained Earnings Accumulated Other Comprehensive Income (Loss) Treasury Stock

1 unchanged sentence

Net earnings — — 137,845 — —

Other comprehensive loss, net of tax — — — ( 15,032 ) —

Other comprehensive income, net of tax — — — 33,541 —

Dividends declared — — ( 14,960 ) — —

5 unchanged sentences

Other — ( 261 ) — — 261

June 30, 2023 $ 49,187 $ 130,846 $ 3,286,376 $ ( 225,375 ) $ ( 1,113,675 )

For the three months ended June 30, 2023

Common Stock Additional Paid in Capital Retained Earnings Accumulated Other Comprehensive Income (Loss) Treasury Stock

March 31, 2023 $ 49,187 $ 126,909 $ 3,213,039 $ ( 244,442 ) $ ( 1,101,439 )

(1) For the three months ended March 31, 2024 and March 31, 2023, the Corporation repurchased approximately 53,000 and 73,000 shares, respectively, of its common stock.

Net earnings — — 80,999 — —

Other comprehensive income, net of tax — — — 19,067 —

Dividends declared — — ( 7,662 ) — —

Restricted stock — ( 73 ) — — 73

Share-based compensation — 4,010 — — ( 330 )

Repurchase of common stock (1)

— — — — ( 11,979 )

June 30, 2023 $ 49,187 $ 130,846 $ 3,286,376 $ ( 225,375 ) $ ( 1,113,675 )

See notes to condensed consolidated financial statements

(1) For the three and six months ended June 30, 2024, the Corporation repurchased approximately 47,000 and 100,000 shares of its common stock, respectively.

For the three and six months ended June 30, 2023, the Corporation repurchased approximately 73,000 and 146,000 shares of its common stock, respectively.

CURTISS-WRIGHT CORPORATION and SUBSIDIARIES

1 unchanged sentence

BASIS OF PRESENTATION

Curtiss-Wright Corporation and its subsidiaries ("we," the "Corporation," or the "Company") is a global integrated business that provides highly engineered products, solutions, and services mainly to aerospace & defense (A&D) markets, as well as critical technologies in demanding commercial power, process, and industrial markets.

Curtiss-Wright Corporation along with its subsidiaries ("we," the "Corporation," or the "Company") is a global integrated business that provides highly engineered products, solutions, and services mainly to aerospace & defense (A&D) markets, as well as critical technologies in demanding commercial power, process, and industrial markets.

The unaudited condensed consolidated financial statements include the accounts of Curtiss-Wright and its majority-owned subsidiaries.

3 unchanged sentences

Certain information and footnote disclosures normally included in annual financial statements have been condensed or omitted as permitted by such rules and regulations.

In the opinion of management, the accompanying unaudited condensed consolidated financial statements reflect all adjustments necessary for a fair presentation of these financial statements.

Management is required to make estimates and judgments that affect the reported amount of assets, liabilities, revenue, and expenses and disclosure of contingent assets and liabilities in the accompanying financial statements.

4 unchanged sentences

Accordingly, the effect of the changes on future periods of contract performance is recognized as if the revised estimate had been the original estimate.

During the three months ended March 31, 2024 and 2023, there were no significant changes in estimated contract costs.

During the three and six months ended June 30, 2024 and 2023, there were no significant changes in estimated contract costs.

In the opinion of management, all adjustments considered necessary for a fair presentation have been reflected in these financial statements.

The unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in the Corporation’s 2023 Annual Report on Form 10-K filed with the SEC.

The results of operations for interim periods are not necessarily indicative of trends or of the operating results for a full year.

New Accounting Pronouncements Not Yet Adopted

In November 2023, the Financial Accounting Standards Board ("FASB") issued ASU No.

2023-07, Segment Reporting (Topic 280):

Improvements to Reportable Segment Disclosures (“ASU 2023-07”), which requires disclosure of significant reportable segment expenses that are regularly provided to the chief operating decision-maker ("CODM") and included within the Corporation's measure of segment profit or loss.

ASU 2023-07 also requires that all disclosures around segment profit or loss and assets be provided on both an annual and interim basis.

ASU 2023-07 is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted.

ASU 2023-07 is required to be applied on a retrospective basis for all periods presented.

The Corporation is currently evaluating the impact of adopting this standard on its financial statements, but does not expect it to have a material impact on its consolidated financial position, results of operations, or cash flows.

The Corporation recognizes revenue when control of a promised good and/or service is transferred to a customer in an amount that reflects the consideration that the Corporation expects to be entitled to in exchange for that good and/or service.

4 unchanged sentences

For contracts with multiple performance obligations, the Corporation allocates the overall transaction price to each performance obligation using standalone selling prices, where available, or utilizes estimates for each distinct good or service in the contract where standalone prices are not available.

CURTISS-WRIGHT CORPORATION and SUBSIDIARIES

NOTES to CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

The Corporation’s performance obligations are satisfied either at a point-in-time or on an over-time basis.

1 unchanged sentence

If a performance obligation does not qualify for over-time revenue recognition, revenue is then recognized at the point-in-time in which control of the distinct good or service is transferred to the customer, typically based upon the terms of delivery.

The following table illustrates the approximate percentage of revenue recognized for performance obligations satisfied over-time versus at a point-in-time for the three months ended March 31, 2024 and 2023:

CURTISS-WRIGHT CORPORATION and SUBSIDIARIES

NOTES to CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Three Months Ended

The following table illustrates the approximate percentage of revenue recognized for performance obligations satisfied over-time versus at a point-in-time for the three and six months ended June 30, 2024 and 2023:

Three Months Ended Six Months Ended

June 30, June 30,

2024 2023 2024 2023

Over-time 50 % 46 % 50 % 47 %

2 unchanged sentences

Backlog includes deferred revenue and amounts that will be invoiced and recognized as revenue in future periods.

Total backlog was approximately $ 3.1 billion as of March 31, 2024, of which the Corporation expects to recognize approximatel y 90 % as net sales over the next 36 months .

Total backlog was approximately $ 3.2 billion as of June 30, 2024, of which the Corporation expects to recognize approximately 88 % as net sales over the next 36 months .

The remainder will be recognized thereafter.

1 unchanged sentence

The following table presents the Corporation’s total net sales disaggregated by end market and customer type:

Total Net Sales by End Market and Customer Type Three Months Ended

Total Net Sales by End Market and Customer Type Three Months Ended Six Months Ended

June 30, June 30,

(In thousands) 2024 2023 2024 2023

4 unchanged sentences

Commercial Aerospace 93,316 82,033 183,091 152,523

Total Aerospace & Defense customers $ 490,256 $ 408,581

Total Aerospace & Defense $ 542,206 $ 466,056 $ 1,032,463 $ 874,638

Power & Process $ 138,601 $ 131,000 $ 262,639 $ 251,338

General Industrial 103,984 107,340 202,856 209,280

Total Commercial customers $ 222,911 $ 222,279

Total Commercial $ 242,585 $ 238,340 $ 465,495 $ 460,618

Total $ 784,791 $ 704,396 $ 1,497,958 $ 1,335,256

5 unchanged sentences

The Corporation’s contract liabilities primarily consist of customer advances received prior to revenue being earned.

Revenue recognized during the three months ended March 31, 2024 and 2023 included in contract liabilities at the beginning of the respective years was approximately $ 90 million and $ 89 million, respectively.

Revenue recognized during the three and six months ended June 30, 2024 included in the contract liabilities balance as of January 1, 2024 was approximately $ 71 million and $ 161 million, respectively.

Revenue recognized during the three and six months ended June 30, 2023 included in the contract liabilities balance as of January 1, 2023 was approximately $ 58 million

CURTISS-WRIGHT CORPORATION and SUBSIDIARIES

NOTES to CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

and $ 147 million, respectively.

Contract assets and contract liabilities are reported in the "Receivables, net" and "Deferred revenue" lines, respectively, within the Condensed Consolidated Balance Sheet.

The Corporation continually evaluates potential acquisitions that either strategically fit within the Corporation’s existing portfolio or expand the Corporation’s portfolio into new product lines or adjacent markets.

The Corporation has completed numerous acquisitions that have been accounted for as business combinations and have resulted in the recognition of goodwill in the Corporation's financial statements.

This goodwill arises because the acquisition purchase price reflects the future earnings and cash flow potential in excess of the earnings and cash flows attributable to the current product and customer set at the time of acquisition.

Thus, goodwill inherently includes the know-how of the assembled workforce, the ability of the workforce to further improve the technology and product offerings, and the expected cash flows resulting from these efforts.

Goodwill may also include expected synergies resulting from the complementary strategic fit these businesses bring to existing operations.

The Corporation allocates the purchase price at the date of acquisition based upon its understanding of the fair value of the acquired assets and assumed liabilities.

In the months after closing, as the Corporation obtains additional information about these assets and liabilities, including through tangible and intangible asset appraisals, and as the Corporation learns more about the newly acquired business, it is able to refine the estimates of fair value and more accurately allocate the purchase price.

Only items identified as of the acquisition date are considered for subsequent adjustment.

The Corporation will make appropriate adjustments to the purchase price allocation prior to completion of the measurement period, as required.

During the six months ended June 30, 2024, the Corporation acquired one business for an aggregate purchase price of $ 34 million.

The Condensed Consolidated Statement of Earnings for the six months ended June 30, 2024 includes $ 2 million of total net sales and $ 1 million of net losses from the Corporation's 2024 acquisition.

During the six months ended June 30, 2023, the Corporation did not complete any acquisitions.

The following table summarizes the estimated fair values of the assets acquired and liabilities assumed at the date of acquisition for the acquisition consummated during the six months ended June 30, 2024.

(In thousands) 2024

Accounts receivable $ 3,203

Other current and non-current assets 200

Intangible assets 17,900

Operating lease right-of-use assets, net 1,516

Current and non-current liabilities ( 4,918 )

Deferred income taxes ( 4,116 )

Net tangible and intangible assets 13,785

Goodwill 19,971

Total purchase price $ 33,756

Goodwill deductible for tax purposes $ —

2024 Acquisition

On April 1, 2024, the Corporation completed the acquisition of WSC for $ 34 million.

The Share Purchase Agreement contains representations and warranties customary for a transaction of this type, including a portion of the purchase price deposited in escrow as security for potential indemnification claims against seller.

The acquired business, which operates within the Naval & Power segment, is a provider of simulation technology that supports the design, commissioning, and reliable operation of commercial nuclear power generation and process plants.

The acquisition is subject to post-closing adjustments with the purchase price allocation not yet complete.

2024 Acquisition to be completed

CURTISS-WRIGHT CORPORATION and SUBSIDIARIES

NOTES to CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Ultra Nuclear Limited and Weed Instrument Co., Inc.

(Ultra Energy)

On June 3, 2024, the Corporation announced that it entered into an agreement to acquire the stock of Ultra Energy, a subsidiary of Ultra Electronics, for $ 200 million in cash.

Ultra Energy is a designer and manufacturer of reactor protection systems, neutron monitoring systems, radiation monitoring systems, and temperature and pressure sensors.

The acquisition is expected to close in the third quarter of 2024, subject to UK regulatory approval, with the acquired business to operate within the Naval & Power segment.

Receivables primarily include amounts billed to customers, unbilled charges on long-term contracts consisting of amounts recognized as sales but not billed, and other receivables.

2 unchanged sentences

The amount of claims and unapproved change orders within our receivables balances are immaterial.

CURTISS-WRIGHT CORPORATION and SUBSIDIARIES

NOTES to CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

The composition of receivables is as follows:

(In thousands) March 31, 2024 December 31, 2023

(In thousands) June 30, 2024 December 31, 2023

Billed receivables:

Trade and other receivables $ 474,989 $ 427,830

Unbilled receivables:

Unbilled receivables (contract assets):

Recoverable costs and estimated earnings not billed 347,622 309,561

Progress payments applied

( 230 ) ( 687 )

Net unbilled receivables 347,622 308,874

6 unchanged sentences

The composition of inventories is as follows:

(In thousands) March 31, 2024 December 31, 2023

(In thousands) June 30, 2024 December 31, 2023

Raw materials $ 261,010 $ 239,313

3 unchanged sentences

Government and other long-term contracts

42,553 43,255

Inventories, net of reserves 559,879 512,492

3 unchanged sentences

Assets acquired and liabilities assumed are recorded at their fair values, and the excess of the purchase price over the amounts assigned is recorded as goodwill.

The changes in the carrying amount of goodwill for the three months ended March 31, 2024 are as follows:

CURTISS-WRIGHT CORPORATION and SUBSIDIARIES

NOTES to CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

The changes in the carrying amount of goodwill for the six months ended June 30, 2024 are as follows:

(In thousands) Aerospace & Industrial Defense Electronics Naval & Power Consolidated

December 31, 2023 $ 325,131 $ 710,378 $ 523,317 $ 1,558,826

Acquisitions — — 19,971 19,971

Foreign currency translation adjustment ( 764 ) ( 4,690 ) ( 2,339 ) ( 7,793 )

March 31, 2024 $ 324,397 $ 706,351 $ 521,595 $ 1,552,343

June 30, 2024 $ 324,367 $ 705,688 $ 540,949 $ 1,571,004

OTHER INTANGIBLE ASSETS, NET

1 unchanged sentence

Intangible assets are amortized over useful lives that range between 1 to 20 years.

CURTISS-WRIGHT CORPORATION and SUBSIDIARIES

NOTES to CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

The following tables present the cumulative composition of the Corporation’s intangible assets:

March 31, 2024 December 31, 2023

June 30, 2024 December 31, 2023

(In thousands) Gross Accumulated Amortization Net Gross Accumulated Amortization Net

5 unchanged sentences

(1) Programs include values assigned to major programs of acquired businesses and represent the aggregate value associated with the customer relationships, contracts, technology, and trademarks underlying the associated program.

Total intangible amortization expense for the three months ended March 31, 2024 was $ 14 million, as compared to $ 16 million in the comparable prior year period.

During the six months ended June 30, 2024, the Corporation acquired intangible assets of $ 18 million.

The Corporation acquired Customer-related intangibles of $ 12 million, Technology of $ 5 million, and Other intangible assets of $ 1 million, which have weighted average amortization periods of 18 years, 15 years, and 4 years, respectively.

Total intangible amortization expense for the six months ended June 30, 2024 was $ 29 million, as compared to $ 33 million in the comparable prior year period.

The estimated future amortization expense of intangible assets over the next five years is as follows:

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The Corporation’s policy is to manage interest cost using a mix of fixed and variable rate debt.

The estimated fair value amounts were determined by the Corporation using available market information that is primarily based on quoted market prices for the same or similar issuances as of March 31, 2024.

Accordingly, all of the Corporation’s debt is valued as a Level 2 financial instrument.

The fair values described below may not be indicative of net realizable value or reflective of future fair values.

Furthermore, the use of different methodologies to determine the fair value of certain financial instruments could result in a different estimate of fair value at the reporting date.

Accordingly, all of the Corporation’s debt

CURTISS-WRIGHT CORPORATION and SUBSIDIARIES

NOTES to CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

March 31, 2024 December 31, 2023

is valued as a Level 2 financial instrument.

The fair values described below may not be indicative of net realizable value or reflective of future fair values.

Furthermore, the use of different methodologies to determine the fair value of certain financial instruments could result in a different estimate of fair value at the reporting date.

June 30, 2024 December 31, 2023

(In thousands) Carrying Value Estimated Fair Value Carrying Value Estimated Fair Value

21 unchanged sentences

Defined Benefit Pension Plans

The following table is a consolidated disclosure of all domestic and foreign defined pension plans as described in the Corporation’s 2023 Annual Report on Form 10-K filed with the SEC.

The components of net periodic pension cost/(benefit) were as follows:

Three Months Ended

The following table is a consolidated disclosure of all domestic and foreign defined benefit pension plans as described in the Corporation’s 2023 Annual Report on Form 10-K filed with the SEC.

The components of net periodic pension cost for the three and six months ended June 30, 2024 and 2023 were as follows:

Three Months Ended Six Months Ended

June 30, June 30,

(In thousands) 2024 2023 2024 2023

4 unchanged sentences

Amortization of unrecognized actuarial loss 266 76 532 153

Net periodic pension cost/(benefit) $ ( 3,420 ) $ ( 2,859 )

The Corporation did not make any contributions to the Curtiss-Wright Pension Plan during the three months ended March 31, 2024, and does not expect to do so throughout the remainder of the year.

Net periodic pension cost $ ( 3,424 ) $ ( 2,867 ) $ ( 6,844 ) $ ( 5,726 )

The Corporation did not make any contributions to the Curtiss-Wright Pension Plan during the six months ended June 30, 2024, and does not expect to do so throughout the remainder of the year.

Contributions to the foreign benefit plans are not expected to be material in 2024.

2 unchanged sentences

subsidiaries.

The employer contributions include both employer match and non-elective contribution components up to a maximum employer contribution o f 7 % of eligible compensation.

During the three months ended March 31, 2024 and 2023, the expense relating to the plan was $ 7.6 million and $ 6.1 million, respectively.

The employer contributions include both employer match and non-elective contribution components up to a maximum employer contribution of 7 % of eligible compensation.

During the three and six months ended June 30, 2024, the expense relating to the plan was $ 6.7 million and $ 14.3 million, respectively.

During the three and six months ended June 30, 2023, the expense relating to the plan was $ 6.1 million and $ 12.2 million, respectively.

CURTISS-WRIGHT CORPORATION and SUBSIDIARIES

3 unchanged sentences

A reconciliation of basic to diluted shares used in the earnings per share calculation is as follows:

Three Months Ended

Three Months Ended Six Months Ended

June 30, June 30,

(In thousands) 2024 2023 2024 2023

2 unchanged sentences

Diluted weighted-average shares outstanding 38,501 38,555 38,460 38,528

For the three months ended March 31, 2024 and 2023, approximately 59,000 and 24,000 shares, respectively, issuable under equity-based awards were excluded from the calculation of diluted earnings per share as they were anti-dilutive based on the average stock price during the period.

For the three and six months ended June 30, 2024, there were approximately 39,000 and 49,000 shares, respectively, issuable under equity-based awards that were excluded from the calculation of diluted earnings per share as they were anti-dilutive based on the average stock price during the period.

There were approximately 20,000 and 22,000 anti-dilutive equity-based awards for the three and six months ended June 30, 2023, respectively.

SEGMENT INFORMATION

2 unchanged sentences

Net sales and operating income by reportable segment were as follows:

Three Months Ended

Three Months Ended Six Months Ended

June 30, June 30,

(In thousands) 2024 2023 2024 2023

13 unchanged sentences

Adjustments to reconcile operating income to earnings before income taxes are as follows:

Three Months Ended

CURTISS-WRIGHT CORPORATION and SUBSIDIARIES

NOTES to CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Three Months Ended Six Months Ended

June 30, June 30,

(In thousands) 2024 2023 2024 2023

3 unchanged sentences

Earnings before income taxes $ 126,241 $ 105,737 $ 225,240 $ 179,175

CURTISS-WRIGHT CORPORATION and SUBSIDIARIES

NOTES to CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(In thousands) March 31, 2024 December 31, 2023

(In thousands) June 30, 2024 December 31, 2023

Identifiable assets

8 unchanged sentences

December 31, 2022 $ ( 160,807 ) $ ( 98,109 ) $ ( 258,916 )

Other comprehensive income (loss) before reclassifications (1)

Other comprehensive income before reclassifications (1)

37,519 8,218 45,737

Amounts reclassified from accumulated other comprehensive loss (1)

Amounts reclassified from accumulated other comprehensive income (1)

— ( 44 ) ( 44 )

Net current period other comprehensive income (loss) 37,519 8,174 45,693

Net current period other comprehensive income 37,519 8,174 45,693

December 31, 2023 $ ( 123,288 ) $ ( 89,935 ) $ ( 213,223 )

1 unchanged sentence

( 21,023 ) 363 ( 20,660 )

Amounts reclassified from accumulated other comprehensive loss (1)

— ( 197 ) ( 197 )

Amounts reclassified from accumulated other comprehensive income (1)

Net current period other comprehensive income (loss) ( 21,023 ) 758 ( 20,265 )

March 31, 2024 $ ( 138,867 ) $ ( 89,388 ) $ ( 228,255 )

June 30, 2024 $ ( 144,311 ) $ ( 89,177 ) $ ( 233,488 )

(1) All amounts are after tax.

CONTINGENCIES AND COMMITMENTS

From time to time, the Corporation is involved in legal proceedings that are incidental to the operation of its business.

From time to time, the Corporation and its subsidiaries are involved in legal proceedings that are incidental to the operation of our business.

Some of these proceedings allege damages relating to asbestos and environmental exposures, intellectual property matters, copyright infringement, personal injury claims, employment and employee benefit matters, government contract issues, commercial or contractual disputes, and acquisitions or divestitures.

The Corporation continues to defend vigorously against all claims.

Although the ultimate outcome of any legal matter cannot be predicted with certainty, based on present information, including assessment of the merits of the particular claim, as well as current accruals and insurance coverage, the Corporation does not believe that the disposition of any of these matters, individually or in the aggregate, will have a material adverse effect on its condensed consolidated financial condition, results of operations, and cash flows.

Although the ultimate outcome of any legal matter cannot be predicted with certainty, based on present information, including assessment of the merits of the particular claim, as well as current accruals and insurance coverage, the Corporation does not expect that such legal proceedings will have a material adverse impact on its condensed consolidated financial statements.

Legal Proceedings

1 unchanged sentence

To date, the Corporation has not been found liable for or paid any material sum of money in settlement in any asbestos-related case.

The Corporation believes its minimal use of asbestos in its past operations as well as its acquired businesses’ operations and the relatively non-friable condition of asbestos in its historical products makes it unlikely that it will face material liability in any asbestos litigation, whether individually or in the aggregate.

The Corporation maintains insurance coverage and indemnification agreements for these potential liabilities and believes adequate coverage exists to cover any unanticipated asbestos liability.

Letters of Credit and Other Financial Arrangements

The Corporation enters into standby letters of credit agreements and guarantees with financial institutions and customers primarily relating to guarantees of repayment, future performance on certain contracts to provide products and services, and to

The Corporation believes its minimal use of asbestos in its past operations as well as its acquired businesses’ operations and the relatively non-

CURTISS-WRIGHT CORPORATION and SUBSIDIARIES

NOTES to CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

secure advance payments from certain international customers.

As of March 31, 2024 and December 31, 2023, there were $ 19 million and $ 20 million of stand-by letters of credit outstanding, respectively.

As of both March 31, 2024 and December 31, 2023, there were $ 16 million of bank guarantees outstanding.

friable condition of asbestos in its historical products makes it unlikely that it will face material liability in any asbestos litigation, whether individually or in the aggregate.

The Corporation maintains insurance coverage and indemnification agreements for these potential liabilities and believes adequate coverage exists to cover any unanticipated asbestos liability.

Letters of Credit and Other Financial Arrangements

As of June 30, 2024 and December 31, 2023, there were $ 18 million and $ 20 million of stand-by letters of credit outstanding, respectively, and $ 11 million and $ 16 million of bank guarantees outstanding, respectively.

In addition, the Corporation is required to provide the Nuclear Regulatory Commission financial assurance demonstrating its ability to cover the cost of decommissioning its Cheswick, Pennsylvania facility upon closure, though the Corporation does not intend to close this facility.

The Corporation has provided this financial assurance in the form of a $ 35 million surety bond.

SUBSEQUENT EVENTS

On April 1, 2024, the Corporation completed the acquisition of WSC, Inc.

for approximately $ 34 million in cash.

WSC is a provider of simulation technology that supports the design, commissioning, and reliable operation of commercial nuclear power generation and process plants.

For the year ended December 31, 2023, WSC generated sales of approximately $ 15 million.

The acquired business will operate within the Naval & Power segment.

RESTRUCTURING COSTS

During the quarter ended June 30, 2024, the Corporation executed restructuring activities across all of its segments to support its ongoing effort of improving operating efficiency ("2024 Restructuring Program").

These activities, which primarily include workforce reductions, consolidation of facilities, and costs related to legal entity restructuring, resulted in pre-tax charges of approximately $ 4 million for the three and six months ended June 30, 2024.

The Company anticipates that these actions will be substantially completed by June 30, 2025.

The following tables summarize the respective balances related to these restructuring activities by both reportable segment as well as on a consolidated basis:

In thousands Restructuring Liability as of December 31, 2023 Provision Cash Payments Restructuring Liability as of June 30, 2024

Aerospace & Industrial

Severance $ — $ 835 $ ( 770 ) $ 65

Facility closure and other costs — 392 ( 92 ) 300

Total Aerospace & Industrial $ — $ 1,227 $ ( 862 ) $ 365

Defense Electronics

Severance $ — $ 526 $ ( 368 ) $ 158

Facility closure and other costs — — — —

Total Defense Electronics $ — $ 526 $ ( 368 ) $ 158

Naval & Power

Severance $ — $ 198 $ ( 198 ) $ —

Facility closure and other costs — — — —

Total Naval & Power $ — $ 198 $ ( 198 ) $ —

Consolidated (including Corporate)

Severance $ — $ 1,776 $ ( 1,345 ) $ 431

Facility closure and other costs — 1,142 ( 124 ) 1,018

Total consolidated $ — $ 2,918 $ ( 1,469 ) $ 1,449

CURTISS-WRIGHT CORPORATION and SUBSIDIARIES

NOTES to CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

A reconciliation of total pre-tax restructuring charges is as follows:

Affected line item in the Condensed Consolidated Statement of Earnings

Six months ended

(In thousands) June 30, 2024

Inventory write-downs Cost of product sales $ 1,394

Severance, facility closure, and other costs Restructuring expenses 2,918

Total restructuring charges Earnings before income taxes $ 4,312

There were no such comparable charges for the three or six months ended June 30, 2023.

CURTISS-WRIGHT CORPORATION and SUBSIDIARIES

PART I - ITEM 2

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Examples of forward-looking statements include, but are not limited to:

(a) projections of or statements regarding return on investment, future earnings, interest income, sales, volume, other income, earnings or loss per share, growth prospects, capital structure, liquidity requirements, and other financial terms, (b) statements of plans and objectives of management, (c) statements of future economic performance and potential impacts from global supply chain disruptions, the inflationary environment, higher interest rates or deflation, labor shortages, and measures taken by governments and private industry in response, (d) statements of future economic performance and potential impacts due to the war between Russia and Ukraine as well as the Israel and Hamas war, and the related sanctions, (e) the effect of laws, rules, regulations, tax reform, new accounting pronouncements, and outstanding litigation on our business and future performance, and (f) statements of assumptions, such as economic conditions underlying other statements.

(a) projections of or statements regarding return on investment, future earnings, interest income, sales, volume, other income, earnings or loss per share, growth prospects, capital structure, liquidity requirements, and other financial terms, (b) statements of plans and objectives of management, (c) statements of future economic performance, (d) impacts on our business relating to ongoing supply chain delivery disruptions, significant inflation, higher interest rates or deflation, and measures taken by governments and private industry in response, as well as related to the conflict between Russia and Ukraine and the Israel and Hamas War, and the related sanctions, (e) the effect of laws, rules, regulations, tax reform, new accounting pronouncements, and outstanding litigation on our business and future performance, and (f) statements of assumptions, such as economic conditions underlying other statements.

Such forward-looking statements can be identified by the use of forward-looking terminology such as “anticipates,” “believes,” “continue,” “could,” “estimate,” “expects,” “intend,” “may,” “might,” “outlook,” “potential,” “predict,” “should,” “will,” as well as the negative of any of the foregoing or variations of such terms or comparable terminology, or by discussion of strategy.

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COMPANY ORGANIZATION

Curtiss-Wright Corporation is a global integrated business that provides highly engineered products, solutions, and services mainly to A&D markets, as well as critical technologies in demanding commercial power, process, and industrial markets.

Curtiss-Wright Corporation along with its subsidiaries is a global integrated business that provides highly engineered products, solutions, and services mainly to aerospace & defense markets, as well as critical technologies in demanding commercial power, process, and industrial markets.

We report our operations through our Aerospace & Industrial, Defense Electronics, and Naval & Power segments.

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RESULTS OF OPERATIONS

The following Management’s Discussion and Analysis of Financial Condition and Results of Operations (MD&A) is intended to help the reader understand the results of operations and financial condition of the Corporation for the three months ended March 31, 2024.

The financial information as of March 31, 2024 should be read in conjunction with the financial statements for the year ended December 31, 2023 contained in our Form 10-K filed with the SEC.

The financial information as of June 30, 2024 should be read in conjunction with the financial statements for the year ended December 31, 2023 contained in our Form 10-K.

The MD&A is organized into the following sections:

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The sales for the relevant markets will be discussed throughout the MD&A.

During the quarter ended June 30, 2024, we commenced our 2024 Restructuring Program across all of our segments in an effort to improve operating efficiency.

These actions, which primarily include workforce reductions, consolidation of facilities, and costs related to legal entity restructuring, resulted in pre-tax charges of approximately $4 million for the quarter and six months ended June 30, 2024.

The Company anticipates that these actions, which are expected to be substantially completed by June 30, 2025, will result in annual operating cost savings of approximate ly $ 10 million.

Analytical Definitions

Throughout management’s discussion and analysis of financial condition and results of operations, the terms “incremental” and “organic” are used to explain changes from period to period.

The term “incremental” is used to highlight the impact acquisitions and divestitures had on the current year results.

The term “incremental” is used to highlight the impact that acquisitions and divestitures had on the current year results.

The results of operations for acquisitions are incremental for the first twelve months from the date of acquisition.

The definition of “organic” excludes the effects of foreign currency translation.

The definition of “organic” excludes the effects of costs associated with our 2024 Restructuring Program and foreign currency translation.

CURTISS-WRIGHT CORPORATION and SUBSIDIARIES

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Condensed Consolidated Statements of Earnings

Three Months Ended

(In thousands) 2024 2023 % change

Three Months Ended Six Months Ended

June 30, June 30,

(In thousands) 2024 2023 % change 2024 2023 % change

Aerospace & Industrial $ 233,232 $ 226,260 3 % $ 452,557 $ 428,707 6 %

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Components of sales and operating income increase (decrease):

Three Months Ended

Sales Operating Income

Three Months Ended Six Months Ended

June 30, June 30,

2023 2024 vs.

Sales Operating Income Sales Operating Income

Organic 11 % 18 % 12 % 22 %

Acquisitions — % (1 %) — % — %

Restructuring — % (4 %) — % (2 %)

Foreign currency — % 1 % — % — %

Total 11 % 14 % 12 % 20 %

Sales during the three months ended March 31, 2024 increased $82 million, or 13%, to $713 million, compared with the prior year period.

Sales in the second quarter increased $80 million, or 11%, to $785 million, compared with the prior year period.

On a segment basis, sales from the Aerospace & Industrial, Defense Electronics, and Naval & Power segments increased $7 million, $31 million, and $42 million, respectively.

Sales during the six months ended June 30, 2024 increased $163 million, or 12%, to $1,498 million, compared with the prior year period.

On a segment basis, sales from the Aerospace & Industrial, Defense Electronics, and Naval & Power segments increased $24 million, $80 million, and $59 million, respectively.

Changes in sales by segment are discussed in further detail in the results by business segment section below.

Operating income during the three months ended March 31, 2024 increased $21 million, or 27%, to $100 million, compared with the prior year period, while operating margin increased 150 basis points to 14.0%, compared with the same period in 2023.

Increases in operating income and operating margin were primarily due to favorable absorption on higher sales as well as favorable mix on defense electronics products in the Defense Electronics segment.

These increases were partially offset by an unfavorable naval contract adjustment in Naval & Power segment.

In the Aerospace & Industrial segment, operating income

CURTISS-WRIGHT CORPORATION and SUBSIDIARIES

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FINANCIAL CONDITION and RESULTS OF OPERATIONS, continued

was essentially flat while operating margin decreased, as favorable overhead absorption on higher sales was essentially offset by unfavorable mix on actuation products as well as the timing of development contracts.

No n-segment operating expense during the three months ended March 31, 2024 increased $2 million, or 17%, to $11 million, primarily due to higher corporate costs.

Interest expense decreased $2 million, or 18%, to $11 million, primarily due to lower borrowings under our revolving Credit Agreement (the “Credit Agreement” or “credit facility”) as well as the repayment of our 2013 Notes in February 2023.

Other income, net during the three months ended March 31, 2024 increased $2 million , or 24%, to $10 million, primarily due to lower pension costs during the current period.

The effective tax rate for the three months ended March 31, 2024 of 22.7% was essentially flat compared to an effective tax rate of 22.6% in the comparable prior year period.

Comprehensive income for the three months ended March 31, 2024 was $61 million, compared to comprehensive income of $71 million in the prior year period.

Operating income in the second quarter increased $16 million, or 14%, to $129 million, while operating margin increased 40 basis points to 16.4% compared with the same period in 2023.

Operating income and operating margin in the Defense Electronics segment benefited from favorable overhead absorption on higher sales, favorable mix on defense electronics and tactical communications products, as well as the benefit of cost containment initiatives.

In the Aerospace & Industrial segment, operating income was essentially flat while operating margin decreased, as favorable overhead absorption on higher sales was essentially offset by current period restructuring costs.

In the Naval & Power segment, both operating income and operating margin decreased, as favorable overhead absorption on higher sales as well as the absence of first year purchase accounting costs from our arresting systems acquisition was more than offset by unfavorable product mix and the timing of development programs.

Operating income during the six months ended June 30, 2024 increased $37 million, or 20%, to $229 million, and operating margin increased 100 basis points to 15.3%, compared with the same period in 2023.

In the Defense Electronics segment, increases in operating income and operating margin were primarily due to favorable overhead absorption on higher sales, favorable mix on defense electronics and tactical communications products, as well as the benefit of cost containment initiatives.

In the Aerospace & Industrial segment, operating income increased while operating margin decreased, as favorable overhead absorption on higher sa les was essentially offset by current period restructuring costs as well as unfavorable mix on actuation products.

Both operating income and operating margin in the Naval & Power segment decreased, as favorable overhead absorption on higher sales as well as the absence of first year purchase accounting costs from our arresting systems acquisition was more than offset by an unfavorable naval contract adjustment as well as unfavorable product mix.

Non-segment operating expense in the second quarter decreased $2 million, or 15%, to $11 million, primarily due to lower foreign currency losses in the current period.

Non-segment operating expense during the six months ended June 30, 2024 of $22 million was essentially flat against the comparable prior year period.

Interest expense in the second quarter and six months ended June 30, 2024 decreased $4 million, or 25% to $11 million and $6 million, or 22%, to $22 million, respectively, primarily due to lower borrowings under our revolving Credit Agreement (the “Credit Agreement” or “credit facility”).

Interest expense for the six months ended June 30, 2024 also benefited from the repayment of our 2013 Notes in February 2023.

Other income, net in the second quarter and six months ended June 30, 2024 increased $1 million, or 8%, to $9 million, and $2 million, or 16%, to $18 million, respectively, primarily due to lower overall pension costs against the comparable prior year periods.

The effective tax rate of 21.2% in the second quarter decreased compared to an effective tax rate of 23.4% in the prior year period.

The effective tax rate of 21.9% for the six months ended June 30, 2024 decreased as compared to an effective tax rate of 23.1% in the prior year period.

Decreases in both of the comparable periods were primarily due to the benefits of a legal entity restructuring as well as lower provisional tax expense associated with foreign withholding taxes in the current year.

Comprehensive income in the second quarter was $94 million, compared to comprehensive income of $100 million in the prior year period.

The change was primarily due to the following:

• Net earnings increased $20 million, primarily due to higher operating income.

• Foreign currency translation adjustments for the three months ended March 31, 2024 resulted in a $16 million comprehensive loss, compared to a $15 million comprehensive gain in the prior period.

The comprehensive loss during the current period was primarily attributed to decreases in the Canadian dollar a nd the British Pound.

New orders increased $184 million during the three months ended March 31, 2024 from the comparable prior year period, primarily due to an increase in naval defense orders in the Naval & Power segment, as well as an increase in orders for defense electronics equipment, including embedded computing and tactical communications products, in the Defense Electronics segment.

These increases were partially offset by the timing of aerospace defense orders in the Aerospace & Industrial segment.

• Foreign currency translation adjustments in the second quarter resulted in a $5 million comprehensive loss, compared to a $19 million comprehensive gain in the prior year period.

The comprehensive loss during the current period was primarily attributed to decreases in the Canadian dollar and British Pound.

• Net earnings increas ed $18 million , primarily due to higher operating income and lower interest expense.

Comprehensive income during the six months ended June 30, 2024 was $156 million, compared to comprehensive income of $171 million in the prior year period.

The change was primarily due to the following:

• Foreign currency translation adjustments for the six months ended June 30, 2024 resulted in a $21 million comprehensive loss, compared to a $34 million comprehensive gain in the prior period.

The comprehensive loss during the current period was primarily attributed to decreases in the Canadian dollar and British Pound.

• Net earnings increased $38 million, pr imarily due to higher operating income and lower interest expense.

CURTISS-WRIGHT CORPORATION and SUBSIDIARIES

PART I - ITEM 2

MANAGEMENT’S DISCUSSION and ANALYSIS of

FINANCIAL CONDITION and RESULTS OF OPERATIONS, continued

New orders in the second quarter increased $154 million from the comparable prior year period, primarily due to an increase in naval defense orders in the Naval & Power segment, as well as an increase in orders in the Aerospace & Industrial segment for sensors products and surface treatment services within our A&D markets.

These increases were partially offset by the timing of orders within our A&D markets in the Defense Electronics segment.

New orders during the six months ended June 30, 2024 increased $337 million from the comparable prior year period, primarily due to an increase in naval defense orders in the Naval & Power segment.

New orders also benefited from an increase in orders for defense electronics equipment in the Defense Electronics segment as well as increase in orders for sensors products and surface treatment services within our A&D markets in the Aerospace & Industrial segment.

Changes in new orders by segment are discussed in further detail in the "Results by Business Segment" section below.

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The following tables summarize sales, operating income and margin, and new orders within the Aerospace & Industrial segment.

Three Months Ended

(In thousands) 2024 2023 % change

Three Months Ended Six Months Ended

June 30, June 30,

(In thousands) 2024 2023 % change 2024 2023 % change

Sales $ 233,232 $ 226,260 3% $ 452,557 $ 428,707 6%

Operating income 35,246 35,665 (1%) 62,712 62,210 1%

Operating margin 12.5 % 13.1 % (60 bps)

Operating margin 15.1 % 15.8 % (70 bps) 13.9 % 14.5 % (60 bps)

New orders $ 223,349 $ 192,670 16% $ 475,567 $ 451,313 5%

CURTISS-WRIGHT CORPORATION and SUBSIDIARIES

PART I - ITEM 2

MANAGEMENT’S DISCUSSION and ANALYSIS of

FINANCIAL CONDITION and RESULTS OF OPERATIONS, continued

Components of sales and operating income increase (decrease):

Three Months Ended

Sales Operating Income

Three Months Ended Six Months Ended

June 30, June 30,

2023 2024 vs.

Sales Operating Income Sales Operating Income

Organic 3 % 6 % 5 % 6 %

Acquisitions — % — %

Restructuring — % (7 %) — % (4 %)

Foreign currency — % — % 1 % (1 %)

Total 3 % (1 %) 6 % 1 %

Sales in the Aerospace & Industrial segment are primarily generated from the commercial aerospace and general industrial markets, and to a lesser extent the defense and power & process markets.

Sales during the three months ended March 31, 2024 increased $17 million, or 8%, to $219 million from the prior year period.

In the commercial aerospace market, sales increased $15 million primarily due to higher OEM sales of actuation and sensors pro ducts, as well as surface treatment services, on narrowbody and widebody platforms.

Sales in the Aerospace & Industrial segment are primarily generated from the general industrial and aerospace & defense markets, and, to a lesser extent, the power & process markets.

Sales in the second quarter increased $7 million, or 3%, to $233 million from the prior year period.

Sales in the commercial aerospace market benefited $9 million from higher OEM sales of sensors and actuation products, as well as surface treatment services, on narrowbody and widebody platforms.

In the general industrial market, higher sales of surface treatment services were more than offset by reduced sales of industrial vehicle products to off-highway vehicle platforms.

Sales during the six months ended June 30, 2024 increased $24 million, or 6%, to $453 million from the prior year period.

In the commercial aerospace market, sales increased $24 million primarily due to higher OEM sales of sensors and actuation products, as well as surface treatment services, on narrowbody and widebody platforms.

Sales in the aerospace defense market benefited from higher actuation development on various fighter jet programs.

These increases were partially offset by lower sales of industrial automation products and surface treatment services in the general industrial market.

Operating income during the three months ended March 31, 2024 increased $1 million, or 3%, to $27 million from the prior year period, while operating margin decreased 60 basis points to 12.5%, as favorable overhead absorption on higher sales was essentially offset by unfavorable mix on actuation products as well as the timing of development contracts.

New orders during the three months ended March 31, 2024 decreased $6 million from the comparable prior year period, primarily due to the timing of aerospace defense orders.

These increases were partially offset by lower sales in the general industrial market, primarily due to reduced sales of industrial vehicle products to off-highway vehicle platforms.

CURTISS-WRIGHT CORPORATION and SUBSIDIARIES

PART I - ITEM 2

MANAGEMENT’S DISCUSSION and ANALYSIS of

FINANCIAL CONDITION and RESULTS OF OPERATIONS, continued

Operating income in the second quarter of $35 million was essentially flat compared to the prior year period, while operating margin decreased 70 basis points to 15.1%, as favorable overhead absorption on higher sales was essentially offset by current period restructuring costs.

Operating income during the six months ended June 30, 2024 increased $1 million, o r 1%, to $63 million from the prior year period, while operating margin decreased 60 basis points to 13.9%, as favorable overhead absorption on higher sa les was essentially offset by current period restructuring costs.

New orders in the second quarter and six months ended June 30, 2024 increased $31 million and $24 million, respectively, primarily due to an increase in orders for sensors products and surface treatment services within our A&D markets.

Defense Electronics

The following tables summarize sales, operating income and margin, and new orders within the Defense Electronics segment.

Three Months Ended

(In thousands) 2024 2023 % change

Three Months Ended Six Months Ended

June 30, June 30,

(In thousands) 2024 2023 % change 2024 2023 % change

Sales $ 228,461 $ 197,722 16% $ 440,202 $ 359,876 22%

Operating income 58,244 43,180 35% 106,325 66,548 60%

Operating margin 22.7 % 14.4 % 830 bps

Operating margin 25.5 % 21.8 % 370 bps 24.2 % 18.5 % 570 bps

New orders $ 222,390 $ 229,555 (3%) $ 509,670 $ 463,670 10%

Components of sales and operating income increase (decrease):

Three Months Ended

Sales Operating Income

Three Months Ended Six Months Ended

June 30, June 30,

2023 2024 vs.

Sales Operating Income Sales Operating Income

Organic 16 % 36 % 22 % 60 %

Acquisitions — % — %

Foreign currency 1 % — %

Restructuring — % (1 %) — % — %

Total 16 % 35 % 22 % 60 %

Sales in the Defense Electronics segment are primarily to the defense markets and, to a lesser extent, the commercial aerospace market.

Sales in the second quarter increased $31 million, or 16%, to $228 million from the prior year period.

In the ground defense market, sales increased $15 million primarily due to higher demand for tactical battlefield communications equipment.

Sales in the aerospace defense market benefited $14 million primarily due to higher demand for embedded computing equipment on various domestic and international helicopter programs.

In the commercial aerospace market, sales increased primarily due to higher OEM sales of avionics and electronics on various platforms.

Sales during the six months ended June 30, 2024 increased $80 million, or 22%, to $440 million from the prior year period.

In the ground defense market, sales increased $40 million primarily due to higher demand for tactical battlefield communications equipment.

Sales in the aerospace defense market increased $32 million primarily due to higher demand for embedded computing equipment on various helicopter, fighter jet, and unmanned aerial vehicle programs.

In the commercial aerospace market, sales benefited from higher OEM demand for avionics and electronics on various platforms.

Operating income in the second quarter increased $15 million, or 35%, to $58 million compared to the prior year period, and operating margin increased 370 basis points from the prior year period to 25.5%.

Operating income during the six months ended June 30, 2024 increased $40 million, or 60%, to $106 million, and operating margin increased 570 basis points from the prior year period to 24.2%.

Increases in operating income and operating margin in both respective periods were primarily due to favorable overhead absorption on higher sales, favorable mix on defense electronics and tactical communications products, as well as the benefit of our cost containment initiatives.

CURTISS-WRIGHT CORPORATION and SUBSIDIARIES

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FINANCIAL CONDITION and RESULTS OF OPERATIONS, continued

Sales in the Defense Electronics segment are primarily to the defense markets and, to a lesser extent, the commercial aerospace market.

Sales during the three months ended March 31, 2024 increased $49 million, or 31%, to $212 million from the prior year period.

In the ground defense market, sales increased $25 million primarily due to higher demand for tactical battlefield communications equipment.

Sales in the aerospace defense market benefited $18 million primarily due to higher demand for embedded computing equipment on various fighter jet, unmanned aerial vehicle, and helicopter programs.

In the commercial aerospace market, sales increased primarily due to higher OEM sales of avionics and electronics on various platforms.

Operating income during the three months ended March 31, 2024 increased $25 million, or 106%, to $48 million, and operating margin increased 830 basis points from the prior year period to 22.7%, primarily due to favorable absorption on higher sales as well as favorable mix on defense electronics products.

New orders during the three months ended March 31, 2024 increased $53 million from the comparable prior year period, primarily due to an increase in orders for defense electronics equipment, including embedded computing and tactical communications products.

New orders in the second quarter decreased $7 million primarily due to the timing of orders within our A&D markets.

New orders during the six months ended June 30, 2024 increased $46 million primarily due to an increase in orders for defense

electronics equipment, including embedded computing and tactical communications products.

Naval & Power

The following tables summarize sales, operating income and margin, and new orders within the Naval & Power segment.

Three Months Ended

(In thousands) 2024 2023 % change

Three Months Ended Six Months Ended

June 30, June 30,

(In thousands) 2024 2023 % change 2024 2023 % change

Sales $ 323,098 $ 280,414 15% $ 605,199 $ 546,673 11%

Operating income 46,283 46,782 (1%) 81,474 84,719 (4%)

Operating margin 12.5 % 14.2 % (170 bps)

Operating margin 14.3 % 16.7 % (240 bps) 13.5 % 15.5 % (200 bps)

New orders $ 549,677 $ 419,377 31% $ 911,523 $ 644,435 41%

Components of sales and operating income increase (decrease):

Three Months Ended

Sales Operating Income

Three Months Ended Six Months Ended

June 30, June 30,

2023 2024 vs.

Sales Operating Income Sales Operating Income

Organic 14 % — % 10 % (3 %)

Acquisitions 1 % (1 %) 1 % (1 %)

Foreign currency — % — %

Total 15 % (1 %) 11 % (4 %)

Sales in the Naval & Power segment are primarily to the naval defense and power & process markets, and, to a lesser extent, the aerospace defense market.

Sales during the three months ended March 31, 2024 increased $16 million, or 6%, to $282 million from the prior year period.

In the aerospace defense market, sales increased $10 million primarily due to higher demand for arresting systems equipment supporting various domestic and international customers.

In the power & process market, sales increased primarily due to higher nuclear aftermarket sales supporting the maintenance of existing operating reactors in the United States and Canada, partially offset by the wind-down on the China Direct AP1000 program.

Sales in the naval defense market benefited from increased demand on the Columbia-class submarine program, partially offset by the timing of sales on the Virginia-class submarine and CVN-80 aircraft carrier programs.

Sales in the second quarter increased $42 million, or 15%, to $323 million from the prior year period.

In the naval defense market, sales increased $26 million primarily d ue to higher demand on various submarine programs, partially offset by the timing of sales on the CVN-80 aircraft carrier program.

Sales in the power & process market benefited $9 million primarily due to higher commercial nuclear aftermarket sales supporting the maintenance of operating reactors in the United States.

In the aerospace defense market, sales increases were primarily due to higher demand for arresting systems equipment supporting various domestic and international customers.

Sales during the six months ended June 30, 2024 increased $59 million, or 11%, to $605 million from the prior year period.

In the naval defense market, sales increased $28 million primarily due to higher demand on various submarine programs.

Sales in the aerospace defense market benefited $16 million primarily due to higher demand for arresting systems equipment supp orting various domestic and international customers.

In the power & process market, sales increased $14 million primarily due to higher commercial nuclear aftermarket sales supporting the maintenance of operating reactors in North America, partially offset by the wind-down on the China Direct AP1000 program.

Operating income in the second quarter decreased $1 million, or 1%, to $46 million, and operating margin decreased 240 basis points from the prior year period to 14.3%, as favorable overhead absorption on higher sales as well as the absence of first year purchase accounting costs from our arresting systems acquisition was more than offset by unfavorable product mix and the timing of development programs.

CURTISS-WRIGHT CORPORATION and SUBSIDIARIES

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FINANCIAL CONDITION and RESULTS OF OPERATIONS, continued

Operating income during the three months ended March 31, 2024 decreased $3 million, or 7%, to $35 million, and operating margin decreased 170 basis points from the prior year period to 12.5%, as favorable overhead absorption on higher sales was more than offset by an unfavorable naval contract adjustment.

New orders increased $137 million during the three months ended March 31, 2024 from the comparable prior year period, primarily due to an increase in naval defense orders.

Operating income during the six months ended June 30, 2024 decreased $3 million, or 4% , to $81 million, and operating margin decreased 200 basis points from the prior year period to 13.5%, as favorable overhead absorption on higher sales as well as the absence of first year purchase accounting costs from our arresting systems acquisition was more than offset by an unfavorable naval contract adjustment as well as unfavorable product mix.

New orders in the second quarter and six months ended June 30, 2024 increased $130 million and $267 million, respectively, primarily due to an increase in naval defense orders.

SUPPLEMENTARY INFORMATION

The table below depicts sales by end market and customer type, as it helps provide an enhanced understanding of our businesses and the markets in which we operate.

The table has been included to supplement the discussion of our operating results.

Net Sales by End Market and Customer Type Three Months Ended

(In thousands) 2024 2023 % change

The table has been included to supplement the discussion of our consolidated operating results.

Total Net Sales by End Market and Customer Type Three Months Ended Six Months Ended

June 30, June 30,

(In thousands) 2024 2023 % change 2024 2023 % change

Aerospace & Defense markets:

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Aerospace & Defense markets

Sales during the three months ended March 31, 2024 increased $82 million, or 20%, to $490 million, primarily due to higher sales across all markets.

Sales in the aerospace defense market increased primarily due to higher demand for embedded computing equipment on various fighter jet, unmanned aerial vehicle, and helicopter programs, higher sales of arresting systems equipment supporting various domestic and international customers, and higher actuation development on various fighter jet programs.

Sales in the second quarter increased $76 million, or 16%, to $542 million against the comparable prior year period, primarily due to higher sales across all markets.

Sales in the aerospace defense market increased primarily due to higher demand for both arresting systems equipment supporting various domestic and international customers as well as embedded computing equipment on various domestic and international helicopter programs.

I n the ground defense market, sales increased primarily due to higher demand for tactical battlefield communications equipment.

Sales increases in the naval defense market were primarily due to increased demand on the Columbia-class submarine program, partially offset by the timing of sales on the Virginia-class submarine and CVN-80 aircraft carrier programs.

In the commercial aerospace market, sales increased primarily due to higher OEM sales of actuation and sensors pro ducts, as well as surface treatment services, on narrowbody and widebody platforms.

Commercial markets

Sales of $223 million during the three months ended March 31, 2024 were essentially flat against the comparable prior year period.

In the power & process market, sales increased primarily due to higher nuclear aftermarket sales supporting the maintenance of existing operating reactors in the United States and Canada.

This increase was essentially offset by lower sales of industrial automation products and surface treatment services in the general industrial market.

LIQUIDITY AND CAPITAL RESOURCES

Sources and Use of Cash

Sales increases in the naval defense market were primarily due to higher demand on various submarine programs.

In the commercial aerospace market, sales increased primarily due to higher demand for OEM sensors and actuation products, as well as surface treatment services, on narrowbody and widebody platforms.

Sales during the six months ended June 30, 2024 increased $158 million, or 18%, to $1,032 million, primarily due to higher sales across all markets.

Sales in the ground defense market increased primarily due to higher demand for tactical battlefield communications equipment.

Sales increases in the naval defense market were primarily due to higher demand on various submarine programs.

Sales in the commercial aerospace market primarily benefited from higher demand for OEM sensors and actuation products, surface treatment services on narrowbody and widebody platforms, as well as OEM avionics and electronics on various platforms.

CURTISS-WRIGHT CORPORATION and SUBSIDIARIES

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FINANCIAL CONDITION and RESULTS OF OPERATIONS, continued

Commercial markets

Sales in the second quarter increased $4 million, or 2%, to $243 million.

Sales in the power & process market primarily benefited from higher commercial nuclear aftermarket sales supporting the maintenance of operating reactors in the United States.

In the general industrial market, higher sales of surface treatment services were more than offset by reduced sales of industrial vehicle products to off-highway vehicle platforms.

Sales during the six months ended June 30, 2024 increased $5 million, or 1%, to $465 million.

Sales in the power & process market primarily benefited from higher commercial nuclear aftermarket sales supporting the maintenance of operating reactors in North America, partially offset by the wind-down on the China Direct AP1000 program.

The general industrial market was negatively impacted by lower sales of industrial vehicle products to off-highway vehicle platforms.

LIQUIDITY AND CAPITAL RESOURCES

Sources and Use of Cash

We derive the majority of our operating cash inflow from receipts on the sale of goods and services and cash outflow for the procurement of materials and labor;

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In some cases, these payments can exceed the costs incurred on a project.

Condensed Consolidated Statements of Cash Flows Three Months Ended

(In thousands) March 31, 2024 March 31, 2023

Cash provided by (used in):

Condensed Consolidated Statements of Cash Flows Six Months Ended

(In thousands) June 30, 2024 June 30, 2023

Cash provided by (used for):

Operating activities

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Net decrease in cash and cash equivalents (24,303) (98,237)

Net cash used in operating activities decreased $46 million from the prior year period, primarily due to higher current period cash earnings, lower current period tax payments, and a $10 million settlement payment made to Westinghouse Electric Company (WEC) in the prior year period to resolve all open claims and counterclaims under the AP1000 U.S.

and China contracts.

Net cash used in investing activities increased $2 million from the prior year period, primarily due to higher capital spending in the Defense Electronics segment during the current period.

Net cash used in financing activities decreased $25 million from the prior year period, primarily due to the repayment of our 2013 Notes in February 2023.

Net cash provided by operating activities increased $46 million from the prior year period, primarily due to higher cash earnings and improved working capital.

Net cash used for investing activities increased $35 million from the prior year period, primarily due to our acquisition of WSC.

Net cash used for financing activities decreased $77 million from the prior year period, primarily due to the repayment of our 2013 Notes in February 2023.

This decrease was partially offset by lower current period net borrowings under our credit facility.

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Financing Activities

The Corporation’s debt outstanding had an average interest rate o f 3.8% and 4.4% for the three months ended March 31, 2024 and 2023, respectively.

The Corporation’s average debt outstanding was $1,048 million an d $1,129 million for the three months ended March 31, 2024 and 2023, respectively.

The Corporation’s debt outstanding had an average intere st rate of 3.8% for both the three and six months ended June 30, 2024, respectively, and 4.1% and 4.0% for the three and six months ended June 30, 2023, respectively.

The Corporation’s average debt outstanding wa s $1.0 billion for b oth the three and six months ended June 30, 2024, respectively, and $1.3 billion and $1.2 billion for the t hree and six months ended June 30, 2023, respectively.

Credit Agreement

As of March 31, 2024, the Corporation had approximately $19 million in letters of credit supported by the credit facility.

The unused credit available under the credit facility as of March 31, 2024 was $731 million, which could be borrowed without violating any of our debt covenants.

Repurchase of common stock

For the three months ended March 31, 2024 and March 31, 2023, the Corporation used $12 million of cash in each period to repurchase approximately 53,000 and 73,000 outstanding shares, respectively, under its share repurchase program.

Cash Utilization

Management continually evaluates cash utilization alternatives, including share repurchases, acquisitions, and increased dividends to determine the most beneficial use of available capital resources.

We believe that our cash and cash equivalents, cash flow from operations, available borrowings under the credit facility, and ability to raise additional capital through the credit markets are sufficient to meet both the short-term and long-term capital needs of the organization, including the return of capital to shareholders through dividends and share repurchases and growing our business through acquisitions.

CURTISS-WRIGHT CORPORATION and SUBSIDIARIES

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FINANCIAL CONDITION and RESULTS OF OPERATIONS, continued

As of June 30, 2024, the Corporation had approximately $18 million in letters of credit supported by the Credit Agreement.

The unused credit available under the Credit Agreement as of June 30, 2024 was $732 million, which could be borrowed without violating any of our debt covenants.

Repurchase of common stock

During the six months ended June 30, 2024, the Corporation used $25 million of cash to repurchase approximately 0.1 million outstanding shares under its share repurchase program.

During the six months ended June 30, 2023, the Corporation used $24 million of cash to repurchase approximately 0.1 million outstanding shares under its share repurchase program.

Cash Utilization

Management continually evaluates cash utilization alternatives, including share repurchases, acquisitions, and increased dividends to determine the most beneficial use of available capital resources.

The Corporation made dividend payments of $8 million and $7 million during the six months ended June 30, 2024 and June 30, 2023, respectively.

Additionally, beginning in the second quarter, the Corporation increased its quarterly dividend to $0.21 per share.

Debt Compliance

As of the date of this report, we were in compliance with all debt agreements and credit facility covenants, including our most restrictive covenant, which is our debt to capitalization limit of 60%.

The debt to capitalization limit is a measure of our indebtedness (as defined in the notes purchase agreement and credit facility) to capitalization, where capitalization equals debt plus equity, and is the same for and applies to all of our debt agreements and credit facility.

As of March 31, 2024, we had the ability to borrow additional debt of approximately $2.4 billion without violating our debt to capitalization covenant.

The debt to capitalization limit is a measure of our indebtedness (as defined per the notes purchase agreement and credit facility) to capitalization, where capitalization equals debt plus equity, and is the same for and applies to all of our debt agreements and credit facility.

As of June 30, 2024, we had the ability to borrow additional debt of $2.6 billion without violating our debt to capitalization covenant.

CURTISS-WRIGHT CORPORATION and SUBSIDIARIES

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Securities and Exchange Commission on February 20, 2024, in the Notes to the Consolidated Financial Statements, Note 1, and the Critical Accounting Policies section of Management’s Discussion and Analysis of Financial Condition and Results of Operations.

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

There have been no material changes in our market risk during the six months ended June 30, 2024.

Information regarding market risk and market risk management policies is more fully described in "Item 7A.

Quantitative and Qualitative Disclosures about Market Risk" of our 2023 Annual Report on Form 10-K.

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-Q

Item 1. Financial Statements