What changed in this filing

/stocks — the workspaceLOADING

Item 8. Financial Statements and Supplementary Data

2026-02-12 compared with 2025-02-13 · 129 added, 124 removed, 1039 unchanged (20% of the section changed)

14 unchanged sentences

General and administrative expenses 399,608 373,497 359,724

Loss on divestiture — — 4,651

Restructuring expenses 4,504 14,448 —

50 unchanged sentences

Long-term debt 757,884 958,949

Deferred tax liabilities 140,659 132,319

Deferred tax liabilities, net 154,002 140,659

Accrued pension and other postretirement benefit costs 71,417 67,413

23 unchanged sentences

Depreciation and amortization 124,817 107,667 116,172

Loss on divestiture — — 4,651

Gain on sale/disposal of long-lived assets ( 10 ) ( 2,883 ) ( 4,671 )

(Gain)/loss on sale/disposal of long-lived assets 362 ( 10 ) ( 2,883 )

Deferred income taxes 14,995 ( 11,822 ) 2,908

11 unchanged sentences

Proceeds from sale/disposal of long-lived assets 1,268 3,206 9,147

Purchases of investments — — ( 10,000 )

Additions to property, plant, and equipment ( 89,692 ) ( 60,974 ) ( 44,666 )

Proceeds from sale of equity securities 7,919 — —

Acquisition of businesses, net of cash acquired — ( 225,541 ) —

4 unchanged sentences

Payment of revolving credit facilities ( 475,100 ) ( 21,309 ) ( 638,116 )

Borrowings of debt — — 300,000

Principal payments on debt ( 90,000 ) — ( 202,500 )

3 unchanged sentences

Other ( 1,159 ) ( 1,182 ) ( 1,097 )

Net cash provided by (used for) financing activities ( 271,493 ) ( 273,403 ) 129,428

Net cash used for financing activities ( 578,298 ) ( 271,493 ) ( 273,403 )

Effect of exchange-rate changes on cash 11,323 ( 11,298 ) 10,726

10 unchanged sentences

Net earnings — — 354,509 — —

Other comprehensive loss, net of tax — — — ( 68,451 ) —

Other comprehensive income, net of tax — — — 45,693 —

Dividends paid

— — ( 30,249 ) — —

Restricted stock — ( 13,878 ) — — 13,878

6 unchanged sentences

Net earnings — — 404,978 — —

Other comprehensive income, net of tax — — — 45,693 —

Other comprehensive loss, net of tax — — — ( 30,002 ) —

Dividends paid

— — ( 31,656 ) — —

Restricted stock — ( 13,944 ) — — 13,944

6 unchanged sentences

Net earnings — — 484,228 — —

Other comprehensive loss, net of tax — — — ( 30,002 ) —

Other comprehensive income, net of tax — — — 69,413 —

Dividends paid

— — ( 34,727 ) — —

Restricted stock — ( 11,612 ) — — 11,612

56 unchanged sentences

Research and development costs associated with customer-sponsored programs are capitalized to inventory and are recorded in cost of sales when products are delivered or services performed.

Funds received under shared development contracts are a reduction of the total development expenditures under the shared contract and are shown net as research and development costs.

Accounting for Share-Based Payments

7 unchanged sentences

The Corporation records amounts related to uncertain income tax positions by 1) prescribing a minimum recognition threshold a tax position is required to meet before being recognized in the financial statements and 2) the measurement of the income tax benefits recognized from such positions.

The Corporation’s accounting policy is to classify uncertain income tax positions that

are not expected to be resolved in one year as a non-current income tax liability and to classify interest and penalties as a component of interest expense and general and administrative expenses, respectively.

The Corporation’s accounting policy is to classify uncertain income tax positions that are not expected to be resolved in one year as a non-current income tax liability and to classify interest and penalties as a

component of interest expense and general and administrative expenses, respectively.

See Note 12 to the Consolidated Financial Statements for further information.

1 unchanged sentence

Recently issued accounting standards adopted

In November 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (ASU) 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.

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740), Improvement to Income Tax Disclosures ("ASU 2023-09") , which requires enhanced income tax disclosures, including disaggregation of information in the rate reconciliation table and disaggregated information related to income taxes paid.

The Company adopted this standard as of December 31, 2025 and included revised disclosures within Note 12 of the Consolidated Financial Statements.

The adoption of this standard did not have a material effect on the Consolidated Financial Statements.

Recently issued accounting standards to be adopted

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740), Improvement to Income Tax Disclosures , which requires enhanced income tax disclosures, including disaggregation of information in the rate reconciliation table and disaggregated information related to income taxes paid.

In December 2024, the FASB issued ASU 2024-03 , Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40):

Disaggregation of Income Statement Expenses, which requires disclosure of disaggregated information about certain income statement line items in the notes to the financial statements.

The ASU is effective for annual reporting periods beginning with the year ending December 31, 2027.

1 unchanged sentence

The Company is currently evaluating the impact of adopting this standard on its Consolidated Financial Statements.

In December 2024, the FASB issued ASU 2024-03 , Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40):

Disaggregation of Income Statement Expenses, which requires disclosure of disaggregated information about certain income statement line items in the notes to the financial statements.

In September 2025, the FASB issued ASU 2025-06, Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40):

Accounting for and Disclosure of Software Costs , which amends certain aspects of the accounting for and disclosure of internal-use software costs.

The ASU is effective for annual reporting periods beginning with the year ending December 31, 2028.

1 unchanged sentence

The Company is currently evaluating the impact of adopting this standard on its Consolidated Financial Statements.

In December 2025, the FASB issued ASU 2025-10, Government Grants (Topic 832):

Accounting for Government Grants Received by Business Entities , which provides guidance on the recognition, measurement, and presentation of government grants.

The ASU is effective for annual reporting periods beginning with the year ending December 31, 2028, including interim periods within that period.

Early adoption is permitted.

The Company is currently evaluating the impact of adopting this standard on its Consolidated Financial Statements.

The Corporation accounts for revenues in accordance with ASC 606, Revenue from Contracts with Customers .

14 unchanged sentences

There were no significant changes in estimated contract costs during 2025, 2024, or 2023.

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.

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 years ended December 31, 2025, 2024, and 2023:

39 unchanged sentences

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

For the year ended December 31, 2024, the Corporation acquired two businesses for an aggregate purchase price of $ 226 million, net of cash acquired.

Such acquisitions contributed $ 8 million of total net sales and $ 1 million of net losses for the year ended December 31, 2024 which are included in the Consolidated Statement of Earnings.

The following table summarizes the estimated fair values of the assets acquired and liabilities assumed at the date of acquisition for all acquisitions consummated:

During the year ended December 31, 2025, the Corporation did not complete any acquisitions.

During the year ended December 31, 2024, the Corporation acquired two businesses for an aggregate purchase price of $ 235 million.

The Consolidated Statement of Earnings for the year ended December 31, 2025 includes $ 93 million of total net sales and $ 2 million of net losses from the Corporation's 2024 acquisitions.

The following table summarizes the estimated fair values of the assets acquired and liabilities assumed at the date of acquisition for both 2024 acquisitions, inclusive of subsequent purchase price adjustments:

(In thousands)

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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.

Ultra Nuclear Limited and Weed Instrument Co., Inc.

(Ultra Energy)

On December 31, 2024, the Corporation completed the acquisition of Ultra Energy, a subsidiary of Ultra Electronics, for $ 192 million in cash, net of cash acquired.

The acquired business, which operates in the Naval & Power segment, is a designer and

manufacturer of reactor protection systems, neutron monitoring systems, radiation monitoring systems, and temperature and pressure sensors.

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

I&C Solutions

On December 31, 2024, the Corporation completed the acquisition of I&C Solutions (formerly referenced by the Company as Ultra Energy) for $ 201 million in cash, net of cash acquired.

The acquired business, which operates in the Naval & Power segment, is a designer and manufacturer of reactor protection systems, neutron monitoring systems, radiation monitoring systems, and temperature and pressure sensors.

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.

13 unchanged sentences

Recoverable costs and estimated earnings not billed, net of progress payments 412,410 359,402

Total receivables $ 938,730 $ 839,239

Allowance for doubtful accounts ( 6,386 ) ( 4,202 )

25 unchanged sentences

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

Acquisitions — — 132,153 132,153

Foreign currency translation adjustment ( 1,627 ) ( 8,659 ) ( 4,975 ) ( 15,261 )

December 31, 2024 $ 323,504 $ 701,719 $ 650,495 $ 1,675,718

Acquisitions — — 132,153 132,153

Adjustments (1)

— — ( 10,969 ) ( 10,969 )

Foreign currency translation adjustment 4,661 12,883 10,197 27,741

December 31, 2025 $ 328,165 $ 714,602 $ 649,723 $ 1,692,490

(1) Amount includes post-closing purchase price adjustments related to the Corporation's acquisitions of WSC and I&C Solutions.

The Corporation accounts for acquisitions by assigning the purchase price to acquired tangible and intangible assets and liabilities assumed.

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(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.

During the year ended December 31, 2025, the Corporation did not acquire any intangible assets.

During the year ended December 31, 2024, the Corporation acquired intangible assets of $ 102 million.

The Corporation acquired Customer-related intangibles of $ 74 million, Technology of $ 26 million, and Other intangible assets of $ 2 million, which have weighted average amortization periods of 12 years, 15 years, and 3 years, respectively.

During the year ended December 31, 2023, the Corporation did not acquire any intangible assets.

Amortization expense for the years ended December 31, 2025, 2024, and 2023 was $ 72 million, $ 57 million, and $ 65 million, respectively.

9 unchanged sentences

The components of lease expense were as follows:

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

Year Ended December 31,

(In thousands) 2025 2024 2023

Operating lease cost $ 50,394 $ 47,256 $ 44,322

4 unchanged sentences

Supplemental cash flow information related to leases was as follows:

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

Year Ended December 31,

(In thousands) 2025 2024 2023

Cash used for operating activities:

20 unchanged sentences

Operating leases 7.9 years 7.6 years

Finance leases 4.7 years 5.7 years

Finance leases — 4.7 years

Weighted average discount rate

3 unchanged sentences

As of December 31, 2025

(In thousands) Operating Leases Finance Leases

2025 $ 36,768 $ 1,518

2026 32,759 1,556

2027 27,549 1,595

2028 24,529 1,634

(In thousands) Operating Leases

2026 $ 40,825

4 unchanged sentences

FAIR VALUE OF FINANCIAL INSTRUMENTS

Interest Rate Risks

The Corporation’s primary interest rate exposure results from changes in U.S.

dollar interest rates.

The estimated fair value amounts were determined by the Corporation using available market information, which is primarily based on quoted market prices for the same or similar issues as of December 31, 2025.

The fair values of our debt instruments are characterized as Level 2 measurements which are based on market-based inputs or unobservable inputs and corroborated by market data such as quoted prices, interest rates, or yield curves.

The estimated fair values of the Corporation’s fixed rate debt

instruments as of December 31, 2024, net of debt issuance costs, totaled $ 964 million compared to a carrying value, net of debt issuance costs, of $ 1,046 million.

The estimated fair values of the Corporation’s fixed rate debt instruments as of December 31, 2025, net of debt issuance costs, totaled $ 911 million compared to a carrying value, net of debt issuance costs, of $ 956 million.

The estimated fair values of the Corporation’s fixed rate debt instruments as of December 31, 2024, net of debt issuance costs, totaled $ 964 million compared to a carrying value, net of debt issuance costs, of $ 1,046 million.

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

17 unchanged sentences

Total other current liabilities $ 90,870 $ 80,288

2017 Tax Cuts and Jobs A ct

In conjunction with the enactment of the 2017 Tax Cuts and Jobs Act (the Tax Act), the Corporation recorded provisional income tax expense of $ 18.2 million for the year ended December 31, 2017 related to the one-time transition tax on certain foreign earnings.

The finalized transition tax of $ 23.6 million was to be paid over 8 years pursuant to the Tax Act.

The transition tax liability, which is expected to be paid in 2025, was $ 6.1 million and $ 7.8 million as of December 31, 2024 and December 31, 2023, respectively.

In conjunction with the enactment of the 2017 Tax Cuts and Jobs Act ("TCJA"), the Corporation recorded provisional income tax expense of $ 18.2 million for the year ended December 31, 2017 related to the one-time transition tax on certain foreign earnings.

The finalized transition tax of $ 23.6 million was to be paid over 8 years pursuant to the TCJA.

The transition tax liability, which was $ 6.1 million as of December 31, 2024, was fully settled as of December 31, 2025.

On July 4, 2025, the U.S.

signed into law H.R.1, also known as the One Big Beautiful Bill Act ("OBBBA").

The OBBBA extends various expiring tax provisions from the TCJA and introduces a variety of other substantial tax law changes.

For the Corporation, the most significant impact relates to the immediate expensing of research and development expenditures.

The enactment of OBBBA did not have a material impact on the effective tax rate of the Corporation.

As of December 31, 2025, the Corporation reassessed its assertion around whether foreign undistributed earnings should continue to no longer be considered permanently reinvested.

2 unchanged sentences

Except as noted above, the Corporation remains permanently reinvested to the extent of any outside basis differences in its foreign subsidiaries in excess of the amount of undistributed earnings, as it is not practicable to determine the provision impact, if any, due to the complexities associated with this calculation.

Earnings before income taxes for the years ended December 31 consist of:

Earnings before income taxes for the years ended December 31 consists of:

(In thousands) 2025 2024 2023

Domestic $ 368,512 $ 323,898 $ 300,200

198,158 162,870 149,839

Foreign 251,498 198,158 162,870

$ 620,010 $ 522,056 $ 463,070

(1) The Corporation recognized a pre-tax loss of $ 5 million during the first quarter of 2022 pertaining to the sale of its industrial valve business in Germany.

The provision for income taxes for the years ended December 31 consists of:

9 unchanged sentences

Provision for income taxes $ 135,782 $ 117,078 $ 108,561

As noted in Note 1 to the Consolidated Financial Statements, the Company adopted ASU 2023-09 during the current period.

As the update pertained solely to income tax disclosure improvements and did not require a change in accounting or retrospective restatement of previously issued financial statements, the Company has adopted the required changes prospectively.

Upon adoption, the Company modified its approach for calculating estimated state income taxes, moving from a blended state income tax rate approach to applying a state-by-state calculation.

The effects are reflected in the rate reconciliation table, including components of state taxation and other reconciling items in accordance with the requirements in the standard.

The effective tax rate varies from the U.S.

federal statutory tax rate for the years ended December 31, principally:

federal statutory tax rate for the year ended December 31, 2025, principally:

federal statutory tax rate $ 130,202 21.0 %

Add (deduct):

State and local taxes, net of federal benefit (1)

Foreign earnings (2)

Provincial taxes

Other ( 1,769 ) ( 0.3 ) %

Other foreign jurisdictions

Effect of Cross-border Tax Laws

Foreign-Derived Deduction - Eligible Income ("FDDEI")

( 8,052 ) ( 1.3 ) %

Financing arrangement (3)

( 10,453 ) ( 1.7 ) %

Other 1,883 0.3 %

R&D tax credits ( 7,050 ) ( 1.1 ) %

Nontaxable or nondeductible items

Changes in unrecognized tax benefits

$ 135,782 21.9 %

(1) State Taxes in Pennsylvania and Maryland contributed to the majority of the tax effect in this category.

(2) Foreign earnings primarily include the net impact of differences between local statutory rates and the U.S.

Federal statutory rate, the cost of repatriating foreign earnings, and the impact of changes to foreign valuation allowances.

(3) In an effort to simplify its organizational structure and facilitate repatriation, the Corporation underwent a substantial internal reorganization of its foreign ownership structure in 2024 that included the establishment of financing arrangements.

The effective tax rate varies from the U.S.

federal statutory tax rate for the years ended December 31, 2024 and 2023, principally:

federal statutory tax rate 21.0 % 21.0 %

2 unchanged sentences

Foreign earnings

Foreign loss on sale — — 0.2

Financing arrangement

3 unchanged sentences

Effective tax rate 22.4 % 23.4 %

(1) Foreign earnings primarily include the net impact of differences between local statutory rates and the U.S.

Federal statutory rate, the cost of repatriating foreign earnings, and the impact of changes to foreign valuation allowances.

(2) In an effort to simplify its organizational structure and facilitate repatriation, the Corporation underwent a substantial internal reorganization of its foreign ownership structure in 2024 that included the establishment of financing arrangements.

The components of the Corporation’s deferred tax assets and liabilities as of December 31 are as follows:

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(1) Amount is classified within the "Other Assets" caption in the Corporation's Consolidated Balance Sheets as of December 31, 2025 and December 31, 2024, respectively.

The Corporation has income tax net operating loss carryforwards related to international operations of $ 21.0 million, of which $ 17.9 million have an indefinite life and $ 3.1 million which expire through 2029.

The Corporation has income tax net operating loss carryforwards related to international operations of $ 15.9 million, all of which have an indefinite life.

The Corporation has federal and state income tax net loss carryforwards of $ 21.3 million, all of which are net operating losses that expire through 2043.

1 unchanged sentence

Management assesses the available positive and negative evidence to estimate if sufficient future taxable income will be generated to utilize the existing deferred tax assets.

As of December 31, 2024, the Corporation decreased its valuation allowance to $ 5.0 million, in order to measure only the portion of deferred tax assets that more likely than not will be realized.

As of December 31, 2025, the Corporation decreased its valuation allowance by $ 1.0 million to $ 4.0 million, in order to measure only the portion of deferred tax assets that more likely than not will be realized.

The amount of the deferred tax asset considered realizable, however, could be adjusted if estimates of future taxable income during the carryforward period are reduced or if objective negative evidence in the form of cumulative losses is no longer present and additional weight may be given to subjective evidence such as projections for growth.

Income tax payments, net of refunds, of $ 135.7 million , $ 136.4 million, and $ 61.1 million were made in 2024, 2023, and 2022, respectively.

The Corporation has recorded a liability in "Other liabilities" for interest of $ 5.6 million and penalties of $ 3.7 million as of December 31, 2025.

Income tax payments, net of refunds, of $ 134.3 million , $ 135.7 million, and $ 136.4 million were made in 2025, 2024, and 2023, respectively.

Income tax payments, net of refunds, by jurisdiction for the year ended December 31, 2025 were as follows:

Federal 10,029

Ontario 6,915

Other Canadian jurisdictions

United Kingdom 13,621

Other Foreign jurisdictions

Total Foreign 44,270

(1) The immediate expensing of research and development expenditures under the OBBBA resulted in lower income tax payments in the current year.

A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows:

9 unchanged sentences

United States (Federal) 2020 - present

United States (Various states) 2013 - present

United States (Various states) 2014

United Kingdom 2023 - present

46 unchanged sentences

cross-payment default and cross-acceleration.

Borrowings under the credit agreement accrue interest based on (i) the Secured Overnight Financing Rate (SOFR) or (ii) a base rate of the highest of (a) the Prime Rate in effect on such day, (b) the NYFRB Rate in effect on such day plus ½ of 1% and (c) the Adjusted Daily Term SOFR Rate.

Borrowings under the credit agreement accrue interest based on (i) the Secured Overnight Financing Rate ("SOFR") or (ii) a base rate of the highest of (a) the Prime Rate in effect on such day, (b) the NYFRB Rate in effect on such day plus ½ of 1% and

The interest rate and level of facility fees are dependent on certain financial ratios, as defined in the Credit Agreement.

12 unchanged sentences

In connection with the issuance of the 2020 Notes, the Corporation paid customary fees that have been deferred and are being amortized over the term of the 2020 Notes.

Under the terms of the Note Purchase Agreements, as amended, the Corporation is required to maintain certain financial ratios, the most restrictive of

which are a debt to capitalization limit of 60 % ( 65 % for four consecutive quarters following an acquisition greater than $100 million) and an interest coverage ratio not to be less than 3 to 1.

Under the terms of the Note Purchase Agreements, as amended, the Corporation is required to maintain certain financial ratios, the most restrictive of which are a debt to capitalization limit of 60 % ( 65 % for four consecutive quarters following an acquisition greater than $100 million) and an interest coverage ratio not to be less than 3 to 1.

The debt to capitalization ratio (as defined per the Notes Purchase Agreement and Credit Agreement) is calculated using the same formula for all of the Corporation’s debt agreements and is a measure of the Corporation’s indebtedness to capitalization, where capitalization equals debt plus equity.

1 unchanged sentence

On February 26, 2013 , the Corporation issued $ 500 million of Senior Notes (the "2013 Notes").

The 2013 Notes consisted of $ 225 million of 3.70 % Senior Notes that matured on February 26, 2023 , $ 100 million of 3.85 % Senior Notes that mature on February 26, 2025 , and $ 75 million of 4.05 % Senior Notes that mature on February 26, 2028 .

The 2013 Notes consisted of $ 225 million of 3.70 % Senior Notes that matured on February 26, 2023 , $ 100 million of 3.85 % Senior Notes that matured on February 26, 2025 , and $ 75 million of 4.05 % Senior Notes that mature on February 26, 2028 .

$ 100 million of additional 4.11 % Senior Notes were deferred and subsequently issued on September 26, 2013 that mature on September 26, 2028 .

12 unchanged sentences

Under the terms of the Note Purchase Agreement, as amended, the Corporation is required to maintain certain financial ratios, the most restrictive of which is a debt to capitalization limit of 60 % ( 65 % for four consecutive quarters following an acquisition greater than $100 million) and an interest coverage ratio of less than 3 to 1.

The debt to capitalization ratio (as defined per the Notes Purchase Agreement and Credit Agreement) is calculated using the same formula for all of the Corporation’s debt agreements and is a

measure of the Corporation’s indebtedness to capitalization, where capitalization equals debt plus equity.

The 2011 Notes also contain a cross default provision with our other senior indebtedness.

40 unchanged sentences

Performance is measured by determining the percentile rank of the total shareholder return of the Corporation's common stock in relation to the total shareholder return of a self-constructed peer group.

The non-vested shares are subject to forfeiture if

established performance goals are not met or employment is terminated other than due to death, disability, or retirement.

The non-vested shares are subject to forfeiture if established performance goals are not met or employment is terminated other than due to death, disability, or retirement.

Share plans are denominated in share-based units based on the fair market value of the Corporation’s common stock on the date of grant.

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The Corporation maintains a defined benefit pension plan (the "CW Pension Plan") covering certain employee populations under six benefit formulas:

a non-contributory non-union and union formula for certain Curtiss-Wright (CW) employees, a contributory union and non-union benefit formula for employees at the EMD business unit, and two benefit formulas providing annuity benefits for participants in the former Williams Controls salaried and union plans.

a non-contributory non-union and union formula for certain Curtiss-Wright ("CW") employees, a contributory union and non-union benefit formula for employees at the Electro-Mechanical Division ("EMD") business unit, and two benefit formulas providing annuity benefits for participants in the former Williams Controls salaried and union plans.

CW non-union employees hired prior to February 1, 2010 receive a final average pay benefit based on years of credited service, using the five highest consecutive years’ compensation during the last ten years of service.

These employees became participants under the CW Pension Plan after one year of service and were vested after three years of service.

CW non-union employees hired on or after the effective date were eligible for a cash balance benefit through December 31, 2013, and were transitioned to the new defined contribution plan, further described below.

employees hired on or after the effective date were eligible for a cash balance benefit through December 31, 2013, and were transitioned to the new defined contribution plan, further described below.

CW union employees who have negotiated a benefit under the CW Pension Plan are entitled to a benefit based on years of service multiplied by a monthly pension rate.

9 unchanged sentences

As of December 31, 2025, and 2024, the Corporation had a noncurrent pension asset of $ 312.9 million and $ 279.6 million, respectively.

The change in balance was primarily due to a higher discount rate in 2024.

The change in balance was primarily due to a higher return on plan assets during the current period.

Nonqualified Pension Plan

19 unchanged sentences

Components of net periodic benefit expense

The net pension and net postretirement benefit costs consisted of the following:

The net pension benefit costs consisted of the following:

Pension Benefits

8 unchanged sentences

The cost of settlements/curtailments indicated above represents events that are accounted for under guidance on employers’ accounting for settlements and curtailments of defined benefit pension plans.

In 2022, the Company recognized settlement charges related to the retirement of former executives.

In 2025, the Company recognized settlement charges related to the retirement of a former executive.

The following table outlines the Corporation's consolidated disclosure of the pension benefits information described previously.

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The Finance Committee of the Corporation’s Board of Directors is responsible for formulating investment policies, developing investment manager guidelines and objectives, and approving and managing qualified advisors and investment managers.

The guidelines established define permitted investments within each asset class and apply certain restrictions such as limits on concentrated holdings, and prohibits selling securities short, buying on margin, and the purchase of any securities issued by the Corporation.

The guidelines established define permitted investments within each asset class and apply certain restrictions such as limits on

concentrated holdings, and prohibits selling securities short, buying on margin, and the purchase of any securities issued by the Corporation.

The Corporation maintains the funds of the CW Pension Plan under a trust that is diversified across investment classes and among investment managers to achieve an optimal balance between risk and return.

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It is comprised of individual U.S.

securities and exchange-traded funds benchmarked against the S&P 500 index and Russell Mid Cap and Russell 2000 indices, international securities and exchange-traded funds benchmarked against the MSCI EAFE and EM indices, global equity index mutual funds associated with our U.K.

based pension plans, and a balanced fund associated with the Canadian based pension plan.

securities and exchange-traded funds benchmarked against the S&P 500 index and Russell Mid Cap and Russell 2000 indices, international securities and exchange-traded funds benchmarked against the MSCI EAFE and EM indices, and global equity index mutual funds associated with our U.K.

based pension plans.

(2) This category consists of domestic and international bonds.

1 unchanged sentence

Treasury securities of intermediate and long-term duration for liability matching fixed income.

International bonds consist of bond mutual funds for institutional investors associated with the Switzerland and U.K.

based pension plans.

International bonds consist of bond mutual funds for institutional investors associated with the Switzerland, U.K., and Canadian-based pension plans.

(3) This category consists of a domestic real estate exchange-traded fund and real estate investment trusts in Switzerland.

22 unchanged sentences

The Aerospace & Industrial reportable segment is comprised of businesses that provide a diversified offering of highly engineered products and services supporting critical applications primarily across the commercial aerospace and general industrial markets, and to a lesser extent, the defense markets.

The products offered include electronic throttle control devices, joysticks, power management electronics, traction inverters and transmission shifters, sensors, electro-mechanical actuation control components, and surface technology services such as shot peening, laser peening, and engineered coatings.

The products offered include sensors, controls, electro-mechanical actuation components, surface technology services such as shot peening, laser peening, and engineered coatings, and industrial products such as power management electronics, traction inverters, transmission shifters, and control systems.

The Defense Electronics reportable segment is comprised of businesses that primarily provide products to the defense markets and to a lesser extent the commercial aerospace market.

The products offered include commercial off-the-shelf (COTS) embedded computing board level modules, integrated subsystems, turret aiming and stabilization products, tactical communications solutions for battlefield network management, weapons handling systems, avionics and electronics, flight test equipment, and aircraft data management solutions.

The products offered include commercial off-the-shelf ("COTS") embedded computing board level modules, integrated subsystems, turret aiming and stabilization products, tactical

communications solutions for battlefield network management, weapons handling systems, avionics and electronics, flight test equipment, and aircraft data management solutions.

The Naval & Power reportable segment is comprised of businesses that primarily provide products to the naval defense and power & process markets, and to a lesser extent, the aerospace defense markets.

57 unchanged sentences

(1) Corporate and Eliminations includes pension expense, environmental remediation and administrative expenses, legal, and other expenses.

(2) Other segment items includes restructuring expenses associated with the 2024 Restructuring Program as well as the loss on divestiture from the Corporation's sale of its industrial valves business in 2022.

(2) Other segment items includes restructuring expenses associated with the 2024 Restructuring Program.

As of December 31,

43 unchanged sentences

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 and the relatively non-friable condition of asbestos in its products make it unlikely that it will face material liability in any asbestos litigation, whether individually or in the aggregate.

The Corporation believes its minimal use of asbestos in its past operations and the relatively non-friable condition of asbestos in its products

make it unlikely that it will face material liability in any asbestos litigation, whether individually or in the aggregate.

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

3 unchanged sentences

As of December 31, 2025 and 2024, there were $ 25 million and $ 21 million of stand-by letters of credit outstanding, respectively, and $ 12 million and $ 15 million of bank guarantees outstanding, respectively.

The Corporation, through its Electro-Mechanical Division (EMD) business unit, has three Pennsylvania Department of Environmental Protection (PADEP) radioactive materials licenses that are utilized in the continued operation of the EMD business.

The Corporation, through its EMD business unit, has three Pennsylvania Department of Environmental Protection ("PADEP") radioactive materials licenses that are utilized in the continued operation of the EMD business.

In connection with these licenses, the Corporation has known conditional asset retirement obligations related to asset decommissioning activities to be performed in the future, when the Corporation terminates these licenses.

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Accordingly, this obligation has not been recorded in the Consolidated Financial Statements.

A liability for this obligation will be recorded in the period when sufficient

information regarding timing and method of settlement becomes available to make a reasonable estimate of the liability’s fair value.

A liability for this obligation will be recorded in the period when sufficient information regarding timing and method of settlement becomes available to make a reasonable estimate of the liability’s fair value.

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.

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Amounts reclassified from accumulated other comprehensive income (1)

— ( 44 ) ( 44 )

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

Net current period other comprehensive income (loss) ( 43,905 ) 13,903 ( 30,002 )

December 31, 2024 $ ( 167,193 ) $ ( 76,032 ) $ ( 243,225 )

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Amounts reclassified from accumulated other comprehensive income (1)

Net current period other comprehensive income (loss) ( 43,905 ) 13,903 ( 30,002 )

— ( 2,792 ) ( 2,792 )

Net current period other comprehensive income 68,064 1,349 69,413

December 31, 2025 $ ( 99,129 ) $ ( 74,683 ) $ ( 173,812 )

1 unchanged sentence

RESTRUCTURING COSTS

During the year ended December 31, 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 $ 15.9 million for the year ended December 31, 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 December 31, 2024

Aerospace & Industrial

Severance $ — $ 1,750 $ ( 1,750 ) $ —

Facility closure and other costs — 5,037 ( 4,350 ) 687

Total Aerospace & Industrial $ — $ 6,787 $ ( 6,100 ) $ 687

Defense Electronics

Severance $ — $ 1,117 $ ( 656 ) $ 461

Facility closure and other costs — — — —

Total Defense Electronics $ — $ 1,117 $ ( 656 ) $ 461

Naval & Power

Severance $ — $ 667 $ ( 93 ) $ 574

Facility closure and other costs — — — —

Total Naval & Power $ — $ 667 $ ( 93 ) $ 574

Consolidated (including Corporate)

Severance $ — $ 3,558 $ ( 2,522 ) $ 1,036

Facility closure and other costs — 8,051 ( 6,121 ) 1,930

Total consolidated $ — $ 11,609 $ ( 8,643 ) $ 2,966

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

Affected line item in the Consolidated Statement of Earnings

(In thousands) December 31, 2024

Inventory write-downs Cost of product sales $ 1,435

Severance, facility closure, and other costs Restructuring expenses 11,609

Property, plant, and equipment & operating lease right of use asset impairments Restructuring expenses 2,839

Total restructuring charges Earnings before income taxes $ 15,883

There were no such comparable charges for the year ended December 31, 2023.

In 2024, the Corporation commenced 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, have been substantially completed as of December 31, 2025.

Fo r the year ended December 31, 2025, these restructuring activities resulted in pre-tax charges of $ 5 million, compared to pre-tax charges of $ 16 million for the year ended December 31, 2024.

As of December 31, 2025 and

December 31, 2024, the restructuring liability associated with these restructuring activities was $ 1 million and $ 3 million, respectively.

These balances are reported within "Other Current Liabilities" on the Consolidated Balance Sheet.

Report of the Corporation

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Opinion on the Financial Statements

We have audited the accompanying consolidated balance sheets of Curtiss-Wright Corporation and subsidiaries (the "Company") as of December 31, 2024 and December 31, 2023, the related consolidated statements of earnings, comprehensive income, stockholders' equity, and cash flows, for each of the three years in the period ended December 31, 2024, and the related notes and the schedule listed in the Index at Item 15 (collectively referred to as the "financial statements").

We have audited the accompanying consolidated balance sheets of Curtiss-Wright Corporation and subsidiaries (the "Company") as of December 31, 2025 and December 31, 2024, the related consolidated statements of earnings, comprehensive income, stockholder's equity, and cash flows, for each of the three years in the period ended December 31, 2025, and the related notes and the schedule listed in the Index at Item 15 (collectively referred to as the "financial statements").

In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2025 and December 31, 2024, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2025, in conformity with accounting principles generally accepted in the United States of America.

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These estimates are determined based on industry knowledge and experience of engineers, project managers, and financial staff.

Specific to these contracts, auditing over-time revenue required extensive audit effort due to a high degree of auditor judgment when performing audit procedures and evaluating the results of those procedures.

Specific to these contracts, auditing overtime revenue required extensive audit effort due to a high degree of auditor judgment when performing audit procedures and evaluating the results of those procedures.

How the Critical Audit Matter Was Addressed in the Audit

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We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated financial statements as of and for the year ended December 31, 2025, of the Company and our report dated February 12, 2026, expressed an unqualified opinion on those financial statements.

As described in Management's Annual Report on Internal Control Over Financial Reporting, management excluded from its assessment the internal control over financial reporting at WSC Inc.

("WSC"), and Ultra Nuclear Limited and Weed Instruments Co., Inc.

("Ultra Energy"), which were acquired on April 1, 2024 and December 31, 2024 respectively, and whose financial statements constituted less than 1% of total net sales and approximately 1% of total assets of the consolidated financial statement amounts (excluding acquired intangible assets and goodwill) as of and for the year ended December 31, 2024.

Accordingly, our audit did not include the internal control over financial reporting at WSC and Ultra Energy.

Basis for Opinion

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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 8. Financial Statements and Supplementary Data