What changed in this filing

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Item 1. Financial Statements

2025-10-28 compared with 2025-08-05 · 65 added, 64 removed, 310 unchanged (29% of the section changed)

3 unchanged sentences

AND COMPREHENSIVE INCOME

Three Months Ended Six Months Ended

(in thousands, except per share data) June 28, 2025 June 29, 2024 June 28, 2025 June 29, 2024

Three Months Ended Nine Months Ended

(in thousands, except per share data) September 27, 2025 September 28, 2024 September 27, 2025 September 28, 2024

Net sales $ 543,736 $ 503,773 $ 1,592,387 $ 1,475,425

20 unchanged sentences

CONDENSED CONSOLIDATED BALANCE SHEETS

(in thousands, except for share data) June 28, 2025 December 31, 2024

(in thousands, except for share data) September 27, 2025 December 31, 2024

Current assets:

38 unchanged sentences

CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY

Three Months Ended June 28, 2025

Three Months Ended September 27, 2025

Common Stock Additional Paid-In

2 unchanged sentences

(in thousands, except share data) Shares

Balance at March 29, 2025 30,539,334 $ 306 $ 117,190 $ 1,226,461 $ ( 6,553 ) $ 1,337,404

Balance at June 28, 2025 30,523,887 $ 305 $ 121,914 $ 1,281,741 $ ( 4,214 ) $ 1,399,746

Exercise of stock options 26,254 — 2,463 — — 2,463

5 unchanged sentences

Net income — — — 76,420 — 76,420

Balance at June 28, 2025 30,523,887 $ 305 $ 121,914 $ 1,281,741 $ ( 4,214 ) $ 1,399,746

Three Months Ended June 29, 2024

Balance at September 27, 2025 30,561,782 $ 306 $ 129,534 $ 1,357,951 $ ( 5,210 ) $ 1,482,581

Three Months Ended September 28, 2024

Common Stock Additional Paid-In

2 unchanged sentences

(in thousands, except share data) Shares

Balance at March 30, 2024 31,011,870 $ 310 $ 102,211 $ 1,075,663 $ ( 3,689 ) $ 1,174,495

Balance at June 29, 2024 30,765,672 $ 308 $ 106,714 $ 1,098,506 $ ( 4,208 ) $ 1,201,320

Exercise of stock options 15,269 — 1,207 — — 1,207

5 unchanged sentences

Net income — — — 55,253 — 55,253

Balance at June 29, 2024 30,765,672 $ 308 $ 106,714 $ 1,098,506 $ ( 4,208 ) $ 1,201,320

Six Months Ended June 28, 2025

Balance at September 28, 2024 30,516,759 $ 305 $ 110,595 $ 1,127,259 $ ( 3,557 ) $ 1,234,602

Nine Months Ended September 27, 2025

Common Stock Additional Paid-In

10 unchanged sentences

Net income — — — 192,634 — 192,634

Balance at June 28, 2025 30,523,887 $ 305 $ 121,914 $ 1,281,741 $ ( 4,214 ) $ 1,399,746

Six Months Ended June 29, 2024

Balance at September 27, 2025 30,561,782 $ 306 $ 129,534 $ 1,357,951 $ ( 5,210 ) $ 1,482,581

Nine Months Ended September 28, 2024

Common Stock Additional Paid-In

10 unchanged sentences

Net income — — — 135,491 — 135,491

Balance at June 29, 2024 30,765,672 $ 308 $ 106,714 $ 1,098,506 $ ( 4,208 ) $ 1,201,320

Balance at September 28, 2024 30,516,759 $ 305 $ 110,595 $ 1,127,259 $ ( 3,557 ) $ 1,234,602

See accompanying Notes to Condensed Consolidated Financial Statements

1 unchanged sentence

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

Six Months Ended

(in thousands) June 28, 2025 June 29, 2024

Nine Months Ended

(in thousands) September 27, 2025 September 28, 2024

Cash Flows from Operating Activities:

3 unchanged sentences

Provision for doubtful accounts 374 74

(Benefit) provision for deferred income taxes ( 75 ) 472

Provision for deferred income taxes 14,845 694

Provision for stock-based compensation 12,424 10,547

29 unchanged sentences

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE THREE AND SIX MONTHS ENDED JUNE 28, 2025, AND JUNE 29, 2024

FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 27, 2025, AND SEPTEMBER 28, 2024

Basis of Presentation

7 unchanged sentences

In the opinion of management, all adjustments (comprising only normal, recurring adjustments) considered necessary for a fair presentation have been included.

Operating results for the three and six months ended June 28, 2025, are not necessarily indicative of the results that may be expected for the fiscal year ending December 31, 2025, or any future period.

Operating results for the three and nine months ended September 27, 2025, are not necessarily indicative of the results that may be expected for the fiscal year ending December 31, 2025, or any future period.

We may experience significant fluctuations from quarter to quarter in our results of operations due to the timing of orders placed by our customers and the introduction of new products and product lines to customers.

4 unchanged sentences

Sales of accounts receivable under these agreements, and associated factoring costs, which were included in selling, general, and administrative expenses, were as follows:

Three Months Ended Six Months Ended

(in thousands) June 28, 2025 June 29, 2024 June 28, 2025 June 29, 2024

Three Months Ended Nine Months Ended

(in thousands) September 27, 2025 September 28, 2024 September 27, 2025 September 28, 2024

Sales of accounts receivable $ 341,011 $ 254,657 $ 1,030,085 $ 791,413

2 unchanged sentences

Inventories were as follows:

(in thousands) June 28, 2025 December 31, 2024

(in thousands) September 27, 2025 December 31, 2024

Raw materials $ 34,170 $ 29,233

9 unchanged sentences

Foreign currency translation — 800 — 800

Balance at June 28, 2025 $ 313,704 $ 57,000 $ 73,630 $ 444,334

Balance at September 27, 2025 $ 313,704 $ 56,506 $ 73,630 $ 443,840

Intangible Assets

Intangible assets included the following:

June 28, 2025 December 31, 2024

September 27, 2025 December 31, 2024

Intangible assets subject to amortization Gross Carrying Value Accumulated Amortization Net Carrying Value Gross Carrying Value Accumulated Amortization Net Carrying Value

6 unchanged sentences

Total $ 353,991 $ 91,762 $ 262,229 $ 353,437 $ 75,224 $ 278,213

Amortization expense was $ 5.5 million and $ 5.5 million during the three months ended June 28, 2025, and June 29, 2024, and $ 11.0 million and $ 11.1 million during the six months ended June 28, 2025, and June 29, 2024, respectively.

As of June 28, 2025, and December 31, 2024, the interest rate on the outstanding borrowings under our credit facility was 5.68 % and 5.71 %, respectively.

Amortization expense was $ 5.4 million and $ 6.3 million during the three months ended September 27, 2025, and September 28, 2024, respectively, and $ 16.4 million and $ 17.4 million during the nine months ended September 27, 2025, and September 28, 2024, respectively.

As of September 27, 2025, and December 31, 2024, the interest rate on the outstanding borrowings under our credit facility was 5.67 % and 5.71 %, respectively.

Segment and Geographic Information

Segment results are as follows:

For the Three Months ended June 28, 2025

For the Three Months ended September 27, 2025

(in thousands) Light Duty Heavy Duty Specialty Vehicle Total

4 unchanged sentences

Segment income from operations $ 102,161 $ 2,855 $ 6,462 $ 111,478

For the Three Months ended June 29, 2024

For the Three Months ended September 28, 2024

(in thousands) Light Duty Heavy Duty Specialty Vehicle Total

4 unchanged sentences

Segment income from operations $ 74,632 $ 2,660 $ 8,624 $ 85,916

For the Six Months ended June 28, 2025

For the Nine Months ended September 27, 2025

(in thousands) Light Duty Heavy Duty Specialty Vehicle Total

4 unchanged sentences

Segment income from operations $ 261,955 $ 3,214 $ 20,721 $ 285,890

For the Six Months ended June 29, 2024

For the Nine Months ended September 28, 2024

(in thousands) Light Duty Heavy Duty Specialty Vehicle Total

5 unchanged sentences

A reconciliation of segment income from operations to consolidated income before income taxes is as follows:

For the Three Months Ended For the Six Months Ended

(in thousands) June 28, 2025 June 29, 2024 June 28, 2025 June 29, 2024

For the Three Months Ended For the Nine Months Ended

(in thousands) September 27, 2025 September 28, 2024 September 27, 2025 September 28, 2024

Segment income from operations $ 111,478 $ 85,916 $ 285,890 $ 229,552

6 unchanged sentences

The following table presents our net sales by geographic region:

Three Months Ended Six Months Ended

(in thousands) June 28, 2025 June 29, 2024 June 28, 2025 June 29, 2024

Three Months Ended Nine Months Ended

(in thousands) September 27, 2025 September 28, 2024 September 27, 2025 September 28, 2024

Net sales to U.S.

10 unchanged sentences

We grant RSUs, and prior to January 2020 we granted RSAs, to participants in our equity plans.

Performance-based RSUs granted in the six months ended June 28, 2025, included certain grants that vest based on our total shareholder return ranking relative to the Nasdaq US Benchmark Auto Parts Index over a three-year performance period (market condition), and other grants that vest based upon achievement of return on invested capital targets over a three-year performance period (performance condition).

Compensation cost related to RSU and RSA grants was $ 4.2 million and $ 3.2 million for the three months ended June 28, 2025, and June 29, 2024, respectively, and $ 7.5 million and $ 5.7 million for the six months ended June 28, 2025, and June 29, 2024, respectively, and was included in selling, general, and administrative expenses in the Condensed Consolidated Statements of Operations.

The following table summarizes our RSU and RSA activity for the six months ended June 28, 2025:

Performance-based RSUs granted in the nine months ended September 27, 2025, included certain grants that vest based on our total shareholder return ranking relative to the Nasdaq US Benchmark Auto Parts Index over a three-year performance period (market condition), and other grants that vest based upon achievement of return on invested capital targets over a three-year performance period (performance condition).

Compensation cost related to RSU and RSA grants was $ 3.8 million and $ 3.4 million for the three months ended September 27, 2025, and September 28, 2024, respectively, and $ 11.3 million and $ 9.1 million for the nine months ended September 27, 2025, and September 28, 2024, respectively, and was included in selling, general, and administrative expenses in the Condensed Consolidated Statements of Operations and Comprehensive Income.

The following table summarizes our RSU and RSA activity for the nine months ended September 27, 2025:

Shares Weighted

3 unchanged sentences

Canceled ( 24,616 ) $ 119.97

Balance at June 28, 2025 360,504 $ 115.84

For the six months ended June 28, 2025, we granted 21,948 performance-based RSUs containing a market condition with a grant date fair value of $ 195.03 per share.

For the six months ended June 29, 2024, we granted 32,109 performance-based RSUs containing a market condition with a grant date fair value of $ 138.58 per share.

As of June 28, 2025, there was $ 30.0 million of unrecognized compensation cost related to unvested RSU grants that is expected to be recognized over a weighted average period of 2.1 years.

Balance at September 27, 2025 346,651 $ 115.60

As of September 27, 2025, there was $ 24.9 million of unrecognized compensation cost related to unvested RSU grants that is expected to be recognized over a weighted average period of 2.0 years.

Stock Options

From time to time, we grant stock options to participants in our equity plans.

Compensation cost related to stock option grants was $ 0.3 million and $ 0.4 million for the three months ended June 28, 2025, and June 29, 2024, respectively, and $ 0.6 million and $ 0.8 million for the six months ended June 28, 2025, and June 29, 2024, respectively, and is included as selling, general, and administrative expenses in the Condensed Consolidated Statements of Operations.

The following table summarizes our stock option activity for the six months ended June 28, 2025 :

Compensation cost related to stock option grants was $ 0.3 million and $ 0.3 million for the three months ended September 27, 2025, and September 28, 2024, respectively, and $ 0.9 million and $ 1.1 million for the nine months ended September 27, 2025, and September 28, 2024, respectively, and is included as selling, general, and administrative expenses in the Condensed Consolidated Statements of Operations and Comprehensive Income.

The following table summarizes our stock option activity for the nine months ended September 27, 2025 :

Shares Weighted

5 unchanged sentences

Exercised ( 33,615 ) $ 94.96

Balance at June 28, 2025 225,153 $ 89.12 4.1 $ 7,924

Exercisable at June 28, 2025 174,092 $ 87.92 3.7 $ 6,337

As of June 28, 2025, there was $ 1.4 million of unrecognized compensation cost related to unvested stock options, which is expected to be recognized over a weighted average period of 1.5 years.

Balance at September 27, 2025 197,322 $ 88.47 3.8 $ 13,187

Exercisable at September 27, 2025 147,838 $ 86.87 3.4 $ 10,116

As of September 27, 2025, there was $ 1.1 million of unrecognized compensation cost related to unvested stock options, which is expected to be recognized over a weighted average period of 1.3 years.

Employee Stock Purchase Plan ("ESPP")

During the three and six months ended June 29, 2024, we issued 13,555 shares under the ESPP.

During the three and nine months ended September 27, 2025, we issued 10,216 shares under the ESPP.

During the nine months ended September 28, 2024, we issued 13,555 shares under the ESPP.

Earnings Per Share

2 unchanged sentences

Common stock equivalents are calculated using the treasury stock method and are computed based on outstanding stock-based awards.

For the three months ended June 28, 2025, and June 29, 2024, there were approximately 127,000 shares and 225,000 shares, respectively, and for the six months ended June 28, 2025, and June 29, 2024, there were approximately 83,000 shares and 272,000 shares, respectively, that were excluded from the calculation of diluted earnings per share because their effect would have been anti-dilutive.

For the three months ended September 27, 2025, and September 28, 2024, there were approximately 20,000 shares and 214,000 shares, respectively, and for the nine months ended

September 27, 2025, and September 28, 2024, there were approximately 62,000 shares and 253,000 shares, respectively, that were excluded from the calculation of diluted earnings per share because their effect would have been anti-dilutive.

The following table sets forth the computation of basic earnings per share and diluted earnings per share:

Three Months Ended Six Months Ended

(in thousands, except per share data) June 28, 2025 June 29, 2024 June 28, 2025 June 29, 2024

Three Months Ended Nine Months Ended

(in thousands, except per share data) September 27, 2025 September 28, 2024 September 27, 2025 September 28, 2024

Net income $ 76,420 $ 55,253 $ 192,634 $ 135,491

11 unchanged sentences

The following table summarizes the repurchase and cancellation of common stock by the Company for the periods indicated:

Three Months Ended Six Months Ended

June 28, 2025 June 29, 2024 June 28, 2025 June 29, 2024

Three Months Ended Nine Months Ended

September 27, 2025 September 28, 2024 September 27, 2025 September 28, 2024

Shares repurchased and canceled 1,593 2,410 3,663 11,414

4 unchanged sentences

The Company is not obligated to acquire a specific number of shares under the programs.

The following table summarizes the repurchase and cancellation of common stock in the three and six months ended June 28, 2025, and June 29, 2024:

Three Months Ended Six Months Ended

June 28, 2025 June 29, 2024 June 28, 2025 June 29, 2024

The following table summarizes the repurchase and cancellation of common stock in the three and nine months ended September 27, 2025, and September 28, 2024:

Three Months Ended Nine Months Ended

September 27, 2025 September 28, 2024 September 27, 2025 September 28, 2024

Shares repurchased and canceled — 273,653 122,923 855,971

1 unchanged sentence

Average price per share $ — $ 97.70 $ 124.47 $ 91.23

At June 28, 2025, $ 484.7 million was available for repurchase under the program in effect.

At June 28, 2025, we had $ 10.5 million of net unrecognized tax benefits, $ 9.0 million of which would lower our effective tax rate if recognized.

At September 27, 2025, $ 484.7 million was available for repurchase under the program in effect.

At September 27, 2025, we had $ 10.5 million of net unrecognized tax benefits, $ 9.0 million of which would lower our effective tax rate if recognized.

We recognize interest and penalties related to unrecognized tax benefits in income tax expense.

The total amount of interest and penalties related to unrecognized tax benefits recorded within tax expense were not material for the six months ended June 28, 2025.

At June 28, 2025, accrued interest and penalties related to unrecognized tax benefits were $ 3.9 million.

The total amount of interest and penalties related to unrecognized tax benefits recorded within tax expense were not material for the nine months ended September 27, 2025.

At September 27, 2025, accrued interest and penalties related to unrecognized tax benefits were $ 4.1 million.

We file income tax returns in the United States, Canada, China, India, and Mexico.

3 unchanged sentences

The statute of limitations for tax years before 2022 is closed for income tax purposes in Canada and China.

The statute of limitations for tax years before 2020 is closed for income tax purposes in India and Mexico.

On July 4, 2025, the One Big Beautiful Bill Act (the “Tax Act”) was signed into law, which introduced significant changes to the U.S.

federal income tax code.

The effects of these changes will be recognized in the period in which the legislation was enacted.

We are currently assessing the impacts that the Tax Act may have on our results of operations, financial condition, and cash flows.

The statute of limitations for tax years before 2021 is closed for income tax purposes in India.

The statute of limitations for tax years before 2020 is closed for income tax purposes in Mexico.

House Resolution 1, commonly referred to as the One Big Beautiful Bill Act, was enacted into law on July 4, 2025.

The tax regulations included in the Act did not have a material impact on the Company’s effective tax rate for the periods presented, and the Company does not expect the Act to have a material impact on its effective tax rate for 2025.

The Company is currently evaluating the impact that the tax regulations may have on its financial statements in future years.

Related-Party Transactions

15 unchanged sentences

The carrying values of financial instruments such as cash and cash equivalents, accounts receivable, accounts payable, and other current assets and liabilities approximate their fair value due to the short-term nature of these instruments.

The carrying value of borrowings under our credit facility approximates fair value because these borrowings bear interest at rates indexed to a market rate (Term SOFR).

The carrying value of borrowings under our credit facility

approximates fair value because these borrowings bear interest at rates indexed to a market rate (Term SOFR).

Recent Accounting Pronouncements

6 unchanged sentences

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