What changed in this filing

/stocks — the workspaceLOADING

Item 9A. Controls and Procedures

2025-02-25 compared with 2024-02-22 · 236 added, 183 removed, 1257 unchanged (25% of the section changed)

19 unchanged sentences

Steve Downing 47 President and Chief Executive Officer January 2018

Neil Boehm 52 Chief Technology Officer and Vice President, Engineering February 2018

Neil Boehm 53 Chief Operating Officer and Chief Technology Officer January 2025

Kevin Nash 50 Vice President, Finance, Chief Financial Officer and Treasurer February 2018

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There are no family relationships among the officers listed in the preceding table.

Steve Downing was elected Chief Executive Officer effective as of January 1, 2018.

Steve Downing was appointed Chief Executive Officer effective as of January 1, 2018.

Downing has been employed by the Company since 2002.

Prior to being elected Chief Executive Officer, he served as President and Chief Operating Officer from August 2017 to December 2017, as Senior Vice President and Chief Financial Officer from June 2015 to August 2017, and as Vice President of Finance and Chief Financial Officer from May 2013 to June 2015.

Prior to being appointed Chief Executive Officer, he served as President and Chief Operating Officer from August 2017 to December 2017, as Senior Vice President and Chief Financial Officer from June 2015 to August 2017, and as Vice President of Finance and Chief Financial Officer from May 2013 to June 2015.

He served in a variety of roles before that time.

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Downing's employment arrangement are contained herein in Part III, Item 11 to this Form 10‑K.

Neil Boehm was appointed as the Company's Vice President, Engineering and Chief Technology Officer as of February 15, 2018 and was also appointed an executive officer.

Neil Boehm was appointed as the Company's Chief Operations Officer, effective as of January 1, 2025.

He is also the Company's Chief Technology Officer, a role he has held since 2018 and he continues to be a named executive officer.

Boehm has been employed by the Company since 2001.

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Any information concerning compliance with Section 16(a) of the Securities and Exchange Act of 1934 that may appear under the caption “Delinquent Section 16 Reports” in the definitive Proxy Statement is hereby incorporated herein by reference.

Information relating to the Company’s Audit Committee and concerning whether at least one member of the Audit Committee is an “audit committee financial expert” as that term is defined under Item 407(d)(5) of Regulation S-K appearing under the caption “Corporate Governance – Audit Committee” in the definitive Proxy Statement is hereby incorporated herein by reference.

Statement is hereby incorporated herein by reference.

Information related to insider trading policies and procedures governing the purchase, sale, and/or other dispositions of the Company's securities by directors, officers, and employees to promote compliance with insider trading laws, rules, and regulations and any applicable listing standards appearing under the caption "Insider Trading Policies" in the definitive Proxy Statement is hereby incorporated herein by reference.

The Company has adopted a Code of Ethics for Certain Senior Officers that applies to its principal executive officer, principal financial officer, and principal accounting officer.

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Executive Compensation.

The information contained under the caption "Compensation Committee Report," "Compensation Discussion and Analysis," "Executive Compensation," "Director Compensation," and "Compensation Committee Interlocks and Insider Participation" contained in the definitive Proxy Statement is hereby incorporated herein by reference.

The information contained under the caption "Compensation Committee Report," "Compensation Discussion and Analysis," "Executive Compensation," "Director Compensation," "Practices and Procedures Related to the Grant of Certain Equity Awards," and "Compensation Committee Interlocks and Insider Participation" contained in the definitive Proxy Statement is hereby incorporated herein by reference.

The "Compensation Committee Report" shall not be deemed to be soliciting material or to be filed with the commission.

As previously disclosed, the Compensation Committee has a goal that base salaries for officers, including named executive officers, are at or near the market median for base salaries when compared to the Company's established peer group.

In light of that, the Compensation Committee has periodically reviewed base salaries for officers, including where officers rank compared to the Company's established peer group.

It was determined by the Compensation Committee that certain officer base salaries trail the announced goal of base salaries at market median.

As such, in light of the positive financial outlook for the Company the ever-increasing competition for talent, the need to attract and retain management to fulfil the Company's strategic goals, desire for base salaries to approach market median, and the high level individual performances of officers, the Compensation Committee recommended to the Board and the Board approved certain changes in base salaries for 2024, though such changes did not include the Company's President and CEO.

Downing requested no increase to his base salary in 2024.

In light of Mr.

Downing's continued excellent performance, and base salary, the Board approved increases to Mr.

Downing's annual and long term incentives, as disclosed herein.

As previously disclosed, the Compensation Committee has an ongoing goal that base salaries for officers, including named executive officers, are at or near the market median for base salaries when compared to the Company's established peer group.

Notwithstanding that goal, at the request of Mr.

Downing and the other named executive officers, the Compensation Committee and Board of Directors did not increase named executive officer base salaries in 2025.

The request and decision not to change executive officer base salaries was made based on overall market conditions.

The Board, on February 20, 2025, approved the following base salaries for the CEO and other named executive officers for 2025:

1 unchanged sentence

Steve Downing President and CEO $ 850,000 $ 850,000

Neil Boehm VP, Engineering and CTO $ 575,000 $ 515,000

Neil Boehm COO and CTO $ 575,000 $ 575,000

Kevin Nash VP, Finance, CFO and Treasurer $ 555,000 $ 555,000

19 unchanged sentences

Scott Ryan 37.5 % 75.0 % 150.0 %

For 2024, Mr.

Downing's Annual Plan target opportunity increased from 100% to 110% in part due to their being no increase to his base salary, despite that base salary being below market median among the Company's defined peer group.

In lieu of a base salary increase, the Compensation Committee recommended to the Board, and the Board approved an increase to Mr.

Downing's Annual Plan target opportunity in 2024.

Downing's target opportunity remains within the market median for short-term incentives for executives with similar job responsibilities.

No other changes were made to the Annual Plan target opportunities for executive officers in 2024, as it is believed those threshold, target, and maximum opportunity levels remain appropriate.

The foregoing payout opportunities are multiplied by the weighting factor of a particular performance metric to determine the amounts of cash bonuses payable to officers based on actual performance compared to the threshold, target, or maximum for a performance metric.

No changes were made to the Annual Plan target opportunities for executive officers in 2025, as it is believed those threshold, target, and maximum opportunity levels remain appropriate.

When actual performance is compared to the established threshold, target, or maximum, as applicable, for any performance metric, linear interpolation is used to determine any pro rata portion of the performance bonus.

The Compensation Committee and/or the Board also have discretion to increase (or decrease) such performance-based bonuses using their judgment, provided that bonuses are not in any event to exceed 250% of the applicable base salary.

The Compensation Committee and/or the Board also have discretion to increase (or decrease) such performance-based bonuses using their judgment, which can include, but is not limited to, sustainable impact, people and growth factors when evaluating a participant's performance and/or establishing performance objectives, provided that bonuses are not in any event to exceed 250% of the applicable base salary.

Since its inception in 2019, the Annual Plan uses the same three key performance metrics and weighting:

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Scott Ryan $223,839 $0

These Annual Plan results appropriately reflect management's work in terms of a 13% revenue outperformance versus the Company's primary underlying markets, execution of the previously announced gross margin recovery plan, and ongoing business development efforts.

For 2024, the Compensation Committee has established targets for Revenue, Operating Income, and Earnings per Diluted Share for the Annual Plan performance metrics as it has done in the past, and has made a minor change in 2024, to be consistent with periods prior to 2022.

During 2022 and 2023, the Compensation Committee and Board widened the range of threshold and maximum performance under the Annual Plan to ±25% to account for increased volatility in potential financial performance, as a result of

the ongoing supply chain crisis.

In 2024, the Company is again using ± 20% of target in 2024 for determining thresholds and maximums under the Annual Plan due to a reduction in overall end market volatility.

These Annual Plan results appropriately reflect management's work in terms of a 5% revenue outperformance versus the Company's primary underlying markets, continued execution toward the previously announced gross margin recovery plan, and ongoing business development efforts.

For 2025, the Compensation Committee has established targets for Revenue, Operating Income, and Earnings per Diluted Share for the Annual Plan performance metrics consistent with the past.

In 2025, the Company used ± 20% of target for determining thresholds and maximums under the Annual Plan due to a reduction in overall end market volatility.

2019 Omnibus Incentive Plan and Long-Term Incentive Program

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These Long-Term Plan Target Opportunity Percentages of Base Salary for 2025 - 2027 for Mr.

Downing and Mr.

Boehm have changed from those applicable for 2023 - 2025.

Downing's target opportunity increased from 365% to 385% due in part to there being no increase in his base salary, despite a base salary that is below market median among the Company's defined peer group.

Chiodo and Mr.

Ryan have changed from those applicable for 2024 - 2026.

The Compensation Committee recommended, and the Board approved, this increase to Mr.

Downing's Long-Term Plan target opportunity in 2024 as set forth.

Boehm's target opportunity increased from 155% to 185%, as a result of Mr.

Boehm's increase in overall job responsibilities.

The Compensation Committee also recommended, and the Board approved, this increase to Mr.

Boehm's Long-Term Plan target opportunity in 2024.

Chiodo and Mr.

Ryan's Long-Term Plan target opportunity in 2025 as set forth, as a result of increases in overall job responsibilities of each.

All Long-Term Plan target opportunities remain within the market median for long-term incentives for the officers' respective job responsibilities.

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ROIC ensures management uses the Company's capital in an effective manner that drives shareholder value.

Since the value of PSAs is tied to the Company's actual performance in financial objectives, it aligns the officers' interests with those of shareholders.

Since the value of PSAs is tied to the Company's actual performance in financial objectives, it aligns the officers' interests with those of

shareholders.

The target opportunities of PSAs awarded in 2025 for the named executive officers are shown in the table below:

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The performance metrics, targets and performance payout ranges for these awards were set and approved by the Compensation Committee and the Board in February 2022.

Consistent with the Long-Term Plan, incentive could be

earned by the officers based on performance associated with two equally weighted metrics, EBITDA and ROIC, in each case adjusted as determined by the Compensation Committee, both measured cumulatively over the three-year performance period.

Consistent with the Long-Term Plan, incentive could be earned by the officers based on performance associated with two equally weighted metrics, EBITDA and ROIC, in each case adjusted as determined by the Compensation Committee, both measured cumulatively over the three-year performance period.

The target levels of achievement for the EBITDA and the ROIC were established to align with financial goals set at the beginning of the three-year performance period for the years 2022 through 2024.

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*amounts in thousands (000) except percentages.

Threshold, Target, and Maximum for EBITDA and ROIC were adjusted to address the estimated impact of tariffs and the Actual Performance was similarly adjusted with respect to the actual impact of tariffs.

The PSAs awarded in February 2022, based on target opportunity, along with the actual payout of PSAs to the executive officers, for the 2022-2024 performance period are reflected in the table below and include additional shares awarded for dividend equivalents assuming reinvestment of dividends.

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Since each executive officer awarded restricted stock in 2022 remained employed by the Company for three years from the grant date, each restricted stock awarded vested with such executive officers.

The Board also approved an increase in the annual retainer paid to all directors who are not an employee of the Company in the amount of $10,000 (going from $80,000 to $90,000), though all other Board compensation remained the same.

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.

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February 25, 2025

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below on this 22 nd day of February, 2023, by the following persons on behalf of the registrant and in the capacities indicated.

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below on this 25th day of February, 2025, by the following persons on behalf of the registrant and in the capacities indicated.

/s/ Steven R.

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Steven Downing

/s/ Billy Pink

/s/ Richard Schaum Director

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The communication of the critical audit matter does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.

Revenue - Estimate of Variable Consideration

Description of the Matter As discussed in Notes 1 and 11 to the Company’s consolidated financial statements, the Company occasionally enters into sales contracts with its customers that provide for annual price reductions over the production life of a particular part.

Prices may also be adjusted on an ongoing basis to reflect changes in product content, product cost and other commercial factors.

Auditing the accounting for and the completeness of the amount of revenue that the Company expects to be entitled to in exchange for its products (for arrangements containing annual price reductions) is judgmental due to the unique facts and circumstances involved with each revenue arrangement, as well as on-going commercial negotiations with customers.

How We Addressed the Matter in Our Audit We obtained an understanding, evaluated the design and tested the operating effectiveness of controls over annual price reductions.

This included testing controls over the Company’s process to identify and evaluate customer contracts that contain matters that impact revenue recognition, as well as testing controls relating to the completeness and measurement of revenue related to those sales contracts.

Our audit procedures included, among others, testing the completeness and valuation of the Company’s price reductions, including interviews of executive and commercial management personnel responsible for negotiations with customers, inspecting communications between the Company and its customers related to the price reductions, and testing manual price reduction entries recorded using lower materiality thresholds for our testing purposes.

Accounting for Technology Investments

Description of the Matter As discussed in Note 1 of the Company’s consolidated financial statements, the Company periodically makes strategic investments in the non-marketable debt or equity securities of non-consolidated third parties ("technology investments").

Depending on the form of investment, and the degree of influence the Company has over the investee, the Company primarily accounts for the technology investments in accordance with ASC 321, Investments - Equity Securities , or ASC 323, Investments – Equity Method and Joint Ventures .

The application of the accounting model under ASC Topic 323 requires an enhanced amount of professional judgment by management, including the determination of the appropriate accounting guidance to utilize and periodic reassessment of the ability to exert significant influence over the investee, evaluation of changes in the value of the Company’s investments due to equity transactions by the investees, and the required financial statement disclosures.

As of December 31, 2024, the Company has approximately $149.9 million and $6.0 million of technology investments recorded in long-term investments and short-term investments, respectively.

How We Addressed the Matter in Our Audit We obtained an understanding, evaluated the design and tested the operating effectiveness of controls over technology investments.

This included testing controls over the Company’s process to identify and evaluate agreements and determine the appropriate accounting guidance to apply, including management’s periodic reassessment of the ability to exert significant influence over the investee, evaluation of changes in the value of the Company’s investments due to equity transactions by the investees and testing controls related to the Company’s valuation of the technology investments.

Our audit procedures included, among others, testing the completeness of material technology investments through inquiries with management, review of board and committee meeting minutes and inspection of rollforward investment schedules.

We assessed the determination of accounting guidance through review of agreements and other supporting evidence.

Furthermore, we performed valuation testing of the material technology investments based on the Company’s valuation approach and evaluated the adequacy of the disclosures in the financial statements in relation to technology investments.

/s/ Ernst & Young LLP

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Cash and cash equivalents $ 233,318,766 $ 226,435,019

Restricted cash — 4,000,000

Short-term investments 22,304,829 14,356,476

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Cumulative translation adjustment ( 5,817,736 ) ( 4,534,719 )

Total shareholders’ investment 2,312,517,069 2,065,792,821

TOTAL GENTEX CORPORATION SHAREHOLDERS' INVESTMENT 2,467,950,655 2,312,517,069

Non-controlling Interest 4,149,000 —

TOTAL LIABILITIES AND SHAREHOLDERS' INVESTMENT $ 2,760,820,975 $ 2,611,437,552

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Selling, general and administrative 121,023,692 112,539,255 106,499,255

Impairment Charges 8,864,704 — —

Total operating expenses 311,363,617 266,898,955 239,808,059

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13,402,841 13,498,351 4,795,823

Other (loss) income, net ( 4,248,230 ) ( 5,078,873 ) 2,979,960

Total other (loss) income 9,250,121 ( 283,050 ) 6,569,758

Other loss, net ( 915,731 ) ( 4,248,230 ) ( 5,078,873 )

Total other income (loss) 12,487,110 9,250,121 ( 283,050 )

Income before provision for income taxes 472,213,683 504,981,174 369,723,076

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Net income $ 404,487,743 $ 428,403,272 $ 318,757,352

Other comprehensive (loss) income before tax:

Other comprehensive income (loss) before tax:

Foreign currency translation adjustments ( 1,283,017 ) ( 502,480 ) ( 4,952,828 )

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528,120 9,735,864 ( 19,025,423 )

(Benefit) expense for income taxes related to components of other comprehensive (loss) income 2,150,052 ( 2,955,245 ) ( 1,349,144 )

Expense (benefit) for income taxes related to components of other comprehensive income (loss) 380,339 2,150,052 ( 2,955,245 )

Other comprehensive income (loss), net of tax

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FOR THE YEARS ENDED DECEMBER 31, 2024, 2023 and 2022

Equity Attributable to Gentex Corporation

Shares Common

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Comprehensive

Income (Loss) Total

Income (Loss) Total Equity Attributable to Noncontrolling Interests Total

Shareholders’

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Issuance of common stock from stock plan transactions 1,606,965 96,418 16,505,856 — — 16,602,274 — 16,602,274

Issuance of common stock related to acquisitions 162,433 9,746 4,990,266 — — 5,000,012 — 5,000,012

Repurchases of common stock ( 4,040,903 ) ( 242,454 ) ( 13,638,790 ) ( 100,013,126 ) — ( 113,894,370 ) — ( 113,894,370 )

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Issuance of common stock from stock plan transactions 2,218,094 133,086 29,265,186 — — 29,398,272 — 29,398,272

Issuance of common stock related to acquisitions 162,433 9,746 4,990,266 — 5,000,012

Repurchases of common stock ( 4,931,986 ) ( 295,920 ) ( 17,716,056 ) ( 128,024,161 ) — ( 146,036,137 ) — ( 146,036,137 )

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Issuance of common stock from stock plan transactions 2,153,810 129,229 27,165,898 — — 27,295,127 — 27,295,127

Noncontrolling Interest as part of acquisition — — — — — — 4,149,000 4,149,000

Repurchases of common stock ( 6,401,781 ) ( 384,107 ) ( 24,510,715 ) ( 181,213,316 ) — ( 206,108,138 ) — ( 206,108,138 )

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Stock based compensation expense related to employee stock options, employee stock purchases and restricted stock 39,539,362 39,197,422 30,228,606

Impairment Charges 8,864,704 — —

Change in operating assets and liabilities:

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Purchases ( 51,086,506 ) ( 80,908,455 ) ( 17,810,350 )

VOXX share purchases

( 31,450,000 ) ( 16,941,043 ) ( 383,843 )

Purchase of technology investments

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The following table presents the activity in the Company’s allowance for doubtful accounts:

Expenses Net Additions/Deductions

Balance Net Additions/Deductions

Adjustments Ending

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(1) on October 6, 2023, the Company purchased 1,568,750 shares of Class A Common Stock at a price of $ 10 per share, and (2) on January 5, 2024, the Company purchased 1,568,750 shares of Class A Common Stock at a price of $ 10 per share.

On August 23, 2024, the Company entered into another Stock Purchase Agreement and acquired an additional 3,152,500 shares of Class A Common Stock on that date at $ 5 per share for investment purposes.

The Company has the intention and current ability to hold the VOXX investment, and therefore has recorded the investment within Long-term Investments in the consolidated balance sheet.

As of December 31, 2024, the Company holds a total of 6,463,308 shares of VOXX.

The VOXX shares held by the Company are publicly traded and have a readily determinable fair market value and are considered Level 1 assets.

The investment is accounted for in accordance with ASC 321, Investments - Equity Securities, with changes in fair value recorded in Investment income, net in consolidated statements of income.

No significant changes in fair value related to the commitment to purchase the second tranche occurred between October 4, 2023 and December 31, 2023.

Prior to the August 2024 purchases, the investment was accounted for in accordance with ASC 321, Investments - Equity Securities, with changes in fair value recorded in Investment income, net in consolidated statements of income.

As a result of the August 2024 purchase, the Company began accounting for the VOXX investment in accordance with ASC 323 – Investments – Equity Method and Joint Venture , with the election to use the Fair Value Option under ASC 825 - Fair Value .

As a result of this election, changes in fair value of the shares are recorded in Investment income, net in the consolidated statements of income.

The Company recorded $ 2.4 million of loss during the year ended December 31, 2024 relating to mark to market adjustments in Investment Income, net related to VOXX.

On December 17, 2024, as previously disclosed, the Company entered into a definitive agreement and plan of merger for the Company to acquire shares of VOXX in an all-cash transaction.

Under the terms of the agreement, the Company will acquire all the issued and outstanding shares of VOXX common stock not already owned by the Company for a purchase price of $ 7.50 per share.

The transaction is subject to approval of VOXX’s stockholders, certain regulatory approvals and other customary closing conditions, and is expected to close in the first half of 2025.

Technology Investments

The Company also periodically makes strategic investments in the non-marketable debt or equity securities of non-consolidated third parties ("technology investments").

Such technology investments totaled approximately $ 128.0 million at December 31, 2023, of which $ 124.6 million and $ 3.4 million are recorded in long-term investments and short-term investments on the consolidated balance sheet, and $ 65.5 million as of December 31, 2022, of which $ 61.7 million and $ 3.8 million are recorded in long-term investments and short-term investments on the consolidated balance sheet.

Such technology investments totaled approximately $ 155.9 million at December 31, 2024, of which $ 149.9 million and $ 6.0 million are recorded

GENTEX CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(1) SUMMARY OF SIGNIFICANT ACCOUNTING AND REPORTING POLICIES, continued

in long-term investments and short-term investments on the consolidated balance sheet, and $ 128.0 million as of December 31, 2023, of which $ 124.6 million and $ 3.4 million are recorded in long-term investments and short-term investments on the consolidated balance sheet.

Depending on the form of investment, and the degree of influence the Company has over the investee, the Company primarily accounts for the technology investments in accordance with ASC 321, Investments- Equity Securities or ASC 323 – Investments – Equity Method and Joint Venture .

The Company accounts for equity securities in non-controlled affiliates through which the Company exercises significant influence but do not have control over the investee under the equity method, with the Company’s share of the earnings or losses of non-controlled affiliates recognized within Other (loss) income, net in the Company's consolidated statement of income .

The Company accounts for equity securities in non-controlled affiliates through which the Company exercises significant influence but does not have control over the investee under the equity method, with the Company’s share of the earnings or losses of non-controlled affiliates recognized within Other loss, net in the Company's consolidated statement of income .

All other technology investments that the Company holds are primarily accounted for under the measurement alternative of ASC 321.

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A summary of the Company’s most significant technology investments is below:

GENTEX CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(1) SUMMARY OF SIGNIFICANT ACCOUNTING AND REPORTING POLICIES, continued

Adasky - Adasky is an Israeli based leading developer and manufacturer of intelligent, high-resolution thermal sensing systems for vehicle safety and perception applications and smart city roadway solutions.

- Adasky is an Israeli based leading developer and manufacturer of intelligent, high-resolution thermal sensing systems for vehicle safety and perception applications and smart city roadway solutions.

During 2023, the Company invested approximately $ 46.5 million in Adasky, which resulted in an approximately 27 % ownership stake in Adasky.

These investments included approximately $ 25 million related to preferred shares of Adasky accounted for using the measurement alternative and $ 21.5 million for common shares of Adasky accounted for using the equity method.

As of December 31, 2023, the carrying value of the Company’s investments in Adasky was $ 45.8 million.

Green Marbles - GreenMarbles is a leading provider of sustainable solutions for integration into properties.

On June 3, 2022, the Company obtained an approximate 20 % equity share in GreenMarbles for $ 25.0 million, consisting of $ 20.0 million of cash investment and the issuance of $ 5.0 million worth of Gentex common stock.

As of December 31, 2024 and 2023, the carrying value of the Company’s investments in Adasky was $ 44.0 million and $ 45.8 million, respectively.

Green Marbles - GreenMarbles is a provider of sustainable solutions for integration into properties.

The Company accounts for its investment in GreenMarbles using the equity method.

As of December 31, 2024 and 2023, the carrying value of the investment in GreenMarbles was $ 20.8 million and $ 22.6 million, respectively.

SAAM - SAAM is the maker of HavenGO and a leader in indoor air quality and chemical detection technology, with its development efforts focusing on the design and manufacturing of an advanced mobile indoor air quality monitor.

During the years ended December 31, 2024 and 2023, the Company made investments of $ 2.4 million and $ 5.0 million in SAAM, respectively.

As of December 31, 2024, the Company has an approximately 34 % ownership interest in SAAM.

The Company accounts for its investment in SAAM using the measurement alternative.

As of December 31, 2024 and 2023, the carrying value of the investment in SAAM was $ 10.3 million and $ 7.7 million, respectively.

Simplenight - Simplenight provides drivers and vehicle occupants with access to enhanced mobile capability for booking personalized entertainment and lifestyle experiences in addition to everyday purchases.

During the years ended December 31, 2024 and 2023, the Company made investments of $ 7.5 million and $ 7.5 million in Simplenight, respectively, and as of December 31, 2024, the Company has an approximately 31 % ownership interest in Simplenight primarily accounted for using the measurement alternative.

As of December 31, 2023 and 2022, the carrying value of the Company’s investments in Simplenight was $ 20.9 million and $ 12.9 million.

As of December 31, 2024 and 2023, the carrying value of the Company’s investments in Simplenight was $ 29.2 million and $ 20.9 million, respectively.

Solace Power - Solace Power is a Canada-based company specializing in wireless power solutions.

On December 12, 2023, the Company purchased a 13 % equity interest in Solace Power, which is accounted for using the measurement alternative.

As of both December 31, 2024 and 2023, the carrying value of the Company's investment in Solace Power was $ 7.1 million.

Retispec - RetiSpec is an artificial intelligence medical imaging company developing a tool for the early detection of disease biomarkers in the eye.

During the year ended December 31, 2024, the Company made an additional investment of $ 2.0 million for an additional 3 % equity share in RetiSpec, for a total of

GENTEX CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(1) SUMMARY OF SIGNIFICANT ACCOUNTING AND REPORTING POLICIES, continued

14 % ownership interest.

The Company also recognized a $ 3.7 million revaluation gain as part of this additional round of investment, which included new investors in the entity.

The Company accounts for RetiSpec using the measurement alternative.

As of December 31, 2024 and 2023, the carrying value of the Company's investments in RetiSpec was $ 10.0 million and $ 4.2 million, respectively.

Assets or liabilities that have recurring fair value measurements are shown below as of December 31, 2024 and December 31, 2023:

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Short-Term Investments:

Asset-backed Securities 2,851,933 — 2,851,933 —

Certificate of Deposit 751,728 751,728 — —

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Asset-backed Securities 41,766,104 — 41,766,104 —

Certificate of Deposit 748,358 748,358 — —

Corporate Bonds 54,537,517 — 54,537,517 —

1 unchanged sentence

Municipal Bonds 39,458,318 — 39,458,318

Common Stock 18,610,519 18,610,519 — —

VOXX Common Stock 47,702,903 47,702,903 — —

Total $ 439,326,955 $ 283,173,573 $ 156,153,382 $ —

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Cash & Cash Equivalents $ 226,435,019 $ 226,435,019 $ — $ —

Restricted Cash 4,000,000 $ 4,000,000 — —

Short-Term Investments:

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Municipal Bonds 56,336,921 56,336,921 —

Common Stock 293,300 293,300 — —

VOXX Common Stock 18,610,519 18,610,519 — —

Total $ 411,798,242 $ 248,253,297 $ 163,544,945 $ —

2 unchanged sentences

Short-Term Investments:

Asset-backed Securities $ 2,834,713 $ 17,220 $ — $ 2,851,933

Certificate of Deposit 750,000 1,728 — 751,728

5 unchanged sentences

Asset-backed Securities 41,372,112 620,756 ( 226,764 ) 41,766,104

Certificate of Deposit 750,000 ( 1,642 ) 748,358

Corporate Bonds 54,552,964 355,627 ( 371,074 ) 54,537,517

1 unchanged sentence

Municipal Bonds 40,542,837 209,564 ( 1,294,083 ) 39,458,318

Common Stock 17,324,886 1,328,446 ( 42,813 ) 18,610,519

VOXX Common Stock 48,774,886 7,502,949 ( 8,574,932 ) 47,702,903

Total $ 207,829,040 $ 8,722,554 $ ( 10,543,405 ) $ 206,008,189

15 unchanged sentences

Municipal Bonds 58,261,615 811,128 ( 2,735,822 ) 56,336,921

Common Stock 292,638 662 — 293,300

VOXX Common Stock 17,324,886 1,328,446 ( 42,813 ) 18,610,519

Total $ 186,637,592 $ 3,251,708 $ ( 4,526,077 ) $ 185,363,223

9 unchanged sentences

Total $ 4,526,077 $ 90,415,850

Effective January 1, 2020, the Company adopted Accounting Standards Update ("ASU") 2016-13, Financial Instruments - Credit Losses (Topic 326), Measurement of Credit Losses on Financial Instruments .

The guidance modifies the impairment model for available-for-sale debt securities and provides a simplified accounting model for purchased financial assets with credit deterioration since their origination.

The Company utilized the guidance provided by ASC 326 to determine whether any of the available-for-sale debt securities held by the Company were impaired.

The Company utilizes the guidance provided by ASC 326 to determine whether any of the available-for-sale debt securities held by the Company were impaired.

No investments were considered to be impaired during the years presented.

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Fixed income securities as of December 31, 2024, have contractual maturities as follows:

GENTEX CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(1) SUMMARY OF SIGNIFICANT ACCOUNTING AND REPORTING POLICIES, continued

Due within one year $ 14,943,636

2 unchanged sentences

$ 156,905,110

GENTEX CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(1) SUMMARY OF SIGNIFICANT ACCOUNTING AND REPORTING POLICIES, continued

Fair Value of Financial Instruments

24 unchanged sentences

The Company periodically obtains intellectual property rights, in the ordinary course of business, and the cost of the rights are amortized over their useful lives.

GENTEX CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(1) SUMMARY OF SIGNIFICANT ACCOUNTING AND REPORTING POLICIES, continued

Goodwill and Intangible Assets

1 unchanged sentence

The Company reviews goodwill for impairment during the fourth quarter on an annual basis or more frequently if events or changes in circumstances indicate that goodwill might be impaired.

The Company performs an impairment review for its Automotive and Other reporting units, which have been determined to be the Company’s reportable segments, using either a qualitative approach or quantitative approach which utilizes a fair value method that incorporates certain assumptions and judgments.

The Company performs an impairment review for each of its reporting units with goodwill, which are Automotive,

GENTEX CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(1) SUMMARY OF SIGNIFICANT ACCOUNTING AND REPORTING POLICIES, continued

Dimmable Aircraft Windows, Nanofiber, Medical, and Biometrics, using either a qualitative approach or quantitative approach which utilizes a fair value method that incorporates certain assumptions and judgments.

The fair value of a reporting unit refers to the price that would be received to sell the unit as a whole in an orderly transaction between market participants at the measurement date.

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Although the Company's cash flow forecasts are based on assumptions that are considered reasonable by management and consistent with the plans and estimates management is using to operate the underlying business, there are significant judgments in determining the expected future cash flows attributable to a reporting unit.

There have been no impairment charges recorded currently or in prior periods in which goodwill existed.

During the year ended December 31, 2024, the Company recorded $ 3.7 million of impairment charges related to the Nanofiber reporting unit as a result of the annual impairment review.

No impairment charges were recorded during the year ended December 31, 2023.

Indefinite lived intangible assets are also subject to annual impairment testing or more frequently if indicators of impairment are identified.

3 unchanged sentences

If not, no further impairment testing over the indefinite lived intangible assets is performed.

The indefinite lived intangible assets were not impaired as a result of the annual test prepared by management for either period presented.

As part of recent acquisitions, the Company acquired Indefinite lived in-process research and development ("IPR&D") intangible assets.

2 unchanged sentences

Should the project be determined to be abandoned, and if the asset developed has no alternative use, the full value of the asset will be charged to expense.

During the year ended December 31, 2024, the Company recorded $ 5.2 million in impairment charges within its Nanofiber reporting unit related to the Vaporsens Inc.

("Vaporsens") IPR&D asset as a result of the annual impairment review.

No impairment charges were recorded during the year ended December 31, 2023.

Refer to Note 10, "Goodwill and Intangible Assets" for information regarding the impairment testing performed in calendar year 2024.

Revenue Recognition

The Company recognizes revenue in accordance with Accounting Standards Codification (ASC) 606, Revenue from Contracts with Customers .

Accordingly, revenue is recognized in an amount that reflects the

GENTEX CORPORATION AND SUBSIDIARIES

1 unchanged sentence

(1) SUMMARY OF SIGNIFICANT ACCOUNTING AND REPORTING POLICIES, continued

The Company recognizes revenue in accordance with Accounting Standards Codification (ASC) 606, Revenue from Contracts with Customers .

Accordingly, revenue is recognized in an amount that reflects the consideration to which the Company expects to be entitled in exchange for promised goods or services when it transfers those goods or services to customers.

consideration to which the Company expects to be entitled in exchange for promised goods or services when it transfers those goods or services to customers.

Sales are shown net of returns, which have not historically been significant.

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The Company applies the provisions of ASC 740, Income Taxes , as it relates to uncertainty in income taxes recognized in the Company’s consolidated financial statements.

A threshold of more likely than not to be sustained upon

A threshold of more likely than not to be sustained upon examination is applied to uncertain tax positions.

The Company deems the estimates related to this

GENTEX CORPORATION AND SUBSIDIARIES

1 unchanged sentence

(1) SUMMARY OF SIGNIFICANT ACCOUNTING AND REPORTING POLICIES, continued

examination is applied to uncertain tax positions.

The Company deems the estimates related to this provision to be reasonable, however, no assurance can be given that the final outcome of these matters will not vary from what is reflected in the historical income tax provisions and accruals.

provision to be reasonable, however, no assurance can be given that the final outcome of these matters will not vary from what is reflected in the historical income tax provisions and accruals.

The Company has operating leases for corporate offices, warehouses, vehicles, and other equipment , which are included within " Patents and other assets " section of the Consolidated Balance Sheets.

5 unchanged sentences

2026 1,351,590

Thereafter 3,846

Total future minimum lease payments $ 4,965,979

54 unchanged sentences

This ASU also requires disclosure of the title and position of the individual identified as the CODM and an explanation of how the CODM uses the reported measures of a segment’s profit or loss in assessing segment performance and deciding how to allocate resources.

The ASU is effective for annual periods beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024.

Adoption of the ASU should be applied retrospectively to all prior periods presented in the financial statements.

Early adoption is also permitted.

The Company will likely include additional disclosures when this ASU is adopted.

The Company is currently evaluating the provisions of this ASU and expects to adopt the ASU for the year ending December 31, 2024.

The Company adopted ASU No.

2023-07 during the year ended December 31, 2024.

See Note 7 , "Segment Reporting" in the accompanying notes to the consolidated financial statements for further detail.

In December 2023, the FASB issued ASU 2023-09, Improvements to Income Tax Disclosures .

1 unchanged sentence

This ASU will result in additional disclosures being included in the consolidated financial statements once adopted.

In March 2024, the Securities and Exchange Commission ("SEC") issued final climate disclosure rules.

The rules require disclosure of climate-related information outside of the audited financial statements and disclosure in the footnotes addressing specified financial statement effects of severe weather events and other natural conditions above certain financial thresholds, certain carbon offsets and renewable energy credits or certificates, if material.

Such disclosure requirements were scheduled to begin phasing in for fiscal years beginning on or after January 1, 2025.

On April 4, 2024, the SEC exercised its discretion to voluntarily stay the effective date of the final rules pending completion of certain judicial review.

The SEC recently signaled that it may not move forward with these rules.

The Company continues to evaluate the impact of adopting these rules and to monitor the status of the related legal challenges and position of the SEC with respect to the foregoing.

In November 2024, the FASB issued ASU No.

2024-03, "Disaggregation of Income Statement Expenses (Subtopic 220-40)." The ASU requires public entities to disaggregate, in a tabular presentation, certain income statement expenses into different categories, such as purchases of inventory, employee compensation, depreciation, and intangible asset amortization.

The guidance is effective for fiscal years beginning after December 15, 2026, with early adoption permitted, and may be applied retrospectively.

The Company is currently evaluating the impact of adopting the new ASU on our consolidated financial statements and related disclosures.

GENTEX CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(2) DEBT AND FINANCING ARRANGEMENTS

5 unchanged sentences

As of December 31, 2024, there was no outstanding balances on the Revolver and as of December 31, 2023 there was no outstanding balance under the prior revolving credit facility.

GENTEX CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

The Credit Agreement contains customary representations and warranties and certain covenants that place certain limitations on the Company.

17 unchanged sentences

The effective income tax rates are different from the statutory federal income tax rates for the following reasons:

GENTEX CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(3) INCOME TAXES, continued

2024 2023 2022

11 unchanged sentences

The tax effect of temporary differences which give rise to deferred income tax assets and liabilities at December 31, 2024 and 2023, are as follows:

GENTEX CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(3) INCOME TAXES, continued

Accruals not currently deductible $ 11,491,033 $ 10,989,677

4 unchanged sentences

Total deferred income tax assets $ 126,027,367 $ 107,864,315

Excess tax over book depreciation $ — $ ( 3,460,485 )

Goodwill $ ( 51,613,808 ) $ ( 47,185,855 )

6 unchanged sentences

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

GENTEX CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(3) INCOME TAXES, continued

2024 2023 2022

15 unchanged sentences

income tax examinations by tax authorities for years before 2018.

GENTEX CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(4) EMPLOYEE BENEFIT PLANS

2 unchanged sentences

In 2024, 2023 and 2022 the Company’s contributions were approximately $ 14.9 million, $ 13.8 million, and $ 12.9 million, respectively.

The increase in the Company's matching contributions in 2023 was due to increased employee participation in the plan.

The increase in 2022 was due to changes, approved by the Company's Board of Directors, to the rate of Company match, as well as increased participation in the plan.

The Company does not provide health care benefits to retired employees.

The increases in the Company's matching contributions in 2024 and 2023 was due to increased wages and increased employee participation in the plan.

The Gentex Corporation Non-Qualified Deferred Compensation Plan (the "Deferred Compensation Plan") is intended to enhance retirement savings among a select group of management or highly compensated employees who contribute significantly to the success of the Company.

13 unchanged sentences

The deferrals are held in a separate irrevocable rabbi trust ("the Rabbi Trust"), which has been established pursuant to the Deferred Compensation Plan.

The Rabbi Trust is intended to be used to hold funds, including matching contributions.

The Rabbi Trust is intended to be used to hold funds,

GENTEX CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

including matching contributions.

The assets of the trust are subject to the claims of the Company's creditors in the event that the Company becomes insolvent.

1 unchanged sentence

The Company also makes periodic payments into Company-owned life insurance policies held in this Rabbi Trust to fund the expected obligations arising under this plan.

At December 31, 2023, total assets held by the trustee were $ 8.9 million, which are recorded in Other Assets, with an associated liability of $ 9.0 million recorded in Other Non-Current Liabilities in the Company's consolidated balance sheets.

The $ 8.9 million of assets held by the trustee is invested in Company-owned life insurance policies.

At December 31, 2024, total assets held by the trustee were $ 13.7 million, which are recorded in Patents and other assets, net, with an associated liability of $ 13.9 million recorded in Other Non-Current Liabilities in the Company's consolidated balance sheets.

The $ 13.7 million of assets held by the trustee is invested in Company-owned life insurance policies, whose cash surrender value is equal to the fair value measured using Level 2 inputs, based on the underlying assets of the COLI policies.

(5) STOCK-BASED COMPENSATION PLANS

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and ii) non-employee directors of the Company or its subsidiaries, which potential awards may be stock options, both incentive stock options and non-qualified stock options, appreciation rights, restricted stock, restricted stock units, performance share awards and performance units, and other awards that are stock-based, cash-based or a combination of both.

The 2019 Omnibus Plan replaced the Company's Employee Stock Option Plan, Second Restricted Stock Plan, and Amended and Restated Non-Employee Director Stock Option Plan (the

GENTEX CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

"Prior Plans"), which were also approved by shareholders.

The 2019 Omnibus Plan replaced the Company's Employee Stock Option Plan, Second Restricted Stock Plan, and Amended and Restated Non-Employee Director Stock Option Plan (the "Prior Plans"), which were also approved by shareholders.

Any existing awards previously granted under the Prior Plans remain outstanding in accordance with their terms and are governed by the Prior Plans as applicable.

13 unchanged sentences

The options vest after one to five years , and expire after five to ten years .

GENTEX CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

The fair value of each option grant was estimated on the date of grant using the Black-Scholes option pricing model with the following weighted-average assumptions for the indicated periods:

18 unchanged sentences

A summary of the status of the Company’s stock option plans at December 31, 2024, 2023 and 2022, and changes during the same periods are presented in the tables below.

GENTEX CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Contract Life Aggregate

12 unchanged sentences

Exercisable at End of Year 1,942 $ 29 2.3 years $ 8,916

GENTEX CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Contract Life Aggregate

14 unchanged sentences

Nonvested Stock Options at End of Year 1,634 $ 7 2,445 $ 7 2,913 $ 6

GENTEX CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Restricted Shares

11 unchanged sentences

104,562 28.03 - 32.66

82,538 23.84 - 29.17

3 Years 360,782 28.73 - 36.12

12 unchanged sentences

A summary of restricted share award activity, including award grants, vesting, and forfeitures for the years ended December 31, 2024, 2023, and 2022, are presented in the table below:

GENTEX CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

2024 2023 2022

15 unchanged sentences

Compensation expense related to performance share grants for the years ended December 31, 2024, 2023, and 2022 was $ 5,884,030 , $ 5,882,458 , and $ 1,246,369 , respectively.

GENTEX CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

As part of its objective of attracting and retaining management to fulfill the Company's strategic goals, the Compensation Committee recommended and the Board approved on February 16, 2023, a retention grant of performance share awards ("PSAs").

2 unchanged sentences

The grant date fair value of PSAs with TSR targets was determined using a Monte Carlo simulation.

Compensation expense related to these retention grants for the year ended December 31, 2023 was $ 1,526,983 .

Compensation expense related to these retention grants for the years ended December 31, 2024 and 2023 was $ 1,800,429 and $ 1,526,983 , respectively.

Employee Stock Purchase Plan

5 unchanged sentences

The following table summarizes shares sold to employees under the 2022 and prior plan in the years ended December 31, 2024, 2023, and 2022:

GENTEX CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Plan 2024 2023 2022 Cumulative Shares Issued Weighted Average Fair Value 2024

2 unchanged sentences

(6) COMMITMENTS AND CONTINGENCIES

On October 4, 2023, the Company entered into a Stock Purchase Agreement to acquire up to 3,137,500 shares of VOXX Class A Common Stock.

As part of this agreement, the Company agreed to purchase 1,568,750 shares of Class A Common Stock at a price of $ 10 per share on January 5, 2024.

The Company is periodically involved in legal proceedings, legal actions and claims arising in the normal course of business, including proceedings relating to product liability, intellectual property, safety and health, employment and other matters.

3 unchanged sentences

ASC 280, Segment Reporting, requires that a public enterprise report financial and descriptive information about its reportable operating segments subject to certain aggregation criteria and quantitative thresholds.

Operating segments are defined by ASC 280 as components of an enterprise about which separate financial information is available that is evaluated regularly by the chief operating decision-makers in deciding how to allocate resources and in assessing performance.

Operating segments are defined by ASC 280 as components of an enterprise about which separate financial information is available that is evaluated regularly by the chief operating decision-maker ("CODM") in deciding how to allocate resources and in assessing performance.

The Company's CODM is its Chief Executive Officer.

The Company discloses segment information under two reportable segments, which are Automotive Products and Other.

Automotive Products:

Automotive applications are the largest business segment for the Company, consisting of interior and exterior electrochromic automatic-dimming rearview mirrors and automotive electronics.

Automotive rearview mirrors and electronics accounted for approximately 98 % of the Company’s consolidated net sales in 2024.

The Other reportable segment includes the operating segments of Fire Protection, Dimmable Aircraft Windows, Nanofiber, Medical, and Biometrics.

These operating segments accounted for approximately 2 % of the Company's consolidated net sales in 2024.

The table below presents net sales and the significant expense categories that are included in reportable segment operating profit and regularly provided to our CODM:

GENTEX CORPORATION AND SUBSIDIARIES

3 unchanged sentences

Automotive Products $ 2,264,724,564 $ 2,254,660,291 $ 1,874,742,458

United States $ 688,164,335 $ 579,531,611 $ 542,690,346

Germany 294,529,611 266,498,398 234,994,551

Japan 323,872,022 234,888,653 211,417,475

Mexico 142,082,011 121,553,711 111,761,245

Republic of Korea

149,554,788 95,395,479 67,219,836

Other Countries 656,457,524 576,874,606 529,104,581

Other 48,589,769 44,554,753 44,215,585

Total $ 2,313,314,333 $ 2,299,215,044 $ 1,918,958,043

Cost of Goods Sold:

Automotive Products $ 1,507,698,600 $ 1,506,237,606 $ 1,275,111,908

Other 34,525,543 30,347,430 34,031,950

Total $ 1,542,224,143 $ 1,536,585,036 $ 1,309,143,858

Operating Expenses:

Automotive Products $ 280,803,585 $ 252,771,985 $ 227,139,802

Other 30,560,032 14,126,970 12,668,257

Total $ 311,363,617 $ 266,898,955 $ 239,808,059

Income (Loss) from Operations:

16 unchanged sentences

Total $ 144,669,002 $ 183,678,460 $ 146,433,123

Other includes Dimmable Aircraft Windows, Fire Protection Products, Nanofiber, and Medical.

Other includes Dimmable Aircraft Windows, Fire Protection Products, Nanofiber, Medical, and Biometrics.

Major product line revenues included within the Automotive Products segment are as follows:

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*Excludes HomeLink ® revenue integrated into automotive mirrors.

Corporate assets are principally cash and cash equivalents, investments, deferred income taxes and corporate fixed assets.

Depreciation & Amortization on corporate fixed assets are allocated as appropriate

GENTEX CORPORATION AND SUBSIDIARIES

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(7) SEGMENT REPORTING, continued

to the Automotive and Other segments when reviewing operating results.

Corporate assets are principally cash and cash equivalents, investments, deferred income taxes and corporate fixed assets.

Depreciation & Amortization on corporate fixed assets are allocated as appropriate to the Automotive and Other segments when reviewing operating results.

Substantially all long-lived assets are located in the U.S.

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(1) Basic and diluted earnings per share are computed independently for each quarter presented.

Therefore the sum of quarterly basic and diluted per share information may not equal annual basis and diluted earnings per share.

Therefore the sum of quarterly basic and diluted per share information may not equal annual basic and diluted earnings per share.

(9) COMPREHENSIVE INCOME

7 unchanged sentences

Balance at beginning of period $ ( 4,534,719 ) $ ( 4,032,239 ) $ 920,589

Other comprehensive (loss) income before reclassifications

( 502,480 ) ( 4,952,828 ) 151,544

Other comprehensive loss before reclassifications ( 1,283,017 ) ( 502,480 ) ( 4,952,828 )

Net current-period change ( 1,283,017 ) ( 502,480 ) ( 4,952,828 )

Balance at end of period ( 5,817,736 ) ( 4,534,719 ) ( 4,032,239 )

Unrealized gains (losses) on available-for-sale securities:

Unrealized (losses) gains on available-for-sale securities:

Balance at beginning of period ( 2,022,403 ) ( 10,110,695 ) 1,006,655

Other comprehensive income (loss) before reclassifications

3,360,396 ( 12,470,515 ) ( 4,228,434 )

Amounts reclassified from accumulated other comprehensive income (loss)

4,727,896 1,353,165 ( 846,918 )

Other comprehensive (loss) income before reclassifications ( 360,991 ) 3,360,396 ( 12,470,515 )

Amounts reclassified from accumulated other comprehensive (loss) income 1,791,789 4,727,896 1,353,165

Net current-period change 1,430,798 8,088,292 ( 11,117,350 )

Balance at end of period ( 591,605 ) ( 2,022,403 ) ( 10,110,695 )

Accumulated other comprehensive (loss) income, end of period $ ( 6,557,122 ) $ ( 14,142,934 ) $ 1,927,244

Accumulated other comprehensive loss, end of period $ ( 6,409,341 ) $ ( 6,557,122 ) $ ( 14,142,934 )

All amounts are shown net of tax.

6 unchanged sentences

Unrealized (losses) gains on available-for-sale securities

Realized (loss) gain on sale of securities

$ ( 5,984,678 ) $ ( 1,712,867 ) $ 1,072,048 Other (loss) income, net

Realized loss on sale of securities $ ( 2,268,087 ) $ ( 5,984,678 ) $ ( 1,712,867 ) Other loss, net

Provision for income taxes 476,298 1,256,782 359,702 Provision for Income Taxes

5 unchanged sentences

$ 307.4 million related to the HomeLink ® acquisition in 2013;

$ 3.7 million as part of the acquisition of Vaporsens, Inc.

("Vaporsens") in 2020;

$ 3.7 million as part of the acquisition of Vaporsens in 2020, which was determined to be fully impaired as part of the annual impairment analysis performed in 2024 (refer to Note 1, "Summary of Significant Accounting and Reporting Policies" ;

$ 0.2 million as part of the acquisition of Air-Craftglass Production BV ("Air-Craftglass") in 2020;

2 unchanged sentences

$ 2.0 million as part of the acquisition of Guardian Optical Technologies ("Guardian") in 2021;

and $ 26.7 million as part of the acquisition of eSight in the fourth quarter of 2023.

Refer to Note 12, "Acquisitions" , for further information on the eSight acquisition.

$ 26.7 million as part of the acquisition of eSight in 2023;

and $ 4.2 million as part of the acquisition of Galvaneyes, LLC ("Galvaneyes") in the fourth quarter of 2024.

Refer to Note 12, "Acquisitions" , for further information on the eSight and Galvaneyes acquisitions.

The carrying value of Goodwill as of December 31, 2024 and December 31, 2023 was $ 340.7 million and $ 340.1 million, respectively, as set forth in the table below.

4 unchanged sentences

Impairments ( 3,664,704 )

Other ( 397,875 )

Balance as of December 31, 2024 340,668,927

As of December 31, 2023, $ 30.6 million of goodwill was recorded within the Other segment as a result of the Vaporsens, Air-Craftglass, and the eSight acquisitions, and $ 309.5 million of goodwill was recorded within the Automotive segment.

As of December 31, 2024, $ 31.2 million of goodwill was recorded within the Other segment as a result of the Air-Craftglass, eSight, and Galvaneyes acquisitions, and $ 309.5 million of goodwill was recorded within the Automotive segment.

The Company reviews goodwill and IPR&D for impairment during the fourth quarter on an annual basis or more frequently if events or changes in circumstances indicate that goodwill might be impaired.

The Company performed a qualitative assessment (step 0) to determine whether it is more likely than not that a reporting unit or intangible asset's fair value is less than its carrying amount.

Based on this test, the Company determined they were not and that no additional impairment testing was needed.

The Company has not recognized any impairment of goodwill or IPR&D in the current or prior periods.

Based on this test, the Company determined that additional impairment testing was needed for the Nanofiber reporting unit, which is included within the Other segment, as a result of the timing to commercialization and costs to develop exceeding the original estimates at the acquisition date.

As a result of this testing, the Company recognized $ 3.7 million goodwill impairment and $ 5.2 million of IPR&D impairment during the year ended December 31, 2024, related to the acquisition of Vaporsens.

No impairment has been recognized on goodwill or IPR&D in prior periods.

The Company continuously monitors for events and circumstances that could negatively impact the key assumptions in determining fair value thus resulting in the need for interim testing, including long-term revenue growth projections, profitability, discount rates, recent market valuations from transactions by comparable companies, volatility in the Company's market capitalization, and certain general industry, market and macro-economic conditions.

No such events or circumstances that might negatively impact the key assumptions were observed in 2023 and, as such, nothing indicated the need for interim impairment testing.

Other than as set forth above, no such events or circumstances that might negatively impact the key assumptions were observed in 2024 and, as such, nothing indicated the need for interim impairment testing.

The Intangible Assets and related change in carrying values are set forth in the table below as of December 31, 2024 and December 31, 2023.

9 unchanged sentences

Exclusive Licensing Agreement 96,000,000 — 96,000,000 Indefinite

BioCenturion Trade Names and Trademarks 640,000 — 640,000 10 years

BioCenturion Technology 2,300,000 — 2,300,000 12 years

eSight Technology 12,000,000 ( 1,166,667 ) 10,833,333 12 years

3 unchanged sentences

Air-Craftglass In-Process R&D 1,507,778 — 1,507,778 Indefinite

Guardian Trade Names 1,300,000 — 1,300,000 Indefinite

Guardian In-Process R&D 6,800,000 — 6,800,000 Indefinite

Guardian Trade Names 1,300,000 ( 54,167 ) 1,245,833 12 years

Guardian In-Process R&D 6,800,000 ( 283,333 ) 6,516,667 12 years

Total other identifiable intangible assets $ 408,495,910 $ ( 213,338,750 ) $ 195,157,160

7 unchanged sentences

Exclusive Licensing Agreement 96,000,000 — 96,000,000 Indefinite

eSight Technology 12,000,000 — 12,000,000 12 years

eSight Trade Names and Trademarks 870,000 — 870,000 12 years

Vaporsens In-Process R&D 11,000,000 — 11,000,000 Indefinite

9 unchanged sentences

$ 14 million for the year ended December 31, 2025;

$ 3 million for each of the years ended December 31, 2026, December 2027, and December 31, 2028.

and $ 3 million for each of the years ended December 31, 2026, December 31, 2027, December 31, 2028, and December 31, 2029.

GENTEX CORPORATION AND SUBSIDIARIES

5 unchanged sentences

$ 643,769,161 $ 688,164,335 $ 579,531,611

207,451,036 239,292,351 229,574,913

Germany 271,593,165 294,529,611 266,498,398

24 unchanged sentences

Medical 1,379,651 44,786 —

Biometrics 156,491 — —

Total Other $ 48,589,769 $ 44,554,753 $ 44,215,585

*Excludes HomeLink revenue related to HomeLink modules integrated into automotive mirrors.

Revenue is recognized when obligations under the terms of a contract with the customer are satisfied.

Such recognition generally occurs with the transfer of control of the products at a point in time.

*HomeLink revenue related to HomeLink technology/functionality integrated into automotive mirrors, is included within the Automotive mirrors & electronics segment

GENTEX CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Company's automotive OEM contracts generally include Long Term Supply Agreements ("LTSA") entered into in the ordinary course of business and Purchase Orders ("PO") whereby the LTSA sometimes stipulates the pricing and delivery terms and is evaluated together with a PO, which identifies the quantity, timing, and the type of product to be transferred.

Revenue is recognized when obligations under the terms of a contract with the customer are satisfied.

Such recognition generally occurs with the transfer of control of the products at a point in time.

The Company's automotive OEM contracts generally include Long Term Supply Agreements ("LTSA") entered into in the ordinary course of business and Purchase Orders ("PO") whereby the LTSA sometimes stipulates the pricing and delivery terms and is evaluated together with a PO, which identifies the quantity, timing, and the type of product to be transferred.

Certain customer contracts do not always have an LTSA, in which case, the contracts are governed by the PO from the customer in conjunction with other mutually agreed upon terms and conditions.

10 unchanged sentences

These electronic exterior mirrors typically range in size and shape per automaker specification, but also include additional features such as turn signal indicators, side blind zone indicators, and courtesy lighting.

The Company also ships exterior non-automatic-dimming rearview mirrors with similar electronic features as what is available in its automatic-dimming applications.

The Company also manufactures exterior non-automatic-dimming rearview mirrors with similar electronic features as what is available in its automatic-dimming applications.

The Company manufactures other automotive electronics products both inside and outside of the rearview mirror through HomeLink ® applications in the vehicle including the rearview mirror, interior visor, overhead console, or center console.

13 unchanged sentences

Dimmable Aircraft Windows

The Company supplies variable dimmable windows for the passenger compartment on the Boeing 787 Dreamliner Series of Aircraft.

The Company supplies variable dimmable windows for the passenger compartment on the Boeing 787 Dreamliner Series of Aircraft and certain other aircraft.

For dimmable aircraft windows, transfer of control and revenue recognition occurs when the Company ships the product from the manufacturing facility to the customer.

Payment terms on dimmable aircraft window sales range from 30 days to 45 days.

Fire Protection Products

Fire Protection Technologies

The Company manufactures photoelectric smoke detectors and alarms, visual signaling alarms, electrochemical carbon monoxide detectors and alarms, audible and visual signaling alarms, and bells and speakers for use in fire detection systems in office buildings, hotels, and other commercial and residential buildings.

3 unchanged sentences

Vaporsens is primarily involved with research and development of technology related to nanofibers sensing a variety of chemicals and/or compounds.

In January 2020 the Company unveiled an innovative lighting technology for medical applications that was co-developed with Mayo Clinic.

In 2020 the Company unveiled an innovative lighting technology for medical applications that was co-developed with Mayo Clinic.

This new lighting concept represents the collaboration of a global, high-technology electronics company with a world leader in health care.

3 unchanged sentences

The Company continues to further develop and work on the intelligent medical lighting system in order to assess system performance and work toward obtaining any necessary approvals.

On November 2, 2023, the Company acquired certain technology assets from eSight for approximately $ 18.9 million in cash, in addition to the 20 % equity the Company previously held in the assets, as well as an earn out provision.

In November 2023, the Company acquired certain technology assets from eSight for approximately $ 18.9 million in cash, in addition to the 20 % equity the Company previously held, as well as an earn out provision.

The technology acquired from eSight provides advanced and versatile low-vision smart glasses for those with visual impairments and is compatible with more than 20 eye conditions including Macular Degeneration, Diabetic Retinopathy, and Stargardt disease.

Refer to Note 12, "Acquisitions" , for further information.

In November 2024, the Company acquired GalvanEyes, LLC, which is the managing partner and 50 % owner of the BioCenturion joint venture with Eyelock, a subsidiary of VOXX.

BioCenturion specializes in creating and deploying authentication solutions to help clients secure their worlds, optimize their workload, and organize their data through customized biometric solutions.

Refer to Note 12, "Acquisitions" , for further information.

GENTEX CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(12) ACQUISITIONS

On November 2, 2023, the Company acquired certain technology assets from eSight for approximately $ 18.9 million in cash, the assumption of a $ 9.4 million promissory note given in exchange for the 20 % equity the Company previously held in the assets, as well as an earn out provision over a ten year period.

In November 2023, the Company acquired certain technology assets from eSight for approximately $ 18.9 million in cash, the assumption of a $ 9.4 million promissory note given in exchange for the 20 % equity the Company previously held, as well as an earn out provision over a ten year period.

The earn out provision consists of multiple potential payments based on the revenue over the next ten calendar years, with the total earn out not to exceed $ 70 million.

The Company funded the acquisition with cash on hand.

The technology acquired from eSight provides advanced and versatile low-vision smart glasses for those with visual impairments and is compatible with more than 20 eye conditions including

GENTEX CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Macular Degeneration, Diabetic Retinopathy, and Stargardt disease.

These assets will be classified within the Company's Other segment.

The Company will account for the acquisition under the provisions of FASB ASC Topic 805, Business Combinations .

The Company is still in the process of verifying data and finalizing information related to the valuation and recording of identifiable intangible assets, net working capital, contingent liabilities, and the resulting effects on the amount of recorded goodwill.

The Company expects to finalize these matters within the measurement period, which is currently expected to remain open through the third quarter of 2023.

Less than $ 0.1 million of revenue of the business of eSight was included in the Company's consolidated statement of income and comprehensive income for the year ended December 31, 2023.

The Company accounted for the acquisition under the provisions of FASB ASC Topic 805, Business Combinations .

The valuation process was completed during the third quarter of 2024.

Approximately $ 1.4 million of revenue of the business of eSight was included in the Company's consolidated statement of income and comprehensive income for the year ended December 31, 2024.

The following table summarizes the fair values of the assets acquired, and the liabilities assumed, as of the acquisition date of November 2, 2023:

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Total Liabilities $ 12,116,562

In November 2024, the Company acquired GalvanEyes, LLC, ("GalvanEyes") which is the managing partner and 50 % owner of the BioCenturion joint venture with Eyelock, a subsidiary of VOXX.

The Company paid $ 2.9 million in cash, as well as an earnout over the next fifteen calendar years, not to exceed $ 15 million in the aggregate, for which the acquisition date fair value is estimated at $ 1.5 million.

The earnout is based on adjusted earnings before interest and taxes.

The Company is accounting for the acquisition under the provisions of FASB ASC Topic 805, Business Combinations .

The Company is still in the process of verifying data and finalizing information related to the valuation and recording of identifiable intangible assets, net working capital, contingent liabilities, noncontrolling interest, and the resulting effects on the amount of recorded goodwill.

The Company expects to finalize these matters within the measurement period, which is currently expected to remain open through the third quarter of 2025.

The Company has consolidated GalvanEyes and the joint venture BioCenturion within the Company's Consolidated Balance Sheets as of December 31, 2024 in accordance with ASC 810, Consolidation, and has recognized $ 4.1 million in noncontrolling interest related to this transaction.

Less than $ 0.2 million of revenue and less than $ 0.4 million net loss of the business of GalvanEyes and BioCenturion was included in the Company's consolidated statement of income and comprehensive income for the year ended December 31, 2024.

GENTEX CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

On December 17, 2024, as previously disclosed, the Company entered into a definitive agreement and plan of merger for the Company to acquire VOXX in an all-cash transaction.

Under the terms of the agreement, the Company will acquire all the issued and outstanding shares of VOXX common stock not already owned by the Company for a purchase price of $ 7.50 per share.

The transaction is subject to approval of VOXX’s stockholders, certain regulatory approvals and other customary closing conditions, and is expected to close in the first quarter of 2025.

In 2024, the Company incurred $ 1.9 million in acquisition costs related to the GalvanEyes and VOXX acquisitions, which has been expensed as incurred in the "Selling, general & administrative" section of its Consolidated Statements of Income.

EXHIBIT INDEX

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*10.25 Specimen form of Performance Share Award Agreement for the Gentex Corporation Long-Term Incentive Plan filed as an exhibit to Registrant's Report on Form 10-K filed February 22, 2023., and is hereby incorporated herein by reference.

Specim e n form of Gentex Corporation Restricted Stock Unit Award Agreement was filed as an exhibit to Registrant's Report on Form 10-Q dated November 3, 2023, and is hereby incorporated herein by reference.

Specimen form of Gentex Corporation Restricted Stock Unit Award Agreement was filed as an exhibit to Registrant's Report on Form 10-Q dated November 3, 2023, and is hereby incorporated herein by reference.

Stock Purchase Agreement by and among Gentex Corporation, Avalon Park International LLC and Avalon Park Group Holding AG, dated as of October 4, 2023, filed as exhibit to Registrant's Report on Form 10-K filed February 22, 2024 .

I nsider trading policies and procedures

21 List of Company Subsidiaries

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32 Certificate of the Chief Executive Officer and Chief Financial Officer of Gentex Corporation pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C.

97 G entex Corporation Incentive-Based Compensation Recoupment Policy, effective November 16, 2023

97 Gentex Corporation Incentive-Based Compensation Recoupment Policy, filed as an exhibit to Registrant's Form 10-K dated February 22, 2024

101.INS XBRL Instance Document

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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 9A. Controls and Procedures