What changed in this filing

/stocks — the workspaceLOADING

Item 1. Business

2025-02-06 compared with 2024-02-01 · 84 added, 103 removed, 301 unchanged (38% of the section changed)

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Newport News includes all of our nuclear ship design, construction, overhaul, refueling, and repair and maintenance businesses.

Our Mission Technologies segment provides a wide range of services and products, including command, control, computers, communications, cyber, intelligence, surveillance, and reconnaissance ("C5ISR") systems and operations;

the application of artificial intelligence and machine learning to battlefield decisions;

defense and offensive cyberspace strategies and electronic warfare;

unmanned autonomous systems;

uncrewed autonomous systems;

live, virtual, and constructive training solutions;

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We are currently constructing Bougainville (LHA 8) and Fallujah (LHA 9).

In 2023, we were awarded a long-lead-time material contract for LHA 10 (unnamed).

The LPD program is a long-running production program of expeditionary warfare ships in which we have generated efficiencies through ship-over-ship learning.

We delivered USS Fort Lauderdale (LPD 28) in 2022, and we are currently constructing Richard M.

(LPD 29), Harrisburg (LPD 30), and Pittsburgh (LPD 31).

In 2023, we were awarded a long-lead-time material contract for Helmand Province (LHA 10), and in 2024, we were awarded a contract modification for the detail design and construction of Helmand Province (LHA 10).

The LPD program is a long-running production program of expeditionary warfare ships.

We delivered USS Fort Lauderdale (LPD 28) in 2022 and Richard M.

(LPD 29) in 2024.

We are currently constructing Harrisburg (LPD 30), and Pittsburgh (LPD 31).

In 2023, we were awarded a contract to construct Philadelphia (LPD 32).

In 2024, we were awarded a multi-ship procurement contract for the construction of Travis Manion (LPD 33), LPD 34 (unnamed), and LPD 35 (unnamed).

Surface Combatants

We are a design agent for, and one of only two companies that constructs, Arleigh Burke class (DDG 51) guided missile destroyers, a class of surface combatant.

We are a design agent for, and one of only two companies that constructs, Arleigh Burke class guided missile destroyers ("DDG"), a class of surface combatant.

We have delivered 35 Arleigh Burke class (DDG 51) destroyers to the U.S.

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(DDG 121) in 2021.

In 2018, we were awarded a multi-year contract for construction of six Arleigh Burke class (DDG 51) destroyers and, in 2020,a contract to construct an additional Arleigh Burke class (DDG 51) destroyer.

In 2018, we were awarded a multi-year contract for construction of six Arleigh Burke class (DDG 51) destroyers and, in 2020,a contract to construct an additional

Arleigh Burke class (DDG 51) destroyer.

In 2023, we were awarded a multi-year contract for construction of six more Arleigh Burke class (DDG 51) destroyers, as well as the first option ship, for a total of seven ships.

We are currently

constructing Ted Stevens (DDG128), Jeremiah Denton (DDG 129), George M.

We are currently constructing Ted Stevens (DDG 128), Jeremiah Denton (DDG 129), George M.

Neal (DDG 131), Sam Nunn (DDG 133), and Thad Cochran (DDG 135).

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In 2018, we were awarded long-lead-time material and construction contracts for Calhoun (NSC 10), which was delivered to the U.S.

Coast Guard in 2023, and Friedman (NSC 11), which is currently under construction.

Coast Guard in 2023.

The core business of our Newport News segment is designing and constructing nuclear-powered aircraft carriers and submarines, and the refueling and overhaul and the inactivation of nuclear-powered aircraft carriers.

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Newport News has delivered 64 submarines to the U.S.

Navy since 1960, comprised of 49 fast attack and 14 ballistic missile submarines.

Of the 49 nuclear-powered fast attack submarines currently in

active service, 23 were delivered by Newport News.

Navy since 1960, comprised

of 50 fast attack and 14 ballistic missile submarines.

Our nuclear submarine program, located at our Newport News shipyard, includes construction, engineering, design, research, and integrated planning.

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In 2014, the team was awarded a construction contract for the fourth block of ten Virginia class (SSN 774) submarines, which contemplated production of two submarines per year.

The first submarine of the Block IV contract was delivered in 2020, and three more submarines have been delivered through 2023.

The remaining six boats of the Block IV contract are in the final assembly and test phases of construction.

The first submarine of the Block IV contract was delivered in 2020, and five more submarines have been delivered through 2024.

The remaining four boats of the Block IV contract are in the final assembly and test phases of construction.

In 2019, the team was awarded a construction contract for the fifth block of nine Virginia class (SSN 774) submarines, and, in 2021, an option for a 10th submarine was exercised, continuing the two submarines per year production rate.

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In 2023, the team was awarded a contract modification for advance procurement for long lead-time material in support of two additional Block V boats, bringing the total Block V boats to 12.

In addition, the team received a contract award for advance procurement of long-lead-time material in support of the first two Block VI boats.

In 2023 and 2024, the team received contract awards for advance procurement of long-lead-time material in support of all ten Block VI boats.

Columbia Class (SSBN 826) Submarines

Newport News is participating in the design and construction of the Columbia class (SSBN 826) submarines as a replacement for the current aging Ohio class nuclear ballistic missile submarines ("SSBN"), which were first introduced into service in 1981.

Newport News is participating in the design and construction of the Columbia class (SSBN 826) nuclear ballistic missile submarines ("SSBN") as a replacement for the current aging Ohio class submarines, which were first introduced into service in 1981.

The Columbia class (SSBN 826) program currently anticipates 12 new ballistic missile submarines.

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Kesselring Site, a research and development facility in New York that supports the U.S.

Navy, which were completed in 2024.

Mission Technologies

Our Mission Technologies segment develops integrated solutions that enable today’s connected, all-domain force.

Our capabilities include C5ISR systems and operations;

the application of Artificial Intelligence ("AI") and machine learning to battlefield decisions;

defensive and offensive cyberspace strategies and electronic warfare ("CEW&S");

live, virtual, constructive solutions ("LVC");

unmanned, autonomous systems;

Our Mission Technologies segment is organized into four groups, All-Domain Operations, Warfare Systems, Global Security, and Uncrewed Systems, and specializes in a wide range of services and products across our capabilities.

Capabilities including command, control, computers, communications, cyber, intelligence, surveillance, and reconnaissance systems and operations;

the application of artificial intelligence and machine learning to battlefield decisions;

defense and offensive cyberspace strategies and electronic warfare;

uncrewed autonomous systems;

live, virtual, and constructive training solutions;

fleet sustainment;

and critical nuclear operations.

Our domain expertise and advanced technologies support our mission partners across the globe.

C5ISR designs, develops, integrates, and manages the sensors, systems and other assets necessary to support integrated ISR operations and accelerated decision-making.

Command, control, computers, communications, cyber, intelligence, surveillance, and reconnaissance ("C5ISR")

Designs, develops, integrates, and manages the sensors, systems, and other assets necessary to support integrated C5ISR operations and accelerated decision-making.

These business activities provide data fusion and mission management capabilities for the DoD, the combatant commands, and the intelligence community.

CEW&S works within our nation’s intelligence and cyber operations communities to defend U.S.

Cyber and electronic warfare ("CEW&S")

Works within our nation’s intelligence and cyber operations communities to defend U.S.

interests in cyberspace and anticipate emerging threats.

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We also develop, test, and integrate leading-edge AI and machine learning algorithms to optimize and accelerate the nation’s mission-critical systems and platforms.

LVC training connects live environments with virtual platforms and simulated (constructive) threats to prepare trainees through integrated, real world scenarios before they are in harm’s way.

LVC is a modern and distributed approach to U.S.

Live, virtual, and constructive solutions ("LVC")

A trusted partner to our military customers, our capabilities include designing, developing, and operating the largest live, virtual, and constructive enterprise that prepares warfighters for cross-domain battle.

Our training connects live environments with virtual platforms and simulated (constructive) threats to prepare trainees through integrated, real-world scenarios before they are in harm’s way.

This is a modern and distributed approach to U.S.

military training .

Fleet Sustainment

Fleet sustainment provides comprehensive life-cycle sustainment to the U.S.

Provides comprehensive life-cycle sustainment to the U.S.

Navy fleet and other DoD and commercial maritime customers.

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We also provide undersea vehicle and specialized craft development and prototyping services.

Unmanned Systems

Unmanned Systems develops advanced unmanned systems for defense, marine research, and commercial applications.

Serving customers in more than 30 countries, we provide design, autonomy, manufacturing, testing, operations, and sustainment of unmanned systems, including unmanned underwater vehicles and unmanned surface vessels.

Uncrewed systems

Develops advanced uncrewed systems for defense, marine research, and commercial applications.

Serving customers in more than 30 countries, we provide design, autonomy, manufacturing, testing, operations, and sustainment of uncrewed systems, including uncrewed underwater vehicles and uncrewed surface vessels .

Nuclear and Environmental Services

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In addition to owning intellectual property, we license intellectual property rights to and from other parties.

Government generally receives non-exclusive licenses to certain intellectual property we develop in the performance of U.S.

Government generally receives non-exclusive

licenses to certain intellectual property we develop in the performance of U.S.

Government contracts and unlimited license rights in technical data developed under our U.S.

Government contracts when such data is developed

entirely at government expense.

Government contracts when such data is developed entirely at government expense.

Government may use or authorize other parties to use the intellectual property we license to the government.

While our intellectual property rights are important to our operations, we do not believe that any existing patent, license, or other intellectual property right is of such importance that its loss or termination would have a material impact on our business.

See "Risk Factors" in Item 1A for further discussion regarding risks related to intellectual property.

No material portion of our business is seasonal.

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Other materials we use in large quantities include paint, aluminum, pipe, electrical cables, electronic components, fittings, custom machine items, and sensors.

All of these materials are currently available in adequate supply.

In connection with our U.S.

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While we have not generally been dependent upon any one supply source, we currently have only one supplier for certain component parts as a result of consolidation in the defense industry.

We believe these single source suppliers, as well as our overall supplier base, are adequate to meet our foreseeable needs.

Any inability to procure the necessary raw materials, components, and other supplies for our products on a timely basis could negatively affect our results of operations, financial condition, or cash flow.

In addition, a significant prolonged increase in inflation could negatively impact the cost of raw materials, components, and other supplies.

We mitigate some supply risk by negotiating long-term agreements with certain raw material suppliers, and we mitigate inflation risk related to raw material to an extent through price escalation provisions in certain customer contracts.

We have experienced challenges with access to, and the pricing of, certain raw materials, components, and other supplies due to, in part, labor shortages and inflation.

The inability to procure the necessary raw materials, components, and other supplies for our products on a timely and cost-effective basis has negatively affected, and could continue to negatively affect, our results of operations, financial condition, and/or cash flows.

We endeavor to mitigate supply chain risk through various measures, such as negotiating long-term agreements with certain raw material suppliers and through price escalation provisions in certain customer contracts.

See "Risk Factors" in Item 1A for further discussion regarding risks related to raw materials.

Regulatory Matters

We operate in heavily regulated markets and must comply with a variety of laws and regulations, including those relating to the award, administration, and performance of U.S.

Government contracts, as well as legal and regulatory requirements relating to cyber security, environmental protection, and our nuclear operations.

Government contracting requirements increase our contract performance costs and compliance costs and risks.

See Risk Factors in Item 1A.

Government contracts, as well as legal and regulatory requirements relating to, among others, cybersecurity, environmental protection, and our nuclear operations.

These requirements increase our contract performance costs and compliance costs and risks.

See "Risk Factors" in Item 1A for further discussion regarding risks related to regulatory matters.

Government Contracting

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Government generally has the ability to terminate contracts, in whole or in part, with little or no prior notice, for convenience or for default based upon performance.

In the event of termination of a contract for convenience, a

contractor is normally able to recover costs already incurred on the contract and profit on incurred costs up to the amount authorized under the contract, but not the profit that would have been earned had the contract been completed.

In the event of termination of a contract for convenience, a contractor is normally able to recover costs already incurred on the contract and profit on incurred costs up to the amount authorized under the contract, but not the profit that would have been earned had the contract been completed.

Such a termination could also result in the cancellation of future work on the related program.

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Such laws and regulations impose liability upon a party for environmental cleanup and remediation costs and damage without regard to negligence or fault on the part of such party and could expose us to liability for the conduct of or conditions caused by third parties.

We accrue estimated costs to perform environmental remediation when we determine it is probable we will incur expenses in the future, in amounts we can reasonably estimate, to address environmental conditions at currently or formerly owned or leased operating facilities, or at sites where we are named a Potentially Responsible Party

("PRP") by the U.S.

Environmental Protection Agency ("EPA") or similarly designated by another environmental agency.

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We believe we are in material compliance with environmental laws and regulations, and historical environmental compliance costs have not been material to our business.

We could be affected by new environmental laws or regulations, including any laws and regulations enacted in response to concerns over climate change, other aspects of the environment, or natural resources.

We could be affected by new or evolving environmental laws, regulations, or policies.

We have made investments we believe are necessary to comply with environmental legal requirements, but we expect to incur future capital and operating costs to comply with current and future environmental laws and regulations.

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It is not uncommon to compete for a contract award with a peer company and simultaneously serve as a supplier to or a customer of such competitor on other contracts.

The nature of major defense programs, conducted under binding long-term contracts, enable companies that perform well to benefit from a level of program continuity not common in many industries.

The nature of major defense programs, conducted under binding long-term contracts, enables companies that perform well to benefit from a level of program continuity not common in many industries.

We believe we are well-positioned in our shipbuilding markets.

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We are one of only two companies that builds the U.S.

Navy's current fleet of Arleigh Burke class (DDG 51) destroyers and are positioned well to be awarded future contracts for surface combatant ships as well.

Navy's current fleet of Arleigh Burke class (DDG 51) destroyers and are positioned well to be awarded future contracts for surface combatant ships.

Our Mission Technologies segment competes domestically and internationally against large aerospace and defense ("A&D") companies, primarily L3 Harris, Amentum, ManTech, Leidos, and, increasingly, small businesses serving the intelligence community.

To a lesser extent, our lines of business compete on certain contracts with major prime A&D contractors, including Lockheed Martin, General Dynamics, Northrop Grumman, RTX Corporation, and Boeing.

Key competitive factors in the Mission Technologies segment include technology capabilities;

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To remain competitive, we must be able to identify emerging technology trends and consistently provide superior service, while understanding customer priorities and maintaining customer relationships.

To a lesser extent, our lines of business compete on certain contracts with major prime A&D contractors, including Lockheed Martin, General Dynamics, Northrop Grumman, Raytheon, and Boeing.

Our success depends upon our ability to develop, market, produce, and deliver our products and services at costs consistent with our customers' expectations, as well as our ability to provide the workforce, technologies, facilities, equipment, and financial capacity needed to deliver those products and services with maximum efficiency.

Our success depends upon our ability to develop, market, produce, and deliver our products and services at costs and on schedules consistent with our customers' expectations, as well as our ability to provide the workforce, technologies, facilities, equipment, and financial capacity needed to deliver those products and services with maximum efficiency.

Human Capital Resources

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From nuclear pipe welders to senior executives, we employ approximately 4,100 apprentice school alumni at Newport News and Ingalls.

Approximately 45% of our employees are covered by a total of nine collective bargaining agreements and one site stabilization agreement.

Newport News has three collective bargaining agreements covering represented employees, which expire in April 2024, February 2027, and December 2027.

Newport News craft workers employed at the Kesselring Site near Saratoga Springs, New York are represented under an indefinite DoE site agreement.

Approximately 45% of our employees are covered by a total of nine collective bargaining agreements.

Newport News has three collective bargaining agreements covering represented employees, which expire in February 2027, December 2027 and April 2029.

Ingalls has five collective bargaining agreements covering represented employees, all of which expire in March 2026.

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We are committed to working effectively with our existing unions and believe our relationship with our represented employees is satisfactory.

The success and growth of our business depends in large part on our ability to attract, retain, and develop a skilled and diverse workforce of talented and high-performing employees at all levels of our organization.

The success and growth of our business depends in large part on our ability to attract, retain, and develop a skilled workforce of talented and high-performing employees at all levels of our organization.

To succeed in the markets in which we compete for labor, we have developed key workforce development, recruitment, and retention strategies and objectives that we focus on as part of the overall management of our business.

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parental leave;

transgender medical coverage;

and a wellness program that includes physical, mental, and financial wellness components.

We also fund the operation of Family Health Centers near our two shipyards, which provide a full range of medical, lab, pharmacy, dental, physical therapy, and vision services.

Recruitment, Training, and Workforce Development - Our three segments hire thousands of employees each year.

In 2023, we hired approximately 9,500 new employees.

To help us meet this large demand for talent, we have

created, developed, and maintain multiple talent pipelines.

Recruitment, Training, and Workforce Development - We are focused on attracting, retaining, and developing a skilled workforce, and in 2024, we hired approximately 10,000 new employees.

To help us meet the increasing demand for talent, we maintain multiple talent pipelines and continue to review and update our talent management strategies to meet operational needs.

One of the key components of our approach to workforce development is to “grow our own.” We operate two apprentice schools, one at Ingalls and one at Newport News.

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The Newport News Apprentice School has partnered with two community colleges, as well as Old Dominion University, to enable apprentices to earn a bachelor’s degree in Mechanical Engineering, Electrical Engineering, or Modeling & Simulation.

In addition to operating our own apprentice schools, we maintain effective partnerships with colleges and universities, military bases for transitioning veterans, and regional community colleges to enable us to recruit and hire engineering, IT, and other technical talent.

Working closely with state and local government leaders, we have successfully facilitated local, regional, and state-wide workforce development and education initiatives that include pre-K programs, high school trades programs/talent development labs, pre-hire trades/technical community college programs, interns/co-ops with colleges and universities, adult trades programs, veterans and military spouses training programs, and unemployed/underemployed training programs.

We view our workforce development process critical to our success and have developed a robust and effective succession planning process that ensures continuity in our leadership ranks.

Since our founding in 2011, we have followed our succession plans 82% of the time when replacing a vacancy in an existing vice president position, and we have filled 82% of newly created vice president positions with internal hires.

In addition to operating our own apprentice schools, we maintain partnerships with colleges and universities, military bases for transitioning veterans, and regional community colleges to enable us to recruit and hire engineering, IT, and other technical talent.

Working closely with state and local government leaders, we also have facilitated local, regional, and state-wide workforce development and education initiatives that include pre-K programs, high school trades programs/talent development labs, pre-hire trades/technical community college programs, interns/co-ops with colleges and universities, adult trades programs, veterans and military spouses training programs, and unemployed/underemployed training programs.

We view our workforce development process as critical to our success and have developed a robust and effective succession planning process that ensures continuity in our leadership ranks.

Since our founding in 2011, we have followed our succession plans over 80% of the time when replacing a vacancy in an existing vice president position, and we have filled approximately 80% of newly created vice president positions with internal hires.

See "Risk Factors" in Item 1A for further information regarding our human capital resources.

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At Newport News and Ingalls, a key component of our EH&S program is the utilization of health and safety teams, which are comprised of production and maintenance employees and front-line managers whose goal is to educate, engage, and empower our workforce toward a culture that strives to reduce injury, illness, and environmental impacts.

We employ programs focused on identifying, reporting, and abating near misses and other programs that aim to recognize, evaluate, and control hazards.

We track multiple metrics related to occupational injuries as one of several methods to monitor our safety performance.

One of the key metrics is Total Case Rate (“TCR”), which is the number of Occupational Safety and Health Administration ("OSHA") recordable injuries per 100 equivalent employees.

The TCR for Newport News was 5.15 in 2023, 5.58 in 2022, and 5.64 in 2021, and the TCR at Ingalls was 6.31 in 2023, 5.67 in 2022, and 6.26 in 2021.

Newport News also tracks Days Away, Restricted or Transferred (“DART”), which is the number of OSHA recordable cases in which the employee is unable to work, cannot work due to a restriction, or can work with a restriction as a result of an injury per 100 equivalent employees.

DART at Newport News was 4.10 in 2023, 4.86 in 2022, and 4.45 in 2021.

Before 2023, Ingalls tracked two other safety metrics:

Lost Time Case Rate (“LTCR”), which is the number of employees that lost work time per 100 employees, and Lost Work Day Rate (“LWDR”), which is the number of lost workdays per 100 full-time employees.

The LTCR and LWDR at Ingalls were 2.55 and 73.06 respectively, in 2022, and 2.75 and 76.32, respectively, in 2021.

In 2023 Ingalls began to track DART, in lieu of LTCR and LWDR.

DART at Ingalls was 3.34 in 2023.

Advancing and Celebrating Diversity and Inclusion (“D&I”) - We believe we gain a key competitive advantage by building a workforce community that values contributions and perspectives from a variety of backgrounds, skills, and experiences regardless of race, ethnicity, color, religion, sex, disability, nationality, or other differentiation, and our leaders leverage the differences within their teams.

We also believe D&I is vital to our ability to grow and innovate in

an ever-changing, fast-paced environment.

Our diverse and inclusive workplace encourages different perspectives and ideas, which we believe enables better business decisions.

The following are highlights of our D&I program:

• Employee Resource Groups (“ERGs”) are a key component of our corporate culture and an important part of our diversity and inclusion strategy.

We currently sponsor 23 ERGs, which represent 10 distinct affinity groups, including those that support African Americans, Asian and Pacific Islanders, Hispanics, Women and Women in Engineering, LGBTQ+ employees, veterans, multiple generations, newly hired employees, and wellness.

Our ERGs are employee-led and open to all employees.

• We have established D&I Councils, which provide strategic direction, guidance, and advocacy for our D&I initiatives and advancements.

These councils are led by senior executives and include high-performing employees and leaders from across our enterprise.

• We have a long history of participation in a number of annual national diversity conferences, including Black Engineer of the Year Awards (BEYA), Society of Hispanic Engineers and Professionals (SHPE), Society of Asian Scientists and Engineers (SASE), and Women of Color STEM Conference.

These events provide recruitment, recognition, and development opportunities for our diverse workforce.

We employ programs focused on identifying, reporting, and abating near misses and other programs that aim to recognize, evaluate, and control hazards, and track multiple metrics related to occupational injuries as one of several methods to monitor our safety performance.

Available Information

We maintain a website at the following address:

References to our websites in this report are provided as a matter of convenience and do not constitute, and should not be viewed as, incorporation by reference of the information contained on, or available through, the website.

Accordingly, such information should not be considered part of this report.

We make available on or through our website certain reports and amendments to those reports that we file with or furnish to the Securities and Exchange Commission ("SEC") in accordance with the Securities Exchange Act of 1934, as amended (the "Exchange Act").

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We make this information available on our website free of charge as soon as reasonably practicable after we electronically file the information with, or furnish it to, the SEC.

In addition, we routinely post on the "Investors" page of our website (www.ir.hii.com) news releases, announcements, and other statements about our business and results of operations, some of which may contain information that may be deemed material to investors.

In addition, we routinely post on the "Investors" page of our website (ir.hii.com) news releases, announcements, and other statements about our business and results of operations, some of which may contain information that may be deemed material to investors.

Therefore, we encourage investors to monitor the "Investors" page of our website and review the information we post on that page.

The SEC also maintains a website at www.sec.gov that contains reports, proxy statements, and other information about SEC registrants, including us.

Accordingly, such information should not be considered part of this report.

The SEC also maintains a website at sec.gov that contains reports, proxy statements, and other information about SEC registrants, including us.

Cautionary Statement Regarding Forward-Looking Statements

Statements in this Annual Report on Form 10-K and in our other filings with the SEC, as well as other statements we may make from time to time, other than statements of historical fact, constitute "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995.

In some cases, you can identify forward-looking statements by words such as "may," "will," "should," "expects," "intends," "plans," "anticipates," "believes," "estimates," "predicts," "potential," "continue," and similar words or phrases or the negative of these words or phrases.

In some cases, you can identify forward-looking statements by words such as "may," "will," "should," "expects," "intends," "plans," "anticipates," "believes," "estimates," "guidance," "outlook," "predicts," "potential," "continue," and similar words or phrases or the negative of these words or phrases.

These statements relate to future events or our future financial performance and involve known and unknown risks, uncertainties, and other factors that may cause our actual results, levels of activity, performance, or achievements to be materially different from any future results, levels of activity, performance, or achievements expressed or implied by these forward-looking statements.

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There are a number of important factors that could cause our actual results to differ materially from the results anticipated by our forward-looking statements, which include, but are not limited to:

• changes in government and customer priorities and requirements (including government budgetary constraints, shifts in defense spending, and changes in customer short-range and long-range plans);

• our ability to estimate our future contract costs, including cost increases due to inflation, and perform our contracts effectively;

• changes in procurement processes and government regulations and our ability to comply with such requirements;

• our ability to deliver our products and services at an affordable life cycle cost and compete within our markets;

• natural and environmental disasters and political instability;

• our ability to execute our strategic plan, including with respect to share repurchases, dividends, capital expenditures, and strategic acquisitions;

• our dependence on the U.S.

Government for substantially all of our business

• significant delays or reductions in appropriations for our programs and/or changes in customer priorities and requirements (including government budgetary constraints, shifts in defense spending, and changes in customer short-range and long-range plans);

• our ability to estimate our future contract costs, including cost increases due to inflation, labor challenges, changes in trade policy, or other factors and our efforts to recover or offset such costs and/or changes in estimated contract costs, and perform our contracts effectively;

• changes in business practices, procurement processes and government regulations and our ability to comply with such requirements;

• adverse economic conditions in the United States and globally;

• health epidemics, pandemics and similar outbreaks;

• our level of indebtedness and ability to service our indebtedness;

• our ability to deliver our products and services at an affordable life cycle cost and compete within our markets;

• our ability to attract, retain, and train a qualified workforce;

• disruptions impacting global supply, including those resulting from the ongoing conflict between Russia and Ukraine and in the Middle East;

• subcontractor and supplier performance and the availability and pricing of raw materials and components;

• our ability to execute our strategic plan, including with respect to share repurchases, dividends, capital expenditures, and strategic acquisitions;

• investigations, claims, disputes, enforcement actions, litigation (including criminal, civil, and administrative), and/or other legal proceedings, and improper conduct of employees, agents, subcontractors, suppliers, business partners, or joint ventures in which we participate, including the impact on our reputation or ability to do business;

• changes in key estimates and assumptions regarding our pension and retiree health care costs;

• security threats, including cyber security threats, and related disruptions;

• natural and environmental disasters and political instability;

• health epidemics, pandemics and similar outbreaks;

• other risk factors discussed herein and in our other filings with the SEC.

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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 1. Business