What changed in this filing

/stocks — the workspaceLOADING

Item 1A. Risk Factors

2023-10-20 compared with 2022-10-25 · 88 added, 61 removed, 360 unchanged (29% of the section changed)

Business and Operational Risks

Our ability to schedule production, manage capital expenditures and maximize the efficiency of our manufacturing capacity is highly dependent on the actions of our customers, who generally do not commit to long-term production schedules, and may cancel orders, change production quantities, delay production or change sourcing strategy.

Our ability to schedule production, manage capital expenditures and maximize the efficiency of our manufacturing capacity is highly dependent on the actions of our customers, who generally do not commit to long-term production schedules, and cancel orders, change production quantities, delay production and/or change sourcing strategy.

Most of our customers do not commit to firm production schedules for more than one quarter.

23 unchanged sentences

The necessary process to begin manufacturing can be lengthy.

Because we may make capital expenditures during this ramping-up process and do not receive payment until after we produce and ship the customer’s products, any delays or unanticipated costs in the ramping-up process may have a significant adverse effect on our cash flows and our results of operations.

Because we make capital expenditures during this ramping-up process and do not receive payment until after we produce and ship the customer’s products, any delays or unanticipated costs in the ramping-up process may have a significant adverse effect on our cash flows and our results of operations.

Servicing our largest customers may also require us to increase our capital expenditures.

The effect of COVID-19 on our operations and the operations of our customers, suppliers and logistics providers has had, and may in the future again have, a material and adverse impact on our financial condition and results of operations.

Our global operations expose us to the COVID-19 pandemic, which has had and will continue to have an adverse impact on our employees, operations, supply chain and distribution system.

While we have taken numerous steps to mitigate the impact of the pandemic on our results of operations, there can be no assurance that these efforts will be successful.

To date, COVID-19 has increased our expenses, primarily related to additional labor costs and the procurement of personal protection equipment for our employees globally, and has caused a reduction in factory utilization due to travel disruptions and restrictions.

COVID-19 continues to spread across the globe and is impacting worldwide economic activity, including our global manufacturing production sites.

Public and private sector policies and initiatives to reduce the transmission of COVID-19, including travel restrictions and quarantines, have and are impacting our operations, including affecting the ability of our employees to get to our facilities, reducing capacity utilization levels, causing certain facility or intermittent business closures, and interrupting the movement or increasing the cost of moving components and products through our supply chain.

If additional factory closures are required or reductions in capacity utilization levels occur, we expect to incur additional direct costs and lost revenue.

Our suppliers have experienced facility closures or reductions in their capacity utilization levels, which in some cases are ongoing.

Our suppliers may experience closures or reductions again in the future.

Our global operations expose us to COVID-19 and its variants, which have had and may in the future again have an adverse impact on our employees, operations, supply chain and distribution system.

Public and private sector policies and initiatives to reduce the transmission of COVID-19, including travel restrictions and quarantines, have and may have again in the future impact our operations, including affecting the ability of our employees to get to our facilities, reducing capacity utilization levels, causing certain facility or intermittent business suspensions, and interrupting the movement or increasing the cost of moving components and products through our supply chain.

If factory suspensions are required or reductions in capacity utilization levels occur in the future, we would expect to incur additional direct costs and lost revenue.

Our suppliers have experienced facility closures or reductions in their capacity utilization levels and may experience closures or reductions again in the future.

When this occurs, we have and may in the future again have difficulty sourcing materials necessary to fulfill production requirements which could lead to higher material and freight costs.

COVID-19 has also impacted our customers and creates unpredictable reductions or increases in demand for our manufacturing services.

Our ability to continue to manufacture products is highly dependent on our ability to maintain the safety and health of our factory employees.

The ability of our employees to work has been, and may again be significantly impacted by individuals contracting or being exposed to COVID-19.

While we are following the requirements of governmental authorities and taking preventative and protective measures to prioritize the safety of our employees, these measures are not always successful and we have been required to temporarily close facilities or take other measures.

In addition, responding to the continuing pandemic diverts management’s attention from our key strategic priorities, and may cause us to reduce, delay, alter or abandon initiatives that may otherwise increase our long-term value or otherwise disrupt our business operations.

While we are staying in close communication with our sites, employees, customers, suppliers and logistics partners and acting to mitigate the impact of this dynamic and evolving situation, the duration and extent of the effect of COVID-19 on Jabil is not determinable.

We believe COVID-19 has had, and may in the future again have, a material and adverse impact on our consolidated financial position, results of operations and cash flows.

In addition, the impact of the COVID-19 pandemic could exacerbate the other risks we face.

Because we depend on a limited number of customers, a reduction in sales to any one of those customers could cause a significant decline in our revenue.

Because we depend on a limited number of customers, a reduction in sales to any one of those customers has and could again cause a significant decline in our revenue.

We currently depend, and expect to continue to depend for the foreseeable future, upon a relatively small number of customers for a significant percentage of our net revenue and upon their continued existence, growth, viability and financial stability.

16 unchanged sentences

A supply shortage can also increase our cost of goods sold if we have to pay higher prices for components in limited supply, or cause us to have to redesign or reconfigure products to accommodate a substitute component.

In the past there have been industry wide conditions, natural disasters and global events that have caused material and component shortages and shortages from the COVID-19 pandemic are ongoing.

In the past there have been industry wide conditions, pandemics, natural disasters and global events that have caused material and component shortages.

In fiscal year 2023, our supply chain was impacted by component shortages, most notably in the semiconductor industry.

1 unchanged sentence

The financial condition of our suppliers could affect their ability to supply us with components and their ability to satisfy any warranty obligations they may have, which could have a material adverse effect on our results of operations.

If a component shortage is threatened or anticipated, we may purchase such components early to avoid a delay or interruption in our operations.

Purchasing components early may cause us to incur additional inventory carrying costs and may cause us to experience inventory obsolescence, both of which may not be recoverable from our customers and could adversely affect our

gross profit margins and results of operations.

If a component shortage is threatened or anticipated, we have and may in the future purchase such components early to avoid a delay or interruption in our operations.

A component shortage will require us to look to second tier vendors or to procure components through brokers.

These components may be of lesser quality than those we have historically purchased and could cause us to incur costs to bring such components up to our quality levels or to replace defective ones.

Component availability may be impacted by a supplier’s decision to change part design, performance specifications, manufacturing process, manufacturing locations and/or use of subcontractors, or by both planned and unforeseen product discontinuation.

See “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and “Business – Components Procurement.”

1 unchanged sentence

Customer relationships with emerging companies present special risks because we do not have an extensive product or customer relationship history.

There is less demonstration of market acceptance of their products making it harder for us to anticipate requirements than with established customers.

There is less demonstration of market acceptance of their products making it harder for us to anticipate requirements as compared to established customers.

Our credit risk on these customers, especially in trade accounts receivable and inventories, and the risk that these customers will be unable to fulfill indemnification obligations to us, are potentially increased.

2 unchanged sentences

If we are unable to offer technologically advanced, cost effective, quick response manufacturing services that are differentiated from our competition and adapt those services as our customers’ requirements change, demand for our services will decline.

Introducing new business models or programs requiring implementation of new competencies, such as new process technologies and our development of new products or services, could affect our operations and financial results.

Introducing new business models or programs requiring implementation of new competencies, such as new process technologies and our development of new products or services, has and could affect our operations and financial results.

The introduction of new business models or programs requiring implementation or development of new competencies, such as new process technology within our operations and our independent development of new products or services, presents challenges in addition to opportunities.

8 unchanged sentences

We compete against numerous domestic and foreign electronic manufacturers, manufacturing service providers, design providers and others.

The significant purchasing power and market power of these competitors, many of which are large companies, could increase pricing and competitive pressures for us.

The significant purchasing power and market power of these competitors, many of which are large companies, has and could increase pricing and competitive pressures for us.

Most of our competitors have international operations and significant financial resources and some have substantially greater manufacturing, research and development (R&D) and marketing resources.

14 unchanged sentences

The actions of competitors and current and potential customers have and could cause a decline in our sales and/or compression of our profits.

Our business could be adversely affected by any delays, or increased costs, resulting from common carrier or transportation issues.

Our business has and could be adversely affected by any delays, or increased costs, resulting from common carrier or transportation issues.

We rely on a variety of common carriers across the globe to transport our materials from our suppliers and to our customers.

Problems suffered by any of these common carriers, including natural disaster, pandemic, labor problems, increased energy prices, or criminal activity, could result in shipping delays for products or materials, increased costs or other supply chain disruptions, and could therefore have a negative impact on our ability to receive products from suppliers and deliver products to customers, resulting in a material adverse effect on our operations.

Problems suffered by any of these common carriers, including natural disaster, pandemic, labor problems, increased energy prices, or criminal activity, has and could result in shipping delays for products or materials, increased costs or other supply chain disruptions, and could therefore have a negative impact on our ability to receive products from suppliers and deliver products to customers, resulting in a material adverse effect on our operations.

We may not be able to maintain our engineering, technological and manufacturing expertise.

7 unchanged sentences

The emergence of new technology, industry standards or customer requirements may render our equipment, inventory or processes obsolete or noncompetitive.

The acquisition and implementation of new technologies and equipment and the offering of new or additional services to our customers may require significant expense or capital investment, which could reduce our operating margins and our operating results.

The acquisition and implementation of new technologies and equipment and the offering of new or additional services to our customers has in the past and may again in the future require significant expense or capital investment, which could reduce our operating margins and our operating results.

In facilities that we newly establish or acquire, we may not be able to insert or maintain our engineering, technological and manufacturing process expertise.

24 unchanged sentences

• geopolitical unrest, including the invasion of Ukraine, the possibility of military activity in countries near or adjacent to Ukraine, and the sanctions and other actions taken by the European Union, the United States, and other governments around the world in response;

• the attacks on Israel, the possibility of military activity in countries near or adjacent to Israel, and the sanctions and other actions that have or may be taken by other governments around the world in response could impact the Company although we have limited business in Israel;

• risk of governmental expropriation of our property;

7 unchanged sentences

• higher potential for theft, misappropriation or unauthorized access to or use of technology, data or intellectual property;

• international trade disputes could result in tariffs and other protectionist measures that could adversely affect our business.

Tariffs could increase the costs of the components and raw materials we use in the manufacturing process as well as import and export costs for finished products.

• international trade disputes have and could result in tariffs and other protectionist measures that have and could adversely affect our business.

Tariffs have and could increase the costs of the components and raw materials we use in the manufacturing process as well as import and export costs for finished products.

Countries could adopt other protectionist measures that could limit our ability to manufacture products or provide services.

4 unchanged sentences

Relocations may require considerable management time as well as expenses related to market, personnel and facilities development before any significant revenue is generated, which may negatively affect our margin.

Furthermore, there can be no

assurance that all customer manufacturing needs can be met in available locations within the desired timeframe, or at all, which may cause us to lose business, which may negatively affect our financial condition and results of operation.

Furthermore, there can be no assurance that all customer manufacturing needs can be met in available locations within the desired timeframe, or at all, which may cause us to lose business, which may negatively affect our financial condition and results of operation.

In particular, a significant portion of our manufacturing, design, support and storage operations are conducted in our facilities in China, and revenues associated with our China operations are important to our success.

Therefore, our business, financial condition and results of operations may be materially adversely affected by economic, political, legal, regulatory, competitive, infrastructure and other factors in China.

International trade disputes or political differences with China could result in tariffs and other measures that could adversely affect the Company’s business.

The Chinese economy differs from the economies of most developed countries in many respects, including the level of government involvement and control over economic growth.

International trade disputes or political differences with China have and could result in tariffs and other measures that could adversely affect the Company’s business.

The Chinese economy differs from the economies of most developed countries in many respects, including the level of government involvement and control over

economic growth.

In addition, our operations in China are governed by Chinese laws, rules and regulations, some of which are relatively new.

18 unchanged sentences

We have on occasion not achieved, and may not in the future achieve, expected profitability from our acquisitions;

We have in the past and will continue to seek and complete acquisitions.

and divestitures may adversely affect our business, reputation, financial condition, results of operations or cash flows.

We have in the past and will continue to seek and complete acquisitions and divestitures.

We cannot assure you that we will be able to successfully integrate the operations and management of our recent acquisitions.

15 unchanged sentences

(2) the risk that the acquired businesses will fail to maintain the quality of services that we have historically provided;

(3) the need to implement

financial and other systems and add management resources;

(3) the need to implement financial and other systems and add management resources;

(4) the need to maintain customer, supplier or other favorable business relationships of acquired operations and restructure or terminate unfavorable relationships;

5 unchanged sentences

(10) the possibility that the acquired business’s past transactions or practices before our acquisition may lead to future commercial or regulatory risks;

(11) the difficulty of presenting a unified corporate image;

(11) the difficulty of

presenting a unified corporate image;

(12) the possibility that we will have unutilized capacity due to our acquisition activity;

2 unchanged sentences

Until we actually assume operating control of such businesses and their assets and operations, we may not be able to ascertain the actual value or understand the potential liabilities of the acquired entities and their operations.

Most of our acquisitions involve operations outside of the U.S., which are subject to various risks including those described in “Risk Factors – We derive a substantial majority of our revenue from our international operations, which may be subject to a number of risks and often require more management time and expense than our domestic operations.”

Many of our acquisitions involve operations outside of the U.S., which are subject to various risks including those described in “Risk Factors – We derive a substantial majority of our revenue from our international operations, which may be subject to a number of risks and often require more management time and expense than our domestic operations.”

We have acquired and may continue to pursue the acquisition of manufacturing and supply chain management operations from our customers (or potential customers).

3 unchanged sentences

If we are unable to attract and consummate some of these acquisition opportunities at favorable terms, our growth and profitability could be adversely impacted.

In addition, divestitures involve significant risks, including without limitation, difficulty finding financially sufficient buyers or selling on acceptable terms in a timely manner.

Divestitures could adversely affect our profitability and, under certain circumstances, require us to record impairment charges or a loss as a result of the transaction.

In addition, completing divestitures is costly, diverts management’s attention and could leave us with certain continuing liabilities.

These and other factors could harm our ability to achieve anticipated levels of profitability or realize other anticipated benefits of an acquisition or divestiture and could adversely affect our business and operating results.

We may experience difficulties with consummating the sale of our Mobility business to BYD Electronic (International) Co.

Through our indirect subsidiary, Jabil Circuit (Singapore) Pte.

Ltd., we have agreed to sell our Mobility business to BYDE as announced on September 26, 2023.

The transaction has not yet closed, and a number of risks and challenges may arise in consummating the divestiture, including:

• The occurrence of any event, change or other circumstance that could give rise to the termination of the definitive agreement;

• The failure to satisfy closing conditions and consummate the potential transaction;

• Jabil’s or BYDE’s ability to obtain required regulatory approvals for the potential transaction and the timing and conditions for such approvals;

• The ability to obtain any approval required from the stockholders of BYDE or required consents of other third parties.

In addition, we might experience disruption from the potential transaction, including potential adverse changes to relationships with customers, employees, suppliers or other parties resulting from the failure to consummate the potential transaction;

potential proceedings relating to the potential transaction that could be instituted against Jabil;

unexpected costs or unexpected liabilities that may arise from the potential transaction, whether or not consummated;

the inability to retain key personnel;

the impact of changes in economic, market, political or social conditions;

and future regulatory or legislative actions that could adversely affect us.

We face risks arising from the restructuring of our operations.

4 unchanged sentences

These risks are further complicated by our extensive international operations, which subject us to different legal and regulatory requirements that govern the extent and speed of our ability to reduce our manufacturing capacity and workforce.

We have and may be required to take additional charges in the future to align our operations and cost structures with global economic conditions, market demands, cost competitiveness, and our geographic footprint as it relates to our customers' production requirements or following divestitures.

We may consolidate or divest certain manufacturing facilities or transfer certain of our operations to other geographies.

If we are required to take additional restructuring charges in the future, our operating results, financial condition, and cash flows could be adversely impacted.

Any delay in the implementation of our information systems could disrupt our operations and cause unanticipated increases in our costs.

1 unchanged sentence

Any delay in the implementation of these information systems could result in material adverse consequences, including disruption of operations, loss of information and unanticipated increases in costs.

Disruptions to our information systems, including security breaches, losses of data or outages, and other security issues, could adversely affect our operations.

We rely on information systems, some of which are owned and operated by third parties, to store, process and transmit confidential information, including financial reporting, inventory management, procurement, invoicing and electronic communications, belonging to our customers, our suppliers, our employees and/or us.

We attempt to monitor and mitigate our exposure to cybersecurity issues and modify our systems when warranted and we have implemented certain business continuity items including data backups at alternative sites.

Nevertheless, these systems are vulnerable to, and at times have suffered from, among other things, damage from power loss or natural disasters, computer system and network failures, loss of telecommunication services, physical and electronic loss of data, terrorist attacks, security breaches, phishing, cyberattacks and computer viruses.

We regularly face attempts by others to access our information systems in an unauthorized manner, to introduce malicious software to such systems or both.

The increased use of mobile technologies and the internet of things can

heighten these and other operational risks.

Disruptions to our information systems, including security breaches, losses of data or outages, and other security issues, have and could in the future adversely affect our operations.

We rely on information systems, some of which are managed by third parties, to store, process and transmit confidential information, including financial reporting, inventory management, procurement, invoicing and electronic communications, belonging to our customers, our suppliers, our employees and/or us.

We monitor and mitigate our exposure to cybersecurity issues and modify our systems when warranted and we have implemented certain business continuity items including data backups at alternative sites.

Nevertheless, these systems are vulnerable to, and at times have suffered from, among other things, damage from power loss or natural disasters, computer system and network failures, loss of telecommunication services, physical and electronic loss of data, terrorist attacks, computer viruses, cyberattacks and security breaches, ranging from uncoordinated individual attempts to gain unauthorized access to our IT systems to sophisticated and targeted measures.

These include industrial espionage attacks, data theft, malware, phishing, ransomware attacks, or other cybersecurity threats or incidents.

The increased use of mobile technologies and the internet of things can heighten these and other operational risks.

If we, or the third parties who own and operate certain of our information systems, are unable to prevent such breaches, losses of data and outages, our operations could be disrupted.

4 unchanged sentences

In addition, we must comply with increasingly complex regulations intended to protect business and personal data in the U.S.

and elsewhere.

and globally.

In many cases, these laws apply not only to third-party transactions, but also restrict transfers of personal information among the Company and its international subsidiaries.

Several jurisdictions have passed laws in this area, and additional jurisdictions are considering imposing additional restrictions or have laws that are pending.

These laws continue to develop and may be inconsistent from jurisdiction to jurisdiction.

Complying with emerging and changing requirements causes the Company to incur substantial costs and has required and may in the future require the Company to change its business practices.

Compliance with these regulations can be costly and any failure to comply could result in legal and reputational risks as well as penalties, fines and damages that could adversely affect our financial results.

7 unchanged sentences

In addition, we regularly enter into a large number of complex contractual arrangements as well as operate pursuant to the terms of a significant number of ongoing intricate contractual arrangements.

Our failure or our customers’ failure to comply with the terms of such arrangements could expose us to claims or other demands and could have an adverse effect on our reputation, customer relationships, profitability and results of operations.

Our failure or our customers’ failure to comply with the terms of such arrangements could expose us to claims or

other demands and could have an adverse effect on our reputation, customer relationships, profitability and results of operations.

If we manufacture products containing design or manufacturing defects, demand for our services may decline, our reputation may be damaged and we may be subject to liability claims.

11 unchanged sentences

This regulation establishes requirements for manufacturers of medical devices to implement design and process manufacturing controls, quality control, labeling, handling and documentation procedures.

The FDA, through periodic inspections and post-market surveillance, continuously and rigorously monitors compliance with these QSR requirements and other applicable

regulatory requirements.

The FDA, through periodic inspections and post-market surveillance, continuously and rigorously monitors compliance with these QSR requirements and other applicable regulatory requirements.

If any FDA inspection reveals noncompliance, and we do not address the FDA’s concerns to its satisfaction, the FDA may elect to take enforcement action against us, including issuing inspection observations or a notice of violation or a warning letter, imposing fines, bringing an action against the Company and its officers, requiring a recall of the products we manufactured, issuing an import detention on products entering the U.S.

29 unchanged sentences

Even though many, but not all, of our contracts require others to indemnify Jabil for intellectual property claims relating to their products, designs or technology, any such party may not, or may not have the resources to, assume responsibility for such claims.

We may be responsible for claims that our services, designs, technologies, products, or components, equipment or

processes we supply or use, infringe, misappropriate or otherwise violate third party intellectual property rights.

We may be responsible for claims that our services, designs, technologies, products, or components, equipment or processes we supply or use, infringe, misappropriate or otherwise violate third party intellectual property rights.

Providing turnkey design solutions, designs, technologies, products and other services may expose us to different or greater potential liabilities than those we face providing traditional manufacturing services.

37 unchanged sentences

We cannot determine in advance the extent to which some jurisdictions may assess additional tax or interest and penalties on such additional taxes.

In addition, our effective tax rate may be increased by changes in the mix of earnings between jurisdictions, changes in the valuation of deferred tax assets and liabilities, changes in our cash management strategies, changes in local tax rates or countries adopting more aggressive interpretations of tax laws, or other legislative changes.

In addition, our effective tax rate has been and may be increased by changes in the mix of earnings between jurisdictions, changes in the valuation of deferred tax assets and liabilities, changes in our cash management strategies, changes in local tax rates or countries adopting more aggressive interpretations of tax laws, or other legislative changes.

Several countries in which we are located allow for tax incentives to attract and retain business.

6 unchanged sentences

There is a risk that the taxing authorities may not deem our transfer pricing methodology or documentation acceptable.

The Organization for Economic Cooperation and Development (OECD), along with the G20, issued an inclusive framework in October 2021 on Base Erosion and Profit Shifting which may result in legislative changes that could reshape international tax rules, including the introduction of a global minimum tax.

Our effective tax rate could be adversely impacted if these provisions are adopted.

As this framework is subject to further negotiation and implementation by each member country, the timing and ultimate impacts of any such changes on our tax obligations are uncertain.

In August 2022, the U.S.

government enacted the Inflation Reduction Act (the “IRA”) which includes a 15% book income alternative minimum tax on certain corporations and a 1% excise tax on share repurchases.

Based on our current analysis of the provisions, we do not expect these tax law changes to have a material impact on our financial statements;

however, we will continue to evaluate their impact as further information becomes available.

The European Union (EU) and other countries have committed to enacting substantial changes that would reshape international tax rules, including the introduction of a global minimum tax.

In December 2022, the EU approved a directive requiring member states to incorporate a 15% global minimum tax applied on a country-by-country basis into their respective laws effective for fiscal years beginning on or after December 31, 2023.

In addition, several non-EU countries have recently proposed and/or adopted legislation consistent with the global minimum tax framework.

Although the timing and ultimate impacts of any such changes are uncertain, our effective tax rate and cash tax liability could be adversely impacted by the enactment of these rules.

Our credit rating may be downgraded.

18 unchanged sentences

There can be no assurance that we will be able to meet future debt service obligations.

An adverse change in the interest rates for our borrowings could adversely affect our financial condition.

An adverse change in the interest rates for our borrowings has and could adversely affect our financial condition.

We pay interest on outstanding borrowings under our revolving credit facilities and certain other long term debt obligations at interest rates that fluctuate based upon changes in various base interest rates.

An adverse change in the base rates upon which our interest rates are determined has and may continue to have a material adverse effect on our financial position, results of operations and cash flows.

If certain economic or fiscal issues occur, interest rates could rise, which would increase our interest costs and reduce our net income.

If certain economic or fiscal issues occur, interest rates have and could rise, which would increase our interest costs and reduce our net income.

Also, increased interest rates could make any future fixed interest rate debt obligations more expensive.

5 unchanged sentences

We believe that our hedging activities enable us to largely protect ourselves from future exchange rate fluctuations.

If, however, these hedging activities are not successful, if the counterparties to these hedging activities default on their obligations to us or if we change or reduce these hedging activities in the future, we may experience significant unexpected expenses from fluctuations in exchange rates.

If, however, these hedging activities are not successful, if the counterparties to these

hedging activities default on their obligations to us or if we change or reduce these hedging activities in the future, we may experience significant unexpected expenses from fluctuations in exchange rates.

In addition, certain countries in which we operate have adopted, or may adopt, currency controls requiring that local transactions be settled only in local currency.

4 unchanged sentences

If the carrying amount of the reporting unit exceeds its fair value, goodwill is considered impaired.

Refer t o note 6 to the consolidated financial statements f or further discussion of the impairment testing of goodwill and identifiable intangible assets.

Refer t o Note 6 – “Goodwill and Other Intangible Assets” to the Consolidated Financial Statements f or further discussion of the impairment testing of goodwill and identifiable intangible assets.

A decline in general economic conditions or global equity valuations could impact the judgments and assumptions about the fair value of our businesses and we could be required to record impairment charges on our goodwill or other identifiable intangible assets in the future, which could impact our consolidated balance sheet, as well as our consolidated statement of operations.

8 unchanged sentences

Our operations and those of our customers and suppliers have been and may again be subject to natural disasters, climate change-related events, pandemics or other business disruptions, which could seriously harm our results of operation and increase our costs and expenses.

We are susceptible to losses and interruptions caused by hurricanes (including in Florida,

where our headquarters are located), earthquakes, power shortages, telecommunications failures, water or other natural resource shortages, tsunamis, floods, typhoons, drought, fire, extreme weather conditions, rising sea level, geopolitical events such as direct or indirect terrorist acts or acts of war, other natural or manmade disasters, boycotts and sanctions or widespread criminal activities.

We are susceptible to losses and interruptions caused by hurricanes (including in Florida, where our headquarters are located), earthquakes, power shortages, telecommunications failures, water or other natural resource shortages, tsunamis, floods, typhoons, drought, fire, extreme weather conditions, rising sea level, geopolitical events such as direct or indirect terrorist acts or acts of war, other natural or manmade disasters, boycotts and sanctions or widespread criminal activities.

Such events could make it difficult or impossible to manufacture or to deliver products to our customers, receive production materials from our suppliers, or perform critical functions, which could adversely affect our business globally or in certain regions.

3 unchanged sentences

While we manufacture our products in a large number of diversified facilities and maintain insurance covering our facilities, including business interruption insurance, a catastrophic loss of the use of all or a portion of one of our key manufacturing facilities due to accident, labor issues, weather conditions, natural disaster or otherwise, whether short- or long-term, could have a material adverse effect on us.

Expectations relating to environmental, social and governance considerations expose the Company to potential liabilities, increased costs, reputational harm, and other adverse effects on the Company’s business.

Many governments, regulators, investors, employees, customers and other stakeholders are increasingly focused on environmental, social and governance considerations relating to businesses, including climate change and greenhouse gas emissions, human and civil rights, and diversity, equity and inclusion.

In addition, we make statements about our environmental, social and governance goals and initiatives through our sustainability report.

Responding to these environmental, social and governance considerations and implementation of these goals and initiatives involves risks and uncertainties, and requires investments.

We cannot guarantee that we will achieve our goals and initiatives.

Any failure, or perceived failure, to achieve our goals, further our initiatives, adhere to our public statements, comply with federal, state or

international environmental, social and governance laws and regulations, or meet evolving and varied stakeholder expectations and standards could result in legal and regulatory proceedings against us and materially adversely affect our business, reputation, results of operations, financial condition and stock price.

Unresolved Staff Comments

1 unchanged sentence

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 1A. Risk Factors