What changed in this filing

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Item 1. Business

2023-02-21 compared with 2022-02-22 · 87 added, 95 removed, 223 unchanged (45% of the section changed)

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The subsequent decades were a time of successful expansion and growth as we added different businesses and product categories such as interior doors, exterior steel doors, and vinyl windows.

Our first overseas acquisition was Norma Doors in Spain in 1992 and since then we have acquired or established numerous businesses in Europe, Australia, Asia, Canada, and Mexico, making us a truly global company.

In October 2011, certain funds managed by affiliates of Onex acquired a majority of the combined voting power in the Company through the acquisition of convertible debt and convertible preferred equity.

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In 2021, Onex exercised its rights under its Registration Rights Agreement and requested

the registration for resale of all of their shares of our Common Stock in multiple underwritten public offerings (“Secondary Offerings”), and they fully divested their ownership in the Company in August 2021.

As of December 31, 2021, Onex is no longer a shareholder of the Company and has no representation on our Board of Directors.

the registration for resale of all of their shares of our Common Stock in multiple underwritten public offerings (“Secondary Offerings”).

During August 2021, Onex fully divested their ownership in the Company and no longer had representation on the Board of Directors.

Our Business Strategy and Operating Model

We strive to achieve best-in-industry financial performance and shareholder returns through the disciplined execution of our strategic growth drivers which include:

• initiatives to drive profitable organic revenue growth, including new product development and innovation, investments in our brands and marketing, commercial excellence programs such as customer segmentation, and pricing optimization;

• an operational excellence model designed to improve our profit margins, including lean tools to drive manufacturing productivity savings and cycle time improvements, as well as fixed-cost savings and quality enhancements from our global facility rationalization and modernization initiative;

• high conversion of earnings to free cash flow and disciplined capital allocation designed to maximize shareholder returns in a balanced manner between debt reduction, strategic acquisitions, and share repurchases;

• growing a premier performing culture with high employee engagement, supported by our values and a relentless focus on talent management.

The execution of our strategy is supported and enabled by a persistent focus on the deployment of the JELD-WEN Excellence Model, or JEM, which is our global business operating system.

JEM creates a culture of continuous improvement through standard work, problem solving tools, and lean thinking.

We believe that JEM is the foundation to drive business transformation across all aspects of the entire global enterprise.

Over the long term, we believe the implementation of these strategic drivers is largely within our control and less dependent on external factors.

We strive to achieve best-in-industry financial performance and shareholder returns through the disciplined execution of our strategy which includes:

• streamlining and simplifying the business, optimizing product mix, rationalizing our global footprint and strategically sourcing our raw materials to improve returns on our investments;

• sustainability-focused innovations to drive profitable organic revenue growth;

• investing in our brands and marketing, and commercial excellence programs such as customer segmentation, and pricing optimization;

• improving our profit margins through the deployment of the JELD-WEN Excellence Model, or JEM, including lean tools to drive manufacturing productivity savings, as well as fixed-cost savings and quality enhancements from our global facility rationalization and modernization initiatives;

• achieving high conversion of earnings to free cash flow and disciplined capital allocation designed to maximize shareholder returns in a balanced manner between debt reduction, strategic acquisitions, and share repurchases;

• growing a premier performance culture with high employee engagement, supported by our values and a keen focus on talent management.

We provide a broad portfolio of interior and exterior doors, windows, and related building products manufactured from a variety of wood, metal, and composite materials offered across a full spectrum of price points.

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Our highest volume products include molded interior doors, which are made from two composite molded door skins joined by a wooden frame and filled with a hollow honey-cell core or other solid core materials.

These low-cost doors are the most popular choice for interior residential applications in North America and are also prevalent in France and the U.K.

These low-cost doors are the most popular choice for interior residential applications in North America and are also prevalent in Australia, France and the U.K.

In the U.S., we manufacture exterior doors primarily made from fiberglass and steel.

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We have dedicated additional resources to our exterior fiberglass door business, which includes door slabs and door systems, and believe we have a leading product offering based on quality, breadth of design options, and range of price points.

In Europe, we also sell highly engineered non-residential doors, with features such as soundproofing, fire resistance, radiation resistance, and added security.

In Europe, we also sell high performance residential and non-residential doors, with features such as soundproofing, fire resistance, radiation resistance, security, and in Scandinavia we design and manufacture doors which can withstand extreme environmental conditions in coastal and arctic environments.

We also manufacture stile and rail doors in our Southeast Asia and U.S.

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We are a leading global manufacturer of residential windows.

We manufacture wood, vinyl, aluminum, and wood composite windows in North America, wood and aluminum windows in Australia, and wood windows in the U.K.

We manufacture wood, vinyl, and wood composite windows in North America, and in Australia we manufacture wood and aluminum windows.

Our window product lines comprise a full range of styles, features, and energy-saving options in order to meet the varied needs of our customers in each of our regional end markets.

For example, our high-performance wood and vinyl windows with multi-pane glazing and superior energy efficiency properties are in greater demand in Canada and the northern U.S.

By contrast, our lower-cost aluminum framed windows

are popular in some regions of the southern U.S., while in coastal Florida certain local building codes require windows that can withstand the impact of debris propelled by hurricane-force winds.

By contrast, our lower-cost aluminum framed windows are popular in some regions of the southern U.S., while in coastal Florida certain local building codes require windows that can withstand the impact of debris propelled by hurricane-force winds.

Wood windows are prevalent as a high-end option in all of our markets because they possess both insulating qualities and the beauty of natural wood.

In North America, our wood windows and patio doors include our proprietary AuraLast treatment, which is a unique water-based wood protection process that provides protection against wood rot and decay.

In North America, our wood windows and patio doors include our proprietary

AuraLast treatment, which is a unique water-based wood protection process that provides protection against wood rot and decay.

We believe AuraLast is unique in its ability to penetrate and protect the wood through to the core, as opposed to being a shallow or surface-only treatment.

Our most recent windows product introductions showcase our differentiated capability utilizing alternative materials including our Auraline wood composite window and patio doors.

Our most recent windows product introductions showcase our differentiated capability utilizing alternative materials including our Auraline true composite window and patio doors.

Also, with the acquisition of LaCantina Doors, the Company added LaCantina’s innovative folding, multi-slide, and swing patio doors and wall systems to its already robust windows product offering.

Additionally, with the acquisition of VPI, we added vinyl windows for mid-rise, multi-family, institutional, hospitality, and commercial properties to our product lineup.

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In certain regions, we sell a variety of other products that are ancillary to our door and window offerings, which we do not classify as door or window sales.

These products include shower enclosures and wardrobes, moldings, trim board, lumber, cutstock, glass, staircases, hardware and locks, cabinets, and screens.

These products include shower enclosures and wardrobes, moldings, trim board, lumber, cutstock, glass, hardware and locks, cabinets, and screens.

We also sell molded door skins to certain customers pursuant to long-term contracts, and these customers in turn use the molded door skins to manufacture interior doors and compete directly against us in the marketplace.

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We are the only manufacturer that offers a full line of interior and exterior door and window products, allowing us to offer a more complete solution to our customer base.

We believe that our leading position in the North American market will enable us to benefit from continued growth in residential construction activity over the next several years.

We expect new construction and R&R activity to continue to grow in 2022 and believe that our total market opportunity in North America will continue to include non-residential applications, other related building products, and value-added services.

While we expect to realize some benefit from continued growth from pricing strategies to offset higher inflation and share gains in our retail channel, our North American market is expected to face headwinds during 2023 due primarily to weaker market demand, heightened interest rates, and continued inflation.

We believe that our total market opportunity in North America will continue to include non-residential applications, other related building products, and value-added services.

The European market for doors is highly fragmented, and we have the only platform in the industry capable of serving nearly all European countries.

In our Europe segment, we compete primarily in the market for residential and non-residential doors in Germany, the U.K., France, Austria, Switzerland, and Scandinavia.

We believe that our total market opportunity in Europe also includes other European countries, other door product lines, related building products, and value-added services.

We expect new construction and R&R activity to remain stable over the next several years and believe our total market opportunity in Europe includes the introduction of new product offerings.

During 2022, the conflict between Russia and Ukraine has driven broad inflation and rising interest rates across the region.

As a result, we expect new construction and R&R activity to soften throughout 2023.

In our Australasia segment, we compete primarily in the market for residential doors and windows in Australia, where we hold a leading position by net revenues.

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The market for residential new construction in Australia contracted in prior years, primarily due to government-imposed rules that restricted credit availability for homebuyers, increased immigration restrictions limiting population growth due to COVID-19, and continued downward economic results further extended due to the pandemic.

During 2021, Australasia experienced significant housing starts, which we expect will drive strong demands for our products through the first half of 2022.

During 2022, Australasia experienced a backlog driven by new residential construction and extended build cycles, which we expect will drive strong demand through the first half of 2023.

We expect full year new construction and R&R activity may soften as a result of heightened interest rates and weaker market demand.

We are executing on our strategy to maximize shareholder value and position JELD-WEN for long-term success.

As part of this effort, we are evaluating a range of options for our Australasia business.

This review is consistent with our goal to streamline and simplify our operations across the company.

Financial information regarding our segments is included in Note 14 - Segment Information to our financial statements included in this Form 10-K.

Historically our sourcing function operated primarily in a regional, decentralized model.

Over the past several years we have turned global sourcing into a competitive advantage by building a centralized global sourcing team focused on minimizing material costs through strategic global sourcing and value-added re-engineering of components.

We believe leveraging our significant spending and the global nature of our purchases will allow us to achieve these goals.

We generally maintain a diversified supply base for the materials used in our manufacturing operations.

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Our global sales force, which is organized and managed regionally, focuses on building and maintaining relationships with key customers as well as managing customer supply needs and arranging in-store promotional initiatives.

In North America, we also have a dedicated team that focuses on our large home center customers.

We have recently made significant investments in tools and technologies to enhance the effectiveness of our sales force and improve ease of doing business.

For example, we are deploying Salesforce.com on a global basis, which will provide us with a common global customer relationship management platform.

In addition, we are investing in our online ordering tools to simplify our order entry process and we are expanding our online retail sales.

We have structured the commission and incentive plans of our sales team to drive focus on achieving profitable growth.

We have also significantly invested in our architectural sales force by adding staff and tools to increase the frequency with which our products are specified by architects and, more recently, have restructured the North America sales team focused on our traditional distribution channel, from a single team to product focused teams.

In North America and Europe, we also have dedicated teams that focus on our retail customers.

We have recently made significant investments in tools and technologies to enhance the effectiveness of our sales force and ease of doing business.

For example, we are continuing to invest and utilize Salesforce in North America and Europe to enhance our customer relationships and support.

We continue to leverage Salesforce for improved data management, service level tracking, Ecommerce, and workflow enhancements.

We have also made investments in North America to streamline and automate order management and post sales care through our virtual OnSite Applications and service scheduling.

We believe these investments will increase sales force effectiveness, create pull-through demand, and optimize sales force productivity.

We believe that our broad product portfolio of both doors and windows in North America and Australasia is a competitive advantage as it allows us to cross-sell our door and window products to our end customers, many of whom find it more efficient to choose one supplier for their door and window needs on a given project.

None of our primary competitors in these regions offer a similarly complete range of windows as well as interior and exterior doors.

Research and Development

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We believe that leading the market in innovation will enhance demand for our products and allow us to sell a higher margin product mix.

Our research and development efforts encompass new product development, derivative product development, as well as value-added re-engineering of components in our existing products leading to reduced costs and manufacturing efficiencies.

We have also designed a new governance process that prioritizes the most impactful projects, which is expected to improve the efficiency and quality of our research and development efforts.

Our research and development efforts encompass development of new products and material inputs, derivative product development, as well as value-added re-engineering of components in our existing products leading to reduced costs and manufacturing efficiencies.

We have a governance process that prioritizes the most impactful projects, which is expected to improve the efficiency and quality of our research and development efforts.

The governance process is currently being deployed globally, such that we can leverage best practices from region to region.

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We intend to maintain the trademark registrations listed below so long as they remain valuable to our business.

window and door trademarks include JELD-WEN ® , AuraLast ® , VPI™, MiraTEC ® , Extira ® , LaCANTINA ® , Karona ® , ImpactGard ® , JW ® , Aurora ® , MMI Door ® , IWP ® , True BLU ® , Low-Friction Glider ® , National Door ® , Hydrolock ® , and ABS ® .

Our trademarks are either registered or have long been used as a common law trademark by the Company.

window and door trademarks include JELD-WEN ® , AuraLast ® , MiraTEC ® , Extira ® , LaCANTINA ® , MMI Door ® , Karona TM , ImpactGard ® , JW ® , Aurora ® , IWP ® , True BLU ® , ABS TM , Siteline ® , National Door ® , Low-Friction Glider ® , Hydrolock ® , VPI TM , and EVELIN ® .

Our trademarks are either registered or have been used as common law trademarks by us.

The trademarks we use outside the U.S.

include the Stegbar ® , Regency ® , William Russell Doors ® , Airlite ® , Trend ® , The Perfect Fit™, Aneeta ® , Breezway ® , Kolder™, Corinthian ®, and A&L ® marks in Australia, and Swedoor ® , Dooria ® , DANA ® , Mattiovi™, Alupan ® , Zargag ® , and Domoferm ® in Europe.

include the Stegbar ® , Regency ® , William Russell Doors ® , Airlite ® , Trend ® , The Perfect Fit TM , Aneeta ® , Breezway ® , Kolder TM , Corinthian ® and A&L Windows ® marks in Australia, and Swedoor ® , Dooria ® , DANA ® , Mattiovi TM , Zargag ® , Alupan ® , and Domoferm ® marks in Europe.

Environmental, Social, and Governance Matters

Human Capital Resources

Human Capital Management

We believe that the success of our mission is realized by the engagement and empowerment of our employees and we are committed to investing in our people.

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JELD-WEN's commitment to the environmental health and safety (“EH&S”) of our associates is foundational and embedded in our values.

Nothing takes precedence over safety.

Our EH&S programs are designed around global policies and standards and a commitment to complying with or exceeding applicable requirements within our manufacturing, service and install, and headquarter operations.

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We are committed to continuous improvement and continue to measure, refine, and improve on our performance.

We educate and train our employees to ensure compliance with our policies, standards, and management systems.

We educate and train our employees to help ensure compliance with our policies, standards, and management systems.

We also have policies and procedures in place to encourage employees to stop work to address at-risk conditions without the threat of retaliation.

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Senior leadership teams review their succession plans, as well as their broader workforce demographics, on a regular cadence to ensure underrepresented groups are being offered fair consideration for open roles and internal promotions.

We believe diversity and inclusion begins as we source potential talent for the Company.

We recruit from historically black colleges and universities, partner with affinity groups and veterans’ organizations, and work with minority owned recruiting firms to ensure managers are presented with diverse candidate pools for their workforce needs.

As part of our recruitment process, we recruit from historically black colleges and universities, partner with affinity groups and veterans’ organizations, and work with minority owned recruiting firms to help ensure managers are presented with diverse candidate pools for their workforce needs.

As part of our human capital strategy, we incorporate mentoring programs, support employee resources groups, and facilitate DE&I training sessions to encourage and promote an inclusive culture.

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Based on this study, we have determined our range of possible outcomes to be $11.8 million to $33.4 million.

On March 1, 2022, we expect to deliver to the WADOE a draft CAP consistent with its preferred alternatives, and the WADOE has 60 days to review and provide comments followed by a comment incorporation period for the draft CAP.

At that time, the WADOE will complete an additional review within 60 days and release the documents for tribal consultation

A 30-day public comment period will follow, and once the public comment period has expired and any comments incorporated, the WADOE will finalize the remedial actions we will be required to perform.

The final CAP will be developed and delivered to the WADOE 15 days thereafter.

The final CAP will ultimately be formalized in an Agreed Order or Consent Decree with the WADOE, the Company, and the other PLPs.

We have made provisions within our financial statements within the range of possible outcomes;

On March 1, 2022, we delivered a draft CAP to the WADOE consistent with its preferred alternatives, and on May 16, 2022, we received the WADOE’s initial comments on the draft CAP.

On June 13, 2022, we responded to the WADOE’s comments, and on October 19, 2022 the WADOE identified Wick Family Properties as another PLP.

December 19, 2022, WADOE provided their most recent draft CAP to the Company and other PLPs.

After further negotiation, the final CAP will ultimately be formalized in an Agreed Order or Consent Decree with the WADOE, the Company, and the other PLPs.

provisions within our financial statements within the range of possible outcomes;

however, the contents and cost of the final CAP and allocation of the responsibility between the identified PLPs could vary materially from our estimates.

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however, if our operations at this site decrease and we burn less fuel than currently anticipated, we may not be able to meet such deadlines.

For more information, see Item 1A - Risk Factors - We may be subject to significant compliance costs as well as liabilities under environmental, health, and safety laws and regulations, Item 1A - Risk Factors - Risks Relating to Our Business and Industry, Item 1A - Risk Factors - We may be subject to significant compliance costs with respect to legislative and regulatory proposals to restrict emissions of GHGs and other sustainability initiatives.

For more information regarding the risks associated with environmental, health, and safety laws and regulations, see Item 1A - Risk Factors.

Government Regulation

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There are no family relationships among the following executive officers.

Roya Behnia , Executive Vice President, General Counsel and Chief Compliance Officer.

Behnia, age 55, joined the Company in June 2020.

Albrecht , Executive Vice President and Chief Financial Officer.

Albrecht, age 55, joined the Company as Executive Vice President and Chief Financial Officer in July 2022.

Previously, Mrs.

Albrecht joined Sonoco Products Company in 2017 as Vice President, Treasurer / Assistant Chief Financial Officer before being named Vice President, Chief Financial Officer in which role she served until June 2022.

Prior to Sonoco, Mrs.

Albrecht served as Vice President, Finance, Investor Relations and Treasurer for Esterline Technologies Corporation (acquired by TransDigm in 2019).

She began her finance career at PricewaterhouseCoopers.

Albrecht earned her bachelor's degree in accounting at Wake Forest University.

Roya Behnia , Executive Vice President, Chief Legal Officer and Corporate Affairs.

Behnia, age 56, joined the Company in June 2020 as Executive Vice President, General Counsel, and Chief Compliance Officer.

She leads the global legal team, providing legal advice and guidance to the Board of Directors and the senior leadership team.

Previously, Ms.

Behnia was a Senior Advisor at BarkerGilmore LLC from 2017-2020.

Prior to BarkerGilmore LLC, Ms.

Behnia served as Senior Vice President, General Counsel for Pall Corporation and Rewards Network, Inc.

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She earned an undergraduate degree from Harvard University and a law degree from the University of Chicago Law School.

Castillo , Executive Vice President and President, North America.

Castillo, age 53, joined the Company in February 2018 as Senior Vice President, North America - Doors.

He was appointed to his current role as Executive Vice President and President, North America in May 2020.

Christensen , Chief Executive Officer and Director.

Christensen, age 50, joined the Company in April 2022 as Executive Vice President and President, Europe.

In December 2022, he was appointed to his current role as Chief Executive Officer and Director of the Company.

Prior to joining the Company, Mr.

Castillo served as President of Cree Lighting from November 2016 until December 2017.

Castillo also served as Senior Vice President for Eaton Corporation’s Oil, Gas, and Petrochemical business.

Between 2001 and 2015, Mr.

Castillo held positions of increasing responsibilities with Cooper Industries and Cooper Lighting spanning various departments and divisions, including three different Vice President roles and culminating in his appointment as President of the Eaton / Cooper B-Line business.

Castillo holds a B.S.

in Electrical Engineering from Florida International University and an M.B.A.

from Columbia University’s Business School.

Christensen was Chief Executive Officer and Group Executive Board Chair of REHAU AG, a Swiss-based global manufacturer, from 2018 to 2021.

Prior to his appointment as Chief Executive Officer in 2018, Mr.

Christensen served as its Chief Marketing Officer.

Prior to joining REHAU AG, Mr.

Christensen was Chief Executive Officer of AFG Holding, a Swiss-based global building products manufacturer from 2014 to 2015.

In addition, he spent ten years at Geberit International AG, a global plumbing manufacturer, in several executive roles including Group Executive Board Member and Head of International Sales, as well as President and Chief Executive Officer of The Chicago Faucets Company.

He also served in various finance and business development roles at J.P.

Morgan Securities and Rieter Automotive Systems.

Christensen holds a bachelor’s degree in economics from Rollins College and an MBA from the University of Chicago’s Booth School of Business.

Craven , Executive Vice President, Human Resources.

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Previously, Mr.

Craven was employed at Eaton Corporation (formerly Cooper Industries) where he held a number of senior-level human resources roles since 2007.

Immediately prior to joining the Company, Mr.

Craven served as Vice President, Human Resources at the Crouse-Hinds Division of Eaton Corporation.

Earlier in his career, Mr.

Craven served in a number of human resources positions of increasing responsibility at both corporate and operating locations with Xerox’s Affiliated Computer Services Business and Honeywell, Inc.

Craven earned a B.S.

in Human Resource Management from Western Illinois University.

Guernsey , Executive Vice President and President, Europe.

Guernsey, age 58, joined the Company as Senior Vice President, Europe in July 2019 and was promoted to Executive Vice President and President, Europe in May 2020.

Prior to joining the Company, Mr.

Guernsey served as Vice President, Finance across multiple business units of Ingersoll Rand from 2008 until 2019.

Guernsey also served in various key leadership roles at Pepsi Bottling Company, including Vice President, Finance, and Director, Worldwide Performance Management from 1997 through 2008.

Guernsey earned a B.S.

in Finance and International Business Administration and an M.B.A from Butler University.

Linker , Executive Vice President and Chief Financial Officer.

Linker, age 46, joined the Company in December 2012 and has held the position of Executive Vice President and Chief Financial Officer since November 2018.

Previously, he served as the Company’s Senior Vice President, Corporate Development and Investor Relations from 2015 to 2018, and as Treasurer from 2012 to 2014.

Prior to joining the Company, Mr.

Linker held leadership positions in corporate development and finance with United Technologies Corporation’s Aerospace Systems Division, and its predecessor, Goodrich Corporation, from 2008 to 2012.

Linker began his career in investment banking for Wells Fargo and consulting for Accenture PLC.

Linker holds a B.A.

in Economics and International Studies from Duke University and a M.B.A.

from The Fuqua School of Business at Duke University.

Michel , Chair, President and Chief Executive Officer.

Michel, age 59, joined the Company as President and Chief Executive Officer in June 2018 and became Chair of the Board in October 2021.

Michel previously worked at Honeywell International, Inc., where he served as the President and Chief Executive Officer of the Home and Building Technologies strategic business group since October 2017.

Prior to that, he spent 32 years at Ingersoll Rand, most recently as Senior Vice President and President of its residential heating, ventilation and air conditioning business and as a member of Ingersoll Rand’s enterprise leadership team from 2011 to 2017 and co-chair of its sustainability efforts.

He began his career there in 1985 as an application engineer and held various product, sales and business management roles before moving into a series of leadership positions across various geographic and market segments.

Michel holds a B.S.

in Mechanical Engineering from Virginia Tech and an M.B.A.

from the University of Phoenix.

Craven was employed at Eaton Corporation (formerly Cooper Industries) where he held a number of senior-level human resources roles from 2007-2015.

Craven earned a bachelor’s degree in human resource management from Western Illinois University.

Krause , Senior Vice President and General Manager, North America.

Krause, age 52, joined the Company in August 2018 as Senior Director of the Interior Doors business.

He was promoted to Vice President and General Manager, North America Windows in May 2020 and promoted to his current role in May 2022.

Previously, Mr.

Krause held several leadership roles in the areas of marketing, product management and operations and finance at Eaton Corporation (formerly Cooper Industries) from August 2005 to July 2018.

Krause is a veteran of the United States Marine Corps in which he served from 1990 to 1998.

Krause earned a bachelor’s degree in corporate finance from Georgia State University.

Lilly , Executive Vice President, Global Transformation.

Lilly, age 62, joined the Company as Senior Vice President and Chief Information Officer in February 2019 and was promoted to Executive Vice President and Chief Information Officer in July 2022.

Lilly served as the Company’s Interim Chief Executive Officer from August 2022 until December 2022 when he was named Executive Vice President, Global Transformation.

Lilly leads the Company’s enterprise transformation initiatives and provides executive oversight for the European business and has responsibility for the global information technology organization.

Prior to joining the Company, he served as Vice President of IT at Trane Technologies (formerly Ingersoll Rand) from 2011 to 2019.

Previously, he was VP and Chief Information Officer for AGCO Corporation, and served in a number of IT and finance positions of increasing responsibility for global companies including KPMG, Xerox, Delphi Automotive, General Motors, and EDS.

Lilly received his bachelor’s degree in business administration from Houghton College and attended the executive graduate program at the Thunderbird School of Global Management.

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