4 unchanged sentences
Consolidated Balance Sheets
−Removed: Consolidated Statements of Net Income
+Added: Consolidated Statements of Net (Loss) Income
Consolidated Statements of Comprehensive Income
3 unchanged sentences
Summary of Significant Accounting Policies and Other Information
−Removed: Property, Plant, and Equipment
+Added: Property, Plant, and Equipment, net
Goodwill and Other Intangible Assets
6 unchanged sentences
Other Comprehensive Income (Loss)
−Removed: Earnings Per Share
+Added: (Loss) Earnings Per Share
Segment Information
5 unchanged sentences
Opinion on the financial statements
−Removed: We have audited the accompanying consolidated balance sheet of Littelfuse, Inc.
−Removed: and subsidiaries (the “Company”) as of December 28, 2024, the related consolidated statements of net income, comprehensive income, equity, and cash flows, for the period ended December 28, 2024, and the related notes and financial statement schedule included under Item 15(a) (collectively referred to as the "financial statements").
−Removed: In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 28, 2024, and the results of its operations and its cash flows for the period ended December 28, 2024, in conformity with accounting principles generally accepted in the United States of America.
−Removed: We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company's internal control over financial reporting as of December 28, 2024, based on criteria established in Internal Control — Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission and our report dated March 13, 2025, expressed an adverse opinion on the Company's internal control over financial reporting because of material weaknesses.
+Added: We have audited the accompanying consolidated balance sheets of Littelfuse, Inc.
+Added: and subsidiaries (the “Company”) as of December 27, 2025 and December 28, 2024, the related consolidated statements of net (loss) income, comprehensive income, equity, and cash flows, for the periods ended December 27, 2025 and December 28, 2024, and the related notes and financial statement schedule included under Item 15(a) (collectively referred to as the "financial statements").
+Added: In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 27, 2025 and December 28, 2024, and the results of its operations and its cash flows for the periods ended December 27, 2025 and December 28, 2024, in conformity with accounting principles generally accepted in the United States of America.
+Added: We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company's internal control over financial reporting as of December 27, 2025, based on criteria established in Internal Control — Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission and our report dated February 19, 2026, expressed an unqualified opinion on the Company's internal control over financial reporting.
Basis for opinion
These financial statements are the responsibility of the Company's management.
−Removed: Our responsibility is to express an opinion on the Company's financial statements based on our audit.
+Added: Our responsibility is to express an opinion on the Company's financial statements based on our audits.
We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S.
federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
−Removed: We conducted our audit in accordance with the standards of the PCAOB.
+Added: We conducted our audits in accordance with the standards of the PCAOB.
Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud.
−Removed: Our audit included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks.
+Added: Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks.
Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements.
−Removed: Our audit also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements.
−Removed: We believe that our audit provides a reasonable basis for our opinion.
+Added: Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements.
+Added: We believe that our audits provide a reasonable basis for our opinion.
Critical audit matter
3 unchanged sentences
Critical Audit Matter Description
−Removed: The Company’s evaluation of goodwill for impairment involves the comparison of the fair value of each reporting unit to its carrying value.
+Added: The Company’s evaluation of goodwill for impairment involves the comparison of the estimated fair value of each reporting unit to its carrying value.
The Company engages a third-party appraisal firm to assist in the Company’s determination of the estimated fair values for each reporting unit.
2 unchanged sentences
The market approach estimates fair values using comparable marketplace fair value data from within a comparable industry grouping.
−Removed: The Company evaluates the recoverability of other long-lived assets, including certain identifiable intangible assets, whenever events or changes in circumstances indicate that the carrying value of an asset or asset group may not be recoverable.
−Removed: When the Company determines that the carrying value of long-lived assets may not be recoverable, the assets are assessed for impairment based on the estimated future undiscounted cash flows expected to result from the use of the asset and its eventual disposition.
−Removed: We identified the valuation of goodwill and the acquired customer relationships intangible asset within the Industrial controls and sensors reporting unit (“reporting unit”) as a critical audit matter because of the reporting unit’s historical performance as compared to projections and because of the significant judgments made by management to estimate the respective fair values.
−Removed: This required a high degree of auditor judgment and an increased extent of effort, including the need to involve our fair value specialists, when auditing management’s judgments related to (1) forecasts of revenue and earnings before interest, taxes, and amortization (“EBITA”), the selection of the peer group companies and associated market multiples, and the selection of the discount rate in estimating the fair value of the reporting unit, and related to (2) the forecast of revenue and the selection of the discount rate in estimating the fair value of the customer relationships intangible asset.
+Added: We identified the valuation of goodwill within the Electronics-Semiconductor and Industrial Controls and Sensors reporting units (“reporting units”) as a critical audit matter because of the reporting units’ historical and current year performance as compared to projections and because of the significant judgments made by management to estimate the respective fair values.
+Added: This required a high degree of auditor judgment and an increased extent of effort, including the need to involve our fair value specialists, when auditing management’s judgments related to forecasts of revenue and earnings before interest, taxes, depreciation, and amortization (“EBITDA”), in addition to the selection of the discount rate in estimating the fair value of the reporting units.
How the Critical Audit Matter Was Addressed in the Audit
−Removed: Our audit procedures related to (1) the Company’s forecasts of revenue and EBITA, the selection of the peer group companies and associated market multiples, and the selection of the discount rate used by management to estimate the fair value of the reporting unit and (2) the forecast of revenue and the selection of the discount rate in estimating the fair value of the customer relationship intangible asset, included the following, among others:
−Removed: • We tested the design and operating effectiveness of controls over the annual goodwill impairment assessment and the customer relationships intangible asset impairment assessment, including those over (1) the preparation of the revenue and EBITA forecasts, the selection of peer group companies and associated market multiples, and the selection of the discount rate to estimate the fair value of the reporting unit and (2) the preparation of the revenue forecast and the selection of the discount rate to estimate the fair value of the customer relationship intangible asset.
−Removed: • We evaluated management’s ability to accurately forecast revenue and EBITA (“forecasts”) by comparing actual results to management’s historical forecasts.
+Added: Our audit procedures related to the Company’s forecasts of revenue and EBITDA, and the selection of the discount rate used by management to estimate the fair value of the reporting units, included the following, among others:
+Added: • We tested the design and operating effectiveness of controls over the annual goodwill impairment assessment, including those over the preparation of the revenue and EBITDA forecasts, and the selection of the discount rate to estimate the fair value of the reporting units.
+Added: • We evaluated management’s ability to accurately forecast revenue and EBITDA (“forecasts”) by comparing actual results to management’s historical forecasts.
• We evaluated the reasonableness of management’s forecasts by comparing the forecasts to:
2 unchanged sentences
◦ Actual results from the September 28, 2025, annual measurement date to December 27, 2025.
−Removed: • We performed sensitivity analyses to evaluate changes to both impairment tests if key assumptions are changed.
−Removed: • With the assistance of our fair value specialists, for the customer relationships intangible asset impairment assessment, we assessed the reasonableness of the valuation methodology and the discount rate, by:
−Removed: ◦ Evaluating whether the fair value model being used is appropriate considering the Company’s circumstances and valuation premise identified.
−Removed: ◦ Developing a range of independent estimates and comparing those to the discount rate selected by management.
−Removed: ◦ Testing the underlying source information and mathematical accuracy of the calculations.
−Removed: • With the assistance of our fair value specialists, for the goodwill impairment assessment we evaluated the reasonableness of the (1) valuation methodology, (2) peer group companies and resulting market multiples, and (3) the discount rate, by:
+Added: • We performed sensitivity analyses to evaluate changes to the impairment test if key assumptions are changed.
+Added: • With the assistance of our fair value specialists, for the goodwill impairment assessments we evaluated the reasonableness of the (1) valuation methodology, and (2) discount rate, by:
◦ Evaluating whether the fair value model being used is appropriate considering the Company’s circumstances and valuation premise identified.
−Removed: ◦ Evaluating the market multiples by considering the reasonableness of the selected peer group companies and comparing the multiples selected by management to management’s identified peer group companies.
◦ Developing a range of independent estimates and comparing those to the discount rate selected by management.
2 unchanged sentences
Chicago, Illinois
−Removed: March 13, 2025
+Added: February 19, 2026
We have served as the Company's auditor since 2024.
4 unchanged sentences
We have audited the accompanying consolidated balance sheet of Littelfuse, Inc.
−Removed: (a Delaware corporation) and subsidiaries (the “Company”) as of December 30, 2023, the related consolidated statements of net income, comprehensive income, equity, and cash flows for each of the two years in the period ended December 30, 2023, and the related notes and financial statement schedule included under Item 15(a) (collectively referred to as the “consolidated financial statements”).
−Removed: In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company as of December 30, 2023, and the results of its operations and its cash flows for each of the two years in the period ended December 30, 2023, in conformity with accounting principles generally accepted in the United States of America.
+Added: (a Delaware corporation) and subsidiaries (the “Company”) as of December 30, 2023 (not presented herein), the related consolidated statements of net income, comprehensive income, equity, and cash flows for the year then ended, and the related notes and financial statement schedule included under Item 15(a) (collectively referred to as the “consolidated financial statements”).
+Added: In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company as of December 30, 2023, and the results of its operations and its cash flows for the year then ended, in conformity with accounting principles generally accepted in the United States of America.
Basis for opinion
These consolidated financial statements are the responsibility of the Company’s management.
−Removed: Our responsibility is to express an opinion on the Company’s consolidated financial statements based on our audits.
+Added: Our responsibility is to express an opinion on the Company’s consolidated financial statements based on our audit.
We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S.
federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
−Removed: We conducted our audits in accordance with the standards of the PCAOB.
+Added: We conducted our audit in accordance with the standards of the PCAOB.
Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud.
−Removed: Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks.
+Added: Our audit included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks.
Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements.
−Removed: Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements.
−Removed: We believe that our audits provide a reasonable basis for our opinion.
+Added: Our audit also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements.
+Added: We believe that our audit provides a reasonable basis for our opinion.
/s/ GRANT THORNTON LLP
−Removed: We served as the Company’s auditor from 2014 to 2023.
+Added: We have served as the Company’s auditor from 2014 to 2023.
Southfield, Michigan
6 unchanged sentences
and subsidiaries (the “Company”) as of December 27, 2025, based on criteria established in Internal Control — Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).
−Removed: In our opinion, because of the effect of the material weaknesses identified below on the achievement of the objectives of the control criteria, the Company has not maintained effective internal control over financial reporting as of December 28, 2024, based on criteria established in Internal Control — Integrated Framework (2013) issued by COSO.
−Removed: We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated financial statements as of and for the year ended December 28, 2024, of the Company and our report dated March 13, 2025, expressed an unqualified opinion on those consolidated financial statements.
−Removed: Basis for opinion
+Added: In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 27, 2025, based on criteria established in Internal Control — Integrated Framework (2013) issued by COSO.
+Added: We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated financial statements as of and for the year ended December 27, 2025, of the Company and our report dated February 19, 2026, expressed an unqualified opinion on those consolidated financial statements.
+Added: On December 11, 2025, the Company completed the acquisition of Basler, as discussed in Note 2 – Acquisitions.
+Added: Management has excluded Basler’s internal controls over financial reporting from its assessment of the effectiveness of internal controls over financial reporting as of December 27, 2025.
+Added: Basler’s net sales and total assets represent approximately 0.2% and 9%, respectively, of the consolidated financial statement amounts as of and for the fiscal year ended, December 27, 2025.
The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management’s Report on Internal Control over Financial Reporting.
13 unchanged sentences
Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
−Removed: Material weaknesses
−Removed: A material weakness is a deficiency, or a combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of the company’s annual or interim financial statements will not be prevented or detected on a timely basis.
−Removed: Management identified a material weakness as the Company did not design and maintain an effective control environment commensurate with its financial reporting requirements.
−Removed: Specifically, at certain of its non-U.S.
−Removed: manufacturing locations, the Company lacked sufficiently skilled operational and accounting personnel to ensure that internal control responsibilities were performed and aligned with internal control objectives.
−Removed: The material weakness in the control environment contributed to an additional material weakness related to the design and operating effectiveness of control activities over the existence of inventory at these locations.
−Removed: The Company did not maintain effective controls related to inventory cycle counts to validate existence of inventory, and consequently, the completeness and accuracy of the data used in evaluating the appropriateness of the valuation of inventory and related reserves.
−Removed: These material weaknesses were considered in determining the nature, timing, and extent of audit tests applied in our audit of the consolidated financial statements as of and for the year ended December 28, 2024, of the Company, and this report does not affect our report on such financial statements.
/s/ Deloitte & Touche LLP
Chicago, Illinois
−Removed: March 13, 2025
+Added: February 19, 2026
LITTELFUSE, INC.
49 unchanged sentences
LITTELFUSE, INC.
−Removed: CONSOLIDATED STATEMENTS OF NET INCOME
+Added: CONSOLIDATED STATEMENTS OF NET (LOSS) INCOME
Fiscal Year Ended
10 unchanged sentences
Interest expense 34,303 38,717 39,866
−Removed: Foreign exchange (gain) loss ( 9,230 ) 12,299 24,359
−Removed: Other (income) expense, net ( 22,570 ) ( 19,901 ) 7,207
+Added: Foreign exchange loss (gain) 16,612 ( 9,230 ) 12,299
+Added: Other income, net ( 16,994 ) ( 22,570 ) ( 19,901 )
Income before income taxes 3,607 151,863 328,598
Income taxes 75,307 51,673 69,113
−Removed: Net income $ 100,190 $ 259,485 $ 373,306
−Removed: Income per share:
+Added: Net (loss) income $ ( 71,700 ) $ 100,190 $ 259,485
+Added: (Loss) income per share:
Basic $ ( 2.89 ) $ 4.04 $ 10.44
7 unchanged sentences
(in thousands) December 27, 2025 December 28, 2024 December 30, 2023
−Removed: Net income $ 100,190 $ 259,485 $ 373,306
−Removed: Other comprehensive income (loss):
+Added: Net (loss) income $ ( 71,700 ) $ 100,190 $ 259,485
+Added: Other comprehensive (loss) income:
Pension and postemployment adjustments, net of tax ( 2,178 ) ( 2,896 ) ( 5,420 )
8 unchanged sentences
OPERATING ACTIVITIES
−Removed: Net income $ 100,190 $ 259,485 $ 373,306
−Removed: Adjustments to reconcile net income to net cash provided by operating activities:
+Added: Net (loss) income $ ( 71,700 ) $ 100,190 $ 259,485
+Added: Adjustments to reconcile net (loss) income to net cash provided by operating activities:
Depreciation 74,871 68,325 71,634
2 unchanged sentences
Deferred revenue 2,399 ( 2,028 ) 1,787
−Removed: Non-cash inventory charges — — 15,593
Stock-based compensation 27,301 26,012 23,898
−Removed: (Gain) loss on investments and other assets ( 112 ) 291 14,024
+Added: Loss (gain) on investments and other assets 3,639 ( 112 ) 291
Deferred income taxes 3,339 ( 2,823 ) 46
10 unchanged sentences
Purchases of property, plant, and equipment ( 67,637 ) ( 75,877 ) ( 86,188 )
−Removed: Net proceeds from sale of property, plant, and equipment 10,836 832 676
+Added: Net proceeds from sale of property, plant, equipment, and other 5,806 10,836 832
Other 689 ( 741 ) ( 151 )
1 unchanged sentence
FINANCING ACTIVITIES
−Removed: Proceeds of term loan — — 300,000
−Removed: Proceeds from senior notes payable — — 100,000
Payments of senior notes payable ( 50,000 ) — ( 121,302 )
1 unchanged sentence
Payments of term loan ( 15,000 ) ( 7,500 ) ( 7,500 )
−Removed: Net proceeds (payments) related to stock-based award activities 5,694 7,934 ( 862 )
−Removed: Debt issuance costs — — ( 2,723 )
+Added: Net proceeds related to stock-based award activities 22,630 5,694 7,934
Cash dividends paid ( 71,991 ) ( 67,061 ) ( 62,161 )
Purchases of common stock ( 27,553 ) ( 40,862 ) —
−Removed: Net cash (used in) provided by financing activities ( 112,436 ) ( 185,726 ) 310,202
+Added: Other ( 4,530 ) — —
+Added: Net cash used in financing activities ( 149,273 ) ( 112,436 ) ( 185,726 )
Effect of exchange rate changes on cash, cash equivalents, and restricted cash 23,036 ( 20,089 ) 4,840
−Removed: Increase (decrease) in cash, cash equivalents, and restricted cash 169,314 ( 7,816 ) 82,103
+Added: (Decrease) increase in cash, cash equivalents, and restricted cash ( 161,333 ) 169,314 ( 7,816 )
Cash, cash equivalents, and restricted cash at beginning of period 726,437 557,123 $ 564,939
3 unchanged sentences
Cash and cash equivalents $ 563,391 $ 724,924 $ 555,513
−Removed: Restricted cash included in prepaid expenses and other current assets — — 802
Restricted cash included in other long-term assets 1,713 1,513 1,610
10 unchanged sentences
(Loss) Retained Earnings Non-controlling Interest Total
−Removed: Balance at January 1, 2022 $ 260 $ 946,588 $ ( 248,120 ) $ ( 73,463 ) $ 1,268,124 $ 131 $ 1,893,520
+Added: Balance at December 31, 2022 $ 261 $ 974,097 $ ( 252,866 ) $ ( 95,764 ) $ 1,585,466 $ 184 $ 2,211,378
Net income — — — — 259,485 — 259,485
−Removed: Other comprehensive loss, net of tax — — — ( 22,301 ) — — ( 22,301 )
+Added: Other comprehensive income, net of tax — — — 39,947 — — 39,947
Stock-based compensation — 23,898 — — — — 23,898
7 unchanged sentences
Net income — — — — 100,190 — 100,190
−Removed: Other comprehensive income, net of tax — — — 39,947 — — 39,947
+Added: Other comprehensive loss, net of tax — — — ( 90,544 ) — — ( 90,544 )
Stock-based compensation — 26,012 — — — — 26,012
3 unchanged sentences
Stock options exercised — 10,742 — — — — 10,742
+Added: Repurchases of common stock, with excise tax — — ( 41,040 ) — — — ( 41,040 )
Cash dividends paid ($ 2.70 per share)
1 unchanged sentence
Balance at December 28, 2024 $ 262 $ 1,049,079 $ ( 305,351 ) $ ( 146,361 ) $ 1,815,628 $ 355 $ 2,413,612
−Removed: Net income — — — — 100,190 — 100,190
−Removed: Other comprehensive loss, net of tax — — — ( 90,544 ) — — ( 90,544 )
+Added: Net loss — — — — ( 71,700 ) — ( 71,700 )
+Added: Other comprehensive income, net of tax — — — 140,978 — — 140,978
Stock-based compensation — 27,301 — — — — 27,301
25 unchanged sentences
Out-of-Period Adjustments
−Removed: During the year ended December 28, 2024, the Company identified certain errors in its previously issued financial statements that have now been corrected through cumulative out-of-period adjustments in the financial statements as of and for the year ended December 28, 2024.
+Added: During the year ended December 28, 2024, the Company identified certain errors in its previously issued financial statements that were corrected through cumulative out-of-period adjustments in the financial statements as of and for the year ended December 28, 2024.
The error was identified by management and related to the valuation and existence of inventory that originated in prior periods at certain of our non-U.S.
28 unchanged sentences
As a result of the Company’s acquisition of IXYS Corporation ("IXYS"), the Company has equity ownerships in various investments that are accounted for under the equity method.
−Removed: The Company owns 45 % of the outstanding equity of Powersem GmbH, a module manufacturer based in Germany, approximately 15 % of the outstanding equity of EB-Tech Co., Ltd., a company with expertise in radiation technology based in South Korea, and approximately 24 % of the outstanding common shares of Automated Technology (Phil), Inc., a supplier located in the Philippines that provides assem b ly and test services.
−Removed: The Company recognized a loss of $ 0.6 million and a gain $ 0.5 million from its equity method investments for both the fiscal years ended December 28, 2024 and December 30, 2023, respectively, recorded in Other (income) expense, net, in the Consolidated Statements of Net Income.
+Added: The Company owns 45 % of the outstanding equity of Powersem GmbH, a module manufacturer based in Germany, approximately 15 % of the outstanding equity of EB Tech Co., Ltd., a company with expertise in radiation technology based in South Korea, and approximately 24 % of the outstanding common shares of Automated Technology (Phil), Inc., a supplier located in the Philippines that provides assembly and test services.
+Added: The Company recognized a loss of $ 1.0 million and $ 0.6 million from its equity method investments for the fiscal years ended December 27, 2025 and December 28, 2024, respectively, recorded in Other (income), net, in the Consolidated Statements of Net (Loss) Income.
The balance of these equity method investments was $ 12.3 million and $ 13.1 million as of the fiscal years ended December 27, 2025 and December 28, 2024, respectively.
24 unchanged sentences
The Company annually tests goodwill for impairment on the first day of its fiscal fourth quarter, or more frequently if an event occurs or circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying value.
−Removed: The results of the goodwill impairment test as of September 29, 2024 indicated that the estimated fair values for the Industrial controls and sensors and Automotive sensors reporting units were below their respective carrying values.
−Removed: Accordingly, the Company recorded non-cash impairment charges of $ 36.1 million and $ 8.6 million, respectively, to reflect the impairment of goodwill for the Industrial controls and sensors reporting unit within the Industrial segment and the Automotive sensors reporting unit within the Transportation segment.
−Removed: As a result of these impairment charges, the Industrial controls and sensors reporting unit had $ 115.2 million of goodwill as of December 28, 2024.
+Added: The results of the goodwill impairment test as of September 28, 2025 indicated that the estimated fair value for the Electronics-Semiconductor reporting unit was below its respective carrying value.
+Added: Accordingly, the Company recorded a non-cash impairment charge of $ 301.2 million to reflect the impairment of goodwill for the Electronics-Semiconductor reporting unit within the Electronics segment.
+Added: As a result of the impairment charge, the Electronics-Semiconductor reporting unit had $ 238.5 million of goodwill as of December 27, 2025.
+Added: For the remainder of the Company's reporting units with goodwill:
+Added: Electronics-Passive Products and Sensors, Passenger Car Products, Commercial Vehicle Products, Industrial Controls and Sensors, and Industrial Circuit Protection, the results of the goodwill impairment test as of September 28, 2025 indicated that their estimated fair values exceeded their respective carrying values.
+Added: During the fourth quarter of 2024, the Company recorded non-cash charges of $ 36.1 million and $ 8.6 million, respectively, to reflect the impairment of goodwill for the Industrial Controls and Sensors reporting unit within the Industrial segment and the Automotive Sensors reporting unit within the Transportation segment.
+Added: As of December 27, 2025, the Industrial controls and sensors reporting unit had $ 274.9 million of remaining goodwill.
There was no goodwill remaining within the Automotive sensors reporting unit as of December 28, 2024.
−Removed: For the remainder of the Company's reporting units:
−Removed: Electronics-Passive Products and Sensors, Electronics-Semiconductor, Passenger Car Products, Commercial Vehicle Products, and Industrial Circuit Protection, the results of the goodwill impairment test as of September 29, 2024 indicated that their estimated fair values exceeded their respective carrying values.
+Added: There was no impairment charge recorded during the fiscal year of 2023.
The Company compares each reporting unit’s fair value, estimated based on comparable company market valuations and expected future discounted cash flows to be generated by the reporting unit, to its carrying value.
−Removed: With the exception of the Industrial controls and sensors and the Automotive sensors reporting units, the other five reporting units passed the most recent annual test conducted on September 29, 2024 with estimated fair values that exceeded the carrying values by 108 %, 82 %, 96 %, 44 %, and 409 % for its reporting units:
−Removed: Electronics-Passive Products and Sensors, Electronics-Semiconductor, Passenger Car Products, Commercial Vehicle Products, and Industrial Circuit Protection, respectively.
+Added: With the exception of the Electronics-Semiconductor reporting unit within the Electronics segment, the other five reporting units with goodwill passed the goodwill impairment test, with estimated fair values that exceeded the carrying values between 22 % and 303 %.
+Added: As of the most recent annual test conducted on September 28, 2025, the Company noted that the excess of fair value over the carrying value was 87 %, 153 %, 99 %, 22 % and 303 % for its reporting units:
+Added: Electronics-Passive Products and Sensors, Passenger Car Products, Commercial Vehicle Products, Industrial Controls and Sensors, and Industrial Circuit Protection, respectively.
Relatively small changes in the Company’s key assumptions would not have resulted in any reporting units failing the goodwill impairment test.
See Note 5, Goodwill and Other Intangible Assets, for additional information.
−Removed: There were no impairment charges recorded during the fiscal years of 2023 and 2022.
The Company also performs an interim review for indicators of impairment each quarter to assess whether an interim impairment review is required for any reporting unit.
3 unchanged sentences
Long-Lived Assets
−Removed: During the fourth quarter of 2024, the Company recorded non-cash impairment charges of $ 47.8 million for the impairment of intangible assets, including $ 47.6 million related to the impairment of certain acquired customer relationships, developed technology, and tradename in the Industrial controls and sensors reporting unit within the Industrial segment.
+Added: For the fiscal year ended December 27, 2025, the Company recognized impairment charges of $ 0.5 million and $ 0.4 million related to certain machinery and equipment in the commercial vehicle business within the Transportation and the electronics products business within the Electronics segment, respectively.
+Added: For the fiscal year ended December 28, 2024, the Company recorded non-cash impairment charges of $ 47.8 million for the impairment of intangible assets, including $ 47.6 million related to the impairment of certain acquired customer relationships, developed technology, and tradename intangible assets in the Industrial Controls and Sensors reporting unit within the Industrial segment.
The impairment of the intangible assets resulted from lower expectations of future revenue and cash flows driven by lower-than-expected demand in the electrical vehicle end market as well as reduced government funding to support charging infrastructures for electric vehicles, primarily in Europe.
The fair value was determined using Level 3 inputs and estimated based on cash flow analyses, which included management’s assumptions related to future revenues and profitability.
−Removed: The remaining impairment charges included $ 0.2 million for patents and customer relationships related to exit of a small business in China within the Industrial segment.
−Removed: See Note 5, Goodwill and Other Intangible Assets for additional information.
−Removed: Additionally, during the first quarter of 2024, the Company recognized a $ 0.9 million impairment related to certain machinery and equipment in the commercial vehicle business within the Transportation segment.
+Added: The remaining impairment charges included $ 0.2 million for patents and customer relationships related to the exit of a small business in China within the Industrial segment.
+Added: In addition, during the first quarter of 2024, the Company recognized a $ 0.9 million impairment related to certain machinery and equipment in the commercial vehicle business within the Transportation segment.
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
+Added: For the fiscal year ended December 30, 2023, the Company recognized a $ 3.9 million impairment charge related to the land and building of a property in the commercial vehicle business within the Transportation segment that the Company made the decision to donate, a $ 0.9 million impairment charge substantially related to certain patents in a business within the Industrial segment, and a $ 0.1 million impairment on certain machinery and equipment in the semiconductor business within the Electronics segment.
Customer relationships, trademarks and tradenames are amortized using the straight-line method over estimated useful lives that have a range of 3 to 20 years.
6 unchanged sentences
Long-lived assets, other than goodwill and other intangible assets, which are held for sale are recorded at the lower of carrying value or the fair market value less the estimated cost to sell.
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Environmental Liabilities
10 unchanged sentences
The following table disaggregates the Company’s revenue by primary business units for the fiscal years ended December 27, 2025, December 28, 2024, and December 30, 2023:
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Fiscal Year Ended December 27, 2025
20 unchanged sentences
Total $ 1,186,773 $ 672,434 $ 331,561 $ 2,190,768
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Fiscal Year Ended December 30, 2023
17 unchanged sentences
Revenue and Billing
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
The Company generally accepts orders from customers through receipt of purchase orders or electronic data interchange based on written sales agreements and purchasing contracts.
15 unchanged sentences
Sales revenue and cost of sales are reduced to anticipate estimated returns.
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Volume Rebates
15 unchanged sentences
Shipping and Handling Fees and Costs
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Amounts billed to customers related to shipping and handling are classified as revenue.
4 unchanged sentences
Assets and liabilities are translated using exchange rates at the balance sheet date, and revenues and expenses are translated at weighted average rates.
−Removed: Adjustments from the translation process are recognized in Shareholders’ equity as a component of Accumulated other comprehensive income (loss) .
−Removed: The amount of foreign currency (gain) or loss recognized in the Consolidated Statements of Net Income were (gain) loss of $( 9.2 ) million, $ 12.3 million, and $ 24.4 million in fiscal years 2024, 2023 and 2022, respectively.
+Added: Adjustments from the translation process are recognized in Shareholders’ equity as a component of Accumulated other comprehensive loss .
+Added: The amount of foreign currency loss or (gain) recognized in the Consolidated Statements of Net (Loss) Income was loss (gain) of $ 16.6 million, $( 9.2 ) million, and $ 12.3 million in fiscal years 2025, 2024 and 2023, respectively.
Stock-Based Compensation
5 unchanged sentences
Management, in conjunction with an independent third-party, performs an annual evaluation of the former coal mining operations in order to develop an estimate of the probable future obligations in regard to remediating the dangers (such as a shaft collapse) of abandoned coal mine shafts in the former coal mining operations.
−Removed: Management accrues for costs associated with such remediation efforts based on management's best estimate when such costs
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: are probable and reasonably able to be estimated.
+Added: Management accrues for costs associated with such remediation efforts based on management's best estimate when such costs are probable and reasonably able to be estimated.
The ultimate determination can only be done after respective investigations because the concrete conditions are mostly unknown at this time.
−Removed: Other (Income) Expense, Net
−Removed: Other (income) expense, net generally consists of interest income, royalties, change in fair value of available-for-sale securities, pension non-service costs and settlements and other non-operating (income) expense.
−Removed: The amount of interest income included in Other (income) expense, net, was $ 28.0 million, $ 18.9 million, and $ 5.0 million in fiscal years 2024, 2023 and 2022, respectively.
+Added: Other Income, Net
+Added: Other income, net generally consists of interest income, royalties, changes in fair value of available-for-sale securities, pension non-service costs and settlements and other non-operating (income) expense.
+Added: The amount of interest income included in Other income, net, was $ 26.3 million, $ 28.0 million, and $ 18.9 million in fiscal years 2025, 2024 and 2023, respectively.
The Company accounts for income taxes using the asset and liability method.
20 unchanged sentences
The tax benefits recognized in the financial statements from such a position are measured based on the largest benefit that has a greater than 50% likelihood of being realized upon ultimate settlement.
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
The 2017 Tax Cuts and Jobs Act (the "Tax Act"), among other things, imposed a one-time tax (the “Toll Charge”) on accumulated earnings of certain non-U.S.
subsidiaries and included base broadening provisions commonly referred to as the global intangible low-taxed income provisions ("GILTI").
−Removed: T he Company elected to pay the 2017 Littelfuse Toll Charge over the eight-year period prescribed by the Tax Act.
−Removed: The anticipated 2025 annual installment payment of this Toll Charge of $ 8.2 million, which represents the eighth and final required installment, is included in Accrued income taxes , on the Consolidated Balance Sheets as of December 28, 2024.
In accordance with guidance issued by the FASB staff, the Company has adopted an accounting policy to treat any GILTI inclusions as a period cost if and when incurred.
Thus, for the fiscal years ended December 27, 2025 , December 28, 2024, and December 30, 2023, deferred taxes were computed without consideration of the possible future impact of the GILTI provisions, and any current year impact was recorded as a part of the current portion of income tax expen se.
+Added: On July 4, 2025, the United States enacted into law the legislation formally titled “An Act to provide for reconciliation pursuant to title II of H.
+Added: 14,” and commonly referred to as the One Big Beautiful Bill Act (“OBBB”).
+Added: The OBBB contains multiple business tax provisions, including the permanent extension of several expiring provisions of the Tax Act and multiple modifications to the international tax framework.
+Added: The legislation has multiple effective dates with certain provisions effective in 2025 and others to be implemented in future years, and the Company determined the impact for the year ended December 27, 2025 was not significant.
+Added: The Company will continue to monitor future administrative guidance and regulations that clarify the legislative text of the OBBB and the bill’s potential effect on the Company’s income taxes.
Fair Value Measurements
6 unchanged sentences
Level 1 – Valuations based on unadjusted quoted prices for identical assets and liabilities in active markets.
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Level 2 – Valuations based on observable inputs other than quoted prices included in Level 1, such as quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets and liabilities in markets that are not active, or other inputs that are observable or can be corroborated by observable market data.
1 unchanged sentence
Recently Adopted Accounting Standards
−Removed: In November 2023, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Updates ("ASU") No.
−Removed: 2023-07, "Segment Reporting (Topic 280):
−Removed: Improvements to Reportable Segment Disclosures." The amendments in this update require additional detailed and enhanced information about reportable segments' expense, including significant segment expenses and other segment items that bridge segment revenue, significant expenses to segment profit or loss.
−Removed: The ASU also requires disclosure of the title and position of the Chief Operating Decision Maker (“CODM”) on an annual basis as well as an explanation of how the CODM uses the reported measures and other disclosures.
−Removed: The amendments in this update do not change how a public entity identifies its operating segments, aggregates those operating segments, or applies the quantitative thresholds to determine its reportable segments.
−Removed: The guidance is effective for fiscal years beginning after December 15, 2023 and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted.
−Removed: The adoption of ASU 2023-07 modified the Company's disclosures in its Consolidated Financial Statements.
−Removed: See Note 16, Segment Information , for more details.
−Removed: In March 2023, the FASB issued ASU No.
−Removed: 2023-01, "Leases (Topic 842):
−Removed: Common Control Arrangements." The standard requires that leasehold improvements associated with common control leases be:
−Removed: 1) Amortized by the lessee over the useful life of the leasehold improvements to the common control group (regardless of the lease term) as long as the lessee controls the use of the underlying asset (the leased asset) through a lease.
−Removed: However, if the lessor obtained the right to control the use of the underlying asset through a lease with another entity not within the same common control group, the amortization period may not exceed the amortization period of the common control group.
−Removed: 2) Accounted for as a transfer between entities under common control through an adjustment to equity (or net assets for not-for-profit entities) if, and when, the lessee no longer controls the use of the underlying asset.
−Removed: Additionally, those leasehold improvements are subject to the impairment guidance in Topic 360, Property, Plant, and Equipment.
−Removed: This standard is effective for fiscal years beginning after December 15, 2023 including interim periods within those fiscal years.
−Removed: The adoption of ASU 2023-01 did not have a material impact on the Company's Consolidated Financial Statements.
+Added: In December 2023, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Updates ("ASU") No.
+Added: 2023-09, "Income Taxes (Topic 740):
+Added: Improvements to Income Tax Disclosures." The amendments in this update provide more transparency about income tax information through improvements to the income tax disclosure primarily related to the income tax rate reconciliation and income taxes paid information.
+Added: These requirements include:
+Added: (1) consistent categories and greater disaggregation of information in the rate reconciliation and (2) income taxes paid disaggregated by jurisdiction.
+Added: The other amendments in this update improve the effectiveness and comparability of disclosures by (3) adding disclosures of pretax income (or loss) and income tax expense (or benefit), and (4) removing disclosures that are no longer considered cost beneficial or relevant.
+Added: The guidance is effective for fiscal years beginning after December 15, 2024 with early adoption permitted.
+Added: The Company adopted ASU 2023-09 for the year ended December 27, 2025, and applied the new disclosure requirements prospectively to the current annual period.
+Added: Prior period disclosures have not been adjusted to reflect the new disclosure requirements.
+Added: See Note 14, Income Taxes , for more information and the updated disclosures.
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Recently Issued Accounting Standards
+Added: In December 2025, the FASB issued ASU No.
+Added: 2025-12, "Codification Improvements." The amendments in this update represent changes to the codification that clarify, correct errors, or make minor improvements.
+Added: The amendments make the codification easier to understand and apply.
+Added: The amendments in this update are varied in nature and may affect the application of guidance in cases in which the original guidance may have been unclear.
+Added: The guidance is effective for fiscal years beginning after December 15, 2026 with early adoption permitted.
+Added: The Company does not expect any material effect of the adoption of this guidance on the Company's Consolidated Financial Statements.
+Added: In December 2025, the FASB issued ASU No.
+Added: 2025-11, "Interim Reporting (Topic 270):
+Added: Narrow-Scope Improvements." The amendments in this update result in a comprehensive list of interim disclosures that are required by GAAP.
+Added: The objective of the amendments is to provide clarity about the current requirements, rather than evaluate whether to expand or reduce interim disclosure requirements.
+Added: The amendments in this update include a disclosure principle that requires entities to disclose events since the end of the last annual reporting period that have a material impact on the entity.
+Added: The amendments in this update also clarify the applicability of Topic 270, the types of interim reporting, and the form and content of interim financial statements in accordance with GAAP.
+Added: The guidance is effective for fiscal years beginning after December 15, 2027 with early adoption permitted.
+Added: The Company does not expect any material effect of the adoption of this guidance on the Company's Consolidated Financial Statements.
+Added: In November 2025, the FASB issued ASU No.
+Added: 2025-09, "Derivatives and Hedging (Topic 815):
+Added: Hedge Accounting Improvements." The amendments in this update are intended to more closely align hedge accounting with the economics of an entity's risk management activities.The five issues addressed in this update (1) expand the hedged risks permitted to be aggregated in a group of individual forecasted transactions in a cash flow hedge by changing the requirement to designate a group of individual forecasted transactions from having a shared risk exposure to having a similar risk exposure, (2) provide a model to facilitate the application of cash flow hedge accounting to forecasted interest payments on variable-rate debt instruments with contractual terms that permit the borrower to change the interest rate index and interest rate tenor upon which interest is accrued, (3) expand hedge accounting for forecasted purchases and sales of nonfinancial assets, (4) update the hedge accounting guidance to accommodate differences in the loan and swap markets that developed after the cessation of the London Interbank Offered Rate, and (5) eliminate the recognition and presentation mismatch related to a dual hedge strategy.
+Added: The guidance is effective for fiscal years beginning after December 15, 2026 with early adoption permitted.
+Added: The Company does not expect any material effect of the adoption of this guidance on the Company's Consolidated Financial Statements.
+Added: In September 2025, the FASB issued ASU No.
+Added: 2025-06, "Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40):
+Added: Targeted Improvements to the Accounting for Internal-Use Software." The amendments in this update require the entity to start capitalizing software costs when both of the following criteria are met:
+Added: (1) management has authorized and committed to funding the software project, and (2) it is probable that the project will be completed and the software will be used to perform the function intended (referred to as the "probable-to-complete recognition threshold").
+Added: The amendments clarify that the intangibles disclosures are not required for capitalized internal-use software costs.
+Added: Additionally, the amendments in this update supersede the website development costs guidance and incorporate the recognition requirements for website-specific development costs.
+Added: The guidance is effective for fiscal years beginning after December 15, 2027 with early adoption permitted.
+Added: The Company is currently evaluating the potential effects of these amendments on its Consolidated Financial Statements.
+Added: In September 2025, the FASB issued ASU No.
+Added: 2025-05, "Financial Instruments - Credit Losses (Topic 326):
+Added: Measurement of Credit Losses for Accounts Receivable and Contract Assets." The amendments in this update provide entities with a practical expedient when estimating expected credit losses for current accounts receivable and current contract assets arising from transactions accounted for under Topic 606.
+Added: In developing reasonable and supportable forecasts as part of estimating expected credit losses, the practical expedient allows entities to assume that current conditions as of the balance sheet date do not change for the remaining life of the asset.
+Added: The guidance is effective for fiscal years beginning after December 15, 2025 with early adoption permitted.
+Added: The Company does not expect any material effect of the adoption of this guidance on the Company's Consolidated Financial Statements.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
9 unchanged sentences
The Company is currently evaluating the potential impact on the disclosures in the Company's Consolidated Financial Statements.
−Removed: In December 2023, the FASB issued ASU No.
−Removed: 2023-09, "Income Taxes (Topic 740):
−Removed: Improvements to Income Tax Disclosures." The amendments in this update provide more transparency about income tax information through improvements to the income tax disclosure primarily related to the income tax rate reconciliation and income taxes paid information.
−Removed: These requirements include:
−Removed: (1) consistent categories and greater disaggregation of information in the rate reconciliation and (2) income taxes paid disaggregated by jurisdiction.
−Removed: The other amendments in this update improve the effectiveness and comparability of disclosures by (3) adding disclosures of pretax income (or loss) and income tax expense (or benefit), and (4) removing disclosures that are no longer considered cost beneficial or relevant.
−Removed: The guidance is effective for fiscal years beginning after December 15, 2024 with early adoption permitted.
−Removed: The adoption of this guidance will modify our disclosures in the Company's Consolidated Financial Statements.
In October 2023, the FASB issued ASU No.
6 unchanged sentences
The operating results of the acquired businesses are included in the Company’s Consolidated Financial Statements from the date of the acquisition.
+Added: Basler Electric
+Added: On December 11, 2025, the Company completed the acquisition of Basler.
+Added: Basler is a leading designer and manufacturer of innovative electrical control and protection solutions for high-growth industrial markets including grid and utility infrastructure, power generation and data center.
+Added: At the time of acquisition, Basler had annualized sales of approximately $ 130 million.
+Added: The business is reported within the Company’s Industrial segment.
+Added: The purchase price for Basler was $ 361.7 million and is subject to a working capital adjustment.
+Added: The Company financed the transaction with cash on hand.
+Added: The total purchase consideration of $ 350.3 million, net of cash acquired, has been allocated, on a preliminary basis, based on estimated fair values of assets acquired and liabilities assumed.
+Added: As of December 27, 2025, the Company’s purchase price allocation reflects various provisional estimates that were based on the information that was available as of the acquisition date and the filing date of this Form 10-K.
+Added: The Company believes that information provides a reasonable basis for estimating the fair values of assets acquired and liabilities assumed;
+Added: however, the determination of those fair values, including the third-party valuation of acquired tangible and intangible assets, is not yet finalized.
+Added: Thus, the preliminary measurements of fair value set forth in the table below are subject to change during the measurement period as valuations are finalized.
+Added: The Company expects to finalize the valuation and complete the purchase price allocation as soon as practicable.
+Added: The following table summarizes the preliminary purchase price allocation of the fair value of assets acquired and liabilities assumed in the Basler acquisition:
+Added: (in thousands) Purchase Price
+Added: Total purchase consideration:
+Added: Cash, net of cash acquired $ 350,301
+Added: Allocation of consideration to assets acquired and liabilities assumed:
+Added: Trade receivables, net 16,798
+Added: Inventories 23,363
+Added: Other current assets 2,965
+Added: Property, plant, and equipment 23,237
+Added: Intangible assets 150,000
+Added: Goodwill 152,343
+Added: Other long-term assets 5,731
+Added: Current liabilities ( 21,386 )
+Added: Other long-term liabilities ( 2,750 )
+Added: All Basler assets and liabilities were recorded in the Industrial segment and are primarily reflected in the North America geographic area.
+Added: The goodwill resulting from this acquisition consists largely of the Company’s expected future product sales and synergies from combining Basler’s products and technology with the Company’s existing Industrial products portfolio.
+Added: Goodwill resulting from the Basler acquisition is expected to be deductible for tax purposes.
+Added: Included in the Company’s Consolidated Statements of Net (Loss) Income for the fiscal year ended December 27, 2025 were net sales of $ 3.7 million, and a loss before income taxes of $ 1.2 million, respectively, since the December 11, 2025 acquisition of Basler.
+Added: As required by purchase accounting guidance, the Company recorded a $ 6.4 million step-up of inventory to its fair value as of the acquisition date based on the preliminary valuation.
+Added: The step-up is being amortized as a non-cash charge to cost of goods sold during the fourth quarter of 2025 and first quarter of 2026, as the acquired inventory is sold, and reflected as other non-segment costs.
+Added: The Company recognized a non-cash charge of $ 1.1 million to cost of goods sold during the fiscal year ended December 27, 2025.
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
+Added: For the fiscal year ended December 27, 2025, the Company incurred $ 2.6 million of legal and professional fees related to the Basler acquisition recognized as Selling, general, and administrative expenses and reflected as other non-segment costs.
On December 31, 2024, the Company completed the acquisition of a 200mm wafer fab located in Dortmund, Germany (“Dortmund Fab”) from Elmos Semiconductor SE.
−Removed: The total purchase price for the Dortmund Fab is approximately 94 million Euro, of which a 37.2 million Euro down payment (approximately $ 40.5 million) was recorded in Prepaid expenses and other current assets in the Consolidated Balance Sheets.
−Removed: The down payment was paid in the third quarter of 2023 after regulatory approvals, and 56.7 million Euro was paid at closing.
−Removed: The transaction did not have any impact on the Company's 2024 financial results and reported in the Electronics-Semiconductor business within the Company’s Electronics segment.
+Added: The total purchase price for the Dortmund Fab was approximately € 94 million, of which a € 37.2 million down payment (approximately $ 40.5 million) was paid in the third quarter of 2023 after regulatory approvals, and € 56.7 million (approximately $ 58.8 million) was paid at closing.
+Added: The business is reported in the Electronics-Semiconductor business within the Company’s Electronics segment.
The acquisition was funded with the Company’s cash on hand.
−Removed: The acquisition will be accounted for under the acquisition method of accounting.
−Removed: The required disclosures have not been provided as the initial accounting for the business combination was not complete prior to the issuance of these financial statements
−Removed: Western Automation
−Removed: On February 3, 2023, the Company completed the acquisition of Western Automation Research and Development Limited (“Western Automation”) for approximately $ 162 million in cash.
−Removed: Headquartered in Galway, Ireland, Western Automation is a designer and manufacturer of electrical shock protection devices used across a broad range of high-growth end markets, including electric vehicle charging infrastructure, industrial safety and renewables.
−Removed: At the time the Company and Western Automation entered into the definitive agreement, Western Automation had annualized sales of approximately $ 25 million.
−Removed: business is reported within the Company’s Industrial segment.
−Removed: The acquisition was funded with cash on hand.
−Removed: The total purchase consideration of $ 158.3 million, net of cash, has been allocated to assets acquired and liabilities assumed, as of the completion of the acquisition, based on estimated fair values.
−Removed: The following table summarizes the final purchase price allocation of the fair value of assets acquired and liabilities assumed in the Western Automation acquisition:
+Added: The total purchase consideration of $ 95.9 million, net of cash acquired, has been allocated to assets acquired and liabilities assumed, as of the completion of the acquisition, based on estimated fair values.
+Added: The following table summarizes the final purchase price allocation of the fair value of assets acquired and liabilities assumed in the Dortmund Fab acquisition:
(in thousands) Purchase Price
11 unchanged sentences
Other long-term liabilities ( 15,289 )
−Removed: All Western Automation assets and liabilities were recorded in the Industrial segment and are primarily reflected in the Europe geographic area.
−Removed: The goodwill resulting from this acquisition consists largely of the Company’s expected future product sales
+Added: All Dortmund Fab assets and liabilities were recorded in the Electronics segment and are primarily reflected in the Europe geographic area.
+Added: The goodwill resulting from this acquisition consists largely of the Company’s expected future product sales and synergies from combining Dortmund Fab’s products and technology with the Company’s existing semiconductor products portfolio.
+Added: Goodwill resulting from the Dortmund Fab acquisition is expected to be deductible for tax purposes.
+Added: Included in the Company’s Consolidated Statements of Net (Loss) Income for the fiscal year ended December 27, 2025 were net sales of $ 49.0 million, and a loss before income taxes of $ 69.1 million, respectively, since the December 31, 2024 acquisition of Dortmund Fab.
+Added: The loss before income taxes included the goodwill impairment charge of $ 64.6 million recorded in the fourth quarter of the fiscal year 2025.
+Added: As required by purchase accounting guidance, the Company recorded a $ 0.5 million step-down of inventory to its fair value as of the acquisition date based on the valuation.
+Added: The step-down was fully amortized as a non-cash credit to cost of sales during the first fiscal quarter of 2025 as the acquired inventory was sold and reflected as other non-segment costs.
+Added: For the fiscal year ended December 28, 2024 and December 30, 2023, the Company incurred $ 0.5 million and $ 3.0 million, respectively, of legal and professional fees related to the Dortmund Fab acquisition recognized as Selling, general, and administrative expenses and reflected as other non-segment costs.
+Added: A total of $ 3.5 million of legal and professional fees related to the Dortmund Fab acquisition was recognized since 2023.
+Added: These costs were reflected as other non-segment costs.
+Added: Western Automation
+Added: On February 3, 2023, the Company completed the acquisition of Western Automation Research and Development Limited (“Western Automation”) for approximately $ 162 million in cash.
+Added: Headquartered in Galway, Ireland, Western Automation is a designer and manufacturer of electrical shock protection devices used across a broad range of high-growth end markets,
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: and synergies from combining Western Automation’s products and technology with the Company’s existing Industrial products portfolio.
−Removed: Goodwill resulting from the Western Automation acquisition is not expected to be deductible for tax purposes.
−Removed: For the fiscal year ended December 30, 2023, the Company incurred $ 1.2 million of legal and professional fees related to the Western Automation acquisition recognized as Selling, general, and administrative expenses and reflected as other non-segment costs.
−Removed: On July 19, 2022, the Company acquired C&K Switches (“C&K”) for $ 540 million in cash.
−Removed: Founded in 1928, C&K is a leading designer and manufacturer of high-performance electromechanical switches and interconnect solutions with a strong global presence across a broad range of end markets, including industrial, transportation, datacom, and aerospace.
−Removed: At the time the Company and C&K entered into a definitive agreement, C&K had annualized sales of over $ 200 million.
−Removed: The business is reported as part of the electronics-passive products and sensors business within the Company's Electronics segment.
−Removed: The acquisition was funded through a combination of cash on hand and debt.
−Removed: The total purchase consideration of $ 523.0 million, net of cash acquired, has been allocated to assets acquired and liabilities assumed, as of the completion of the acquisition, based on estimated fair values.
−Removed: The following table summarizes the purchase price allocation of the fair value of assets acquired and liabilities assumed in the C&K acquisition:
+Added: including electric vehicle charging infrastructure, industrial safety and renewables.
+Added: At the time the Company and Western Automation entered into the definitive agreement, Western Automation had annualized sales of approximately $ 25 million.
+Added: The business is reported within the Company’s Industrial segment.
+Added: The acquisition was funded with cash on hand.
+Added: The total purchase consideration of $ 158.3 million, net of cash, has been allocated to assets acquired and liabilities assumed, as of the completion of the acquisition, based on estimated fair values.
+Added: The following table summarizes the final purchase price allocation of the fair value of assets acquired and liabilities assumed in the Western Automation acquisition:
(in thousands) Purchase Price
10 unchanged sentences
Current liabilities ( 4,335 )
−Removed: Long-term debt ( 9,626 )
Other long-term liabilities ( 8,998 )
−Removed: All C&K goodwill, other assets and liabilities were recorded in the Electronics segment and are reflected in the Americas, Europe and Asia-Pacific geographic areas.
−Removed: The goodwill resulting from this acquisition consists largely of the Company’s expected future product sales and synergies from combining C&K’s products and technology with the Company’s existing Electronics products portfolio.
−Removed: Goodwill resulting from the C&K acquisition is not expected to be deductible for tax purposes.
−Removed: As required by purchase accounting rules, the Company recorded a $ 10.8 million step-up of inventory to its fair value as of the acquisition date.
−Removed: The step-up was amortized as a non-cash charge to cost of sales during the third and fourth quarter of 2022 as the acquired inventory was sold and reflected as other non-segment costs.
−Removed: For the fiscal year ended December 31, 2022, the Company incurred $ 9.1 million of legal and professional fees related to the C&K acquisition recognized as Selling, general, and administrative expenses and reflected as other non-segment costs.
+Added: All Western Automation assets and liabilities were recorded in the Industrial segment and are primarily reflected in the Europe geographic area.
+Added: The goodwill resulting from this acquisition consists largely of the Company’s expected future product sales and synergies from combining Western Automation’s products and technology with the Company’s existing Industrial products portfolio.
+Added: Goodwill resulting from the Western Automation acquisition is not expected to be deductible for tax purposes.
+Added: For the fiscal year ended December 30, 2023, the Company incurred $ 1.2 million of legal and professional fees related to the Western Automation acquisition recognized as Selling, general, and administrative expenses and reflected as other non-segment costs.
Pro Forma Results
−Removed: The following table summarizes, on an unaudited pro forma basis, the combined results of operations of the Company and Western Automation as though the acquisition had occurred as of January 2, 2022, and C&K as though the acquisition had occurred as of December 27, 2020.
−Removed: The pro forma amounts presented are not necessarily indicative of either the actual
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: consolidated results had the Western Automation acquisition occurred as of January 2, 2022, and had C&K acquisition occurred as of December 27, 2020 or of future consolidated operating results.
+Added: The following table summarizes, on an unaudited pro forma basis, the combined results of operations of the Company, Basler and Dortmund Fab as though the acquisitions had occurred as of December 31, 2023, and Western Automation as though the acquisition had occurred as of January 2, 2022.
+Added: The pro forma amounts presented are not necessarily indicative of either the actual consolidated results had the Basler and Dortmund Fab acquisitions occurred as of December 31, 2023, and Western Automation acquisition occurred as of January 2, 2022 or of future consolidated operating results.
For the Fiscal Year Ended
−Removed: (in thousands, except per share amounts) December 30, 2023 December 31, 2022
+Added: (in thousands, except per share amounts) December 27, 2025 December 28, 2024 December 30, 2023
Net sales $ 2,515,937 $ 2,354,262 $ 2,364,543
Income before income taxes 11,474 148,476 330,114
−Removed: Net income 260,812 402,470
−Removed: Net income per share — basic 10.49 16.27
−Removed: Net income per share — diluted 10.39 16.11
+Added: Net (loss) income ( 66,100 ) 96,901 260,812
+Added: Net (loss) income per share — basic ( 2.66 ) 3.90 10.49
+Added: Net (loss) income per share — diluted ( 2.66 ) 3.87 10.39
Pro forma results presented above primarily reflect the following adjustments:
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
For the Fiscal Year Ended
−Removed: (in thousands) December 30, 2023 December 31, 2022
+Added: (in thousands) December 27, 2025 December 28, 2024 December 30, 2023
Amortization (a) $ ( 11,009 ) $ ( 10,481 ) $ ( 479 )
1 unchanged sentence
Transaction costs (b) 2,536 ( 2,535 ) 1,203
−Removed: Amortization of inventory step-up (c) — 15,593
−Removed: Interest expense (d) — 815
−Removed: Income tax (expense) benefit of above items ( 91 ) ( 4,701 )
−Removed: (a) The amortization adjustment for the twelve months ended December 30, 2023 and December 31, 2022, primarily reflects incremental amortization resulting from the measurement of intangibles at their fair values.
−Removed: (b) The transaction cost adjustments reflect the reversal of certain legal and professional fees from the twelve months ended December 30, 2023 and December 31, 2022, respectively, and recognition of those fees during the twelve months ended December 31, 2022.
−Removed: (c) The amortization of inventory step-up adjustment reflects the reversal of the amount recognized during the twelve months ended December 31, 2022.
−Removed: The inventory step-up is amortized over four months for all acquisitions, as the inventory was sold.
−Removed: (d) The interest expense adjustment reflects lower interest expense associated with the financing of the C&K acquisition that replaced higher pre-acquisition debt.
−Removed: The components of inventories at December 28, 2024 and December 30, 2023 are as follows:
+Added: Amortization of unfavorable production contract (c) — 2,269 —
+Added: Amortization of inventory adjustment (d) 563 ( 5,890 ) —
+Added: Income tax benefit (expense) of above items 2,130 4,352 ( 91 )
+Added: Total $ ( 6,613 ) $ ( 14,106 ) $ 633
+Added: (a) The amortization adjustment for the twelve months ended December 27, 2025, December 28, 2024, and December 30, 2023, primarily reflects incremental amortization resulting from the measurement of intangibles at their fair values.
+Added: (b) The transaction cost adjustments reflect the reversal of certain legal and professional fees from the twelve months ended December 27, 2025 and December 30, 2023, respectively, and recognition of those fees during the twelve months ended December 28, 2024 and December 31, 2022, respectively.
+Added: (c) The amortization of the unfavorable production contract during the twelve months ended December 28, 2024 results from the fair value assigned to the unfavorable production contract liability that is amortized over four years .
+Added: (d) The amortization of inventory adjustment reflects the reversal of the amount recognized during the twelve months ended December 27, 2025 and recognition of the amortization during the twelve months ended December 28, 2024.
+Added: The inventory adjustment related to the Basler acquisition is being amortized over three months as the inventory is sold.
+Added: The inventory adjustment related to the Dortmund Fab acquisition was fully amortized over two months as the inventory was sold during 2025.
+Added: The components of inventories at December 27, 2025 and December 28, 2024 were as follows:
(in thousands) 2025 2024
4 unchanged sentences
Total $ 416,472 $ 416,273
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Property, Plant, and Equipment, net
−Removed: The components of net property, plant, and equipment at December 28, 2024 and December 30, 2023 are as follows:
+Added: The components of net property, plant, and equipment at December 27, 2025 and December 28, 2024 were as follows:
(in thousands) 2025 2024
4 unchanged sentences
Total $ 540,640 $ 477,068
−Removed: The Company recorded depreciation expense of $ 68.3 million, $ 71.6 million, and $ 65.0 million for the fiscal years ended December 28, 2024, December 30, 2023, and December 31, 2022, respectively, in Cost of sales, Selling, general, and administrative expenses , and Research and development expenses in the Consolidated Statements of Net Income.
+Added: The Company recorded depreciation expense of $ 74.9 million, $ 68.3 million, and $ 71.6 million for the fiscal years ended December 27, 2025, December 28, 2024, and December 30, 2023, respectively, in Cost of sales, Selling, general, and administrative expenses , and Research and development expenses in the Consolidated Statements of Net (Loss) Income.
Goodwill and Other Intangible Assets
−Removed: The amounts for goodwill and changes in the carrying value by segment are as follows:
+Added: The amounts for goodwill and changes in the carrying value by segment were as follows:
(in thousands) Electronics Transportation
7 unchanged sentences
Changes during 2024:
−Removed: Additions (a)
−Removed: 3,879 93,937 97,816
+Added: Impairments — ( 8,616 ) ( 36,147 ) ( 44,763 )
Foreign currency translation adjustments ( 29,634 ) ( 2,854 ) ( 4,245 ) ( 36,733 )
6 unchanged sentences
Changes during 2025:
+Added: Additions (a) 57,321 — 152,343 209,664
Impairments ( 301,185 ) — — ( 301,185 )
6 unchanged sentences
$ 724,329 $ 197,399 $ 289,683 $ 1,211,411
−Removed: (a) The additions resulted from the acquisitions of Western Automation and C&K Switches.
+Added: (a) The additions resulted from the acquisitions of Dortmund Fab and Basler.
The Company tests its goodwill annually for impairment on the first day of its fiscal fourth quarter, or more frequently if an event occurs or circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying value.
−Removed: The results of the goodwill impairment test as of September 29, 2024 indicated that the estimated fair values for the Industrial controls and sensors and Automotive sensors reporting units were below their respective carrying values.
−Removed: Accordingly, the Company recorded non-cash charges of $ 36.1 million and $ 8.6 million, respectively, to reflect the impairment of goodwill for the Industrial controls and sensors reporting unit within the Industrial segment and the Automotive sensors reporting unit within the Transportation segment.
−Removed: There were no impairment charges recorded during the fiscal years of 2023 and 2022.
−Removed: The goodwill impairment charge for the Industrial controls and sensors reporting unit was due to reduction in the estimated fair value of the reporting unit based on lower expectations for future revenue, profitability and cash flows as compared to the expectations of the 2023 annual goodwill impairment test driven by lower-than-expected demand in the electric vehicle end market as well as reduced government funding to support charging infrastructures for electric vehicles, primarily in Europe.
−Removed: The goodwill impairment charge for the Automotive sensors reporting unit was due to reductions in the estimated fair value for the automotive sensors reporting unit based on lower expectations for future revenue, profitability and cash flows as compared to the expectations of the 2023 annual goodwill impairment test.
−Removed: These lower future expectations were driven by projected declines in end market demand and reduced revenue and profitability with existing customers.
+Added: The results of the goodwill impairment test as of September 28, 2025 indicated that the estimated fair value for the Electronics-Semiconductor reporting unit was below its respective carrying value.
+Added: Accordingly, the Company recorded a non-cash charge of $ 301.2 million to reflect the impairment of goodwill for the Electronics-Semiconductor reporting unit within the Electronics segment during the fourth quarter of 2025.
+Added: The goodwill impairment charge for the Electronics-Semiconductor reporting unit in the fourth quarter of 2025 was due to reductions in the estimated fair value from lower expectations for future revenue, profitability and cash flows for the Electronics-Semiconductor reporting unit as compared to the expectations of the 2024 annual goodwill impairment test.
+Added: In the context of a recent leadership transition and strategic reassessment in the semiconductor business, the reduction was primarily driven by lower projected volumes in the power semiconductor business, largely associated with the Dortmund Fab.
+Added: During the fourth quarter of 2024, the Company recorded non-cash charges of $ 36.1 million and $ 8.6 million, respectively, to reflect the impairment of goodwill for the Industrial controls and sensors reporting unit within the Industrial segment and the Automotive sensors reporting unit within the Transportation segment.
+Added: There were no impairment charges recorded during the fiscal year of 2023.
+Added: The goodwill impairment charge for the Industrial controls and sensors reporting unit was due to a reduction in the estimated fair value of the reporting unit based on lower expectations for future revenue, profitability and cash flows as compared to the expectations of the 2023 annual goodwill impairment test driven by lower-than-expected demand in the electric vehicle end market as well as reduced government funding to support charging infrastructures for electric vehicles, primarily in Europe.
The goodwill impairment charge was determined using Level 3 inputs, including discounted cash flow analysis and comparable marketplace fair value data.
−Removed: As of December 28, 2024, the Industrial controls and sensors reporting unit had $ 115.2 million of remaining goodwill, and the Automotive sensors reporting unit had no remaining goodwill.
−Removed: The components of intangible assets at December 28, 2024 and December 30, 2023 are as follows:
+Added: As of December 27, 2025, the Electronics-Semiconductor and the Industrial Controls and Sensors reporting units had $ 238.5 million and $ 274.9 million of remaining goodwill, respectively.
+Added: The components of intangible assets at December 27, 2025 and December 28, 2024 were as follows:
As of December 27, 2025
12 unchanged sentences
Total $ 950,414 $ 468,296 $ 482,118
+Added: During the fiscal year ended December 27, 2025, the Company recorded additions to other intangible assets of $ 150.0 million and $ 1.8 million related to the Basler and Dortmund Fab acquisitions, respectively, the components of which were as follows:
+Added: (in thousands, except weighted average useful life) Weighted Average
+Added: Useful Life (Years) Amount
+Added: Patents, developed technology 6.0 $ 15,000
+Added: Customer relationships, trademarks, and tradenames 13.6 135,000
+Added: Customer relationships, trademarks, and tradenames 5.0 $ 1,800
For intangible assets with definite lives, the Company recorded amortization expense of $ 59.8 million, $ 62.1 million, and $ 65.8 million in 2025, 2024, and 2023, respectively.
2 unchanged sentences
The remaining impairment charges included $ 0.2 million for patents and customer relationships related to the exit of a small business in China within Industrial segment.
−Removed: During the first quarter of 2024, the Company recognized a $ 0.9 million impairment related to certain machinery and equipment in the commercial vehicle business within the Transportation segment.
+Added: In addition, during the first quarter of 2024, the Company recognized a $ 0.9 million impairment related to certain machinery and equipment in the commercial vehicle business within the Transportation segment.
Estimated annual amortization expense related to intangible assets with definite lives at December 27, 2025 is as follows:
4 unchanged sentences
Accrued Liabilities
−Removed: The components of accrued liabilities at December 28, 2024 and December 30, 2023 are as follows:
+Added: The components of accrued liabilities at December 27, 2025 and December 28, 2024 were as follows:
(in thousands) 2025 2024
1 unchanged sentence
Current lease liability 11,435 13,900
−Removed: Interest 8,131 6,387
+Added: Deferred revenue 11,215 1,557
Other non-income taxes 7,960 7,022
+Added: Interest 7,069 8,131
Professional services 6,629 6,613
Restructuring liability 6,014 4,624
−Removed: Current hedge liability 4,067 —
Other customer reserves 2,874 3,450
−Removed: Deferred revenue 1,557 2,198
Current benefit liability 1,680 1,514
+Added: Current hedge liability — 4,067
Other 29,733 29,759
10 unchanged sentences
Options to extend the lease are included in the lease term when it is reasonably certain the Company will exercise the option.
−Removed: The Company also has production equipment, office equipment and vehicles under operating leases and finance leases that were acquired through the C&K acquisition.
The depreciable life of assets and leasehold improvements are limited by the expected lease term, unless there is a transfer of title or purchase option that is reasonably certain of exercise.
23 unchanged sentences
Fiscal Year Ended
−Removed: (in thousands) Consolidated Statements of Net Income Classification December 28, 2024 December 30, 2023 December 31, 2022
+Added: (in thousands) Consolidated Statements of Net (Loss) Income Classification December 27, 2025 December 28, 2024 December 30, 2023
Operating lease expenses Cost of sales, Selling, general, and administrative expenses $ 18,906 $ 17,310 $ 15,817
13 unchanged sentences
2028 13,681 4
+Added: 2029 13,031 4
+Added: 2030 10,583 —
2031 and thereafter 35,091 —
19 unchanged sentences
Finance leases 269 — —
−Removed: The net gain recorded from a sale leaseback transaction was $ 0.3 million for the fiscal year ended December 28, 2024.
There were no sale leaseback transactions for the fiscal years ended December 27, 2025 and December 30, 2023.
+Added: The net gain recorded from a sale leaseback transaction was $ 0.3 million for the fiscal year ended December 28, 2024.
Restructuring, Impairment, and Other Charges
21 unchanged sentences
Total $ 4,615 $ 8,495 $ 3,391 $ 16,501
+Added: For the year ended December 27, 2025, the Company recorded $ 302.1 million of non-cash impairment charges, which included a $ 301.2 million non-cash goodwill impairment charge associated with the Electronics-Semiconductor reporting unit within the Electronics segment.
+Added: The remaining impairment charges included $ 0.5 million and $ 0.4 million of impairment charges related to certain machinery and equipment in the commercial vehicle business within the Transportation segment and the electronics products business within the Electronics segment, respectively.
+Added: The Company also recorded total restructuring charges of $ 18.0 million, primarily for employee termination costs.
+Added: These charges primarily related to the reorganization of certain manufacturing, selling and administrative functions in the power semiconductor business within the Electronics segment and the reorganization of certain manufacturing, selling and administrative functions in the commercial vehicle business and automotive sensors business within the Transportation segment.
+Added: See Note 5, Goodwill and Other Intangible Assets for further discussion regarding the goodwill and intangible impairment charges.
For the year ended December 28, 2024, the Company recorded $ 93.5 million of non-cash impairment charges, which included $ 47.8 million for the impairment of intangible assets primarily related to certain acquired customer relationships, developed technology, and tradename in the Industrial Controls and Sensors reporting unit within the Industrial segment, and $ 36.1 million and $ 8.6 million of non-cash goodwill impairment charges associated with the Industrial Controls and Sensors reporting unit within the Industrial segment and the Automotive sensors reporting unit within the Transportation segment, respectively.
7 unchanged sentences
During 2023, the Company recorded a $ 3.9 million impairment charge related to the land and building of a property in the commercial vehicle business within the Transportation segment that the Company made the decision to donate, a $ 0.9 million impairment charge substantially related to certain patents in a business within the Industrial segment, and a $ 0.1 million impairment related to certain machinery and equipment in the semiconductor business within the Electronics segment.
−Removed: For the year ended December 31, 2022, the Company recorded total restructuring charges of $ 7.1 million, primarily for employee termination costs.
−Removed: These charges primarily related to the reorganization of certain manufacturing, selling and administrative functions within the Transportation segment's passenger car and automotive sensor businesses and the reorganization of selling and administrative functions within the Electronics segment due to the C&K acquisition.
−Removed: During the fourth quarter of 2022, the Company recorded a $ 2.9 million non-cash impairment charge for certain acquired technology and patent intangible assets due to a change in use and projected cash flows within the Electronics segment.
−Removed: See Note 5, Goodwill and Other Intangible Assets for further discussion regarding the intangible asset impairment charge.
−Removed: The restructuring reserves as of December 28, 2024 and December 30, 2023 are $ 4.6 million and $ 2.1 million, respectively.
−Removed: The restructuring reserves are included within accrued liabilities.
+Added: The restructuring reserves as of December 27, 2025 and December 28, 2024 were $ 6.0 million and $ 4.6 million, respectively included within Accrued liabilities.
+Added: Additionally, $ 0.3 million was included within Other long-term liabilities in the Consolidated Balance Sheets as of December 27, 2025.
Payments associated with employee terminations reflected in the above table were substantially completed by December 27, 2025.
The Company anticipates that the remaining payments associated with employee terminations will be substantially completed in fiscal 2026.
−Removed: The carrying amounts of debt at December 28, 2024 and December 30, 2023 are as follows:
+Added: The carrying amounts of debt at December 27, 2025 and December 28, 2024 were as follows:
(in thousands)
52 unchanged sentences
Senior Notes due 2025 and 2030”) were funded.
+Added: During the first fiscal quarter of 2025, the Company paid
+Added: off $ 50 million of U.S.
+Added: Senior Notes, Series A due 2025.
Interest on the U.S.
−Removed: Senior Notes due 2025 and 2030 is payable on February 15 and August 15, commencing on August 15, 2018.
+Added: Senior Notes Series B due 2030 is payable on February 15 and August 15, commencing on August 15, 2018.
On May 18, 2022, the above note purchase agreements were amended to, among other things, update certain terms, including financial covenants to be consistent with the terms of the restated Credit Agreement and the 2022 Purchase Agreement, as defined below.
10 unchanged sentences
As of December 27, 2025, the Company was in compliance with all covenants under the Senior Notes.
−Removed: The Company may redeem the Senior Notes upon the satisfaction of certain conditions and the payment of a make-whole amount to noteholders, and are required to offer to repurchase the Senior Notes at par following certain events, including a change of control.
+Added: The Company may redeem the Senior Notes upon the satisfaction of certain conditions and the payment of a make-whole amount to noteholders, and is required to offer to repurchase the Senior Notes at par following certain events, including a change of control.
Debt Issuance Costs
23 unchanged sentences
In addition, the Company formally assesses, both at the inception and at least quarterly thereafter, whether the financial instruments used in hedging transactions are effective at offsetting changes in either the fair values or cash flows of the related underlying exposures.
−Removed: For highly effective cash flow hedges, ASC 815 requires the entire
−Removed: change in fair value of the hedging instrument included in the assessment of hedge effectiveness to be recorded in other comprehensive income.
+Added: For highly effective cash flow hedges, ASC 815 requires the entire change in fair value of the hedging instrument included in the assessment of hedge effectiveness to be recorded in other comprehensive income.
No components of the Company's hedging instruments were excluded from the assessment of hedge effectiveness.
3 unchanged sentences
These foreign currency zero cost collars are designated as cash flow hedges for a portion of our Mexican peso-denominated manufacturing expenses, predominantly salary expenses, vendor payments, and utility expenses.
−Removed: The collars that were entered on July 3, 2024, mature on August 29, 2025 at a weighted-average ceiling of 19.435 and a weighted-average floor of 18.000 .
−Removed: The collars that were entered on August 5, 2024, mature on September 29, 2025 at a weighted-average ceiling of 21.000 and a weighted-average floor of 19.655 .
−Removed: The collars that were entered on September 3, 2024, mature on November 3, 2025 at a weighted-average ceiling of 21.757 and a weighted-average floor of 20.082 .
−Removed: The collars that were entered on September 30, 2024, mature on November 26, 2025 at a weighted-average ceiling of 21.365 and a weighted-average floor of 19.870 .
−Removed: The collars that were entered on November 4, 2024, mature on January 2, 2026 at a weighted-average ceiling of 21.690 and a weighted-average floor of 20.120 .
−Removed: The collars that were entered on December 2, 2024, mature on February 2, 2026 at a weighted-average ceiling of 22.0377 and a weighted-average floor of 20.425 .
If the spot rate is between the weighted-average ceiling and floor rates on the date of maturity, then the Company would not owe or receive any payments under these collars.
The Company plans to continue executing zero cost collars with 14-month rolling maturities as an ongoing strategy to hedge peso-denominated manufacturing expenses.
+Added: entry date, maturity date, weighted-average floor, and weighted-average ceiling for each collar trade was as follows:
+Added: Trade Entry Date Trade Maturity Date Weighted-Average Floor Weighted-Average Ceiling
+Added: July 3, 2024 August 29, 2025 18.0000 19.4350
+Added: August 5, 2024 September 29, 2025 19.6550 21.0000
+Added: September 3, 2024 November 3, 2025 20.0820 21.7571
+Added: September 30, 2024 November 26, 2025 19.8700 21.3650
+Added: November 4, 2024 January 2, 2026 20.1200 21.6900
+Added: December 3, 2024 February 2, 2026 20.4250 22.0377
+Added: January 2, 2025 March 2, 2026 20.8000 21.9082
+Added: February 6, 2025 March 30, 2026 20.5300 22.0000
+Added: April 9, 2025 June 1, 2026 20.9700 22.2355
+Added: May 1, 2025 June 29, 2026 19.6940 20.9700
+Added: June 4, 2025 August 3, 2026 19.3100 20.3437
+Added: July 2, 2025 August 31, 2026 18.8500 19.8025
+Added: August 5, 2025 September 29, 2026 18.8500 19.8000
+Added: September 2, 2025 November 2, 2026 18.8100 19.8347
+Added: September 30, 2025 November 30, 2026 18.4200 19.3700
+Added: November 4, 2025 January 4, 2027 18.7200 19.7000
+Added: November 26, 2025 February 2, 2027 18.4300 19.4852
The fair value of the collars was determined using an independent third-party valuation model.
Pursuant to this model, changes in fair value of derivatives that are designated as cash flow hedges are deferred in accumulated other comprehensive loss until the underlying transactions are recognized in earnings.
−Removed: For the fiscal year ended December 28, 2024, the Company recorded a pre-tax unrealized loss on the collars of $ 3.5 million.
−Removed: The Company estimates that approximately $ 3.6 million of pre-tax losses currently recorded in accumulated other comprehensive loss will be recognized in earnings over the next 12 months.
+Added: For the fiscal year ended December 27, 2025, the Company recorded a pre-tax unrealized gain on the collars of $ 10.8 million.
+Added: The Company estimates that approximately $ 7.2 million of pre-tax gains currently recorded in accumulated other comprehensive loss will be recognized in earnings over the next 12 months.
The amounts included in accumulated other comprehensive loss will be reclassified to earnings should the hedge no longer be considered effective.
7 unchanged sentences
The fair value of the interest rate swap was valued using an independent third-party valuation model.
−Removed: Pursuant to this model, c hanges in fair value of derivatives that are designated as cash flow hedges are deferred in accumulated other comprehensive (loss) income until the underlying transactions are recognized in earnings.
−Removed: For the fiscal year ended December 28, 2024, the Company recorded a pre-tax unrealized gain on the interest rate swap of $ 0.3 million.
−Removed: The Company estimates that approximately $ 2.7 million of pre-tax gain currently recorded in accumulated other comprehensive loss will be recognized in earnings over the next 12 months.
+Added: Pursuant to this model, c hanges in fair value of derivatives that are designated as cash flow hedges are deferred in accumulated other comprehensive loss until the underlying transactions are recognized in earnings.
+Added: For the fiscal year ended December 27, 2025, the Company recorded a pre-tax unrealized loss on the interest rate swap of $ 4.7 million.
+Added: The Company estimates that approximately $ 1.2 million of pre-tax gains currently recorded in accumulated other comprehensive loss will be recognized in earnings over the next 12 months.
The primary inputs into the valuation of the interest rate swap are interest yield curves, interest rate volatility, credit risk, credit spreads and other market information.
7 unchanged sentences
The notional value of the forward contract at July 14, 2022 was € 117 million and expired on December 7, 2023 with the final settlement value of $ 6.3 million which the Company used to convert USD to Euro to pay down the € 117 million of Euro Senior Notes, Series A due 2023.
−Removed: The foreign currency contract was not designated as a hedge instrument and was marked to market on a monthly
−Removed: As a result, changes in fair value during 2023 were reported in Foreign exchange loss in the Consolidated Statements of Net Income.
+Added: The foreign currency contract was not designated as a hedge instrument and was marked to market on a monthly basis.
+Added: As a result, changes in fair value during 2023 were reported in Foreign exchange (loss) gain in the Consolidated Statements of Net (Loss) Income.
The fair value of the foreign currency forward contract was valued by a third party using market exchange rates and classified as a Level 2 input under the fair value hierarchy.
10 unchanged sentences
Other long-term assets 3 2
−Removed: The pre-tax (gains) losses recognized on derivative financial instruments in the Consolidated Statements of Operations for the fiscal year ended December 28, 2024 and December 30, 2023 were as follows:
+Added: The pre-tax (gains) losses recognized on derivative financial instruments in the Consolidated Statements of Net (Loss) Income for the fiscal year ended December 27, 2025, December 28, 2024, and December 30, 2023 were as follows:
Fiscal Year Ended
−Removed: (in thousands) Classification of (Gains) Losses Recognized in the Consolidated Statements of Net Income December 28, 2024 December 30, 2023
+Added: (in thousands) Classification of (Gains) Losses Recognized in the Consolidated Statements of Net (Loss) Income December 27, 2025 December 28, 2024 December 30, 2023
Derivatives designated as cash flow hedges
4 unchanged sentences
Foreign exchange forward contract Foreign exchange gain $ — $ — $ ( 52 )
−Removed: The pre-tax (gain) losses recognized on derivative financial instruments in the Consolidated Statements of Comprehensive Income for the fiscal year ended December 28, 2024 and December 30, 2023 was as follows:
+Added: The pre-tax losses (gains) recognized on derivative financial instruments in the Consolidated Statements of Comprehensive Income for the fiscal year ended December 27, 2025, December 28, 2024, and December 30, 2023 were as follows:
Fiscal Year Ended
−Removed: (in thousands) December 28, 2024 December 30, 2023
+Added: (in thousands) December 27, 2025 December 28, 2024 December 30, 2023
Derivatives designated as cash flow hedges
3 unchanged sentences
The Company maintains investment accounts for participants through which participants make investment elections.
−Removed: The marketable securities are classified as Level 1 under the fair value hierarchy as they are maintained in mutual funds with readily determinable fair value and recorded in Other long-term assets on the Consolidated Balance sheet.
+Added: The marketable securities are classified as Level 1 under the fair value hierarchy as they are maintained in mutual funds with readily determinable fair value and recorded in Other long-term assets on the Consolidated Balance sheets.
There we re no changes during the fiscal year ended December 27, 2025 to the Company’s valuation techniques used to measure asset and liability fair values o n a recurring basis.
35 unchanged sentences
USD Senior Notes, due 2032 100,000 95,587 100,000 91,175
−Removed: The results of the annual goodwill impairment test as of September 29, 2024 indicated that the estimated fair values for Industrial controls and sensors and Automotive Sensors reporting units were below their respective carrying values.
−Removed: Accordingly, the Company recorded non-cash impairment charges of $ 36.1 million and $ 8.6 million, respectively, to reflect the impairment of goodwill for the Industrial controls and sensors reporting unit within the Industrial segment and the Automotive sensors reporting unit within the Transportation segment.
−Removed: Additionally, during the fourth quarter of 2024, the Company also recorded a non-cash impairment charge of $ 47.8 million primarily related to certain acquired customer relationships, developed technology, and tradename intangible assets in the Industrial controls and sensors reporting unit within the Industrial segment.
+Added: The results of the annual goodwill impairment test as of September 28, 2025 indicated that the estimated fair value for Electronics-Semiconductor reporting unit were below its respective carrying value.
+Added: Accordingly, the Company recorded a non-cash impairment charge of $ 301.2 million to reflect the impairment of goodwill for the Electronics-Semiconductor reporting unit within the Electronics segment.
See Note 5, Goodwill and Other Intangible Assets, for further discussion.
+Added: In addition, the Company recorded $ 0.5 million and $ 0.4 million of impairment charges related to certain machinery and equipment in the commercial vehicle business within the Transportation segment and the electronics products business within the Electronics segment, respectively.
+Added: 2025 goodwill impairment charges were the result of measuring a reporting unit at fair value on a nonrecurring basis as shown below:
+Added: (in thousands) For Fiscal Year Ended December 27, 2025 December 27, 2025
+Added: Charge Estimated Fair Value Measurement (Level 3) Net Carrying Value
+Added: Electronics-Semiconductor reporting unit
+Added: Goodwill $ 301,185 $ 238,057 $ 238,486
+Added: During the fourth quarter of 2024 the Company recorded non-cash charges of $ 36.1 million and $ 8.6 million, respectively, to reflect the impairment of goodwill for the Industrial Controls and Sensors reporting unit within the Industrial segment and the Automotive Sensors reporting unit within the Transportation segment.
+Added: Additionally, during the fourth quarter of 2024, the
+Added: Company recorded non-cash impairment charges of $ 47.8 million for the impairment of intangible assets primarily related to the impairment of certain acquired customer relationships, developed technology, and tradename intangible assets in the Industrial Controls and Sensors reporting unit within the Industrial segment.
+Added: See Note 5, Goodwill and Other Intangible Assets, for further discussion.
In addition, during the first quarter of 2024, the Company recognized a $ 0.9 million impairment related to certain machinery and equipment in the commercial vehicle business within the Transportation segment.
9 unchanged sentences
Goodwill $ 8,616 $ — $ —
−Removed: During 2023, the Company recognized a $ 3.9 million impairment charge related to the land and building of a property in the commercial vehicle business within the Transportation segment that the Company made the decision to donate, a $ 0.9 million impairment charge substantially related to certain patents in a business within the Industrial segment, and a $ 0.1 million impairment related to certain machinery and equipment in the semiconductor business within the Electronics segment.
+Added: During the fiscal year 2023, the Company recognized a $ 3.9 million impairment charge related to the land and building of a property in the commercial vehicle business within the Transportation segment that the Company made the decision to donate, a $ 0.9 million impairment charge substantially related to certain patents in a business within the Industrial segment, and a $ 0.1 million impairment related to certain machinery and equipment in the semiconductor business within the Electronics segment.
See Note 8, Restructuring, Impairment, and Other Charges, for further discussion.
−Removed: During the fourth quarter of 2022, the Company recorded a $ 2.9 million intangible asset impairment charge in Restructuring, impairment, and other charges in the Consolidated Statements of Net Income, f or certain acquired technology and patent intangible assets due to a change in use and projected cash flows within the Electronics segment.
−Removed: See Note 5, Goodwill and Other Intangible Assets, for further discussion.
−Removed: Additionally, the Company recorded a non-cash impairment charge of $ 1.7 million for certain machinery and equipment within Electronics segment due to a decision to cease further production of a product line during the fourth quarter of 2022.
−Removed: The fair value of the patent, technology, and machinery and equipment were measured on a nonrecurring basis using Level 3 inputs under the fair value hierarchy.
−Removed: The Company's accounting and finance management determines the valuation policies and procedures for Level 3 fair value measurements and is responsible for the development and determination of unobservable inputs.
Benefit Plans
2 unchanged sentences
On October 4, 2024, the Company entered into a definitive agreement to purchase a group annuity contract, under which an insurance company will be required to pay pension payments to the Company’s United Kingdom pension plan to match required pension payments until a later buyout, at which point the insurance company will directly pay and administer the benefits to the plan's participants, or to their designated beneficiaries.
−Removed: The purchase of this group annuity contract will reduce the Company’s outstanding pension benefit obligation by approximately $ 23 million, representing approximately 33 % of the total obligations of the Company’s qualified pension plans, and will be funded with pension plan assets and additional cash on
−Removed: In connection with this transaction, the Company currently expects to record a one-time non-cash settlement charge in 2026 estimated between $ 6 million and $ 8 million, reflecting the accelerated recognition of a portion of unamortized actuarial losses in the plan.
+Added: The purchase of this group annuity contract will reduce the Company’s outstanding pension benefit obligation by approximately $ 25 million, representing approximately 31 % of the total obligations of the Company’s qualified pension plans, and will be funded with pension plan assets and additional cash on hand.
+Added: In connection with this transaction, the Company currently expects to record a one-time non-cash settlement charge in the second half of 2026 estimated between $ 6 million and $ 8 million, reflecting the accelerated recognition of a portion of unamortized actuarial losses in the plan.
The actual settlement charge could differ from this estimate due to final data and plan wind-up expenses.
9 unchanged sentences
Settlements ( 868 ) ( 1,248 )
+Added: Acquisitions 1,725 —
Effect of exchange rate movements 6,075 ( 4,946 )
2 unchanged sentences
Fair value of plan assets at beginning of year $ 39,338 $ 37,696
−Removed: Actual (loss) gain on plan assets ( 529 ) 1,358
+Added: Actual gain (loss) on plan assets 983 ( 529 )
Employer contributions 1,415 5,376
4 unchanged sentences
Net amount unfunded status $ ( 40,172 ) $ ( 31,344 )
−Removed: Amounts recognized in the Consolidated Balance Sheets as of December 28, 2024 and December 30, 2023 consist of the following:
+Added: Amounts recognized in the Consolidated Balance Sheets as of December 27, 2025 and December 28, 2024 consisted of the following:
(in thousands)
13 unchanged sentences
Prior service cost $ 93 $ 93
−Removed: Net actuarial loss (gain) 81 ( 49 )
+Added: Net actuarial loss 309 81
Amount arising during the period:
Net actuarial loss ( 2,028 ) ( 3,099 )
−Removed: Net curtailment and settlement loss (gain) 299 ( 266 )
+Added: Net curtailment and settlement loss 12 299
Foreign currency adjustments ( 980 ) 265
1 unchanged sentence
Due to the signing of the group annuity contract for the U.K.
−Removed: pension plan, the liabilities of the plan were remeasured as of October 4, 2024 resulting in an increase of $ 3.8 million to unamortized actuarial loss within other comprehensive income (loss).
−Removed: In addition, the net actuarial loss during 2024 as compared to 2023 were impacted by lower discount rates in 2024 as compared to 2023.
−Removed: The components of net periodic benefit costs for the fiscal years 2024, 2023, and 2022 are as follows:
+Added: pension plan, the liabilities of the plan were remeasured as of October 4, 2024 resulting in an increase of $ 3.8 million to unamortized actuarial loss within other comprehensive (loss) income.
+Added: In addition, the net actuarial loss during 2025 as compared to 2024 were impacted by higher discount rates in 2025 as compared to 2024.
+Added: The components of net periodic benefit costs for the fiscal years 2025, 2024, and 2023 were as follows:
(in thousands)
8 unchanged sentences
Total expense for the year $ 5,548 $ 5,337 $ 4,469
−Removed: Weighted average assumptions used to determine net periodic benefit cost for the fiscal years 2024, 2023, and 2022 are as follows:
+Added: Weighted average assumptions used to determine net periodic benefit cost for the fiscal years 2025, 2024, and 2023 were as follows:
2025 2024 2023
11 unchanged sentences
Fair value of plan assets 2,440 5,419
−Removed: Weighted average assumptions used to determine benefit obligations as of December 28, 2024, December 30, 2023 and December 31, 2022 are as follows:
+Added: Weighted average assumptions used to determine benefit obligations as of December 27, 2025, December 28, 2024 and December 30, 2023 were as follows:
2025 2024 2023
6 unchanged sentences
The Company also sponsors certain post-employment plans in foreign countries and other statutory benefit plans.
−Removed: For the fiscal years ended December 28, 2024, December 30, 2023, and December 31, 2022, the Company recorded $ 5.0 million, $ 1.5 million and $ 1.9 million expense, respectively, in Cost of sales, Restructuring, impairment, and other charges, and Other (income) expense, net within the Consolidated Statements of Net Income.
+Added: For the fiscal years ended December 27, 2025, December 28, 2024, and December 30, 2023, the Company recorded $ 3.5 million, $ 5.0 million and $ 1.5 million expense, respectively, in Cost of sales, Restructuring, impairment, and other charges, and Other income, net within the Consolidated Statements of Net (Loss) Income.
As of December 27, 2025 and December 28, 2024, the Company reported benefit liabilities of $ 5.9 million and $ 4.4 million for these plans, of which $ 1.9 million and $ 1.5 million was recorded in Accrued liabilities and $ 4.0 million and $ 2.9 million was recorded in Other long-term liabilities on the Consolidated Balance Sheets, respectively.
−Removed: For the fiscal years ended December 28, 2024 and December 30, 2023, the pre-tax amounts recognized in other comprehensive income (loss) for these plans were $ 0.2 million and $ 1.3 million, respectively.
+Added: For the fiscal years ended December 27, 2025 and December 28, 2024, the pre-tax amounts recognized in other comprehensive (loss) income for these plans were $ 0.1 million and $( 0.2 ) million, respectively.
For the fiscal year ended December 27, 2025, the expense reclassified from accumulated other comprehensive loss to earnings as components of net periodic benefit costs was $ 1.9 million.
−Removed: For the fiscal year ended December 30, 2023, the expense reclassified from accumulated other comprehensive loss to earnings as components of net periodic benefit costs was $ 0.4 million, including $ 0.5 million net settlement loss.
+Added: For the fiscal year ended December 28, 2024, the expense reclassified from accumulated other comprehensive loss to earnings as components of net periodic benefit costs was $ 3.3 million.
Defined Benefit Plan Assets
55 unchanged sentences
Fixed income 7,224 — — 5,198 12,422
+Added: Bulk annuity contract — — 23,442 — 23,442
Total pension plan assets $ 10,567 $ — $ 23,573 $ 5,198 $ 39,338
3 unchanged sentences
Level 3 assets transferred in from Level 1 and 2 assets valued at NAV:
+Added: Bulk annuity contract added during the year 23,442
Employer contribution 2
Actual return on assets 4
−Removed: Benefits paid from the plan assets ( 221 )
Foreign currency adjustments ( 8 )
1 unchanged sentence
Level 3 assets transferred in from Level 1 and 2 assets valued at NAV:
−Removed: Bulk annuity contract added during the year 23,442
Employer contribution 125
Actual return on assets 1,059
+Added: Benefits paid from the plan assets ( 1,392 )
Foreign currency adjustments 1,776
15 unchanged sentences
Equity Plans :
−Removed: The Company has equity-based compensation plans authorizing the granting of stock options, restricted shares, restricted share units, and other stock rights to employees and directors.
+Added: The Company has equity-based compensation plans authorizing the granting of stock options, restricted shares, restricted share units, performance shares units, and other stock rights to employees and directors.
As of December 27, 2025, there were 0.8 million shares available for issuance of future awards under the Company’s equity-based compensation plans.
1 unchanged sentence
Restricted shares and share units granted by the Company generally vest over three years .
−Removed: Stock options and restricted share units may have accelerated vesting upon meeting certain qualified conditions.
+Added: Performance share units have three-year performance periods with vesting at the end of the performance period and earned based on the Company’s relative Total Shareholder Return ("TSR") relative to a group of peer companies.
+Added: Stock options, restricted share and performance share units may have accelerated vesting upon meeting certain qualified conditions.
The following table provides a reconciliation of outstanding stock options for the fiscal year ended December 27, 2025.
4 unchanged sentences
Outstanding December 28, 2024 629,812 $ 200.07
−Removed: Granted 96,592 231.13
+Added: Granted — N/A
Exercised ( 164,064 ) 173.67
10 unchanged sentences
Nonvested December 27, 2025 226,891 198.43
+Added: The following table provides a reconciliation of non-vested performance share unit awards ("PSU") for the fiscal year ended December 27, 2025.
+Added: Shares Weighted Average
+Added: Grant-Date Fair Value
+Added: Nonvested December 28, 2024 — N/A
+Added: Granted 75,067 319.63
+Added: Forfeited ( 2,400 ) 252.93
+Added: Nonvested December 27, 2025 72,667 321.83
The total intrinsic value of options exercised during 2025, 2024, and 2023 was $ 13.0 million, $ 6.3 million, and $ 12.2 million, respectively.
The total fair value of the vested RSU shares was $ 17.7 million, $ 16.2 million, and $ 19.8 million for 2025, 2024, and 2023, respectively.
+Added: No PSU shares vested in 2025.
The total amount of share-based liabilities paid was $ 1.2 million, $ 1.3 million, and $ 2.2 million for 2025, 2024, and 2023, respectively.
The Company recognizes compensation cost of all share-based awards as an expense on a straight-line basis over the vesting period of the awards.
−Removed: At December 28, 2024, the unrecognized compensation cost for options and restricted shares was $ 24.3 million before tax, and will be recognized over a weighted average period of 1.8 years.
−Removed: Compensation cost included as a component of cost of sales, research and development and selling, general, and administrative expenses for all equity compensation plans discussed above was $ 27.4 million, $ 25.7 million, and $ 24.6 million for 2024, 2023, and 2022, respectively.
−Removed: The total related income tax benefit recognized in the Consolidated Statements of Net Income was $ 4.0 million, $ 3.8 million, and $ 3.5 million for 2024, 2023, and 2022, respectively.
+Added: At December 27, 2025, the unrecognized compensation cost for options, restricted shares and performance shares was $ 43.6 million before tax, and will be recognized over a weighted average period of 2.0 years.
+Added: Compensation cost included as a component of cost of sales, research and development and selling, general, and administrative expenses for all equity compensation plans discussed above was $ 28.6 million, $ 27.4 million, and $ 25.7 million for 2025, 2024,
+Added: and 2023, respectively.
+Added: The total related income tax benefit recognized in the Consolidated Statements of Net (Loss) Income was $ 4.0 million, $ 4.0 million, and $ 3.8 million for 2025, 2024, and 2023, respectively.
+Added: The Company uses the Monte Carlo valuation model to determine the fair value of PSU shares granted.
+Added: The weighted average fair value of and related assumptions for PSU shares granted are as follows:
+Added: 2025 2024 2023
+Added: Weighted average fair value of options granted $ 319.63 N/A N/A
+Added: Risk-free interest rate 4.01 % N/A N/A
+Added: Expected dividend yield — % N/A N/A
+Added: Expected stock price volatility 33.16 % N/A N/A
+Added: Expected correlation 24.29 % N/A N/A
+Added: Expected volatilities and correlation factors are based on the historical volatility of the Company’s and each peer company’s stock price.
+Added: The risk-free rates are based on yields available at the time of grant on U.S.
+Added: Treasury bonds with maturities consistent with the remaining performance period.
+Added: The fair value of RSU shares without rights to dividend equivalents is determined based on the Company's stock price on the grant date reduced by the present value of expected dividends through the vesting period.
+Added: The fair value of RSU with rights to dividend equivalents is based on the Company’s stock price on the grant date.
The Company uses the Black-Scholes option valuation model to determine the fair value of stock option awards granted.
1 unchanged sentence
2025 2024 2023
−Removed: Weighted average fair value of options granted $ 75.25 $ 77.40 $ 70.39
−Removed: Risk-free interest rate 4.71 % 3.67 % 2.83 %
−Removed: Expected dividend yield 1.13 % 1.00 % 0.92 %
−Removed: Expected stock price volatility 34.9 % 36.0 % 35.0 %
−Removed: Expected life of options (years) 4.4 4.4 4.4
−Removed: Expected volatilities are based on the historical volatility of the Company’s stock price.
−Removed: The expected life of options is based on historical data for options granted by the Company.
−Removed: The risk-free rates are based on yields available at the time of grant on U.S.
−Removed: Treasury bonds with maturities consistent with the expected life assumption.
−Removed: Historical nonvested forfeiture information is the basis for the forfeiture rate assumptions.
−Removed: The fair value of RSU is determined based on the Company's stock price on the grant date reduced by the present value of expected dividends through the vesting period.
+Added: Weighted average fair value of options granted N/A $ 75.25 $ 77.40
+Added: Risk-free interest rate N/A 4.71 % 3.67 %
+Added: Expected dividend yield N/A 1.13 % 1.00 %
+Added: Expected stock price volatility N/A 34.9 % 36.0 %
+Added: Expected life of options (years) N/A 4.4 4.4
Preferred Stock :
3 unchanged sentences
On April 25, 2024, the Company's Board of Directors authorized a new three-year program to repurchase up to $ 300.0 million in the aggregate of shares of the Company's stock for the period May 1, 2024 to April 30, 2027 ("2024 program") to replace the expired 2021 program.
+Added: During the fiscal year of 2025, the Company repurchased 120,689 shares of its common stock totaling $ 27.4 million pursuant to the 2024 program.
+Added: There are $ 270.6 million of an authorized amount not yet purchased under the 2024 program as of December 27, 2025.
During the fiscal year of 2024, the Company repurchased 179,311 shares of its common stock totaling $ 40.9 million, of which, $ 38.9 million was pursuant to the 2021 program and $ 2.0 million was pursuant to the 2024 program.
−Removed: There are $ 298.0 million of an authorized amount yet purchased under the 2024 program as of December 28, 2024.
−Removed: During the fiscal years of 2023 and 2022, the Company did not repurchase any shares of its common stock.
−Removed: Other Comprehensive Income (Loss)
−Removed: Changes in other comprehensive income (loss) by component for fiscal years 2024, 2023, and 2022 were as follows:
+Added: During the fiscal year of 2023, the Company did not repurchase any shares of its common stock.
+Added: Other Comprehensive (Loss) Income
+Added: Changes in other comprehensive (loss) income by component for fiscal years 2025, 2024, and 2023 were as follows:
Fiscal Year Ended
12 unchanged sentences
(in thousands)
−Removed: Pension and postretirement liability and reclassification adjustments Cash flow hedges Foreign currency translation adjustments Accumulated other comprehensive income (loss)
−Removed: Balance at January 1, 2022 $ ( 11,928 ) $ — $ ( 61,535 ) $ ( 73,463 )
+Added: Pension and postretirement liability and reclassification adjustments Cash flow hedges Foreign currency translation adjustments Accumulated other comprehensive (loss) income
+Added: Balance at December 31, 2022 $ ( 2,193 ) $ 6,596 $ ( 100,167 ) $ ( 95,764 )
2023 activity ( 5,420 ) ( 2,148 ) 47,515 39,947
9 unchanged sentences
Due to the signing of the group annuity contract for the U.K.
−Removed: pension plan, the liabilities of the plan were remeasured as of October 4, 2024 resulting in an increase of $ 3.8 million to unamortized actuarial loss within other comprehensive income (loss).
+Added: pension plan, the liabilities of the plan were remeasured as of October 4, 2024 resulting in an increase of $ 3.8 million to unamortized actuarial loss within other comprehensive (loss) income.
See Note 11, Benefits Plans for further discussion.
6 unchanged sentences
Total $ 2,306 $ 3,740 $ 204
−Removed: The Company recognizes the amortization of prior service costs and net settlement loss in Restructuring, impairment, and other charges and Other (income) expense, net within the Consolidated Statements of Net Income.
+Added: The Company recognizes the amortization of prior service costs and net settlement loss in Other income, net, and Restructuring, impairment, and other charges within the Consolidated Statements of Net (Loss) Income.
+Added: During the fiscal year ended December 27, 2025, the Company elected to prospectively adopt the guidance in ASU 2023-09.
+Added: The footnote below reflects this adopted guidance for the fiscal year ended December 27, 2025.
+Added: For the fiscal years ended December 28, 2024, and December 30, 2023, the footnote reflects the guidance in effect prior to the adoption of ASU 2023-09.
The 2017 Tax Cuts and Jobs Act (the "Tax Act"), among other things, imposed a one-time tax (the “Toll Charge”) on accumulated earnings of certain non-U.S.
subsidiaries and included base broadening provisions commonly referred to as the global intangible low-taxed income provisions ("GILTI").
−Removed: T he Company elected to pay the 2017 Littelfuse Toll Charge over the eight-year period prescribed by the Tax Act.
−Removed: The anticipated 2025 annual installment payment of this Toll Charge of $ 8.2 million, which represents the eighth and final required installment, is included in Accrued income taxes , on the Consolidated Balance Sheet as of December 28, 2024.
+Added: T he Company elected to pay its 2017 Toll Charge over the eight-year period prescribed by the Tax Act.
+Added: The eighth and final installment of the Toll Charge of $ 8.2 million was paid in 2025, and accordingly, there was no remaining liability on the Consolidated Balance Sheet as of December 27, 2025.
In accordance with guidance issued by the FASB staff, the Company has adopted an accounting policy to treat any GILTI inclusions as a period cost if and when incurred.
Thus, for the fiscal years ended December 27, 2025, December 28, 2024, and December 30, 2023, deferred taxes were computed without consideration of the possible future impact of the GILTI provisions, and any current year impact was recorded as a part of the current portion of income tax expense.
+Added: On July 4, 2025, the United States enacted into law the legislation formally titled “An Act to provide for reconciliation pursuant to title II of H.
+Added: 14,” and commonly referred to as the One Big Beautiful Bill Act (“OBBB”).
+Added: The OBBB contains multiple business tax provisions, including the permanent extension of several expiring provisions of the Tax Act and multiple modifications to the international tax framework.
+Added: The legislation has multiple effective dates with certain provisions effective in 2025 and others to be implemented in future years, and the Company determined the impact for the year ended December 27, 2025 is not significant.
+Added: The Company will continue to monitor future administrative guidance and regulations that clarify the legislative text of the OBBB and the bill’s potential effect on the Company’s income taxes.
Domestic and foreign income (loss) before income taxes is as follows:
11 unchanged sentences
Subtotal $ 71,968 $ 54,496 $ 69,067
−Removed: Federal and State $ 4,091 $ 1,751 $ ( 9,182 )
+Added: Federal (including State for 2024 and 2023) $ 1,304 $ 4,091 $ 1,751
+Added: State $ ( 2,070 ) $ — $ —
Foreign 4,105 ( 6,914 ) ( 1,705 )
1 unchanged sentence
Provision for income taxes $ 75,307 $ 51,673 $ 69,113
−Removed: A reconciliation between income taxes computed on income before income taxes at the federal statutory rate and the provision for income taxes is provided below:
+Added: As described above, the Company elected to prospectively adopt the guidance in ASU 2023-09.
+Added: In accordance with the guidance in ASU 2023-09, for the ear ended December 27, 2025, a reconciliation between income taxes computed on income before income taxes at the federal statutory rate and the provision for income taxes is provided below:
(in thousands)
−Removed: 2024 2023 2022
Tax expense at statutory rate of 21% $ 757 21.0 %
+Added: Effect of Cross-Border Tax Laws:
+Added: US Tax on Non-US income (GILTI) 4,738 131.4 %
+Added: US Tax on Non-US income (Subpart F) 6,760 187.4 %
+Added: Other ( 2,503 ) ( 69.4 ) %
+Added: Foreign Tax Credits ( 4,301 ) ( 119.2 ) %
+Added: Other ( 1,106 ) ( 30.7 ) %
+Added: Nontaxable or Non-deductible items:
+Added: Non-deductible goodwill impairment 23,028 638.4 %
+Added: Non-deductible expenses 3,378 93.7 %
+Added: Other 397 11.0 %
+Added: Valuation Allowance 409 11.3 %
+Added: Other 138 3.8 %
+Added: State Taxes, Net of Federal Tax Effect (a) 1,089 30.2 %
+Added: Foreign Tax Effects:
+Added: China Withholding Taxes 6,129 169.9 %
+Added: Other ( 2,895 ) ( 80.2 ) %
+Added: Germany Non-U.S.
income tax rate differential 10,079 279.4 %
+Added: Non-deductible goodwill impairment 17,031 472.2 %
+Added: Valuation allowance 26,839 744.1 %
+Added: German Trade Tax ( 13,740 ) ( 380.9 ) %
+Added: Other ( 674 ) ( 18.7 ) %
+Added: Korea Withholding Taxes 4,752 131.7 %
+Added: Other 611 17.0 %
+Added: Mexico Non-U.S.
+Added: income tax rate differential (b) ( 4,604 ) ( 127.6 ) %
+Added: Netherlands Valuation allowance 6,990 193.8 %
+Added: Other ( 462 ) ( 12.8 ) %
+Added: Philippines Non-U.S.
+Added: income tax rate differential (c) ( 4,659 ) ( 129.2 ) %
+Added: Withholding Taxes 4,712 130.6 %
+Added: Other 288 8.1 %
+Added: Singapore Non-U.S.
+Added: income tax rate differential ( 3,906 ) ( 108.3 ) %
+Added: Nontaxable Income ( 5,100 ) ( 141.4 ) %
+Added: Other ( 346 ) ( 9.6 ) %
+Added: United Kingdom Non-deductible goodwill impairment 7,018 194.6 %
+Added: Other 57 1.5 %
+Added: Other Foreign Jurisdictions 230 6.2 %
+Added: Worldwide Changes in Unrecognized Tax Benefits ( 5,827 ) ( 161.5 ) %
+Added: Provision for income taxes 75,307 2,087.8 %
+Added: (a) In 2025, state and local income taxes in Illinois and Minnesota comprise the majority of the state and local income taxes, net of federal effect category.
+Added: (b) The Company operates certain manufacturing activities in Mexico under a Maquiladora structure.
+Added: income tax rate differential represents the tax benefits associated with the Maquiladora safe harbor as defined under Mexican tax law.
+Added: (c) The Company conducts certain operations in the Philippines under the Philippine Economic Zone Authority ("PEZA") regime.
+Added: income tax rate differential represents the preferential tax rate benefits associated with the PEZA regime as defined under Philippines tax law.
+Added: For the years 2024 and 2023, in accordance with the guidance in effect prior to ASU 2023-09, a reconciliation between income taxes computed on income before income taxes at the federal statutory rate and the provision for income taxes is provided below:
+Added: (in thousands)
+Added: Tax expense at statutory rate of 21% $ 31,891 $ 69,006
+Added: income tax rate differential ( 1,130 ) ( 25,623 )
losses and expenses with no tax benefit 9,401 11,261
Tax on unremitted earnings 6,616 6,394
−Removed: Tax impact of non-deductible goodwill impairment charge 5,810 — —
+Added: Non-deductible goodwill impairment 5,810 —
Net impact associated with U.S.
3 unchanged sentences
Certain changes in unrecognized tax benefits and related accrued interest ( 8,692 ) ( 172 )
−Removed: One-time tax deductions for stock of subsidiaries — — ( 11,495 )
Other, net ( 565 ) 2,005
1 unchanged sentence
Deferred income taxes are provided for the tax effects of temporary differences between the financial reporting bases and the tax bases of the Company’s assets and liabilities.
−Removed: Significant components of the Company’s deferred tax assets and liabilities at December 28, 2024 and December 30, 2023, are as follows:
+Added: Significant components of the Company’s deferred tax assets and liabilities at December 27, 2025 and December 28, 2024, were as follows:
(in thousands) 2025 2024
3 unchanged sentences
Accrued expenses and reserves 42,154 32,336
−Removed: Capitalized expenses 18,939 16,872
Lease liabilities 16,559 13,016
+Added: Excess of tax basis over the book basis for intangible assets and goodwill 16,016 —
+Added: Capitalized expenses 11,032 18,939
foreign tax credit carryforwards 3,772 3,490
6 unchanged sentences
Excess of book basis over the tax basis for property, plant, and equipment 34,448 24,238
−Removed: Tax on unremitted earnings 14,612 18,621
Right of use lease assets 17,289 12,906
−Removed: Unrealized foreign currency exchange gains — 1,288
+Added: Tax on unremitted earnings 16,311 14,612
+Added: Other 1,996 —
Total deferred tax liabilities 204,710 185,457
1 unchanged sentence
The deferred tax asset valuation allowance is mainly related to certain U.S.
−Removed: net operating loss and non-U.S.
−Removed: interest expense carryforwards which are not more likely that not to be realized.
+Added: net operating loss, non-U.S.
+Added: interest expense carryforwards, and U.S.
+Added: foreign tax credit carryforwards which are not more likely that not to be realized.
The remaining U.S.
−Removed: net operating loss and interest expense carryforwards either have no expiration date or are expected to be utilized prior to expiration (which begin expiring in 2025).
+Added: net operating loss, interest expense, and foreign tax credit carryforwards either have no expiration date or are expected to be utilized prior to expiration (which begin expiring in 2028).
No deferred tax asset nor valuation allowance has been recorded for certain U.S.
net operating loss carryforwards for which the possibility of usage has been determined to be remote.
−Removed: The Company paid income taxes of $ 88.1 million, $ 81.1 million, and $ 96.8 million in 2024, 2023, and 2022, respectively, and received income tax refunds of $ 4.3 million, $ 7.2 million, and $ 3.2 million in 2024, 2023, and 2022, respectively.
+Added: As described above, the Company has elected to prospectively adopt the guidance in ASU No.
+Added: 2023-09, Income Taxes (Topic 740):
+Added: Improvements to Income Taxes Disclosures, or ASU 2023-09.
+Added: In accordance with the guidance in ASU 2023-09, for the year ended December 27, 2025, a summary of income taxes paid net of refunds by jurisdiction is provided below:
+Added: Jurisdiction 2025
+Added: Federal $ 10,154
+Added: Singapore 12,581
+Added: Philippines 8,141
+Added: Other $ 12,103
+Added: Total income taxes paid net of refunds received $ 81,601
+Added: State income taxes paid in Texas and Minnesota make up the majority (greater than 50%) of the total 2025 state income taxes paid.
+Added: The Company paid income taxes of $ 88.1 million, and $ 81.1 million in 2024, and 2023, respectively, and received income tax refunds of $ 4.3 million, and $ 7.2 million in 2024, and 2023, respectively.
Deferred income taxes are not provided on the excess of the investment value for financial reporting over the tax basis of investments in those subsidiaries for which such excess is considered to be permanently reinvested in those operations.
−Removed: The Company believes the determination of the amount of such deferred income taxes is impractical as it would depend upon income tax laws and circumstances at the time of the hypothetical distributions or dispo sitions.
−Removed: As of December 28, 2024, unremitted earnings of the Company’s non-U.S.
−Removed: subsidiaries were approximately $ 1.5 billion.
−Removed: A distribution of such earnings will generally not be subject to U.S.
−Removed: federal income tax.
The Company recognized deferred tax liabilities of $ 16.3 million as of December 27, 2025 and $ 14.6 million as of December 28, 2024 , related to taxes on certain non-U.S.
1 unchanged sentence
The Company has two subsidiaries in China which benefit from lower tax rates due to “tax holidays” which apply for three-year periods.
−Removed: The tax holiday for one of the subsidiaries expired at the end of 2023, but was later extended for an additional three years, retroactive to include all of 2024, as well as 2025 and 2026, and for the other subsidiary the tax holiday will expire at the end of 2025.
−Removed: Together, the tax holidays contributed $ 5.0 million in tax benefits, or $ 0.20 per diluted share, during 2024.
+Added: The tax holiday for one of the subsidiaries expired at the end of 2023, but was later extended for an additional three years, retroactive to include all of 2024, as well as 2025 and 2026, and for the other subsidiary the tax holiday expired at the end of 2025.
+Added: The Company intends to seek an extension for the expired tax holiday.
+Added: Together, the tax holidays contributed $ 6.6 million in current tax benefits, or $ 0.27 per diluted share, during 2025.
Future year tax benefits will depend upon the Company’s ability to obtain extensions, after the three-year periods expire.
4 unchanged sentences
Balance at December 30, 2023 $ 31,449
−Removed: Additions for tax positions related to pre-acquisition periods of acquired subsidiaries
Additions for tax positions taken in the current year 1,251
−Removed: Decreases for tax positions taken in the prior year ( 792 )
+Added: Additions for tax positions taken in the prior year 375
Decreases for lapses in statute of limitations ( 7,650 )
−Removed: Decreases for settlements ( 215 )
Balance at December 28, 2024 $ 25,999
2 unchanged sentences
Decreases for lapses in statute of limitations ( 5,850 )
+Added: Decreases for settlements ( 563 )
Balance at December 27, 2025 $ 25,807
−Removed: The December 28, 2024 total in the table above represents the net amount of tax benefits that, if recognized, would favorably affect the effective tax rate in future periods.
−Removed: Of this amount, approximately $ 6.3 million may be recognized in 2025 based upon the possible lapse in the statute of limitations.
+Added: As of December 27, 2025, the net amount of tax benefits that, if recognized, would favorably affect the effective tax rate in future periods is approximately $ 23.2 million.
None of the positions included in unrecognized tax benefits are related to tax positions for which the ultimate deductibility is highly certain, but for which there is uncertainty about the timing of such deductibility.
4 unchanged sentences
state statutes of limitations generally range from three to seven years, although certain jurisdictions do not have a statute expiration.
−Removed: Tax examinations occur from time to time, including examinations currently in process in Italy, Germany, the Netherlands, Singapore, other non-U.S.
+Added: Tax examinations occur from time to time, including examinations currently in process in China, Germany, the Netherlands, Singapore, other non-U.S.
jurisdictions and certain U.S.
The Company does not expect to recognize a significant amount of additional tax expense as a result of concluding these examinations.
−Removed: Earnings Per Share
−Removed: The following table sets forth the computation of basic and diluted earnings per share:
+Added: (Loss) Earnings Per Share
+Added: The following table sets forth the computation of basic and diluted (loss) earnings per share:
(in thousands, except per share amounts)
2025 2024 2023
−Removed: Net income as reported $ 100,190 $ 259,485 $ 373,306
+Added: Net (loss) income as reported $ ( 71,700 ) $ 100,190 $ 259,485
Weighted average shares outstanding
2 unchanged sentences
Diluted 24,817 25,039 25,102
−Removed: Earnings Per Share:
−Removed: Basic earnings per share $ 4.04 $ 10.44 $ 15.09
−Removed: Diluted earnings per share $ 4.00 $ 10.34 $ 14.94
−Removed: Potential shares of common stock attributable to stock options and restricted shares excluded from the earnings per share calculation because their effect would be anti-dilutive were 139,839 , 110,002 , and 87,425 shares in 2024, 2023, and 2022, respectively.
−Removed: During the fiscal year of 2024, the Company repurchased 179,311 shares of its common stock totaling $ 40.9 million, of which, $ 38.9 million was pursuant to the 2021 program and $ 2.0 million was pursuant to the 2024 program.
+Added: (Loss) Earnings Per Share:
+Added: Basic (loss) earnings per share $ ( 2.89 ) $ 4.04 $ 10.44
+Added: Diluted (loss) earnings per share $ ( 2.89 ) $ 4.00 $ 10.34
+Added: Potential shares of common stock attributable to stock options and restricted shares excluded from the earnings per share calculation because their effect would be anti-dilutive based on their strike price or the vesting condition was not met, were 204,189 , 139,839 , and 110,002 shares in 2025, 2024, and 2023, respectively.
+Added: In addition, potential common shares of 205,571 for fiscal year 2025 were excluded from the computation of diluted loss per share, because the effect would have been antidilutive as a result of the Company incurring a net loss in 2025.
+Added: During the fiscal year of 2025, the Company repurchased 120,689 shares of its common stock totaling $ 27.4 million pursuant to the 2024 program.
There are $ 270.6 million of an authorized amount not yet purchased under the 2024 program as of December 27, 2025.
−Removed: During the fiscal years of 2023 and 2022, the Company did not repurchase any shares of its common stock.
+Added: During the fiscal year of 2024, the Company repurchased 179,311 shares of its common stock totaling $ 40.9 million, of which, $ 38.9 million was pursuant to the 2021 program and $ 2.0 million was pursuant to the 2024 program.
+Added: During the fiscal year of 2023, the Company did not repurchase any shares of its common stock.
Segment Information
17 unchanged sentences
semiconductor products such as discrete transient voltage suppressor (“TVS”) diodes, TVS diode arrays, protection and switching thyristors, silicon and silicon carbide metal-oxide-semiconductor field effect transistors (“MOSFETs”) and diodes, and insulated gate bipolar transistors (“IGBT”) technologies.
−Removed: The segment covers a broad range of end markets, including industrial motor drives and power conversion, automotive electronics, electric vehicle and related charging infrastructure, aerospace, power supplies, data centers and telecommunications, medical devices, alternative energy and energy storage, building and home automation, appliances, and mobile electronics.
+Added: The segment covers a broad range of end markets, including data center – computing and communication, data center and communications infrastructure, industrial controls, building controls, aerospace and defense, appliances, consumer electronics solutions, healthcare solutions, industrial equipment, energy storage, diversified industrials, grid and utility infrastructure, renewable energy, passenger vehicles, and commercial vehicles.
• Transportation Segment:
−Removed: Consists of a wide range of circuit protection, power control and sensing technologies for global original equipment manufacturers (“OEMs”), Tier-one suppliers and parts and aftermarket distributors in passenger vehicles, heavy-duty truck and bus, off-road and recreational vehicles, material handling equipment, agricultural machinery, construction equipment and other commercial vehicle end markets.
+Added: Consists of a wide range of circuit protection, power control and sensing technologies for global original equipment manufacturers (“OEMs”), Tier-one suppliers and parts and aftermarket distributors in passenger vehicles, heavy-duty truck and bus, off-road and recreational vehicles, material handling, agricultural equipment, construction equipment and other commercial vehicle end markets.
Passenger vehicle products are used in internal combustion engines, hybrid and electric vehicles including blade fuses, battery cable protectors, resettable fuses, high-current fuses, high-voltage fuses, and sensor products designed to monitor the occupant’s safety and environment as well as the vehicle’s powertrain.
−Removed: Commercial vehicle products include fuses, switches, circuit breakers, relays, and power distribution modules and units used in applications serving a number of end markets, including heavy-duty truck and bus, construction, agriculture, material handling and marine.
+Added: Commercial vehicle products include fuses, switches, circuit breakers, relays, and power distribution modules and units used in applications serving a number of end markets, including heavy-duty truck and bus, off-road and recreational vehicles, material handling, agriculture equipment, construction equipment, and ship, marine and train.
• Industrial Segment:
−Removed: Consists of industrial circuit protection (industrial fuses), protective and monitoring relays (protection relays, residual current devices and monitors, ground fault circuit interrupters, solid state switches, and arc fault detection devices), and industrial controls and sensors (contactors, transformers, and temperature sensors) for use in various applications such as renewable energy and energy storage systems, industrial safety, factory automation, electric vehicle charging infrastructure, HVAC systems, non-residential construction, MRO, and mining.
+Added: Consists of industrial circuit protection (industrial fuses), protective and monitoring relays (protection relays, residual current devices and monitors, ground fault circuit interrupters, solid state switches, and arc fault detection devices), and industrial controls and sensors (contactors, transformers, and temperature sensors) for use in various applications such as data center – computing and communication, data center and communications infrastructure, industrial controls, building controls, grid and utility infrastructure, construction, renewable energy, HVAC, processing and extracting, and energy storage.
The Company has provided this segment information for all comparable prior periods.
19 unchanged sentences
Interest expense 34,303 38,717 39,866
−Removed: Foreign exchange (gain) loss ( 9,230 ) 12,299 24,359
−Removed: Other (income) expense, net ( 22,570 ) ( 19,901 ) 7,207
+Added: Foreign exchange loss (gain) 16,612 ( 9,230 ) 12,299
+Added: Other income, net ( 16,994 ) ( 22,570 ) ( 19,901 )
Income before income taxes $ 3,607 $ 151,863 $ 328,598
−Removed: (a) Included in “Other” Operating income for 2024 was $ 93.5 million of non-cash impairment charges, which included $ 47.8 million for the impairment of intangible assets primarily related to certain acquired customer relationships, developed technology, and tradename in the Industrial controls and sensors reporting unit within the Industrial segment, and $ 36.1 million and $ 8.6 million of non-cash goodwill impairment charges associated with the Industrial controls and sensors reporting unit within the Industrial segment and the Automotive sensors reporting unit within the Transportation segment, respectively.
+Added: (a) Included in “Other” Operating income for 2025 was $ 302.1 million of non-cash impairment charges, which included a $ 301.2 million non-cash goodwill impairment charge associated with the Electronics-Semiconductor reporting unit within the Electronics segment.
+Added: In addition, the Company recognized impairment charges of $ 0.5 million and $ 0.4 million related to certain machinery and equipment in the commercial vehicle business within the Transportation segment and the electronics products business within the Electronics segment, respectively.
+Added: The Company also recognized total restructuring charges of $ 18.0 million, primarily for employee termination costs.
+Added: These charges primarily related to the reorganization of certain manufacturing, selling and administrative functions in the power semiconductor business within the Electronics segment and the reorganization of certain manufacturing, selling and administrative functions in the commercial vehicle business and automotive sensors business within the Transportation segment.
+Added: See Note 8, Restructuring, Impairment and Other Charges, for further discussion.
+Added: Also included in "Other" Operating income was $ 5.4 million of legal and professional fees and other integration expenses related to completed and contemplated acquisitions, $ 0.6 million of purchase accounting inventory adjustments related to the Basler and Dortmund Fab acquisitions, and a $ 0.3 million loss related to the sale of the Marine business within the Transportation segment.
+Added: Included in “Other” Operating income for 2024 was $ 93.5 million of non-cash impairment charges, which included $ 47.8 million for the impairment of intangible assets primarily related to certain acquired customer relationships, developed technology, and tradename in the Industrial Controls and Sensors reporting unit within the Industrial segment, and $ 36.1 million and $ 8.6 million of non-cash goodwill impairment charges associated with the Industrial Controls and Sensors reporting unit within the Industrial segment and the Automotive Sensors reporting unit within the Transportation segment, respectively.
The remaining impairment charges included $ 0.2 million for patents and customer relationships related to the exit of a small business in China within the Industrial segment.
1 unchanged sentence
The Company also recognized total restructuring charges of $ 14.9 million, primarily for employee termination costs related to the reorganization of certain manufacturing, selling and administrative functions in the semiconductor business within the Electronics segment and the reorganization of certain selling and administrative functions in the commercial vehicle business within the Transportation segment.
−Removed: See Note 8, Restructuring, Impairment and Other Charges, for further discussion.
+Added: See Note 8, Restructuring, Impairment and Other Charges,
+Added: for further discussion.
Also included in "Other" Operating income was $ 5.1 million of legal and professional fees and other integration expenses related to completed and contemplated acquisitions, a gain of $ 1.0 million for the sale of two buildings within the Transportation segment, and a gain of $ 0.5 million recorded for the sale of a land use right within the Electronics segment.
2 unchanged sentences
See Note 8, Restructuring, Impairment and Other Charges, for further discussion.
−Removed: Included in “Other” Operating income for 2022 was $ 17.6 million of legal and professional fees and other integration expenses related to completed and contemplated acquisitions, $ 15.6 million of purchase accounting inventory step-up charges, and
−Removed: $ 10.0 million of restructuring, impairment and other charges, primarily related to employee termination costs and a $ 2.9 million non-cash impairment charge for certain acquired technology and patent intangible assets due to a change in use and projected cash flows within the Electronics segment in the fourth quarter of 2022.
−Removed: See Note 8, Restructuring, Impairment and Other Charges, for further discussion.
−Removed: In addition, there was a gain of $ 5.0 million recorded for the sale of buildings within the Electronics segment.
−Removed: See Note 8, Restructuring, Impairment and Other Charges, for further discussion.
Other segment operating expenses include cost of sales, selling, general, and administration expenses, and research and development expenses.
1 unchanged sentence
The CODM regularly assesses the performance of each operating segment focusing on each operating segment’s revenue and operating income.
−Removed: The Company’s depreciation and amortization expenses by segment for the fiscal years ended 2024, 2023, and 2022 are as follows:
+Added: The Company’s depreciation and amortization expenses by segment for the fiscal years 2025, 2024, and 2023 were as follows:
(in thousands)
8 unchanged sentences
Total amortization $ 59,793 $ 62,127 $ 65,794
−Removed: The Company’s net sales classified according to the country where the customer is located, net property, plant, and equipment and additions to net property, plant, and equipment by country for the fiscal years ended 2024, 2023, and 2022 are as follows:
+Added: The Company’s net sales classified according to the country where the customer is located, net property, plant, and equipment and additions to net property, plant, and equipment by country for the fiscal years 2025, 2024, and 2023 were as follows:
(in thousands)
76 unchanged sentences
(“ATEC”), a supplier located in the Philippines that provides assembly and test services.
−Removed: One member of the Company's executive officers serves on the Board of Directors of ATEC.
Fiscal Year Ended
6 unchanged sentences
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.