What changed in this filing

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Item 1A. Risk Factors

2026-02-18 compared with 2025-02-19 · 61 added, 54 removed, 571 unchanged (17% of the section changed)

16 unchanged sentences

Our operating businesses are facing increasing competition from video services provided by, or over the networks of, other telecommunications operators and service providers.

As the availability and speed of broadband internet increases, we also face competition from OTT providers, including telephony providers such as WhatsApp, utilizing our or our competitors’ high-speed internet connections.

Some of these providers offer services without charging a fee, which could erode relationships with customers and may lead to a downward pressure on prices and returns for telecommunication services providers.

2 unchanged sentences

In many countries, we also compete with other facilities-based operators and wireless providers.

Developments in wireless technologies, such as LTE , 5G (the next generation of ultra-high-speed mobile data) and WiFi, are creating additional competitive challenges.

In particular, we are seeing increased activity from satellite service providers offering direct-to-consumer and direct-to-business broadband internet as well as direct-to-cell services.

In addition, as the availability and speed of broadband internet increases, we also face competition

from OTT providers, including telephony providers such as WhatsApp, utilizing our or our competitors’ high-speed internet connections.

In almost all cases, our licenses are not exclusive.

As a result, our competitors have similar licenses and have and may continue to build systems and provide services in areas in which we hold licenses.

As a result, many of our competitors have similar licenses and have and may continue to build systems and provide services in areas in which we hold licenses.

In the case of cable- and broadband-enabled services, the existence of more than one cable or FTTH system operating in the same territory is referred to as an “overbuild.” Overbuilds increase competition or create competition where none existed previously, either of which could adversely affect our growth, financial condition and results of operations.

11 unchanged sentences

Our ability to anticipate changes in technology and consumer tastes and to develop and introduce new and enhanced products and services on a timely basis will affect our ability to maintain, continue to grow, or increase our revenue and number of customers and remain competitive.

New products and services, once marketed, may not meet consumer expectations or demand, can be subject to delays in development

and may fail to operate as intended.

New products and services, once marketed, may not meet consumer expectations or demand, can be subject to delays in development and may fail to operate as intended.

A lack of market acceptance of new products and services that we may offer, or the development of significant competitive products or services by others, could have a material adverse impact on our results of operations and cash flows.

18 unchanged sentences

We rely on third-party vendors for the equipment (including customer premises equipment, network infrastructure and mobile handsets), software and services that we require in order to provide services to our customers.

Our suppliers often conduct business worldwide and their ability to meet our needs is subject to various risks, including political and economic instability, international regulations or sanctions, natural calamities, interruptions in transportation systems, power supplies, terrorism and labor issues.

In addition, we rely on third parties (in particular, local municipalities, power companies and other telecommunications companies) for access to poles to attach our network equipment, and their ability to provide such access is subject to similar risks.

As a result, we may not be able to obtain the equipment, software, access and services required for our businesses on a timely basis or on satisfactory terms, and this may lead us to issue credit to customers which could adversely impact our revenue and cash flows.

Any shortfall in our equipment could lead to delays in completing extensions to our networks and in connecting customers to our services and, accordingly, could adversely impact our ability to maintain or

increase our RGU s, revenue and cash flows.

Our suppliers often conduct business worldwide and their ability to meet our needs is subject to various risks, including political and economic instability, international regulations or sanctions, supply chain delays or instability, natural calamities, interruptions in transportation systems, power supplies, terrorism and labor issues.

In addition, we rely on third parties (in particular, local municipalities, power companies and other telecommunications companies) for access to rights of way, poles and conduits to attach our network equipment, and their ability to provide such access is subject to similar risks.

As a result, we may not be able to obtain the equipment, software, access and services required for our businesses on a timely basis or on satisfactory terms, and this may lead us to issue credit to customers or impair our ability to deploy network infrastructure, which could adversely impact our revenue, cash flows and government funding.

Any shortfall in our equipment or rights of way to deploy it could lead to delays in completing extensions to our networks and in connecting customers to our services and, accordingly, could adversely impact our ability to maintain or increase our RGU s, revenue and cash flows.

Also, if demand exceeds the suppliers’ and licensors’ capacity or if they experience financial difficulties, the ability of our businesses to provide some services may be materially adversely affected, which in turn could affect our businesses’ ability to attract and retain customers.

9 unchanged sentences

Additionally, product shipments from third-party suppliers may be delayed or more costly due to supply chain challenges and new tariffs that our suppliers may face.

If such a disruption were to extend over a prolonged period, it could have an impact on the continuity of our supply chain and our ability to build or upgrade our networks and customer premises equipment generally.

If such a disruption were to extend over a prolonged period, it could have an impact on the continuity of our supply chain and our ability to build or upgrade our networks and customer premises

equipment generally.

Any disruption resulting from similar events on a larger scale or over a prolonged period could cause significant delays in shipments of products until we are able to resume such shipments or shift from the affected contractor or vendor to another third-party supplier.

24 unchanged sentences

We believe these instruments are an effective way to protect our assets against these risks.

However, if we sustain certain damage from wind-related events that does not trigger coverage under our Weather Derivatives , we may receive no proceeds or proceeds that do not fully cover such damage.

However, if we sustain certain damage from wind-

related events that does not trigger coverage under our Weather Derivatives , we may receive no proceeds or proceeds that do not fully cover such damage.

If we do not receive sufficient proceeds from our Weather Derivatives , we may be required to make material investments to repair such damage or incur other costs as a result of such damage, which could result in decreased capital investment, decreased liquidity or increased use of credit facilities or other existing or new debt or funding arrangements.

13 unchanged sentences

• burdensome tax, customs, duties or regulatory assessments based on new or differing interpretations of law or regulations, including increases in taxes and governmental fees;

• economic and political instability, social unrest, and public health crises, such as the occurrence of a contagious disease like the novel coronavirus;

• economic and political instability, social unrest, and public health crises, such as the occurrence of a contagious disease like COVID-19;

• changes in foreign and domestic laws and policies that govern operations of foreign-based companies;

21 unchanged sentences

Although we generally seek to match the denomination of our borrowings with the functional currency of the operations that are supporting the respective borrowings, market conditions or other factors may cause us to enter into borrowing arrangements that are not denominated in the functional currency of the underlying operations (unmatched debt).

Our policy is generally to provide for an economic hedge against foreign currency exchange rate movements, whenever

possible and when cost effective to do so, by using derivative instruments to synthetically convert unmatched debt into the applicable underlying currency.

Our policy is generally to provide for an economic hedge against foreign currency exchange rate movements, whenever possible and when cost effective to do so, by using derivative instruments to synthetically convert unmatched debt into the applicable underlying currency.

In addition to the exposure that results from unmatched debt, we are exposed to foreign currency risk to the extent that we enter into transactions denominated in currencies other than our operating subsidiaries’ respective functional currencies (non-functional currency risk), such as equipment purchases and programming contracts.

11 unchanged sentences

Accordingly, we may experience a negative impact on our comprehensive earnings or loss and equity with respect to our holdings solely as a result of FX.

In addition, our reported operating results are impacted by changes in the exchange rates for other local currencies in Latin America and the Caribbean.

In addition, our reported operating results are impacted by changes in the exchange rates for

other local currencies in Latin America and the Caribbean.

We generally do not hedge against the risk that we may incur non-cash losses upon the translation of the financial statements of our operating subsidiaries and affiliates into U.S.

10 unchanged sentences

financial institutions to process the collection of outstanding debts and the receipt of current and future payments relating to telecommunications services provided to Compañía Anónima Nacional Teléfonos de Venezuela.

OFAC extended this license in 2023 and 2024 and it currently expires on August 31, 2025.

We will seek to renew this license for 2025-2026.

OFAC extended this license in 2023 and 2024 and it expired on August 31, 2025.

We filed our application with OFAC to renew this license and are awaiting a response from OFAC.

We believe that our activities with respect to these countries are known to OFAC.

14 unchanged sentences

For example, certain regulators are seeking to mandate third-party access to portions of C&W’s network infrastructure, such as in Jamaica where, under The Telecommunications (Infrastructure Sharing) Rules 2022, dominant licensees are required to share infrastructure (including dark fiber, ducts, subsea cable landing stations and mobile network towers) with third parties, including competitors.

Consequently, our businesses must adapt their ownership and organizational structure as well as their pricing and service offerings to satisfy the rules and regulations to which they are subject.

Consequently, our businesses must adapt their

ownership and organizational structure as well as their pricing and service offerings to satisfy the rules and regulations to which they are subject.

A failure to comply with applicable rules and regulations could result in penalties, restrictions on our business or loss of required licenses or other adverse conditions.

4 unchanged sentences

• impact our ability to access spectrum for our mobile services;

• impact the amount of government funding under certain support programs, such as the FCC ’s UPR Fund and th e NTIA ’s MMG Program ;

• obtain access to rights of way, pole attachments and conduits;

• impact the amount of government funding under certain support programs, such as the FCC ’s UPR Fund, Connect USVI Fund and th e NTIA ’s MMG Program ;

• strengthen our competitors by granting them access and lowering their costs to enter into our markets;

48 unchanged sentences

Thus, Liberty Puerto Rico’s annual Stage 2 mobile support was reduced from approximately $34 million to approximately $17 million in the first year of transitional support and will be reduced to approximately $9 million in the second year.

The current level of transitional mobile support is expected to remain in place until the FCC implements the potential 5G fund.

Reduced funding from these programs may have an adverse impact on Liberty Puerto Rico’s business and our RGUs, revenue and cash flow.

In the specific case of the UPR Fund and the Connect USVI funding for fixed providers, such as LCPR and Broadband VI, LLC, failure to comply with program buildout milestones can result in the FCC clawing back allocated funds and/or imposing fines for non-compliance.

In the specific case of the UPR Fund and the Connect USVI funding for fixed providers, such as LCPR and Broadband VI, LLC, failure to comply with program buildout milestones can result in the FCC reducing or delaying funding, clawing back allocated funds and/or imposing fines and penalties for non-compliance.

In December 2025, the Wireline Competition Bureau of the FCC released the Broadband Fabric, which identified the final list of all locations to which LCPR and Broadband VI, LLC must deploy broadband services by December 31, 2028.

The Wireline Competition Bureau will adjust the UPR Fund and Connect USVI funding on a pro rata basis to reflect any changes in the number of locations, which could result in a reduction of funding going forward.

We may not be successful in acquiring future spectrum or other licenses that we need to offer new mobile data or other services.

6 unchanged sentences

We cannot be certain that we will be successful in acquiring new businesses or integrating acquired businesses with our existing operations, or that we will achieve the expected returns on our acquisitions.

Part of our business strategy is to grow and expand our businesses, in part, through selective acquisitions, such as the transaction with Millicom in Costa Rica, that enable us to take advantage of existing networks, local service offerings and region-specific management expertise.

Part of our business strategy is to grow and expand our businesses, which may, in part, be through selective acquisitions that enable us to take advantage of existing networks, local service offerings and region-specific management expertise.

Our ability to acquire new businesses may be limited by many factors, including availability of financing, debt covenants, the prevalence of complex ownership structures among potential targets, government regulation, our ability to obtain regulatory approval or satisfy other conditions to completing a transaction, and competition from other potential acquirers, including private equity funds.

13 unchanged sentences

While we actively engage with the applicable governments and other regulatory bodies in advance of the expiry of our licenses, concessions and operating agreements, there can be no guarantee that when such licenses, concessions and operating agreements expire, we will be able to renew them on similar or commercially viable terms, or at all.

For instance, C&W ’s license in The Bahamas is in the process of being renewed on the same or substantially similar terms and conditions as before and, in Antigua and Barbuda, the outdated mobile license is due to be renewed with an updated license.

For instance, in Antigua and Barbuda, the outdated mobile license is due to be renewed with an updated license.

In addition, in some of the ECTEL states, we are operating under expired licenses and have applied for renewal of such licenses.

4 unchanged sentences

Some of these change of control clauses may restrict our strategic options, including the ability to complete any potential disposal of individual businesses, a combination of businesses or the entire company unless a consent or waiver is obtained, and, if triggered, may lead to some licenses being terminated.

Failure to hold or to continue to hold or obtain the necessary licenses, concessions and other operating agreements required to operate our businesses could have a material adverse effect on our business, financial condition, results of operations and prospects.

Failure to hold or to continue to hold or obtain the necessary licenses, concessions and other operating agreements required to

operate our businesses could have a material adverse effect on our business, financial condition, results of operations and prospects.

We do not have complete control over the prices that we charge.

19 unchanged sentences

We are subject to changing tax laws, treaties and regulations in and between countries in which we operate or otherwise have a presence.

Also, various income tax proposals in the jurisdictions in which we operate could result in changes to the

existing laws on which our deferred taxes are calculated.

Also, various income tax proposals in the jurisdictions in which we operate could result in changes to the existing laws on which our deferred taxes are calculated.

A change in these tax laws, treaties or regulations, or in the interpretation thereof, could result in a materially higher income or non-income tax expense.

27 unchanged sentences

No assurance can be given that we will be able to complete refinancing transactions or otherwise extend our debt maturities.

In this regard, it is difficult to predict how political and economic

conditions, sovereign debt concerns or any adverse regulatory developments will impact the credit and equity markets we access and our future financial position.

In this regard, it is difficult to predict how political and economic conditions, sovereign debt concerns or any adverse regulatory developments will impact the credit and equity markets we access and our future financial position.

Our ability to service or refinance our debt and to maintain compliance with the leverage covenants in our credit agreements is dependent primarily on our ability to maintain or increase the cash flow of our operating subsidiaries and to achieve adequate returns on our property and equipment additions and acquisitions.

4 unchanged sentences

Our ability to meet our debt service obligations or to refinance our debt, depends on our future operating and financial performance, which will be affected by our ability to successfully implement our business strategy as well as general macroeconomic, financial, competitive, regulatory and other factors beyond our control.

In addition, we are dependent on customers, and, in particular local, municipal and national governments and agencies, to pay us for the services we provide in order for us to generate cash to meet our debt service obligations and to maintain our business.

In addition, we are dependent on customers, and, in particular local, municipal and national governments and agencies, to pay us for the services we provide in

order for us to generate cash to meet our debt service obligations and to maintain our business.

Accordingly, we are exposed to the risk that our government customers could default on their obligations to us and we cannot rule out the possibility that unexpected circumstances in a particular country’s economic condition may render such government unable to meet its obligation to us.

In addition, we have engaged advisors and begun discussions with creditors’ advisors in relation to managing Liberty Puerto Rico’s liabilities.

These discussions may not result in an agreement between the parties, and Liberty Puerto Rico’s position with respect to its debt and our position with respect to our equity in Liberty Puerto Rico remain uncertain.

Any such event could have an adverse effect on our cash flows, results of operations, financial condition and/or liquidity.

23 unchanged sentences

In the event of a default under our subsidiaries’ credit agreements or indentures, the lenders may accelerate the maturity of the indebtedness under those agreements or indentures, which could result in a default under other outstanding credit facilities or indentures.

We cannot assure you that any of these subsidiaries will have sufficient assets to pay indebtedness outstanding under their credit agreements and indentures.

We cannot assure you that any of these subsidiaries will have sufficient assets to pay

indebtedness outstanding under their credit agreements and indentures.

Any refinancing of this indebtedness is likely to contain similar restrictive covenants.

22 unchanged sentences

In addition, as countries seek to recover from natural disasters like hurricanes, they may seek new or increased revenue sources from businesses such as ours, including by increasing taxes and levies.

Accordingly, our

results of operations and cash flows may be adversely affected if the macroeconomic environment becomes uncertain or declines or governments increase taxes or levies as a result of fiscal deficits or natural disasters.

Accordingly, our results of operations and cash flows may be adversely affected if the macroeconomic environment becomes uncertain or declines or governments increase taxes or levies as a result of fiscal deficits or natural disasters.

We are currently unable to predict the extent of any of these potential adverse effects.

6 unchanged sentences

In tourist destinations, levels of gross domestic products and levels of foreign investment linked to tourism are closely tied to levels of tourist arrivals and length of stay.

In addition to having a direct impact on our revenue, due, for example, to reduction of roaming charges incurred by tourists, these factors will in turn drive disposable income, with the corresponding impact on use of our products and services.

In addition to having a direct impact on our revenue, due, for example, to

reduction of roaming charges incurred by tourists, these factors will in turn drive disposable income, with the corresponding impact on use of our products and services.

Due to the Caribbean’s heavy reliance on tourism, the Caribbean economy has suffered during previous periods of global recession and fluctuations in exchange rates and is likely to be adversely affected if major economies again find themselves in recession or if consumer and/or business confidence in those economies erodes in the face of trends in the global financial markets and economies.

14 unchanged sentences

While we currently have no specific concerns about the creditworthiness of any counterparty for which we have material credit risk exposures, the current economic conditions and uncertainties in global financial markets have increased the credit risk of our counterparties and we cannot rule out the possibility that one or more of our counterparties could fail or otherwise be unable to meet its obligations to us.

Any such instance could have an adverse effect on our cash flows, results of operations, financial

condition and/or liquidity.

Any such instance could have an adverse effect on our cash flows, results of operations, financial condition and/or liquidity.

In this regard, (i) the financial failure of any of our counterparties could reduce amounts available under committed credit facilities and adversely impact our ability to access cash deposited with any failed financial institution, thereby causing a default under one or more derivative contracts, and (ii) tightening of the credit markets could adversely impact our ability to access debt financing on favorable terms, or at all.

4 unchanged sentences

In certain cases, a change in control of the subsidiary holding the equity interest will give rise to rights or remedies exercisable by other shareholders or partners.

All of these provisions will restrict the ability to sell those equity interests and may adversely affect the prices at which those interests may be sold.

provisions will restrict the ability to sell those equity interests and may adversely affect the prices at which those interests may be sold.

Additionally, these agreements contain provisions granting us and the other shareholders or partners certain liquidity rights as well as certain governance rights, for example, with respect to material matters, including but not limited to acquisitions, mergers, dispositions, shareholder distributions, incurrence of debt, material expenditures and issuances of equity interests, which may prevent the respective subsidiary from making decisions or taking actions that would protect or advance the interests of our company, and could even result in such subsidiary making decisions or taking actions that adversely impact our company.

3 unchanged sentences

We evaluate goodwill and other indefinite-lived intangible assets (primarily spectrum licenses and cable television franchise rights) for impairment at least annually on July 1 and whenever facts and circumstances indicate that their carrying amounts may not be recoverable.

As further described in note 8 to our consolidated financial statements, during the years ended December 31, 2024 and 2022, we incurred significant goodwill impairments.

If, among other factors, (i) our equity values were to decline significantly, (ii) we experience additional adverse impacts associated with macroeconomic factors, including increases in our estimated weighted average cost of capital, or (iii) the adverse impacts stemming from competition, economic, regulatory or other factors were to cause our results of operations or cash flows to be worse than currently anticipated, we could conclude in future periods that additional impairment charges of certain reporting units are required in order to reduce the carrying values of goodwill.

As further described in note 7 to our consolidated financial statements, during the years ended December 31, 2025 and December 31, 2024, we recorded significant impairment losses with respect to our spectrum license intangible assets and goodwill, respectively.

Based on the results of our impairment test over intangible assets not subject to amortization and impairment test over goodwill, if, among other factors, (i) our equity values were to decline significantly, (ii) we experience additional adverse impacts associated with macroeconomic factors, including increases in our estimated weighted average cost of capital, or (iii) the adverse impacts stemming from competition, economic, regulatory or other factors were to cause our results of operations or cash flows to be worse than currently anticipated, we could conclude in future periods that additional impairment charges of certain reporting units are required in order to reduce the carrying values of goodwill and intangible assets not subject to amortization.

Any such impairment charges could be significant.

8 unchanged sentences

See “Cyberattacks or other network disruptions could have an adverse effect on our business.”

Our disaster recovery, security and service continuity protection measures include back-up power systems, resilient ring network systems, procuring capacity in competing networks to further strengthen our reliability profile and network

We also are party to the Atlantic Cable Maintenance and Repair Agreement, which provides us with certain dedicated repair vessels and timely call out services with respect to our subsea cables through to the present.

12 unchanged sentences

Furthermore, our operating activities could be subject to risks caused by misappropriation, misuse, leakage, falsification or accidental release or loss of information maintained in our information technology systems and networks and those of our third-party vendors, including customer, personnel and vendor data.

The techniques used to gain such access to our or our vendors’ technology systems, data or customer information, disable or degrade service, or sabotage systems are constantly evolving, may be difficult to detect quickly, and often are not recognized until launched against a target.

The techniques used to gain such access to our or our vendors’ technology systems, data or customer information, disable or degrade service, or sabotage systems are constantly evolving (including with the advancement of technologies like artifical intelligence), may be difficult to detect quickly, and often are not recognized until launched against a target.

It is possible for such cyberattacks to go undetected for an extended period of time, increasing the potential harm to our customers, employees, assets, and reputation.

9 unchanged sentences

As a result, a cyberattack or network disruption could have a material adverse effect on our business, financial condition, cash flows, and operating results.

We also face similar risks associated with security breaches affecting third parties with which we are

affiliated or otherwise conduct business.

We also face similar risks associated with security breaches affecting third parties with which we are affiliated or otherwise conduct business.

While we maintain cyber liability insurance that provides both third-party liability and first-party insurance coverage, our insurance may not be sufficient to protect against all of our losses from any future disruptions or breaches of our systems or other events as described above.

3 unchanged sentences

Furthermore, billing and revenue generation for television services rely on the proper functioning of encryption systems.

While we continue to invest in measures to manage unauthorized access to our networks, any such unauthorized access to our cable television service could result in a loss of revenue, and any failure to respond to security breaches could raise concerns under our agreements with content providers, all of which could have a material adverse effect on our business and results of operations.

respond to security breaches could raise concerns under our agreements with content providers, all of which could have a material adverse effect on our business and results of operations.

Data privacy regulations are expanding and compliance with, and any violations of, these regulations may cause us to incur significant expenses.

22 unchanged sentences

Bracken, also serve as directors of Liberty Latin America .

Additionally, the chief executive officer of Liberty Global , Michael Fries, also serves as our executive chairman.

Additionally, the chief executive officer and chairman of Liberty Global , Michael Fries, also serves as our executive chairman.

Our directors (including the executive chairman) have fiduciary duties to our company.

Likewise, any such persons who serve in similar capacities at Liberty Global or any other public corporation have fiduciary duties to that corporation or to that corporation’s shareholders.

For example, there may be the potential for a conflict of interest when the company or Liberty Global pursues acquisitions and other corporate opportunities that may be suitable for each of them.

In addition, all of our directors and our executive officers, other than three of our directors (Alfonso de Angoitia Noriega, Roberta S.

Jacobson and Eric L.

Zinterhofer) and our Chief Technology Officer, Aamir Hussain, have financial interests in Liberty Global as a result of their ownership of Liberty Global ordinary shares and/or equity awards.

For example, there may be the potential for a conflict of interest when the company or Liberty Global pursues acquisitions and other corporate opportunities

that may be suitable for each of them.

In addition, all of our directors and our executive officers, other than two of our directors (Alfonso de Angoitia Noriega and Roberta S.

Jacobson) and our Chief Technology Officer, Aamir Hussain, have financial interests in Liberty Global as a result of their ownership of Liberty Global ordinary shares and/or equity awards.

As a result of these multiple fiduciary duties and financial interests, these directors and executive officers may have conflicts of interest or the appearance of conflicts of interest with respect to matters involving or affecting more than one of the companies to which they owe fiduciary duties or in which they have financial interests.

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holders of our Class B common shares are entitled to 10 votes per share;

and holders of our Class C common shares are not entitled to any votes in respect of their common shares, unless such common shares are required to carry the right to vote under applicable law, in which case holders

of our Class C common shares will be entitled to 1/100 of a vote per share.

Our bye-laws prescribe that all classes of common shares vote together as one class, meaning that those holding Class C common shares will have little to no ability to influence the outcome of a shareholder vote as they will be consistently outvoted by holders of our Class A and Class B common shares.

34 unchanged sentences

With respect to a Bermuda company’s directors, there is no requirement for shareholder approval for transactions between directors and companies or their subsidiaries of which they are directors (except in the case of loans, guarantees or the provision of security by a company to its directors or certain connected persons in their personal capacity).

In addition, the rights of our shareholders and the fiduciary responsibilities of our directors under Bermuda law are not as clearly established as under statutes or judicial precedent in other jurisdictions, where directors’ duties are sometimes codified under applicable law.

addition, the rights of our shareholders and the fiduciary responsibilities of our directors under Bermuda law are not as clearly established as under statutes or judicial precedent in other jurisdictions, where directors’ duties are sometimes codified under applicable law.

Therefore, our shareholders may have more difficulty protecting their interests than would shareholders of a public company incorporated in another jurisdiction.

25 unchanged sentences

If our effective tax rate increases, our operating results and cash flow could be adversely affected.

Our effective income tax rate can vary significantly between periods due to a number of complex factors including, but not limited to, our possible expansion to other jurisdictions, projected levels of taxable income in each jurisdiction, tax audits conducted and settled by various tax authorities, and adjustments to income taxes upon finalization of income tax returns.

Our effective income tax rate can vary significantly between periods due to a number of complex factors including, but not limited to, our possible

expansion to other jurisdictions, projected levels of taxable income in each jurisdiction, tax audits conducted and settled by various tax authorities, and adjustments to income taxes upon finalization of income tax returns.

Corporate tax reform, base-erosion efforts, and tax transparency continue to be high priorities in many tax jurisdictions where we have business operations.

23 unchanged sentences

The material weaknesses will not be considered remediated until the applicable new or enhanced controls operate for a sufficient period and management has concluded, through testing, that these controls are operating effectively.

As remediation has not yet been completed, these material weaknesses continued to

exist with respect to our internal control over financial reporting as of December 31, 2024.

As full remediation has not yet been completed, these material weaknesses continued to exist with respect to our internal control over financial reporting as of December 31, 2025.

If our remedial measures are insufficient to address the material weaknesses, or if one or more additional material weaknesses or significant deficiencies in our internal control over financial reporting are discovered or occur in the future, our consolidated financial statements may contain material misstatements and we could be required to restate our financial results, which could, in turn, harm our reputation or otherwise cause a decline in investor confidence and in the market price of our stock.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 1A. Risk Factors