Item 8. Financial Statements and Supplementary Data
Item 8. Financial Statements and Supplementary Data
Index to Consolidated Financial Statements and Supplementary Financial Data
Page
Report of Independent Registered Public Accounting Firm (PCAOB ID: 42 )
35
Report of Independent Registered Public Accounting Firm (PCAOB ID 42)
37
Consolidated Balance Sheets — December 31, 2025 and 2024
38
Consolidated Statements of Income— Years Ended December 31, 2025, 2024 and 2023
39
Consolidated Statements of Comprehensive Income (Loss) — Years Ended December 31, 2025, 2024 and 2023
40
Consolidated Statements of Shareholders’ Equity — Years Ended December 31, 2025, 2024 and 2023
41
Consolidated Statements of Cash Flows — Years Ended December 31, 2025, 2024 and 2023
42
Notes to Consolidated Financial Statements
43
Supplementary Financial Data
67
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Report of Independent Registered Public Accounting Firm
To the Shareholders and the Board of Directors of Park-Ohio Holdings Corp.
Opinion on the Financial Statements
We have audited the accompanying consolidated balance sheets of Park-Ohio Holdings Corp. and Subsidiaries (the Company) as of December 31, 2025 and 2024, the related consolidated statements of income, comprehensive income (loss), shareholders' equity and cash flows for each of the three years in the period ended December 31, 2025, and the related notes and financial statement schedule listed in the Index at Item 15(a)(2) (collectively referred to as the “consolidated financial statements”). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company at December 31, 2025 and 2024, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2025, in conformity with U.S. generally accepted accounting principles.
We also have 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 31, 2025, based on criteria established in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework), and our report dated March 5, 2026 expressed an unqualified opinion thereon.
Basis for Opinion
These financial statements are the responsibility of the Company's management. 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.
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. 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. 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. We believe that our audits provide a reasonable basis for our opinion.
Critical Audit Matter
The critical audit matter communicated below is a matter arising from the current period audit of the financial statements that was communicated or required to be communicated to the audit committee and that: (1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective or complex judgments. The communication of the critical audit matter does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the account or disclosure to which it relates.
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Quantitative Impairment Assessment of Goodwill
Description of the Matter
How We Addressed the Matter in Our Audit
At December 31, 2025, the Company’s goodwill was $115.8 million. As discussed in Note 1 to the consolidated financial statements, goodwill is tested for impairment at least annually at the reporting unit level or more frequently if impairment indicators arise. Goodwill is tested at the reporting unit level for impairment utilizing a combination of valuation techniques including the discounted cash flow method, a form of the income approach, and the guideline public company method, a form of the market approach.
Auditing management’s quantitative goodwill impairment assessment for certain of its reporting units was complex due to the use of a valuation methodology in the determination of the estimated fair values of the reporting units. In particular, the fair value estimates are impacted by the weighted average cost of capital (WACC) which is a significant assumption used in the discounted cash flow method for certain reporting units.
We obtained an understanding, evaluated the design and tested the operating effectiveness of controls over the Company’s goodwill impairment process. This included controls over management’s review of the methodology and model, including sensitivities performed on the related inputs, including the WACC, to understand their impact on the related fair value estimates.
To test the estimated fair value of the Company’s reporting units, we performed audit procedures that included, among others, assessing the valuation methodology and testing the completeness and accuracy of the underlying data used by the Company in its model. For example, we compared certain inputs used by management to current industry and economic trends and to historical results. We assessed the historical accuracy of management’s estimates and performed sensitivity analyses of inputs to the model, such as inputs to the WACC to evaluate the changes in the fair value of the reporting units that would result from changes in the assumptions. We also involved our specialists to review the fair value methodology and the WACC. In addition, we tested management’s reconciliation of the fair value of the reporting units to the market capitalization of the Company.
/s/ Ernst & Young LLP
We have served as the Company’s auditor since 1967.
Cleveland, Ohio
March 5, 2026
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Report of Independent Registered Public Accounting Firm
To the Shareholders and the Board of Directors of Park-Ohio Holdings Corp.
Opinion on Internal Control Over Financial Reporting
We have audited Park-Ohio Holdings Corp. and Subsidiaries’ internal control over financial reporting as of December 31, 2025, based on criteria established in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) (the COSO criteria). In our opinion, Park-Ohio Holdings Corp. and Subsidiaries (the Company) maintained, in all material respects, effective internal control over financial reporting as of December 31, 2025, based on the COSO criteria.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of the Company as of December 31, 2025 and 2024, the related consolidated statements of income, comprehensive income (loss), shareholders' equity and cash flows for each of the three years in the period ended December 31, 2025, and the related notes and financial statement schedule listed in the Index at Item 15(a)(2) and our report dated March 5, 2026 expressed an unqualified opinion thereon.
Basis for Opinion
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. Our responsibility is to express an opinion on the Company’s internal control over financial reporting 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.
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 effective internal control over financial reporting was maintained in all material respects.
Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.
Definition and Limitations of Internal Control Over Financial Reporting
A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. 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.
/s/ Ernst & Young LLP
Cleveland, Ohio
March 5, 2026
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Park-Ohio Holdings Corp. and Subsidiaries
Consolidated Balance Sheets
December 31, 2025 December 31, 2024
(In millions, except share data)
ASSETS
Current assets:
Cash and cash equivalents $ 44.8 $ 53.1
Accounts receivable, net 265.0 249.5
Inventories, net 420.9 422.9
Other current assets 121.8 110.5
Total current assets 852.5 836.0
Property, plant and equipment, net 198.5 182.9
Operating lease right-of-use assets 41.2 40.3
Goodwill 115.8 111.7
Pension assets 93.3 85.3
Other long-term assets 118.3 108.9
Total assets $ 1,419.6 $ 1,365.1
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Trade accounts payable $ 199.8 $ 194.8
Current portion of long-term debt and short-term debt 8.3 8.4
Current portion of operating lease liabilities 10.9 10.7
Accrued expenses 147.6 147.2
Total current liabilities 366.6 361.1
Long-term liabilities, less current portion:
Long-term debt 620.7 618.3
Long-term operating lease liabilities 30.4 29.8
Other long-term liabilities 19.1 18.8
Total long-term liabilities 670.2 666.9
Park-Ohio Holdings Corp. and Subsidiaries shareholders' equity:
Capital stock, par value $ 1 a share
Serial preferred stock: Authorized -- 632,470 shares: Issued and outstanding -- none
— —
Common stock: Authorized - 40,000,000 shares; Issued - 18,559,230 shares in 2025 and 18,292,490 in 2024
18.6 18.3
Additional paid-in capital 195.8 190.6
Retained earnings 281.8 265.2
Treasury stock, at cost, 4,157,153 shares in 2025 and 4,059,619 shares in 2024
( 93.3 ) ( 91.5 )
Accumulated other comprehensive loss ( 22.0 ) ( 51.8 )
Total Park-Ohio Holdings Corp. and Subsidiaries shareholders' equity 380.9 330.8
Noncontrolling interests 1.9 6.3
Total equity 382.8 337.1
Total liabilities and shareholders' equity $ 1,419.6 $ 1,365.1
The accompanying notes are an integral part of these consolidated financial statements.
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Park-Ohio Holdings Corp. and Subsidiaries
Consolidated Statements of Income
Year Ended December 31,
2025 2024 2023
(In millions, except per share data)
Net sales $ 1,599.1 $ 1,656.2 $ 1,659.7
Cost of sales 1,327.9 1,374.8 1,388.3
Selling, general and administrative expenses 189.6 187.4 181.5
Restructuring and other special charges 6.4 4.9 6.6
Asset impairment charges 8.9 — —
Gains on sales of assets, net — ( 2.5 ) ( 0.8 )
Other expense — 5.0 —
Operating income 66.3 86.6 84.1
Other components of pension and other postretirement benefits income, net
7.0 5.2 2.5
Interest expense, net ( 47.5 ) ( 47.4 ) ( 45.1 )
Loss on extinguishment of debt ( 2.0 ) — —
Income from continuing operations before income taxes 23.8 44.4 41.5
Income tax expense ( 2.8 ) ( 4.9 ) ( 8.5 )
Income from continuing operations 21.0 39.5 33.0
Loss attributable to noncontrolling interests 3.8 2.7 1.0
Income from continuing operations attributable to ParkOhio common shareholders 24.8 42.2 34.0
Loss from discontinued operations, net of tax (Note 7) ( 1.0 ) ( 10.4 ) ( 26.2 )
Net income attributable to ParkOhio common shareholders $ 23.8 $ 31.8 $ 7.8
Earnings (loss) per common share attributable to ParkOhio common shareholders:
Basic:
Continuing operations $ 1.80 $ 3.27 $ 2.76
Discontinued operations ( 0.07 ) ( 0.81 ) ( 2.13 )
Total $ 1.73 $ 2.46 $ 0.63
Diluted:
Continuing operations $ 1.77 $ 3.19 $ 2.72
Discontinued operations ( 0.07 ) ( 0.79 ) ( 2.10 )
Total $ 1.70 $ 2.40 $ 0.62
Weighted-average shares used to compute earnings (loss) per share:
Basic 13.8 12.9 12.3
Diluted 14.0 13.2 12.5
The accompanying notes are an integral part of these consolidated financial statements.
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Park-Ohio Holdings Corp. and Subsidiaries
Consolidated Statements of Comprehensive Income (Loss)
Year Ended December 31,
2025 2024 2023
(In millions)
Net income attributable to ParkOhio common shareholders before noncontrolling interests $ 20.0 $ 29.1 $ 6.8
Other comprehensive income (loss):
Currency translation 26.1 ( 15.9 ) 7.7
Pensions and other postretirement benefits, net of tax 3.7 7.8 10.4
Total other comprehensive income (loss) 29.8 ( 8.1 ) 18.1
Total comprehensive income, net of tax 49.8 21.0 24.9
Comprehensive loss attributable to noncontrolling interests 3.8 2.7 1.0
Comprehensive income attributable to ParkOhio common shareholders $ 53.6 $ 23.7 $ 25.9
The accompanying notes are an integral part of these consolidated financial statements.
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Park-Ohio Holdings Corp. and Subsidiaries
Consolidated Statements of Shareholders’ Equity
Common Stock
Shares Amount Additional
Paid-In
Capital Retained
Earnings Treasury Stock Accumulated
Other
Comprehensive
(Loss) Income Noncontrolling Interest Total
(In whole shares) (In millions)
Balance at January 1, 2023 16,653,928 $ 16.6 $ 149.8 $ 238.8 $ ( 86.9 ) $ ( 61.8 ) $ 11.4 $ 267.9
Comprehensive income (loss) — — — 7.8 — 18.1 ( 1.0 ) 24.9
Stock-based compensation — — 6.5 — — — — 6.5
Restricted stock awards issued 386,983 0.4 ( 0.4 ) — — — — —
Restricted stock cancelled ( 10,973 ) — — — — — — —
Dividends — — — ( 6.5 ) — — ( 0.9 ) ( 7.4 )
Payments of withholding taxes on share awards — — — — ( 2.0 ) — — ( 2.0 )
Balance at December 31, 2023 17,029,938 17.0 155.9 240.1 ( 88.9 ) ( 43.7 ) 9.5 289.9
Comprehensive income (loss) — — — 31.8 — ( 8.1 ) ( 2.7 ) 21.0
Stock-based compensation — — 5.6 — — — — 5.6
Restricted stock awards issued 257,660 0.3 ( 0.3 ) — — — — —
Restricted stock cancelled ( 36,698 ) — — — — — — —
Issuances of common stock 1,041,590 1.0 29.4 — — — — 30.4
Dividends — — — ( 6.7 ) — — ( 0.5 ) ( 7.2 )
Payments of withholding taxes on share awards — — — — ( 2.6 ) — — ( 2.6 )
Balance at December 31, 2024 18,292,490 18.3 190.6 265.2 ( 91.5 ) ( 51.8 ) 6.3 337.1
Comprehensive income (loss) — — — 23.8 — 29.8 ( 3.8 ) 49.8
Stock-based compensation — — 5.5 — — — — 5.5
Restricted stock awards issued 288,260 0.3 ( 0.3 ) — — — — —
Restricted stock cancelled ( 21,520 ) — — — — — — —
Dividends — — — ( 7.2 ) — — ( 0.6 ) ( 7.8 )
Payments of withholding taxes on share awards — — — — ( 1.8 ) — — ( 1.8 )
Balance at December 31, 2025 18,559,230 $ 18.6 $ 195.8 $ 281.8 $ ( 93.3 ) $ ( 22.0 ) $ 1.9 $ 382.8
Year Ended December 31,
2025 2024 2023
Cash dividends per common share $ 0.50 $ 0.50 $ 0.50
The accompanying notes are an integral part of these consolidated financial statements.
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Park-Ohio Holdings Corp. and Subsidiaries
Consolidated Statements of Cash Flows
Year Ended December 31,
2025 2024 2023
OPERATING ACTIVITIES FROM CONTINUING OPERATIONS (In millions)
Income from continuing operations $ 21.0 $ 39.5 $ 33.0
Adjustments to reconcile income from continuing operations to net cash provided by operating activities from continuing operations:
Depreciation and amortization 33.0 33.6 31.7
Stock-based compensation 5.5 5.6 6.5
Loss on extinguishment of debt 2.0 — —
Asset impairment charges 8.9 — —
Gains on sales of assets, net — ( 2.5 ) ( 0.8 )
Deferred income taxes ( 13.9 ) ( 14.6 ) ( 7.2 )
Changes in operating assets and liabilities:
Accounts receivable ( 4.9 ) 12.1 ( 14.1 )
Inventories 2.8 ( 14.8 ) ( 1.3 )
Prepaid and other current assets ( 9.3 ) ( 14.1 ) ( 1.2 )
Accounts payable and accrued expenses ( 1.4 ) ( 2.7 ) 3.3
Other ( 1.4 ) ( 7.1 ) 3.5
Net cash provided by operating activities from continuing operations 42.3 35.0 53.4
INVESTING ACTIVITIES FROM CONTINUING OPERATIONS
Purchases of property, plant and equipment ( 40.3 ) ( 31.4 ) ( 28.2 )
Proceeds from sales of assets — 11.5 2.0
Proceeds from sale of discontinued operations — — 15.5
Business acquisitions, net of cash acquired — ( 11.0 ) ( 1.2 )
Net cash used in investing activities from continuing operations ( 40.3 ) ( 30.9 ) ( 11.9 )
FINANCING ACTIVITIES FROM CONTINUING OPERATIONS
(Payments on) proceeds from revolving credit facility, net 8.5 ( 15.0 ) ( 22.3 )
Payments on term loans and other debt ( 2.1 ) ( 7.5 ) ( 7.2 )
Proceeds from other long-term debt 0.8 5.8 4.3
(Payments on) proceeds from finance lease facilities, net ( 0.5 ) 0.7 0.9
Issuance of 8.5 % Senior Notes due 2030, net of discount
348.3 — —
Redemption of 6.625 % Senior Notes due 2027
( 350.0 ) — —
Payments of debt refinancing fees and expenses ( 6.5 ) — —
Net proceeds from common stock issuances — 30.4 —
Payments related to prior acquisitions — ( 3.0 ) ( 2.9 )
Dividends ( 7.8 ) ( 7.2 ) ( 7.4 )
Payments of withholding taxes on share awards ( 1.8 ) ( 2.6 ) ( 2.0 )
Net cash provided by (used in) financing activities from continuing operations ( 11.1 ) 1.6 ( 36.6 )
DISCONTINUED OPERATIONS:
Total used in operating activities ( 1.0 ) ( 5.2 ) ( 2.9 )
Total used in investing activities — — ( 3.9 )
Total used in financing activities — — ( 2.4 )
Decrease in cash and cash equivalents from discontinued operations ( 1.0 ) ( 5.2 ) ( 9.2 )
Effect of exchange rate changes on cash 1.8 ( 2.2 ) 0.9
Decrease in cash and cash equivalents ( 8.3 ) ( 1.7 ) ( 3.4 )
Cash and cash equivalents at beginning of year 53.1 54.8 58.2
Cash and cash equivalents at end of year $ 44.8 $ 53.1 $ 54.8
Income taxes paid, net $ 24.3 $ 14.5 $ 7.3
Interest paid $ 40.3 $ 47.0 $ 47.6
The accompanying notes are an integral part of these consolidated financial statements.
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PARK-OHIO HOLDINGS CORP. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Dollars in millions, except per share data.)
NOTE 1 — Summary of Significant Accounting Policies
Consolidation and Basis of Presentation: Park-Ohio Holdings Corp. (“ParkOhio,” “we” or the “Company”) is a diversified international company providing world-class customers with a supply chain management outsourcing service, capital equipment used on their production lines, and manufactured components used to assemble their products. The Company operates three reportable segments: Supply Technologies, Assembly Components and Engineered Products. The consolidated financial statements include the accounts of the Company and all of its majority-owned subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. The Company does not have off-balance sheet arrangements or financing with unconsolidated entities or other persons, other than the letters of credit disclosed in Note 10. The Company leases certain real properties owned by related parties as described in Note 14. Transactions with related parties are not material to the Company’s financial position, results of operations or cash flows.
Accounting Estimates: The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts in the consolidated financial statements. Actual results could differ from those estimates.
Cash Equivalents: The Company considers all highly liquid investments with an original maturity of three months or less when purchased to be cash equivalents.
Accounts Receivable and Allowance for Doubtful Accounts: Accounts receivable are recorded at net realizable value and reduced by an allowance for amounts that may become uncollectible in the future. The allowance for doubtful accounts was $ 4.2 million and $ 3.9 million at December 31, 2025 and 2024, respectively. The Company’s policy is to measure expected credit losses on accounts receivable based on historical experience, current conditions and reasonable forecasts. During 2025 and 2024, we sold, without recourse, $ 147.5 million and $ 129.3 million, respectively, of accounts receivable to mitigate accounts receivable concentration risk and to increase working capital efficiency. Sales of accounts receivable are reflected as a reduction of accounts receivable in the Consolidated Balance Sheets, and the proceeds are included in cash flows from operating activities in the Consolidated Statements of Cash Flows. Expense in the amount of $ 2.0 million and $ 2.4 million in 2025 and 2024, respectively, related to the discount on sale of accounts receivable is recorded in the Consolidated Statements of Income.
Inventories: Inventories are valued using first-in, first-out or the weighted-average inventory method and stated at the lower of cost or net realizable value.
Major Classes of Inventories December 31, 2025 December 31, 2024
Raw materials and supplies $ 107.5 $ 108.8
Work in process 53.3 53.5
Finished goods 260.1 260.6
Inventories, net $ 420.9 $ 422.9
Other Inventory Items
Inventory reserves $ ( 44.8 ) $ ( 42.7 )
Consigned inventory $ 5.5 $ 8.1
Property, Plant and Equipment: Property, plant and equipment is carried at cost. Additions and improvements that extend the lives of assets are capitalized, and expenditures for repairs and maintenance are charged to operations as incurred. Depreciation of fixed assets, including amounts capitalized under finance leases, is computed by the straight-line method based on the estimated useful lives of the assets ranging from five to 40 years for buildings, and three to 20 years for machinery and equipment.
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PARK-OHIO HOLDINGS CORP. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
The following table summarizes property, plant and equipment:
December 31, 2025 December 31, 2024
Land and land improvements $ 8.5 $ 8.1
Buildings 62.1 54.1
Machinery and equipment 382.3 356.3
Leased property under finance leases 32.3 31.7
Total property, plant and equipment 485.2 450.2
Less: Accumulated depreciation 286.7 267.3
Property, plant and equipment, net $ 198.5 $ 182.9
Year Ended December 31,
2025 2024 2023
Depreciation expense $ 26.1 $ 26.8 $ 25.0
Goodwill and Indefinite-Lived Assets: In accordance with Accounting Standards Codification (“ASC”) 350, “Intangibles — Goodwill and Other” (“ASC 350”), goodwill and indefinite life intangible assets are not amortized but rather are tested annually for impairment as of October 1, or whenever events or changes in circumstances indicate there may be an indicator of impairment in accordance with ASC 350 . Goodwill is tested for impairment at the reporting unit level and is based on the net assets of each reporting unit, including goodwill and intangible assets, compared to its fair value. Our reporting units have been identified one level below the operating segment level. The Company completed its annual goodwill and indefinite-lived intangibles impairment testing as of October 1 of each year, noting no impairment. To determine fair value for goodwill testing purposes, the Company uses an income approach, utilizing a discounted cash flow model based on forecasted cash flows and weighted average cost of capital, and a market multiple approach. To determine fair value for indefinite-lived intangibles testing, the Company uses a relief-of-royalty method.
See Notes 8 and 9 for additional disclosures about goodwill and indefinite-lived intangibles.
Impairment of Other Long-Lived Assets: Other long-lived assets, including operating lease right-of-use assets, are reviewed for impairment whenever events or changes in circumstances indicate the carrying amount may not be recoverable. Upon indications of impairment, assets and liabilities are grouped at the lowest level for which identifiable cash flows are largely independent of the cash flows of other assets and liabilities. The asset group would be considered impaired if the estimated future net undiscounted cash flows generated by the asset group are less than its carrying value. Impairment losses are measured by comparing the estimated fair value of the asset group to its carrying value.
Fair Values of Financial Instruments: Certain financial instruments are required to be recorded at fair value. The Company measures financial assets and liabilities at fair value in three levels of inputs. The three-tier fair value hierarchy, which prioritizes the inputs used in the valuation methodologies, is as follows:
Level 1 — Valuations based on quoted prices for identical assets and liabilities in active markets.
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.
Level 3 — Valuations based on unobservable inputs reflecting our own assumptions, consistent with reasonably available assumptions made by other market participants. These valuations require significant judgment.
Changes in assumptions or estimation methods could affect the fair value estimates; however, we do not believe any such changes would have a material impact on our financial condition, results of operations or cash flows. The carrying value of cash and cash equivalents, accounts receivable and accounts payable approximate fair value at December 31, 2025 and 2024 because
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PARK-OHIO HOLDINGS CORP. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
of the short-term nature of these instruments. The fair values of long-term debt and pension plan assets are disclosed in Note 10 and Note 15, respectively.
The Company has not changed its valuation techniques for measuring fair value during 2025, and there were no transfers between levels during the periods presented.
Pensions: We account for our pensions in accordance with ASC Topic 715, "Compensation — Retirement Benefits." Net actuarial gains and losses are amortized to expense when they exceed the 10% accounting corridor, based on the greater of the plan assets or benefit obligations, over an average employee's future service period. Refer to Note 15 for more information.
Income Taxes: The Company accounts for income taxes under the asset and liability method, whereby deferred tax assets and liabilities are determined based on temporary differences between the financial reporting and the tax bases of assets and liabilities and are measured using the current enacted tax rates. In determining these amounts, management determined the probability of realizing deferred tax assets, taking into consideration factors including historical operating results, cumulative earnings and losses, expectations of future earnings, taxable income and the extended period of time over which the postretirement benefits will be paid. As required by ASC 740, “Income Taxes” (“ASC 740”), the Company records valuation allowances if, based on the weight of available evidence, it is more likely than not that all or some portion of our deferred tax assets will not be realized.
We have elected to account for global intangible low-taxed income (“GILTI”) as a current period expense. The impact of GILTI for the years ended December 31, 2025, 2024 and 2023 was tax expense of $ 0.6 million, $ 1.5 million and $ 2.4 million, respectively.
Revenue Recognition: The Company recognizes revenue, other than from long-term contracts within the Engineered Products segment, when its obligations under the contract terms are satisfied and control transfers to the customer, typically upon shipment. Revenue from certain long-term contracts is accounted for over time, as products are manufactured or services are performed, as control transfers over time under these arrangements. We follow this method since reasonably reliable estimates of revenue and costs of a contract can be made. See Note 2 for additional disclosures regarding revenue.
Cost of Sales : Cost of sales is primarily comprised of direct materials and supplies consumed in the manufacture of product, manufacturing labor, depreciation expense, direct overhead expense, and shipping and handling costs.
Concentration of Credit Risk: The Company sells its products to customers in diversified industries. The Company performs ongoing credit evaluations of its customers’ financial condition but does not require collateral to support customer receivables. The Company establishes an allowance for doubtful accounts based upon factors surrounding the credit risk of specific customers, historical trends, current conditions and reasonable forecasts. As of December 31, 2025 and 2024, the Company had uncollateralized receivables with five customers in the automotive industry, each with several locations, aggregating $ 30.4 million and $ 22.1 million, respectively, which represented approximately 11 % and 9 %, respectively, of the Company’s trade accounts receivable. During 2025 and 2024, sales to these customers amounted to approximately $ 200.4 million and $ 235.9 million, respectively, which represented approximately 13 % and 14 %, respectively, of the Company’s net sales.
Environmental: The Company expenses environmental costs related to existing conditions resulting from past or current operations and from which no current or future benefit is discernible. Costs that extend the life of the related property or mitigate or prevent future environmental contamination are capitalized. The Company records a liability when environmental assessments and/or remedial efforts are probable and can be reasonably estimated. The estimated liability of the Company is not reduced for possible recoveries from insurance carriers and is undiscounted.
Foreign Currency Translation: The functional currency of the Company's subsidiaries outside the United States is the local currency. Financial statements are translated into U.S. dollars at year-end exchange rates for assets and liabilities and weighted-average exchange rates during the period for revenues and expenses. The resulting translation adjustments are recorded in Accumulated other comprehensive loss in the Consolidated Balance Sheets. Gains and losses resulting from foreign currency transactions, including intercompany transactions that are not considered long-term investments, are included in the Consolidated Statements of Income.
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PARK-OHIO HOLDINGS CORP. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
Discontinued Operations: During the fourth quarter of 2022, we determined that our Aluminum Products business met the held-for-sale and discontinued operations accounting criteria. Accordingly, the Company has reported the held-for-sale assets and liabilities, the operating results and the cash flows of Aluminum Products in discontinued operations for all periods presented throughout this Annual Report on Form 10-K. On December 29, 2023, the Company sold this business to Angstrom Automotive Group (“Angstrom”). Unless otherwise indicated, amounts and activity in this Annual Report on Form 10-K are presented on a continuing operations basis. See Note 7, “Discontinued Operations,” for further information.
Warranties: The Company estimates the amount of warranty claims on sold products that may be incurred based on current and historical data. The actual warranty expense could differ from the estimates made by the Company based on product performance. The following table presents the changes in the Company’s product warranty liability:
Year Ended December 31,
2025 2024 2023
Balance at January 1 $ 5.3 $ 5.5 $ 5.2
Claims paid during the year ( 2.5 ) ( 1.8 ) ( 2.1 )
Warranty expense 1.5 1.4 2.2
Acquisition — 0.6 —
Foreign currency translation and other ( 0.3 ) ( 0.4 ) 0.2
Balance at December 31 $ 4.0 $ 5.3 $ 5.5
Weighted-Average Number of Shares Used in Computing Earnings (Loss) Per Share: The following table sets forth the weighted-average number of shares used in the computation of earnings (loss) per share:
Year Ended December 31,
2025 2024 2023
(In whole shares)
Weighted average basic shares outstanding 13,768,371 12,902,490 12,295,999
Dilutive impact of employee stock awards 204,754 337,118 214,902
Weighted average diluted shares outstanding 13,973,125 13,239,608 12,510,901
Outstanding stock awards with exercise prices greater than the average price of the common shares are anti-dilutive and are not included in the computation of diluted earnings per share. For the years ended December 31, 2025, 2024 and 2023, the anti-dilutive shares were 0.0 million, 0.0 million and 0.1 million, respectively.
Accounting Standards Adopted
In December 2023, the FASB issued ASU No. 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures. This guidance requires additional annual disclosures for income taxes. This guidance will not affect the recognition, measurement or financial statement presentation. The amendments are effective for fiscal years beginning after December 15, 2024. Refer to Note 11 for the additional disclosures.
Accounting Standards Not Yet Adopted
In November 2024, the FASB issued ASU No. 2024-03, Income Statement-Reporting Comprehensive Income-Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses. This guidance requires tabular footnote disclosure of certain operating expenses disaggregated into categories, such as employee compensation, depreciation, and intangible asset amortization, included within each interim and annual income statement’s expense caption, as applicable. The effective date of this guidance is for fiscal years beginning after December 15, 2026, and interim periods within fiscal years beginning after December 15, 2027. We are in the process of evaluating the impact of adopting this guidance on our consolidated financial statement disclosures.
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
No other recently issued ASUs are expected to have a material impact on our results of operations, financial condition or liquidity.
NOTE 2 — Revenue
Substantially all of the Company’s contracts have a single performance obligation to transfer products to or, in limited cases, perform services for the customer. Accordingly, the Company recognizes revenue when its obligations under the contract terms are satisfied and control transfers to the customer. Revenue is recognized at an amount that reflects the consideration the Company expects to receive in exchange for the good or service, including estimated provisions for rebates, discounts, returns and allowances. The Company sells its products both directly to customers, and in limited cases, through distributors, generally under agreements with payment terms between 30 - 90 days. The Company has no financing components.
The majority of the Company’s revenue is derived from contracts (i) with an original contract length of one year or less, or (ii) for which it recognizes revenue at the amount at which it has the right to invoice as products or services are delivered. The Company has elected the practical expedient not to disclose the value of remaining performance obligations associated with these types of contracts.
The Company also has certain contracts which contain performance obligations that are immaterial in the context of the contract with the customer. The Company has elected the practical expedient not to assess whether these promised goods or services are performance obligations.
Supply Technologies provides our customers with Total Supply Management™, a proactive solutions approach that manages the efficiencies of every aspect of supplying production parts and materials to our customers’ manufacturing floor, from strategic planning to program implementation. Within this segment, contracts routinely consist of a long-term agreement or master service agreement with quantity and pricing specified through individual purchase orders. Revenue is recognized at a point in time, which is the shipping point, as that is when control transfers to the customer.
Assembly Components designs, develops and manufactures highly efficient, high pressure direct fuel injection fuel rails and pipes; fuel filler pipes that route fuel from the gas cap to the gas tank; and flexible multi-layer plastic and rubber assemblies used to transport fuel from the vehicle's gas tank and then, at extreme high pressure, to the engine's fuel injector nozzles. Within this segment, contracts routinely consist of a long-term agreement or master service agreement with quantity and pricing specified through individual purchase orders. Revenue is recognized at a point in time, which is at the shipping point, as that is when control transfers to the customer.
Engineered Products operates a diverse group of niche manufacturing businesses that design and manufacture a broad range of highly-engineered products, including induction heating and melting systems, pipe threading systems and forged and machined products. Engineered Products also produces and provides services and spare parts for the equipment it manufactures. In this segment, revenue is recognized for certain revenue streams at a point in time, and over time for other revenue streams. For point in time arrangements, revenue is recognized at the shipping point, as that is when control transfers to the customer. For over time arrangements, revenue is recognized over the time during which products are manufactured or services are performed, as control transfers under these arrangements over a period of time. Over time arrangements represented approximately 19 % of the Company's total consolidated sales for the year ended December 31, 2025. The Company uses the input method to calculate the contract revenues to be recognized, which utilizes costs incurred to date in relation to total expected costs to satisfy the Company’s performance obligation under the contract. Incurred costs represent work performed and therefore best depict the transfer of control to the customer.
For over time arrangements, contract assets relate to revenue recognized in advance of billings to customers under long-term contracts accounted for under percentage of completion. These amounts, which totaled $ 49.4 million and $ 45.3 million at December 31, 2025 and December 31, 2024, respectively, are recorded as Other current assets in the Consolidated Balance Sheets.
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
For over time arrangements, contract liabilities relate to advances or deposits received from the Company’s customers before revenue is recognized. These amounts, which totaled $ 56.9 million and $ 53.1 million at December 31, 2025 and December 31, 2024, respectively, are recorded as Other accrued expenses in the Consolidated Balance Sheets.
The Company has elected to account for shipping and handling as activities to fulfill the promise to transfer its products. As such, shipping and handling fees billed to customers in a sales transaction are recorded in Net sales, and shipping and handling costs incurred are recorded in Cost of sales. The Company has elected to exclude from Net sales any value-added, sales or other taxes which it collects concurrent with revenue-producing activities.
We disaggregate our revenue by product line and geographic region of our customer, as we believe these criteria best depict how the nature, amount, timing and uncertainty of our revenues and cash flows are affected by economic factors. See details in the tables below.
Year Ended December 31,
2025 2024 2023
PRODUCT LINE
Supply Technologies $ 645.9 $ 663.3 $ 661.7
Engineered specialty fasteners and other products 101.6 112.5 101.7
Supply Technologies Segment 747.5 775.8 763.4
Fuel, rubber and plastic products 380.6 398.7 427.8
Assembly Components Segment 380.6 398.7 427.8
Industrial equipment and aftermarket 359.7 353.9 335.1
Forged and machined products 111.3 127.8 133.4
Engineered Products Segment 471.0 481.7 468.5
Total revenues $ 1,599.1 $ 1,656.2 $ 1,659.7
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
Supply Technologies Segment Assembly Components Segment Engineered Products Segment Total Revenues
Year Ended December 31, 2025
GEOGRAPHIC REGION
United States $ 417.1 $ 231.9 $ 268.0 $ 917.0
Europe 167.3 15.9 76.7 259.9
Asia 77.0 32.5 69.9 179.4
Mexico 70.9 60.3 16.3 147.5
Canada 12.1 32.6 29.7 74.4
Other 3.1 7.4 10.4 20.9
Total $ 747.5 $ 380.6 $ 471.0 $ 1,599.1
Year Ended December 31, 2024
GEOGRAPHIC REGION
United States $ 444.8 $ 262.0 $ 259.0 $ 965.8
Europe 159.4 17.3 94.8 271.5
Asia 80.7 32.7 63.3 176.7
Mexico 74.1 51.9 20.0 146.0
Canada 14.3 30.3 30.0 74.6
Other 2.5 4.5 14.6 21.6
Total $ 775.8 $ 398.7 $ 481.7 $ 1,656.2
Year Ended December 31, 2023
GEOGRAPHIC REGION
United States $ 458.8 $ 300.3 $ 264.7 $ 1,023.8
Europe 151.9 17.6 68.0 237.5
Asia 64.9 30.1 69.4 164.4
Mexico 71.9 45.1 15.6 132.6
Canada 13.2 30.2 35.2 78.6
Other 2.7 4.5 15.6 22.8
Total $ 763.4 $ 427.8 $ 468.5 $ 1,659.7
NOTE 3 — Segments
The Company operates three reportable segments: Supply Technologies, Assembly Components and Engineered Products. The chief operating decision maker is the Company's Chief Executive Officer. For purposes of measuring business segment performance, the chief operating decision maker utilizes segment operating income, which is defined as revenues less expenses identifiable to the product lines within each segment. The Company does not allocate items that are non-operating; unusual in nature; or corporate expenses. Segment operating income reconciles to consolidated income before income taxes by adjusting for corporate expenses; loss on extinguishment of debt; gains on sales of assets; other unallocated expenses; other components of pension and other postretirement benefits income, net; and interest expense, net.
Results by business segment were as follows:
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
Year Ended December 31, 2025
Supply Technologies Assembly Components Engineered Products Total
(In millions)
Net sales $ 747.5 $ 380.6 $ 471.0 $ 1,599.1
Cost of sales 605.9 338.8 383.2 1,327.9
Selling, general and administrative expenses 67.9 19.9 70.5 158.3
Restructuring and other special charges 1.4 2.8 1.8 6.0
Asset impairment charges — — 8.9 8.9
Segment operating income $ 72.3 $ 19.1 $ 6.6 98.0
Corporate expenses ( 31.3 )
Corporate restructuring and other special charges ( 0.4 )
Operating income 66.3
Other components of pension and other postretirement benefits income, net 7.0
Interest expense, net ( 47.5 )
Loss on extinguishment of debt ( 2.0 )
Income from continuing operations before income taxes $ 23.8
Year Ended December 31, 2024
Supply Technologies Assembly Components Engineered Products Total
(In millions)
Net sales $ 775.8 $ 398.7 $ 481.7 $ 1,656.2
Cost of sales 631.5 353.6 389.7 1,374.8
Selling, general and administrative expenses 69.1 18.6 70.7 158.4
Restructuring and other special charges 0.2 1.1 3.6 4.9
Segment operating income $ 75.0 $ 25.4 $ 17.7 118.1
Corporate expenses ( 29.0 )
Gains on sales of assets, net 2.5
Other expense ( 5.0 )
Operating income 86.6
Other components of pension and other postretirement benefits income, net 5.2
Interest expense, net ( 47.4 )
Income from continuing operations before income taxes $ 44.4
Year Ended December 31, 2023
Supply Technologies Assembly Components Engineered Products Total
(In millions)
Net sales $ 763.4 $ 427.8 $ 468.5 $ 1,659.7
Cost of sales 639.1 369.5 379.7 1,388.3
Selling, general and administrative expenses 65.1 23.4 64.8 153.3
Restructuring, acquisition-related and other special charges 0.2 1.5 4.9 6.6
Segment operating income $ 59.0 $ 33.4 $ 19.1 111.5
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
Corporate expenses ( 28.2 )
Gains on sales of assets, net 0.8
Operating income 84.1
Other components of pension and other postretirement benefits income, net 2.5
Interest expense, net ( 45.1 )
Income from continuing operations before income taxes $ 41.5
Year Ended December 31,
2025 2024 2023
Capital expenditures:
Supply Technologies $ 17.4 $ 10.5 $ 6.3
Assembly Components 6.9 8.8 8.4
Engineered Products 12.8 10.1 12.7
Corporate 3.2 2.0 0.8
$ 40.3 $ 31.4 $ 28.2
Depreciation and amortization:
Supply Technologies $ 6.7 $ 6.7 $ 6.6
Assembly Components 13.0 13.8 13.4
Engineered Products 12.6 12.8 11.5
Corporate 0.7 0.3 0.2
$ 33.0 $ 33.6 $ 31.7
Identifiable assets:
Supply Technologies $ 489.4 $ 465.6 $ 462.8
Assembly Components 293.3 284.3 289.5
Engineered Products 465.9 468.8 462.0
Corporate 171.0 146.4 126.4
$ 1,419.6 $ 1,365.1 $ 1,340.7
At December 31, 2025, 2024 and 2023, approximately 66 %, 66 % and 67 %, respectively, of the Company’s assets were located in the United States.
NOTE 4 — Asset Impairment Charges
During 2025, the Company recorded non-cash asset impairment charges in its Engineered Products segment totaling $ 8.9 million to write-down the carrying value of certain assets, primarily at its forging operations in Arkansas. The impairment charges, which included obsolete tooling and inventory as well as charges related to property, plant and equipment, are recorded on a separate line in the Consolidated Statements of Income.
NOTE 5 — Plant Closure and Consolidation
During 2025, in connection with its ongoing profit-improvement actions, the Company recorded plant closure and consolidation costs totaling $ 2.6 million across all three of its segments.
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
During 2024, the Company consolidated an Assembly Components facility and closed an Engineered Products operation in Ohio. In connection with these actions, the Company received cash proceeds of $ 11.5 million and recorded a gain on sale of assets of $ 2.5 million, which is included on a separate line in the Consolidated Statements of Income.
During 2023, the Company incurred the following expenses related to plant closure and consolidation in connection with its profit-improvement actions across its businesses. The actions in the Assembly Components segment were primarily in connection with actions taken to close and consolidate its extrusion operations in Ohio, to relocate certain production to lower-cost facilities with open capacity, and to complete other cost-reduction actions.
The actions in the Engineered Product segment were primarily in connection with plant closure and consolidation of a facility in Ohio, and to complete other cost-reduction actions in this segment.
Facility Related Costs Severance and Other Total
2023:
Assembly Components $ 0.5 $ — $ 0.5
Engineered Products 2.7 1.9 4.6
Total $ 3.2 $ 1.9 $ 5.1
The Company sold certain real estate for cash proceeds and gains on sales as follows. Gains are recorded on a separate line in the Consolidated Statements of Income and are excluded from segment operating income.
Cash Proceeds from Sales of Assets Gains on Sales of Assets
2024 $ 11.5 $ 2.5
2023 $ 2.0 $ 0.8
NOTE 6 — Acquisitions
In February 2024, the Company acquired all of the outstanding shares of EMA Indutec GmbH (“EMA”), headquartered in Meckesheim, Germany, from the Aichelin Group, headquartered in Modling, Austria. EMA, which is included in our Engineered Products segment, is a leading manufacturer of induction heating equipment and converters and operates through its two locations in Meckesheim, Germany and Beijing, China. The purchase price, net of cash acquired, was $ 11.0 million.
The allocation of the purchase price of EMA is summarized as follows:
(In millions)
Accounts receivable $ 6.0
Inventories 4.7
Other current assets 0.5
Property, plant and equipment 1.3
Goodwill 3.9
Intangibles 6.8
Other assets 0.1
Accounts payable and accrued expenses ( 10.0 )
Deferred income tax liability ( 2.3 )
Total purchase price, net of cash acquired $ 11.0
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
During 2024 and 2023, the Company paid $ 3.0 million and $ 2.9 million, respectively, as scheduled, related to deferred purchase price for the 2022 acquisitions of Charter Automotive (Changzhou) Co. Ltd. and Southern Fasteners & Supply, Inc.
NOTE 7 — Discontinued Operations
On December 29, 2023, the Company completed the sale of its Aluminum Products business to Angstrom for approximately $ 50 million in cash and promissory notes, plus the assumption of approximately $ 3 million of finance lease obligations. The total purchase price consisted of a cash down payment of $ 20.0 million paid to the Company in December 2022; cash of $ 15.5 million paid to the Company at closing; and promissory notes totaling $ 15.0 million payable to the Company on December 31, 2024, of which $ 10.0 million were contingent on the Aluminum Products business attaining certain purchase commitments during 2024. The Company determined that the purchase commitments were not attained during 2024 and subsequently wrote-off the $ 10.0 million contingent notes during 2024.
Year Ended December 31,
2025 2024 2023
Net sales $ — $ — $ 180.6
Cost of sales — — 164.9
Selling, general and administrative — — 15.8
Operating loss — — ( 0.1 )
Interest expense — — ( 3.3 )
Loss from operation of discontinued operations — — ( 3.4 )
Loss on sale of discontinued operations ( 1.3 ) ( 12.9 ) ( 28.3 )
Loss on classification as held-for-sale — — —
Income tax benefit 0.3 2.5 5.5
Loss from discontinued operations, net of tax $ ( 1.0 ) $ ( 10.4 ) $ ( 26.2 )
NOTE 8 — Goodwill
The changes in the carrying amount of goodwill by reportable segment are as follows:
Supply Technologies Assembly Components Engineered Products Total
Balance at January 1, 2024 $ 21.8 $ 51.4 $ 37.0 $ 110.2
Acquisition — — 3.9 3.9
Disposal — — ( 0.5 ) ( 0.5 )
Currency translation ( 0.2 ) 0.1 ( 1.8 ) ( 1.9 )
Balance at December 31, 2024 21.6 51.5 38.6 111.7
Currency translation 1.0 — 3.1 4.1
Balance at December 31, 2025 $ 22.6 $ 51.5 $ 41.7 $ 115.8
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
NOTE 9 — Other Intangible Assets
December 31, 2025 December 31, 2024
Weighted Average Remaining Useful Life (Years) Gross Value Accumulated
Amortization Net Value Gross Value Accumulated
Amortization Net Value
Customer relationships 9.5 $ 98.9 $ 71.0 $ 27.9 $ 96.9 $ 65.8 $ 31.1
Indefinite-lived tradenames * 27.3 * 27.3 26.6 * 26.6
Technology 9.8 26.4 12.7 13.7 25.1 11.3 13.8
Other 3.4 4.9 4.6 0.3 4.8 4.4 0.4
Total $ 157.5 $ 88.3 $ 69.2 $ 153.4 $ 81.5 $ 71.9
* Not applicable, as these tradenames have an indefinite life.
Amortization expense of other intangible assets was as follows:
Year Ended December 31,
2025 2024 2023
Amortization expense $ 6.9 $ 6.8 $ 6.7
We estimate amortization expense for the five years subsequent to 2025 as follows:
2026 $ 6.5
2027 $ 6.4
2028 $ 5.5
2029 $ 3.8
2030 $ 2.5
NOTE 10 — Financing Arrangements
Debt consists of the following:
Carrying Value at
Maturity Date Interest Rate at
December 31, 2025 December 31, 2025 December 31, 2024
Senior Secured Notes July 31, 2030 8.500 % $ 348.4 $ —
Senior Notes April 15, 2027 6.625 % — 350.0
Revolving credit facility July 17, 2030 5.19 %
257.4 248.6
Finance leases Various Various 16.6 17.0
Other Various Various 13.3 13.1
Total debt 635.7 628.7
Less: Current portion of long-term debt and short-term debt ( 8.3 ) ( 8.4 )
Less: Unamortized debt issuance costs ( 6.7 ) ( 2.0 )
Total long-term debt, net
$ 620.7 $ 618.3
On July 31, 2025, Park-Ohio Industries, Inc. (“Park-Ohio”) completed the issuance of $ 350 million aggregate principal amount of 8.500 % Senior Secured Notes due 2030 (the “2030 Notes”), in a private offering. The 2030 Notes were priced at 99.50 % of par. The 2030 Notes are senior secured obligations of Park-Ohio and are guaranteed (with certain exceptions) by Park-Ohio's domestic subsidiaries that guarantee the debt under the Credit Agreement on a senior secured basis. Park-Ohio used
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
the net proceeds from the offering of the 2030 Notes, along with cash on hand, to redeem all $ 350.0 million aggregate principal amount of 6.625 % Senior Notes due 2027 (the “2027 Notes”) and pay related fees and expenses.
On July 17, 2025, Park-Ohio amended its Seventh Amended and Restated Credit Agreement (the “Credit Agreement”), in order to, among other things, (a) extend the maturity date to the fifth anniversary from the closing of the amendment, (b) permit the issuance of the 2030 Notes and (c) permit the 2030 Notes to be secured by (i) a first-priority lien on the substantially all of the U.S. equipment (including machinery) of the Park-Ohio and the Park-Ohio’s existing and future domestic subsidiaries (the “Guarantors”) that guarantee debt under the Credit Agreement (the “Notes Priority Collateral”) and (ii) a second-priority lien (junior to the Credit Agreement) on substantially all of the U.S. assets of Park-Ohio and the Guarantors (including the 65 % pledge of the foreign equity owned by the Guarantors), other than assets constituting Notes Priority Collateral, securing the revolving credit facility (the “ABL Priority Collateral”). The Credit Agreement provides for a revolving credit facility in the amount of $ 405.0 million, including a $ 40.0 million Canadian revolving subcommitment and a European revolving subcommitment in the amount of $ 30.0 million. Pursuant to the Credit Agreement, Park-Ohio has the option to increase the availability under the revolving credit facility. As of December 31, 2025, we had borrowing availability of $ 126.1 million under the Credit Agreement.
The following table represents fair value information of the Notes, classified as Level 1, at December 31, 2025 and 2024. The fair value was estimated using quoted market prices.
2030 Notes 2027 Notes
December 31, 2025 December 31, 2024
Carrying amount $ 348.4 $ 350.0
Fair value $ 360.8 $ 344.3
Maturities of short-term and long-term debt, excluding finance leases, during each of the five years subsequent to December 31, 2025 are as follows:
2026 $ 5.1
2027 $ 2.9
2028 $ 2.7
2029 $ 0.7
2030 $ 608.0
Foreign subsidiaries of the Company had $ 52.1 million of borrowings at December 31, 2025, which included $ 40.5 million under our Credit Agreement, and $ 10.3 million at December 31, 2024.
We had outstanding bank guarantees and letters of credit under our credit arrangements of approximately $ 32.7 million at December 31, 2025 and $ 38.5 million at December 31, 2024.
The weighted average interest rate on all debt was approximately 7.1 % in 2025, 7.0 % in 2024 and 6.6 % in 2023.
NOTE 11 — Income Taxes
(Loss) income from continuing operations before income taxes consists of the following:
Year Ended December 31,
2025 2024 2023
United States $ ( 21.3 ) $ ( 5.9 ) $ 0.2
Outside the United States 45.1 50.3 41.3
$ 23.8 $ 44.4 $ 41.5
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
Income tax expense consists of the following:
Year Ended December 31,
2025 2024 2023
Current expense:
Federal $ 0.3 $ 2.8 $ 1.7
State 1.0 1.1 0.1
Foreign 15.4 15.6 13.9
16.7 19.5 15.7
Deferred (benefit) expense:
Federal ( 9.1 ) ( 11.9 ) ( 7.1 )
State ( 0.7 ) ( 1.8 ) ( 1.2 )
Foreign ( 4.1 ) ( 0.9 ) 1.1
( 13.9 ) ( 14.6 ) ( 7.2 )
Income tax expense $ 2.8 $ 4.9 $ 8.5
In 2025, the effective income tax rate of 11.8 % was less than the U.S. statutory rate of 21%, primarily as a result of the tax benefit of the research and development tax credit partially offset by the impact of non-deductible expenses
Several countries in which Park-Ohio Holdings does business have proposed or enacted new tax laws or are actively considering changes to their tax laws to align with the Organization for Economic Co-operation and Development (“OECD”) proposals. For tax year 2025, the impact for those countries in which Park-Ohio Holdings operates who have enacted Pillar Two laws was not material to income tax expense. We will continue to monitor and reflect the impact of such legislative changes in future financial statements as appropriate.
In 2024, the effective tax rate of 11.0 % was less than the U.S. statutory rate of 21%, primarily as a result of the tax benefit of the research and development tax credit and the release of certain valuation allowances.
In 2023, the effective tax rate of 20.5 % approximated the U.S. statutory rate of 21%, as the tax benefits of the foreign tax credit and research and development tax credit were offset by the tax expense of foreign earnings, GILTI and non-deductible expenses.
The provision (benefit) for income taxes differs from the amount that would result by applying the applicable federal income tax rate to income before incomes taxes, as follows:
Year Ended December 31, 2025
Amount Percent
US federal statutory income tax $ 5.0 21.0 %
State and local income taxes, net of federal effect 1
Changes in valuation allowance 0.8 3.3 %
Other ( 0.7 ) ( 2.7 ) %
Foreign tax effects
Mexico
Foreign rate differential 1.0 4.0 %
Prior period adjustment ( 0.7 ) ( 2.8 ) %
Other ( 0.8 ) ( 3.3 ) %
Other jurisdictions 1.6 6.8 %
Effect of cross-border tax laws
Global intangible low-taxed income 0.6 2.5 %
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Other ( 0.3 ) ( 1.4 ) %
Income tax credits
Research and development ( 4.9 ) ( 20.6 ) %
Foreign tax credits - general ( 0.9 ) ( 3.7 ) %
Nontaxable or nondeductible items
Effect of non-controlling interest 1.0 4.2 %
Officers' compensation 1.0 4.3 %
Other 0.3 1.2 %
Changes in unrecognized tax benefits ( 0.3 ) ( 1.4 ) %
Other adjustments 0.1 0.4 %
Effective tax rate $ 2.8 11.8 %
(1) State taxes in Pennsylvania made up the majority (greater than 50%) of the tax effect in this category.
As previously disclosed for the years ending December 31, 2024 and 2023, prior to the adoption of ASU 2023-09, the effective income tax rate differed from the statutory federal income tax rate as follows:
Year Ended December 31,
2024 2023
Income tax expense at U.S. statutory rate $ 9.3 $ 8.7
Effect of state income taxes, net ( 0.9 ) ( 1.1 )
Effect of foreign operations 5.7 4.4
Valuation allowance ( 2.3 ) ( 1.3 )
Uncertain tax positions 0.7 0.3
Non-deductible items 1.2 2.3
Equity compensation 0.8 1.4
Foreign tax credit ( 4.7 ) ( 4.3 )
Other tax credits ( 7.0 ) ( 3.3 )
GILTI 1.5 2.4
FDII ( 0.5 ) ( 0.8 )
Other, net 1.1 ( 0.2 )
Income tax expense as recorded $ 4.9 $ 8.5
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Significant components of the Company’s net deferred income tax assets and liabilities are as follows:
Year Ended December 31,
2025 2024
Deferred income tax assets:
Postretirement benefit obligation $ 0.3 $ 0.2
Inventory 11.3 12.5
Net operating loss and credit carryforwards 26.5 17.9
Operating lease liabilities 10.6 10.1
Compensation 2.1 3.3
Capitalized research and development expenditures 34.5 29.6
Disallowed interest 5.9 7.6
Other 8.8 5.8
Total deferred income tax assets 100.0 87.0
Deferred income tax liabilities:
Depreciation 12.5 14.7
Pension 20.9 19.0
Intangible assets 16.9 16.8
Lease right-of-use assets 10.6 10.1
Other 5.2 5.5
Total deferred income tax liabilities 66.1 66.1
Net deferred income tax assets prior to valuation allowances 33.9 20.9
Valuation allowances ( 5.5 ) ( 4.9 )
Net deferred income tax asset $ 28.4 $ 16.0
At December 31, 2025, the Company has U.S., state and foreign net operating loss carryforwards as well as U.S. foreign tax credit carryforwards and research and development tax credit carryforwards for income tax purposes. The foreign net operating loss carryforward is $ 16.7 million, of which $ 9.5 million expires between 2026 and 2043 and the remainder has no expiration date. The Company has a tax benefit from a state net operating loss carryforward of $ 4.9 million, of which $ 4.1 million expires between 2026 and 2045 and the remainder has no expiration date. The Company also has a non-consolidated U.S. net operating loss carryforward of $ 1.1 million that expires between 2035 and 2036. The Company has recorded a valuation allowance of $ 5.5 million against these net operating loss carryforwards in jurisdictions where those losses are not expected to be realized. The foreign tax credit carryforward is $ 4.0 million and expires between 2032 and 2035. The U.S. research and development tax credit carryforward is $ 10.6 million and expires between 2031 and 2045.
A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows:
2025 2024 2023
Unrecognized Tax Benefit — January 1 $ 1.2 $ 0.5 $ 0.8
Gross Increases to Tax Positions Related to Prior Years — 0.8 —
Gross Decreases related to settlements with taxing authorities — — —
Expiration of Statute of Limitations ( 0.4 ) ( 0.1 ) ( 0.3 )
Unrecognized Tax Benefit — December 31 $ 0.8 $ 1.2 $ 0.5
The total amount of unrecognized tax benefits that, if recognized, would affect the effective tax rate is $ 0.8 million at both December 31, 2025 and December 31, 2024, respectively. The Company recognizes accrued interest and penalties related to unrecognized tax benefits in income tax expense. During 2025 and 2024, the Company recognized a tax benefit of
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approximately $ 0.1 million in net interest and penalties due to the expiration of various uncertain tax positions. The Company had approximately $ 0.1 million for the payment of interest and penalties accrued at December 31, 2025.
The Company is subject to taxation in the U.S. and various state and foreign jurisdictions. The Company’s tax years for 2015 through 2025 remain open for examination by the Internal Revenue Service and 2019 through 2025 remain open for examination by various state and foreign taxing authorities.
As of December 31, 2025, the Company has accumulated undistributed earnings generated by our foreign subsidiaries of approximately $ 272.8 million. We intend to indefinitely reinvest these earnings and expect future U.S. cash generation to be sufficient to meet future U.S. cash needs.
Income taxes paid, net of refunds, were as follows:
Year Ended December 31, 2025
U.S. Federal $ 1.4
U.S. State 0.8
Foreign
Canada 1.4
China 3.1
Germany 2.6
Mexico 5.9
United Kingdom 3.2
Other 5.9
Total income taxes paid, net of refunds $ 24.3
NOTE 12 — Stock-Based Compensation
The Company follows the provisions of ASC 718, “Compensation — Stock Compensation” (“ASC 718”), which requires all share-based payments to employees to be recognized in the income statement based on their grant date fair values. Compensation expense for awards with service conditions only that are subject to graded vesting is recognized on a straight-line basis over the term of the vesting period.
A summary of activity for the year ended December 31, 2025 is as follows:
Time-Based
Number of
Shares Weighted Average
Grant Date Fair Value
(in whole shares)
Outstanding — beginning of year 675,727 $ 21.07
Granted (a)
288,260 17.84
Vested ( 292,855 ) 19.55
Cancelled or expired ( 21,520 ) 19.12
Outstanding — end of year 649,612 $ 20.39
(a) Included in the granted amount are 2,422 restricted share units.
The Company recognized compensation expense of $ 5.5 million, $ 5.6 million and $ 6.5 million for the years ended December 31, 2025, 2024 and 2023, respectively, related to stock-based awards.
The total fair value of restricted shares and share units that vested during the years ended December 31, 2025, 2024 and 2023 was $ 5.7 million, $ 5.9 million and $ 6.9 million, respectively.
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As of December 31, 2025, the Company had unrecognized compensation expense of $ 7.3 million related to restricted shares. The unrecognized compensation expense is expected to be recognized over a total weighted average period of 1.9 years.
NOTE 13 — Commitments and Contingencies
The Company is subject to a variety of claims, suits, investigations and administrative proceedings with respect to commercial, premises liability, product liability, employment, personal injury and environmental matters arising from the ordinary course of business. The Company records a liability for loss contingencies in the consolidated financial statements when a loss is known or considered probable and the amount can be reasonably estimated. Our provisions are based on historical experience, current information and legal advice, and they may be adjusted in the future based on new developments. Estimating probable losses requires the analysis of multiple forecasted factors that often depend on judgments and potential actions by third parties. Although it is not possible to predict with certainty the ultimate outcome or cost of these matters, the Company believes they will not have a material adverse effect on our consolidated financial statements.
Our subsidiaries are involved in a number of contractual and warranty-related disputes. We believe that appropriate liabilities for these contingencies have been recorded; however, actual results may differ materially from our estimates.
In addition to the routine claims, suits, investigations and proceedings and asserted claims noted above, we are also a co-defendant in approximately 116 cases asserting claims on behalf of approximately 160 plaintiffs alleging personal injury as a result of exposure to asbestos. These asbestos cases generally relate to production and sale of asbestos-containing products and allege various theories of liability, including negligence, gross negligence and strict liability, and seek compensatory and, in some cases, punitive damages. In every asbestos case in which we are named as a party, the complaints are filed against multiple named defendants. To the extent that any specific amount of damages is sought, the amount applies to claims against all named defendants.
Historically, we have been dismissed from asbestos cases on the basis that the plaintiff incorrectly sued one of our subsidiaries or because the plaintiff failed to identify any asbestos-containing product manufactured or sold by us or our subsidiaries. We intend to vigorously defend these asbestos cases and believe we will continue to be successful in being dismissed from such cases. However, it is not possible to predict the ultimate outcome of asbestos-related lawsuits, claims and proceedings due to the unpredictable nature of personal injury litigation.
Despite this uncertainty, and although our results of operations and cash flows for a particular period could be adversely affected by asbestos-related lawsuits, claims and proceedings, management believes that the ultimate resolution of these matters will not have a material adverse effect on our financial condition, liquidity or results of operations. Among the factors management considered in reaching this conclusion were: (a) our historical success in being dismissed from these types of lawsuits on the bases mentioned above; (b) many cases have been improperly filed against one of our subsidiaries; (c) in many cases the plaintiffs have been unable to establish any causal relationship to us or our products or premises; (d) in many cases, the plaintiffs have been unable to demonstrate that they have suffered any identifiable injury or compensable loss at all or that any injuries that they have incurred did in fact result from alleged exposure to asbestos; and (e) the complaints assert claims against multiple defendants and, in most cases, the damages alleged are not attributed to individual defendants. Additionally, we do not believe that the amounts claimed in any of the asbestos cases are meaningful indicators of our potential exposure because the amounts claimed typically bear no relation to the extent of the plaintiff's injury, if any.
NOTE 14 - Lease Arrangements
We lease manufacturing facilities, warehouse space, office space, machinery and equipment, information technology equipment and vehicles under operating leases. We also lease one building and numerous machinery and equipment under finance leases. For operating leases with terms greater than 12 months, we record the operating right-of-use asset and related lease liability at the present value of lease payments over the lease term. In certain real estate leases, we have options to renew
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lease terms, generally at our sole discretion. We evaluate renewal options at the lease commencement date to determine if we are reasonably certain to exercise the option on the basis of economic factors.
The discount rate implicit in our operating leases is generally not determinable, and therefore the Company determines the discount rate for each lease based on its incremental borrowing rate. The incremental borrowing rate is calculated based on lease term, currency and collateral adjustments.
During 2025, the Company obtained right-of-use assets in exchange for new operating lease liabilities of $ 12.2 million.
Balance Sheet as of December 31, 2025 and 2024
Classification on the Balance Sheet December 31, 2025 December 31, 2024
Assets
Operating lease assets Operating lease right-of-use assets $ 41.2 $ 40.3
Finance lease assets Property, plant and equipment, net 20.8 22.1
Total lease assets $ 62.0 $ 62.4
Liabilities
Current
Operating Current portion of operating lease liabilities $ 10.9 $ 10.7
Finance Current portion of long-term debt and short-term debt 3.2 3.3
Noncurrent
Operating Long-term operating lease liabilities 30.4 29.8
Finance Long-term debt 13.4 13.7
Total lease liabilities $ 57.9 $ 57.5
Weighted-average remaining lease term (in years)
Operating leases 4.7 4.9
Finance leases 4.1 5.0
Weighted-average discount rate
Operating leases 5.5 % 5.2 %
Finance leases 6.2 % 6.1 %
Lease Expense for 2025, 2024 and 2023
Operating lease expense is recognized on a straight-line basis over the lease term, with variable payments recognized in the period those payments are incurred.
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2025 2024 2023
Finance lease expense
Amortization of right-of-use assets $ 1.9 $ 2.9 $ 1.7
Interest on lease liabilities 0.9 0.9 1.0
Operating lease expense 15.1 15.5 14.8
Other lease expense (1)
10.4 7.6 9.6
Total lease expense $ 28.3 $ 26.9 $ 27.1
(1) - Other lease expense includes variable lease costs and short-term lease costs.
Cash Flow Information for 2025, 2024 and 2023
2025 2024 2023
Amounts included in the Consolidated Statements of Cash Flows:
Operating cash outflows for operating leases $ ( 14.8 ) $ ( 15.1 ) $ ( 14.3 )
Operating cash outflows for finance leases $ ( 0.9 ) $ ( 0.9 ) $ ( 1.0 )
Financing cash (outflows) inflows for finance leases $ ( 0.5 ) $ 0.7 $ 0.9
Maturities of Lease Liabilities as of December 31, 2025, were as follows:
Operating Leases Finance Leases
2026 $ 12.8 $ 3.3
2027 10.1 3.1
2028 8.2 3.1
2029 6.2 5.3
2030 4.3 3.2
Thereafter 5.2 0.8
Total lease payments 46.8 18.8
Less: amount of lease payments representing interest ( 5.5 ) ( 2.2 )
Total present value of future lease payments $ 41.3 $ 16.6
Certain of the Company’s leases are with related parties at an annual rental expense of approximately $ 5.1 million. Transactions with related parties are not material to the Company’s financial position, results of operations or cash flows.
NOTE 15 — Pensions and Postretirement Benefits
The Company and its subsidiaries have pension plans, principally noncontributory defined benefit or noncontributory defined contribution plans, covering substantially all employees. In addition, the Company has an unfunded postretirement benefit plan. One of its defined benefit plans, covering most U.S. employees not covered by collective bargaining agreements, utilizes a cash balance formula. Under a cash balance formula, a plan participant accumulates a retirement benefit consisting of pay credits that are based upon a percentage of current eligible earnings and current interest credits. For the remaining defined benefit plans, benefits are based on the employee’s years of service. For the defined contribution plans, the costs charged to operations and the amount funded are based upon a percentage of the covered employees’ compensation.
The Company's objectives for the pension plan are to monitor the funded ratio; create general investment goals with regard to acceptable risk and liquidity needs ensuring the long-term interests of participants and beneficiaries are considered; and manage risk by minimizing the short-term and long-term risk of actual expenses and contribution requirements.
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The following tables set forth the changes in benefit obligation, plan assets, funded status and amounts recognized in the consolidated balance sheet for the defined benefit pension and postretirement benefit plans as of December 31, 2025 and 2024:
Pension Benefits Postretirement Benefits
2025 2024 2025 2024
Change in benefit obligation
Benefit obligation at beginning of year $ 70.8 $ 72.8 $ 4.0 $ 5.0
Service cost 4.2 4.3 — —
Interest cost 3.5 3.4 0.2 0.2
Actuarial (gain) loss 4.7 ( 1.2 ) 0.6 ( 0.5 )
Benefits and expenses paid ( 7.5 ) ( 8.5 ) ( 0.7 ) ( 0.7 )
Curtailment loss - discontinued operations — — — —
Benefit obligation at end of year $ 75.7 $ 70.8 $ 4.1 $ 4.0
Change in plan assets
Fair value of plan assets at beginning of year $ 156.1 $ 147.9 $ 3.1 $ 3.4
Actual return on plan assets 20.4 16.7 0.4 0.4
Benefits and expenses paid ( 7.5 ) ( 8.5 ) ( 0.7 ) ( 0.7 )
Fair value of plan assets at end of year $ 169.0 $ 156.1 $ 2.8 $ 3.1
Funded (underfunded) status of the plans $ 93.3 $ 85.3 $ ( 1.3 ) $ ( 0.9 )
Amounts recognized in the consolidated balance sheets consist of:
Pension Benefits Postretirement Benefits
2025 2024 2025 2024
Pension assets $ 93.3 $ 85.3 $ — $ —
Other long-term liabilities — — 1.3 0.9
$ 93.3 $ 85.3 $ 1.3 $ 0.9
Amounts recognized in Accumulated other comprehensive loss
Net actuarial loss $ 12.6 $ 17.7 $ 1.4 $ 1.0
Net prior service cost 0.1 0.1 — —
Accumulated other comprehensive loss $ 12.7 $ 17.8 $ 1.4 $ 1.0
The pension plan weighted-average asset allocation at December 31, 2025 and 2024 and target allocation for 2026 are as follows:
Plan Assets
Target 2025 2025 2024
Asset Category
Equity securities 45 - 75 %
53.0 % 55.0 %
Debt securities 15 - 35 %
17.0 % 17.0 %
Other 0 - 30 %
30.0 % 28.0 %
100 % 100 % 100 %
The following table sets forth, by level within the fair value hierarchy, the pension plans assets:
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2025 2024
Level 1 Total Level 1 Total
Common stock $ 28.3 $ 28.3 $ 30.6 $ 30.6
Equity securities 57.7 57.7 51.7 51.7
Foreign stock 4.6 4.6 4.7 4.7
U.S. Government obligations 10.3 10.3 9.0 9.0
Fixed income securities 6.0 6.0 7.0 7.0
Corporate bonds 12.8 12.8 11.5 11.5
Cash and cash equivalents 8.0 8.0 6.4 6.4
Total $ 127.7 $ 120.9
Investments measured at net asset value:
Common collective trusts 5.2 4.6
Hedge funds 39.0 33.7
Postretirement benefit assets ( 2.9 ) ( 3.1 )
Total assets at fair value $ 169.0 $ 156.1
Valuation Methodologies: Following is a description of the valuation methodologies used for pension plan assets measured at fair value. There have been no changes in the methodologies used at December 31, 2025 and 2024.
Common stock, equity securities and foreign stock - These securities consist of direct investments in the stock of publicly-traded companies. Such investments are valued based on the closing price reported in an active market on which the individual securities are traded. As such, the direct investments are classified as Level 1.
U.S. Government obligations, fixed income securities and corporate bonds - Valued at the closing price of each security.
Cash equivalents - Consists of primarily money market funds and certificates of deposit, for which book value equals fair value.
Common collective trusts - Valued at the net unit value of units held by the trust at year end. The unit value is determined by the total value of fund assets divided by the total number of units of the fund owned. The equity investments in collective trusts are predominantly in index funds for which the underlying securities are actively traded in public markets based upon readily measurable prices. Common collective trusts are measured at fair value using the net asset value per share practical expedient have not been categorized in the fair value hierarchy and are being presented in the tables above to permit a reconciliation of the fair value hierarchy to the total plan assets.
Hedge funds - Consists of direct investments in hedge funds through limited partnership interests. Net asset values are based on the estimated fair value of the ownership interest in the investment as determined by the general partner. The majority of the holdings of the hedge funds are in equity securities traded on public exchanges. The investment terms of the hedge funds allow capital to be redeemed quarterly given prior notice with certain limitations. Hedge funds measured at fair value using the net asset value per share practical expedient have not been categorized in the fair value hierarchy and are being presented in the tables above to permit a reconciliation of the fair value hierarchy to the total plan assets.
For additional information regarding fair value measurements, see Note 1.
The following tables summarize the assumptions used in the valuation of pension and postretirement benefit obligations at December 31 and the measurement of the net periodic benefit cost in the following year. The Company used a spot rate approach by applying the specific spot rates along the yield curve to the relevant projected cash flows in the estimation of the service and interest components of benefit cost.
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Weighted-Average assumptions as of December 31,
Pension Benefits Postretirement Benefits
2025 2024 2023 2025 2024 2023
Assumptions used to determine benefit obligation at year-end
Discount rate 5.24 % 5.55 % 5.14 % 4.87 % 5.43 % 5.06 %
Rate of compensation increase 3.00 % to 7.00 %
3.00 % to 7.00 %
3.00 % N/A N/A N/A
Health care cost trend rate N/A N/A N/A 6.50 % 6.50 % 6.75 %
Ultimate health care cost trend rate N/A N/A N/A 5.00 % 5.00 % 5.00 %
Year of ultimate trend rate N/A N/A N/A 2031 2031 2031
Assumptions used to determine expense
Discount rate for benefit obligations 5.59 % 5.14 % 5.48 % 5.40 % 5.06 % 5.40 %
Discount rate for service costs 5.72 % 5.16 % 5.53 % N/A 5.06 % 5.42 %
Discount rate for interest costs 5.25 % 5.09 % 5.35 % 5.14 % 5.03 % 5.29 %
Expected return on plan assets 7.50 % 7.50 % 7.75 % 7.50 % 7.50 % 7.75 %
Rate of compensation increase 3.00 % to 7.00 %
3.00 % to 7.00 %
3.00 % N/A N/A N/A
Medical health care benefits rate increase N/A N/A N/A 6.50 % 6.50 % 6.75 %
Medical drug benefits rate increase N/A N/A N/A 6.50 % 6.50 % 6.75 %
Ultimate health care cost trend rate N/A N/A N/A 5.00 % 5.00 % 5.00 %
Year of ultimate trend rate N/A N/A N/A 2031 2031 2031
In determining its expected return on plan assets assumption for the year ended December 31, 2025, the Company considered historical experience, its asset allocation, expected future long-term rates of return for each major asset class, and an assumed long-term inflation rate. This assumption was supported by the asset return generation model, which projected future asset returns using simulation and asset class correlation.
Pension Benefits Postretirement Benefits
2025 2024 2023 2025 2024 2023
Components of net periodic benefit cost
Service costs $ 4.2 $ 4.3 $ 4.3 $ — $ — $ —
Interest costs 3.5 3.4 3.5 0.2 0.2 0.3
Expected return on plan assets ( 11.3 ) ( 10.6 ) ( 9.9 ) ( 0.2 ) ( 0.2 ) ( 0.3 )
Recognized net actuarial loss 0.7 1.8 3.6 0.1 0.2 0.3
Benefit (income) costs - continuing operations ( 2.9 ) ( 1.1 ) 1.5 0.1 0.2 0.3
Curtailment loss - discontinued operations — — 0.4 — — —
Total benefit (income) costs $ ( 2.9 ) $ ( 1.1 ) $ 1.9 $ 0.1 $ 0.2 $ 0.3
Other changes in plan assets and benefit obligations recognized in accumulated other comprehensive loss (income) (“AOCI”)
AOCI at beginning of year $ 17.8 $ 26.9 $ 40.0 $ 1.0 $ 2.0 $ 2.4
Net loss amortization ( 0.7 ) ( 1.8 ) ( 3.7 ) ( 0.1 ) ( 0.2 ) ( 0.3 )
Recognition of actuarial (gain) loss ( 4.4 ) ( 7.3 ) ( 9.4 ) 0.5 ( 0.8 ) ( 0.1 )
Total recognized in accumulated other comprehensive loss at end of year $ 12.7 $ 17.8 $ 26.9 $ 1.4 $ 1.0 $ 2.0
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Below is a table summarizing the Company’s expected future benefit payments and the expected payments due to Medicare subsidy over the next ten years:
Postretirement Benefits
Pension Benefits Gross Expected
Medicare Subsidy Net including
Medicare Subsidy
2026 $ 12.6 $ 0.6 $ 0.6 $ —
2027 8.7 0.5 0.5 —
2028 8.2 0.5 0.5 —
2029 7.7 0.5 0.5 —
2030 7.5 0.4 0.4 —
2031 to 2035 32.9 1.7 1.6 0.1
The Company expects to make no contributions to its defined benefit plans in 2026 and beyond, as pension and postretirement benefits are expected to be paid out of plan assets.
In January 2008, a Supplemental Executive Retirement Plan (“SERP”) for the Company's former CEO was approved by the Compensation Committee of the Board of Directors. The SERP provides an annual supplemental retirement benefit of up to $ 0.4 million upon the former CEO’s termination of employment with the Company. The former CEO is fully vested in the SERP, which has a balance of $ 1.4 million as of December 31, 2025.
NOTE 16 — Accumulated Other Comprehensive Income (Loss)
The components of and changes in accumulated other comprehensive income (loss) for the years ended December 31, 2025, 2024 and 2023 were as follows:
Cumulative Translation Adjustment Pension and Postretirement Benefits Total
Balance at January 1, 2023 $ ( 38.2 ) $ ( 23.6 ) $ ( 61.8 )
Currency translation 7.7 — 7.7
Pension and OPEB activity, net of tax — 10.4 10.4
Balance at December 31, 2023 ( 30.5 ) ( 13.2 ) ( 43.7 )
Currency translation ( 15.9 ) — ( 15.9 )
Pension and OPEB activity, net of tax — 7.8 7.8
Balance at December 31, 2024 ( 46.4 ) ( 5.4 ) ( 51.8 )
Currency translation 26.1 — 26.1
Pension and OPEB activity, net of tax — 3.7 3.7
Balance at December 31, 2025 $ ( 20.3 ) $ ( 1.7 ) $ ( 22.0 )
No income taxes are provided on currency translation as foreign earnings are considered permanently re-invested.
NOTE 17 — Subsequent Events
On January 26, 2026, the Company's Board of Directors declared a quarterly dividend of $ 0.125 per common share. The dividend was paid on February 20, 2026, to shareholders of record as of the close of business on February 6, 2026 and resulted in cash payments of $ 1.8 million.
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Item 9. Changes in and Disagreements With Accountants on Accounting and Financial Disclosure
None.