What changed in this filing

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Item 1. Financial Statements

2024-08-08 compared with 2024-05-09 · 178 added, 73 removed, 384 unchanged (40% of the section changed)

4 unchanged sentences

($ in millions, except per common share amounts)

Three Months Ended

Three Months Ended Six Months Ended

June 30, June 30,

2024 2023 2024 2023

Net sales $ 1,233.6 $ 1,269.7 $ 2,423.0 $ 2,477.8

7 unchanged sentences

Interest expense, net 33.4 33.6 67.7 66.4

Other (income) expense, net ( 0.3 ) 0.1

Other income, net ( 0.6 ) ( 0.2 ) ( 0.9 ) ( 0.1 )

Total other expense, net 32.8 33.4 66.8 66.3

16 unchanged sentences

($ in millions)

Three Months Ended

Three Months Ended Six Months Ended

June 30, June 30,

2024 2023 2024 2023

Net income before non-controlling interest $ 106.5 $ 93.2 $ 183.3 $ 179.1

12 unchanged sentences

($ in millions)

March 31, 2024 December 31, 2023

June 30, 2024 December 31, 2023

ASSETS (unaudited)

31 unchanged sentences

AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (DEFICIT)

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY

($ in millions)

Three Months Ended March 31, 2024

Three Months Ended June 30, 2024

Tempur Sealy International, Inc.

2 unchanged sentences

Shares Issued At Par Shares Issued At Cost Additional Paid in Capital Retained Earnings

Balance, December 31, 2023

Balance as of March 31, 2024

$ 8.8 283.8 $ 2.8 110.2 $ ( 3,332.6 ) $ 476.4 $ 3,332.5 $ ( 152.5 ) $ 326.6

2 unchanged sentences

Dividend paid to non-controlling interest in subsidiary ( 0.3 ) —

Adjustment to Pension Liability, net of tax ( 0.3 ) ( 0.3 )

Foreign currency adjustments, net of tax ( 7.5 ) ( 7.5 )

Dividends declared on common stock ($ 0.13 per share)

( 22.9 ) ( 22.9 )

Exercise of stock options — 0.1 ( 0.1 ) —

Issuances of PRSUs and RSUs

— 1.5 ( 1.5 ) —

Treasury stock repurchased - PRSU/RSU releases — — —

Amortization of unearned stock-based compensation

Balance as of June 30, 2024

$ 8.9 283.8 $ 2.8 110.2 $ ( 3,331.0 ) $ 484.3 $ 3,415.7 $ ( 160.0 ) $ 411.8

Three Months Ended June 30, 2023

Tempur Sealy International, Inc.

Stockholders' Equity

Non-controlling Interest Common Stock Treasury Stock Accumulated Other Comprehensive Loss Total Stockholders'

Shares Issued At Par Shares Issued At Cost Additional Paid in Capital Retained Earnings

Balance as of March 31, 2023

$ 8.9 283.8 $ 2.8 111.7 $ ( 3,386.3 ) $ 525.7 $ 3,054.5 $ ( 162.0 ) 34.7

Net income 92.4 92.4

Net income attributable to non-controlling interest 0.8 —

Dividend paid to non-controlling interest in subsidiary ( 0.3 ) —

Foreign currency adjustments, net of tax 17.2 17.2

Dividends declared on common stock ($ 0.11 per share)

( 19.4 ) ( 19.4 )

Exercise of stock options — — — —

Issuances of PRSUs and RSUs

2 unchanged sentences

Amortization of unearned stock-based compensation

Balance, March 31, 2024

Balance as of June 30, 2023

$ 9.4 283.8 $ 2.8 111.6 $ ( 3,384.1 ) $ 536.7 $ 3,127.5 $ ( 144.8 ) $ 138.1

Three Months Ended March 31, 2023

See accompanying Notes to Condensed Consolidated Financial Statements .

TEMPUR SEALY INTERNATIONAL, INC.

AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (CONTINUED)

($ in millions)

Six Months Ended June 30, 2024

Tempur Sealy International, Inc.

Stockholders' Equity

Non-controlling Interest Common Stock Treasury Stock Accumulated Other Comprehensive Loss Total Stockholders'

Shares Issued At Par Shares Issued At Cost Additional Paid in Capital Retained Earnings

Balance as of December 31, 2023

$ 10.0 283.8 $ 2.8 111.5 $ ( 3,380.6 ) $ 558.7 $ 3,279.2 $ ( 136.7 ) $ 323.4

Net income 182.4 182.4

Net income attributable to non-controlling interests 0.9 —

Dividend paid to non-controlling interest in subsidiary ( 2.0 ) —

Adjustment to pension liability, net of tax ( 0.3 ) ( 0.3 )

Foreign currency adjustments, net of tax ( 23.0 ) ( 23.0 )

Dividends declared on common stock ($ 0.26 per share)

( 45.9 ) ( 45.9 )

Exercise of stock options — 1.4 ( 1.1 ) 0.3

Issuances of PRSUs and RSUs

( 2.2 ) 92.0 ( 92.0 ) —

Treasury stock repurchased - PRSU/RSU releases 0.9 ( 43.8 ) ( 43.8 )

Amortization of unearned stock-based compensation

Balance as of June 30, 2024

$ 8.9 283.8 $ 2.8 110.2 $ ( 3,331.0 ) $ 484.3 $ 3,415.7 $ ( 160.0 ) $ 411.8

Six Months Ended June 30, 2023

Tempur Sealy International, Inc.

Stockholders' (Deficit) Equity

2 unchanged sentences

Shares Issued At Par Shares Issued At Cost Additional Paid in Capital Retained Earnings

Balance, December 31, 2022

Balance as of December 31, 2022

$ 9.8 283.8 $ 2.8 113.4 $ ( 3,434.7 ) $ 598.2 $ 2,988.5 $ ( 176.9 ) $ ( 22.1 )

Net income 177.7 177.7

Net income attributable to non-controlling interest 0.6 —

Net income attributable to non-controlling interests 1.4 —

Dividend paid to non-controlling interest in subsidiary ( 1.8 ) —

Foreign currency adjustments, net of tax 32.1 32.1

Exercise of stock options ( 0.1 ) 1.5 ( 0.7 ) 0.8

Dividends declared on common stock ($ 0.22 per share)

( 38.7 ) ( 38.7 )

Exercise of stock options ( 0.1 ) 1.5 ( 0.7 ) 0.8

Issuances of PRSUs and RSUs

4 unchanged sentences

Amortization of unearned stock-based compensation

Balance, March 31, 2023

Balance as of June 30, 2023

$ 9.4 283.8 $ 2.8 111.6 $ ( 3,384.1 ) $ 536.7 $ 3,127.5 $ ( 144.8 ) $ 138.1

4 unchanged sentences

($ in millions)

Three Months Ended

Six Months Ended

CASH FLOWS FROM OPERATING ACTIVITIES:

56 unchanged sentences

Inventories are stated at the lower of cost or net realizable value, determined by the first-in, first-out method , and consist of the following:

March 31, December 31,

June 30, December 31,

(in millions) 2024 2023

15 unchanged sentences

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS – (unaudited) (continued)

The Company had the following activity for its accrued warranty expense from December 31, 2023 to March 31, 2024:

The Company had the following activity for its accrued warranty expense from December 31, 2023 to June 30, 2024:

(in millions)

2 unchanged sentences

Warranties charged to accrual ( 6.6 )

Balance as of March 31, 2024 $ 41.6

As of March 31, 2024 and December 31, 2023, $ 19.4 million and $ 18.9 million of accrued warranty expense is included as a component of accrued expenses and other current liabilities and $ 22.2 million and $ 21.9 million of accrued warranty expense is included in other non-current liabilities on the Company's accompanying Condensed Consolidated Balance Sheets, respectively.

Balance as of June 30, 2024 $ 40.4

As of June 30, 2024 and December 31, 2023, $ 18.3 million and $ 18.9 million of accrued warranty expense is included as a component of accrued expenses and other current liabilities and $ 22.1 million and $ 21.9 million of accrued warranty expense is included in other non-current liabilities on the Company's accompanying Condensed Consolidated Balance Sheets, respectively.

(d) Allowance for Credit Losses .

2 unchanged sentences

The Company estimates losses over the contractual life using assumptions to capture the risk of loss, even if remote, based principally on how long a receivable has been outstanding.

As of March 31, 2024, the Company's accounts receivable were substantially current.

As of June 30, 2024, the Company's accounts receivable were substantially current.

Account balances are charged off against the allowance for credit losses after all reasonable means of collection have been exhausted and the potential for recovery is considered remote.

1 unchanged sentence

The allowance for credit losses is included in accounts receivable, net in the accompanying Condensed Consolidated Balance Sheets.

The Company had the following activity for its allowance for credit losses from December 31, 2023 to March 31, 2024:

The Company had the following activity for its allowance for credit losses from December 31, 2023 to June 30, 2024:

(in millions)

2 unchanged sentences

Write-offs charged against the allowance ( 3.7 )

Balance as of March 31, 2024

Balance as of June 30, 2024

(e) Fair Value.

4 unchanged sentences

The fair values of these material financial instruments are as follows:

(in millions) March 31, 2024 December 31, 2023

(in millions) June 30, 2024 December 31, 2023

2029 Senior Notes $ 720.8 $ 724.2

6 unchanged sentences

The transaction is expected to be funded by approximately $ 2.7 billion of cash consideration and the issuance of 34.2 million shares of common stock resulting in a total stock consideration value of $ 1.3 billion based on a closing share price of $ 37.62 as of May 8, 2023.

The Company expects the transaction to close in the second half of 2024, subject to the satisfaction of customary closing conditions, including applicable regulatory approvals.

On July 2, 2024, the FTC filed a complaint for a temporary restraining order and preliminary injunction in the United States District Court for the Southern District of Texas (the "Court") and an administrative complaint (together with the complaint filed with the Court, the "Actions") to challenge the proposed acquisition of Mattress Firm by the Company.

Refer to Note 8, "Commitments and Contingencies" for further details.

The Company believes that a successful litigation process can be completed in the coming months, which would allow the transaction to close in late 2024 or early 2025.

Following the close of the transaction, Mattress Firm is expected to operate as a separate business unit within the Company.

(2) Net Sales

The following table presents the Company's disaggregated revenue by channel and geographical region, including a reconciliation of disaggregated revenue by segment, for the three months ended March 31, 2024 and 2023:

Three Months Ended March 31, 2024 Three Months Ended March 31, 2023

Three Months Ended June 30, 2024 Three Months Ended June 30, 2023

(in millions) North America International Consolidated North America International Consolidated

8 unchanged sentences

Substantially all revenue is associated with bedding product sales.

Six Months Ended June 30, 2024 Six Months Ended June 30, 2023

(in millions) North America International Consolidated North America International Consolidated

Wholesale $ 1,631.7 $ 204.6 $ 1,836.3 $ 1,700.3 $ 201.5 $ 1,901.8

Direct 247.8 338.9 586.7 236.1 339.9 576.0

Net sales $ 1,879.5 $ 543.5 $ 2,423.0 $ 1,936.4 $ 541.4 $ 2,477.8

North America International Consolidated North America International Consolidated

Geographical region

United States $ 1,736.4 $ — $ 1,736.4 $ 1,801.1 $ — $ 1,801.1

All Other 143.1 543.5 686.6 135.3 541.4 676.7

Net sales $ 1,879.5 $ 543.5 $ 2,423.0 $ 1,936.4 $ 541.4 $ 2,477.8

Substantially all revenue is associated with bedding product sales.

TEMPUR SEALY INTERNATIONAL, INC.

AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS – (unaudited) (continued)

The following summarizes changes to the Company's goodwill, by segment:

2 unchanged sentences

Foreign currency translation and other ( 2.6 ) ( 4.7 ) ( 7.3 )

Balance as of March 31, 2024 $ 608.5 $ 468.7 $ 1,077.2

TEMPUR SEALY INTERNATIONAL, INC.

AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS – (unaudited) (continued)

Balance as of June 30, 2024 $ 607.1 $ 468.9 $ 1,076.0

Debt for the Company consists of the following:

March 31, 2024 December 31, 2023

June 30, 2024 December 31, 2023

(in millions, except percentages) Amount Rate Amount Rate Maturity Date

16 unchanged sentences

(3) New finance lease obligations are a non-cash financing activity.

As of March 31, 2024, the Company was in compliance with all applicable debt covenants.

As of June 30, 2024, the Company was in compliance with all applicable debt covenants.

2023 Credit Agreement

4 unchanged sentences

Once drawn, the instruments will have the same terms and conditions as the Company's existing term loans and revolving loans, respectively, under the 2023 Credit Agreement.

This amendment was executed in connection with the Company's financing strategy for the pending acquisition of Mattress Firm expected to close in the second half of 2024.

The Company had $ 177.0 million in outstanding borrowings under the revolving credit facility as of March 31, 2024.

Total availability under the revolving facility was $ 1,012.4 million, after a $ 0.6 million reduction for outstanding letters of credit, as of March 31, 2024.

This amendment was executed in connection with the Company's financing strategy for the pending acquisition of Mattress Firm.

The Company had $ 76.5 million in outstanding borrowings under the revolving credit facility as of June 30, 2024.

Total availability under the revolving facility was $ 1,112.9 million, after a $ 0.6 million reduction for outstanding letters of credit, as of June 30, 2024.

Securitized Debt

The Company and certain of its subsidiaries are party to a securitization transaction with respect to certain accounts receivable due to the Company and certain of its subsidiaries (as amended, the "Accounts Receivable Securitization").

As of March 31, 2024, the Company did not have availability under the Accounts Receivable Securitization.

As of June 30, 2024, the Company had completely drawn on the outstanding availability of the Accounts Receivable Securitization with borrowings of $ 182.8 million.

While subject to a $ 200.0 million overall limit, the availability of revolving loans varies over the course of the year based on the seasonality of the Company's accounts receivable.

TEMPUR SEALY INTERNATIONAL, INC.

AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS – (unaudited) (continued)

Borrowings under this facility are classified as long-term debt within the Condensed Consolidated Balance Sheets at June 30, 2024, based on the Company's ability and intent to refinance on a long-term basis.

(5) Stockholders' Equity

(a) Treasury Stock.

As of March 31, 2024, the Company had approximately $ 774.5 million remaining under its share repurchase authorization.

The Company did not repurchase shares under the program during the three months ended March 31, 2024.

The Company repurchased 0.1 million shares under the program for approximately $ 5.0 million during the three months ended March 31, 2023.

In addition, the Company acquired shares upon the vesting of certain restricted stock units ("RSUs") and performance restricted stock units ("PRSUs"), which were withheld to satisfy tax withholding obligations during each of the three months ended March 31, 2024 and 2023, respectively.

The shares withheld were valued at the closing price of the stock on the New York Stock Exchange on the vesting date or first business day prior to vesting, resulting in $ 43.8 million and $ 30.7 million in treasury stock acquired during the three months ended March 31, 2024 and 2023, respectively.

As of June 30, 2024, the Company had approximately $ 774.5 million remaining under its share repurchase authorization.

The Company did not repurchase shares under the program during the three and six months ended June 30, 2024.

The Company did not repurchase shares under the program during the three months ended June 30, 2023.

The Company repurchased 0.1 million shares under the program for approximately $ 5.0 million during the six months ended June 30, 2023.

In addition, the Company acquired shares upon the vesting of certain restricted stock units ("RSUs") and performance restricted stock units ("PRSUs"), which were withheld to satisfy tax withholding obligations during each of the three and six months ended June 30, 2024 and 2023, respectively.

The shares withheld were valued at the closing price of the stock on the New York Stock Exchange on the vesting date or first business day prior to vesting, resulting in an immaterial amount of treasury stock acquired during the three months ended June 30, 2024 and $ 0.2 million of treasury stock acquired during the three months ended June 30, 2023.

The Company acquired approximately $ 43.8 million and $ 30.9 million in treasury stock during the six months ended June 30, 2024 and 2023, respectively.

(b) Accumulated Other Comprehensive Loss ("AOCL").

AOCL consisted of the following:

Three Months Ended

Three Months Ended Six Months Ended

June 30, June 30,

(in millions) 2024 2023 2024 2023

8 unchanged sentences

Net change from period revaluations (2)

— — ( 0.3 ) —

Balance at end of period $ ( 1.5 ) $ ( 1.6 ) $ ( 1.5 ) $ ( 1.6 )

1 unchanged sentence

(2) In 2024, there were no tax impacts related to pension adjustments.

TEMPUR SEALY INTERNATIONAL, INC.

AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS – (unaudited) (continued)

(6) Other Items

1 unchanged sentence

Accrued expenses and other current liabilities consisted of the following:

(in millions) March 31, 2024 December 31, 2023

(in millions) June 30, 2024 December 31, 2023

Wages and benefits $ 86.7 $ 102.1

4 unchanged sentences

$ 415.2 $ 427.1

TEMPUR SEALY INTERNATIONAL, INC.

AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS – (unaudited) (continued)

(7) Stock-Based Compensation

The Company's stock-based compensation expense for the three months ended March 31, 2024 and 2023 included PRSUs, non-qualified stock options and RSUs.

The Company's stock-based compensation expense for the three and six months ended June 30, 2024 and 2023 included PRSUs, RSUs and non-qualified stock options.

A summary of the Company's stock-based compensation expense is presented in the following table:

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

(in millions) 2024 2023 2024 2023

PRSU expense $ 4.5 $ 7.8 $ 8.6 $ 12.9

Option expense 0.6 0.6

RSU expense 4.5 5.1 9.0 10.2

Option expense 0.5 0.5 1.1 1.1

Total stock-based compensation expense $ 9.5 $ 13.4 $ 18.7 $ 24.2

2 unchanged sentences

During the first quarter of 2024, the Company granted PRSUs as a component of the long-term incentive plan ("2024 PRSUs").

The Company has recorded stock-based compensation expense related to the 2024 PRSUs during the three months ended March 31, 2024, as it was probable that the Company would achieve the specified performance targets for the performance period.

The Company has recorded stock-based compensation expense related to the 2024 PRSUs during the three and six months ended June 30, 2024, as it was probable that the Company would achieve the specified performance targets for the performance period.

(8) Commitments and Contingencies

The Company is involved in various legal and administrative proceedings incidental to the operations of its business.

The Company believes that the outcome of all such pending proceedings in the aggregate will not have a material adverse effect on its business, financial condition, liquidity or operating results.

Except as disclosed, the Company believes that the outcome of all such pending proceedings in the aggregate will not have a material adverse effect on its business, financial condition, liquidity or operating results.

Some of these proceedings involve complex claims that are subject to substantial uncertainties and unascertainable potential losses.

Accordingly, the Company has not established material reserves or ranges of possible loss related to these proceedings, as at this time in the proceedings, the matters do not relate to a probable loss and/or the amount or range of losses are not reasonably estimable.

Although the Company believes that it has strong defenses for the litigation and regulatory proceedings described below, it could, in the future, enter into settlements of claims that could have a material adverse effect on the Company's financial position, results of operations or cash flows.

Mattress Firm Pending Acquisition

On July 2, 2024, the FTC filed the Actions alleging that, if consummated, the pending acquisition of Mattress Firm may substantially lessen competition and would be an unfair method of competition.

If the administrative court or the Court rule in favor of the FTC, the completion of the acquisition of Mattress Firm may be delayed for a significant period of time (including beyond the termination date of February 9, 2025) or prevented from occurring.

On July 16, 2024 the Court entered a temporary restraining order enjoining the completion of the merger until the Court rules on the FTC's motion for a preliminary injunction.

In each of the Company's and Mattress Firm's respective answers to the Actions, the Company and Mattress Firm each denied the FTC's substantive allegations; asserted numerous defenses; described the pro-competitive aspects and

TEMPUR SEALY INTERNATIONAL, INC.

AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS – (unaudited) (continued)

significant consumer benefits relating to the merger;

and denied that the combination of their respective businesses would violate any law.

The Company intends to defend the lawsuit vigorously.

(9) Income Taxes

The Company's effective tax rates for the three months ended March 31, 2024 and 2023 were 21.2 % and 22.2 %, respectively.

The Company's effective tax rates for the three months ended March 31, 2024 and 2023 differed from the U.S.

The Company's effective tax rates for the three months ended June 30, 2024 and 2023 were 24.2 % and 25.7 %, respectively.

The Company's effective tax rates for the six months ended June 30, 2024 and 2023 were 23.0 % and 24.1 %, respectively.

The Company's effective tax rates for the three and six months ended June 30, 2024 and 2023 differed from the U.S.

federal statutory rate of 21.0% principally due to subpart F income (i.e., global intangible low-taxed income, or "GILTI," earned by the Company's foreign subsidiaries), foreign income tax rate differentials, state and local taxes, changes in the Company's uncertain tax positions, the excess tax benefit related to stock-based compensation and certain other permanent items.

2 unchanged sentences

Although the model rules provide a framework for applying the minimum tax, countries may enact Pillar 2 slightly differently than the model rules and on different timelines and may adjust domestic tax incentives in response to Pillar 2.

Accordingly, we still are evaluating the potential consequences of Pillar 2 on our longer-term financial position.

In 2024, we do not expect Pillar 2 to have a material impact on our financial results.

TEMPUR SEALY INTERNATIONAL, INC.

AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS – (unaudited) (continued)

Accordingly, the Company is evaluating the potential consequences of Pillar 2 on its longer-term financial position.

In 2024, the Company does not expect Pillar 2 to have a material impact on its financial results.

(10) Earnings Per Common Share

The following table sets forth the components of the numerator and denominator for the computation of basic and diluted earnings per share for net income attributable to Tempur Sealy International:

Three Months Ended

Three Months Ended Six Months Ended

June 30, June 30,

(in millions, except per common share amounts) 2024 2023 2024 2023

7 unchanged sentences

The Company excludes shares issuable upon exercise of outstanding stock options from the diluted earnings per common share computation because their exercise price was greater than the average market price of Tempur Sealy International's common stock or they were otherwise anti-dilutive.

As a result, the Company excluded an immaterial amount of shares for the three months ended March 31, 2024 and excluded 0.6 million shares for the three months ended March 31, 2023 .

As a result, the Company excluded an immaterial amount of shares for the three and six months ended June 30, 2024 and excluded 0.6 million shares for the three and six months ended June 30, 2023.

Holders of non-vested stock-based compensation awards do not have voting rights but do participate in dividend equivalents distributed upon the award vesting.

TEMPUR SEALY INTERNATIONAL, INC.

AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS – (unaudited) (continued)

(11) Business Segment Information

8 unchanged sentences

The following table summarizes total assets by segment:

(in millions) March 31, 2024 December 31, 2023

(in millions) June 30, 2024 December 31, 2023

North America $ 5,505.0 $ 5,291.0

3 unchanged sentences

Total assets $ 4,578.0 $ 4,553.9

TEMPUR SEALY INTERNATIONAL, INC.

AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS – (unaudited) (continued)

The following table summarizes property, plant and equipment, net, by segment:

(in millions) March 31, 2024 December 31, 2023

(in millions) June 30, 2024 December 31, 2023

North America $ 734.3 $ 753.8

3 unchanged sentences

The following table summarizes operating lease right-of-use assets by segment:

(in millions) March 31, 2024 December 31, 2023

(in millions) June 30, 2024 December 31, 2023

North America $ 435.0 $ 453.5

2 unchanged sentences

Total operating lease right-of-use assets $ 618.5 $ 636.5

The following table summarizes segment information for the three months ended March 31, 2024:

The following table summarizes segment information for the three months ended June 30, 2024:

(in millions) North America International Corporate Eliminations Consolidated

9 unchanged sentences

(1) Depreciation and amortization includes stock-based compensation amortization expense.

The following table summarizes segment information for the three months ended March 31, 2023:

TEMPUR SEALY INTERNATIONAL, INC.

AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS – (unaudited) (continued)

The following table summarizes segment information for the three months ended June 30, 2023:

(in millions) North America International Corporate Eliminations Consolidated

9 unchanged sentences

(1) Depreciation and amortization includes stock-based compensation amortization expense.

The following table summarizes segment information for the six months ended June 30, 2024:

(in millions) North America International Corporate Eliminations Consolidated

Net sales $ 1,879.5 $ 543.5 $ — $ — $ 2,423.0

Inter-segment sales $ 0.5 $ 0.1 $ — $ ( 0.6 ) $ —

Inter-segment royalty expense (income) 16.7 ( 16.7 ) — — —

Gross profit 762.6 304.2 — — 1,066.8

Operating income (loss) 314.8 76.6 ( 86.6 ) — 304.8

Income (loss) before income taxes 308.6 83.0 ( 153.6 ) — 238.0

Depreciation and amortization (1)

$ 62.2 $ 13.2 $ 23.0 $ — $ 98.4

Capital expenditures 36.7 15.1 8.2 — 60.0

(1) Depreciation and amortization includes stock-based compensation amortization expense.

The following table summarizes segment information for the six months ended June 30, 2023:

(in millions) North America International Corporate Eliminations Consolidated

Net sales $ 1,936.4 $ 541.4 $ — $ — $ 2,477.8

Inter-segment sales $ 0.6 $ 0.4 $ — $ ( 1.0 ) $ —

Inter-segment royalty expense (income) 16.7 ( 16.7 ) — — —

Gross profit 747.4 294.8 — — 1,042.2

Operating income (loss) 310.1 78.1 ( 86.1 ) — 302.1

Income (loss) from continuing operations before income taxes 306.6 75.7 ( 146.5 ) — 235.8

Depreciation and amortization (1)

$ 49.8 $ 12.9 $ 27.9 $ — $ 90.6

Capital expenditures 98.1 11.5 3.1 — 112.7

(1) Depreciation and amortization includes stock-based compensation amortization expense.

TEMPUR SEALY INTERNATIONAL, INC.

3 unchanged sentences

(in millions)

March 31, 2024 December 31, 2023

June 30, 2024 December 31, 2023

United States

4 unchanged sentences

The following table summarizes operating lease right-of-use assets by geographic region:

(in millions) March 31, 2024 December 31, 2023

(in millions) June 30, 2024 December 31, 2023

United States $ 427.4 $ 444.2

3 unchanged sentences

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

What changed 10-Q

Item 1. Financial Statements