DONALDSON Co INC
For the period ended Jul 31, 2026. Filed Sep 25, 2026.
View on SEC.govAbout this filing
A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.
FY2026 · Filed Sep 25, 2026
What changed in Risk Factors?
Read the current filingPrevious report: 10-K
Period ended 2025-07-31; filed 2025-09-26.
0000029644-25-000098
Item 1A. Risk FactorsCurrent report: 10-K
Period ended 2026-07-31; filed 2026-09-25.
0000029644-26-000085
Item 1A. Risk FactorsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 54 previous paragraphs and 66 current paragraphs.
49 unchanged; 5 reworded; 12 added; 0 removed; 0 previous and 0 current paragraphs rearranged.
Tables are not compared: 0 previous and 0 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (12)
Current report
Facet Filtration Acquisition - we could be subject to new risks, known and unknown, relating to the Facet acquisition.
Current report
We may experience risks, losses and damages associated with the Facet acquisition. The Facet acquisition integration activities may involve complex operational, financial and cultural alignment efforts. If management is unable to effectively balance integration activities with ongoing business needs, we may experience increased operating costs, reduced financial performance or disruptions to our day‑to‑day operations. Any of these outcomes could materially and adversely affect our business, financial condition or results of operations.
Current report
The Facet acquisition involves the inherent risk of liabilities, and these liabilities may prove more costly or produce more adverse effects than we anticipate, such as actual or potential litigation and regulatory matters. In addition, in the course of the due diligence review of Facet, we may not have discovered, or may have been unable to quantify, undisclosed liabilities of Facet, and we may not be indemnified or have insurance for any of these liabilities. Any such liabilities could have an adverse effect on our business, results of operations, financial condition and cash flows.
Current report
We acquired $587.4 million of goodwill and $225.6 million in intangible assets as part of the Facet acquisition. If Facet fails to meet performance expectations, we could face future impairment charges that may have a material adverse effect on our reported results of operations and financial position.
Current report
Artificial Intelligence (AI) - the development, deployment, and use of AI technologies may not achieve the intended outcomes.
Current report
Our growing use of AI technologies across technology development activities and business operations may expose us to a range of competitive, legal, regulatory, operational and other risks, including the following:
Current report
•Operational and Technical Risks: AI technologies are complex and rapidly evolving and may not perform as intended. Deficiencies in AI algorithms, training methodologies, datasets, or system implementation could result in inaccurate outputs, operational disruptions, data loss or other adverse outcomes that impair the effectiveness of utilizing AI in our operations.
Current report
•Legal and Regulatory Risks: The legal and regulatory framework governing AI continues to evolve and varies across jurisdictions. Compliance with existing and emerging requirements may increase costs, restrict our use of AI technologies and expose us to legal, regulatory and reputational risks.
Current report
•Competitive Risks: Failure to keep pace with evolving AI advancements could weaken our market position and negatively impact business performance.
Current report
•Financial Risks: Investments in AI technologies may increase our costs and may not deliver the anticipated benefits.
Current report
•Cybersecurity Risks: AI technologies may be susceptible to cybersecurity threats, including unauthorized access, data breaches and other security incidents, which could result in financial losses, legal or regulatory liability and reputational harm. Additionally, the increasing use and advancement of AI may enhance the sophistication and effectiveness of cyberattacks, thereby increasing our cybersecurity risk exposure.
Current report
Our development and use of AI technologies may not effectively address all associated risks, and any failure to do so could materially adversely affect our business, results of operations, financial condition and cash flows.
Reworded paragraphs (5)
Previous wording
No customer accounted for 10% or more of our net sales in fiscal 2025, 2024 or 2023. However, a number of our customers are concentrated in similar cyclical industries (e.g., construction, agriculture, mining, oil and gas, transportation, power generation and disk drive), resulting in additional risk based on their respective economic conditions. Our success is also dependent on retaining key customers, which requires us to successfully manage relationships and anticipate the needs of our customers in the channels in which we sell our products. Changes in economic conditions could materially and adversely impact our business, results of operations, financial condition and cash flows.
Current wording
No customer accounted for 10% or more of our net sales in fiscal 2026, 2025 or 2024. However, a number of our customers are concentrated in similar cyclical industries (e.g., construction, agric ulture, mining, oil and gas, transportation, power generation and disk drive), resulting in additional risk based on their respective economic conditions. Our success is also dependent on retaining key customers, which requires us to successfully manage relationships and anticipate the needs of our customers in the channels in which we sell our products. Changes in economic conditions could materially and adversely impact our business, results of operations, financial condition and cash flows.
Previous wording
We periodically communicate our strategies, commitments and targets related to sustainability matters, including greenhouse gas (GHG) emissions through the issuance of our Sustainability report. Although we intend to meet these strategies, commitments and targets, we may be unable to achieve them due to impacts on resources, operational costs and technological advancements. In addition, standards and processes for measuring and reporting GHG emissions and other sustainability metrics may change over time, resulting in inconsistent data or significant revisions to our strategies, commitments and targets, or our ability to achieve them. Our failure to achieve related strategies, commitments and targets or failure to meet sustainability requirements could negatively impact our reputation as well as the demand for our products and adversely affect our business, results of operations, financial condition and cash flow.
Current wording
We periodically communicate our strategies, commitments and targets related to sustainability matters, including greenhouse gas (GHG) emissions through the issuance of our Sustainability report. Although we intend to meet these strategies, commitments and targets, we may be unable to achieve them due to impacts on resources, operational costs and technological advancements. In addition, standards and processes for measuring and reporting GHG emissions and other sustainability metrics may change over time, resulting in inconsistent data or significant revisions to our strategies, commitments and targets, or our ability to achieve them. Our failure to achieve related strategies, commitments and targets or failure to meet sustainability requirements could negatively impact our reputation as well as the demand for our products and adversely affect our business, results of operations, financial condition and cash flows.
Previous wording
Cybersecurity Risks - vulnerability of our information technology systems and security.
Current wording
Cybersecurity Risks - vulnerability of our information and operational technology systems and security.
Previous wording
We have many information technology systems that are important to the operation of our business, some of which are managed by third parties. These systemsare used to process, transmit and store electronic information and to manage or support a variety of business processes and activities, which are critical to our operations. We could encounter difficulties in developing new systems, maintaining and upgrading our existing systems, managing access to these systems, managing the evolving use of artificial intelligence and preventing information security breaches. Additionally, we collect and store sensitive data, including intellectual property and proprietary business information, in data centers and on information technology networks.
Current wording
We have many information technology and operational technology systems, including systems supporting our manufacturing operations, that are important to the operation of our business, some of which are managed by third parties. These systemsare used to process, transmit and store electronic information and to manage or support a variety of business processes and activities, which are critical to our operations. We could encounter difficulties in developing new systems, maintaining and upgrading our existing systems, managing access to these systems, managing the evolving use of artificial intelligence and preventing information security breaches. Additionally, we collect and store sensitive data, including intellectual property and proprietary business information, in data centers and on information technology networks.
Previous wording
Our data is subject to a variety of U.S. and international laws and regulations that pertain to the collection and handling of personal information. The laws require us to notify governmental authorities and affected individuals of data breaches involving certain personal information. These laws include the European GDPR and the CCPA. Regulatory litigation or actions that could impose significant penalties may be brought against us in the event of a breach of data or alleged non-compliance with such laws and regulations.
Current wording
Our data is subject to a variety of U.S. and international laws and regulations that pertain to the collection and handling of personal information. The laws require us to notify governmental authorities and affected individuals of data breaches involving certain personal information. These laws include the European GDPR, Chinese PIPL, CSL, DSL and the CCPA. Regulatory litigation or actions that could impose significant penalties may be brought against us in the event of a breach of data or alleged non-compliance with such laws and regulations.