ROGERS CORP

Previous wording

Annual Report on Form 10-K for the year ended December 31, 2024 (the Annual Report) and our other reports filed with the SEC, any of which could cause actual results to differ materially from historical results or anticipated results. We undertake no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, unless required by law.

Current wording

Our forward-looking statements are expressly qualified by these cautionary statements, which you should consider carefully, along with the risks discussed in this section and elsewhere in this report in addition to the section entitled “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2024 (the Annual Report) and our other reports filed with the SEC, any of which could cause actual results to differ materially from historical results or anticipated results. We undertake no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, unless required by law.

Previous wording

We design, develop, manufacture and sell high-performance and high-reliability engineered materials and components to meet our customers’ challenges. We operate two strategic operating segments: AES and EMS. Our remaining operations, which represent non-core businesses, are reported in our Other operating segment. We are headquartered in Chandler, Arizona.

Current wording

We design, develop, manufacture and sell high-performance and high-reliability engineered materials and components to meet our customers’ needs. We operate two strategic operating segments: AES and EMS. Our remaining operations, which represent non-core businesses, are reported in our Other operating segment. We are headquartered in Chandler, Arizona.

Previous wording

Our growth and profitability strategy is based upon the following principles: (1) market-driven organization, (2) innovation leadership, (3) synergistic mergers and acquisitions, and (4) operational excellence. Our priorities in executing this strategy are focused on driving near-term improvements to profitability and improving the growth outlook for the Company over the next several years by further strengthening our focus on our portfolio and commercial activities, optimizing our global capacity to meet customer demand and driving innovation.

Current wording

Our growth and profitability strategy is based upon the following principles: (1) market-driven organization, (2) innovation leadership, (3) synergistic mergers and acquisitions, and (4) operational excellence. Our priorities in executing this strategy are focused on driving near-term improvements to profitability and improving the growth outlook for the Company over the next several years by further strengthening our focus on commercial activities, optimizing our global capacity to meet customer demand and driving innovation.

Previous wording

As a market-driven organization, we are focused on capitalizing on growth opportunities in multiple end markets. This includes the automotive industry, where there are market opportunities resulting from the continuing trends in vehicle electrification, and ADAS adoption. Other opportunities are driven by the advancement of communication systems in aerospace and defense, the growth of next-generation smartphones in the portable electronics industry, and the continued expansion of renewable energy. In addition to our focus on these markets, we sell into a variety of other markets, including general industrial, wireless infrastructure and mass transit.

Current wording

As a market-driven organization, we are focused on capitalizing on growth opportunities in multiple end markets. This includes the automotive industry, where there are market opportunities resulting from the continuing trends in vehicle electrification, and ADAS adoption. Other opportunities are driven by the advancement of communication systems in aerospace and defense, the growth of next-generation smartphones in the portable electronics industry, and the continued expansion of renewable energy. In addition to our focus on these markets, we sell into a variety of other markets, including industrial, wireless infrastructure and mass transit.

Previous wording

Our growth strategy is based on addressing trends in these markets and applying our repeatable customer engagement process. Our sales engineers and technical service employees work closely with our customers to understand their complex challenges. They then leverage our innovation and technology capabilities and deep applications expertise to provide unique solutions to customers’ challenges. In addition to these capabilities, our strategy for success is also built on our reputation for high performance and reliability, trusted customer relationships and an expansive product portfolio. Through this strategy we expect to be able to drive further commercial wins, which provide the potential for future growth. This growth strategy includes both organic and inorganic investments from which we strive to ensure high-quality solutions for our customers.

Current wording

Our growth strategy is based on addressing trends in these markets and applying our repeatable customer engagement process. Our sales engineers and technical service employees work closely with our customers to understand their complex needs. They then leverage our innovation and technology capabilities and deep applications expertise to provide unique solutions to customers’ challenges. In addition to these capabilities, our strategy for success is also built on our reputation for high performance and reliability, trusted customer relationships and an expansive product portfolio. Through this strategy we expect to be able to drive further commercial wins, which provide the potential for future growth. This growth strategy includes both organic and inorganic investments from which we strive to ensure high-quality solutions for our customers.

Previous wording

Our operational excellence efforts are focused on driving ongoing cost structure improvements to further enhance our profitability. These efforts include focusing on improving yields, throughput, procurement capabilities, and manufacturing processes. We have also taken specific cost improvement actions in recent quarters that have and will benefit our performance. These actions include optimizing our manufacturing footprint,and reducing manufacturing and corporate employees. We continue to review and re-align our manufacturing and engineering footprint in an effort to maintain a leading competitive position globally and to support our customers’ growth initiatives.

Current wording

Our operational excellence efforts are focused on driving ongoing cost improvements to further enhance our profitability and developing a more agile and customer focused organization. These efforts include focusing on improving yields, throughput, procurement capabilities, and manufacturing processes. We have also taken specific cost improvement actions in recent quarters that have and will benefit our performance. These actions include optimizing our manufacturing footprint, and reducing manufacturing and corporate employees. We continue to review and re-align our manufacturing and engineering footprint in an effort to maintain a leading competitive position globally and to support our customers’ growth initiatives.

Previous wording

If we are able to successfully execute on our strategy, we see an opportunity, over the next several years, to increase revenues from current levels and further improve profitability. The increase in revenues is expected to come from a combination of organic growth and targeted acquisitions. This outlook is supported by our participation in a number of growth markets and by our competitive positions in these markets. The markets where we see growth opportunities include EV/HEV, ADAS, aerospace and defense, portable electronics, renewable energy, and industrial.

Current wording

If we are able to successfully execute on our strategy, we see an opportunity, over the next several years, to increase revenues from current levels and further improve profitability. The increase in revenues is largely expected to come from our organic business, with the potential to augment this growth through targeted acquisitions. This outlook is supported by our participation in a number of growth markets and by our competitive positions in these markets. The markets where we see growth opportunities include EV/HEV, ADAS, aerospace and defense, portable electronics, renewable energy, and industrial.

Previous wording

•In the second quarter of 2025 as compared to the second quarter of 2024, our net sales decreased approximately 5.3% to $202.8 million, our gross margin decreased approximately 250 basis points to 31.6% from 34.1%, and we had an operating loss of 33.3% compared to an operating margin of 5.3%.

Current wording

•In the third quarter of 2025 as compared to the third quarter of 2024, our net sales increased approximately 2.7% to $216.0 million, our gross margin decreased approximately 170 basis points to 33.5% from 35.2%, and we had an operating margin of 7.3% compared to an operating margin of 6.9%.

Previous wording

•We recognized restructuring charges of $4.3 million in the second quarter of 2025 due to our wind down of manufacturing operations for our AES operating segment in our Evergem, Belgium facility and the reduction of our global workforce.

Current wording

•We recognized restructuring charges of $7.1 million in the third quarter of 2025 due to our wind down of manufacturing operations for our AES operating segment in our Evergem, Belgium facility, our executive leadership transition and the reduction of our global workforce.

Previous wording

•We repurchased 0.4 million shares of our capital stock for $28.1 million in the second quarter of 2025.

Current wording

•We repurchased 0.1 million shares of our capital stock for $10.0 million in the third quarter of 2025.

Previous wording

Net sales decreased by 5.3% in the second quarter of 2025 compared to the second quarter of 2024. Our AES and EMS operating segments each had net sales decreases of 5.6%. The decrease in net sales was primarily due to lower net sales in the EV/HEV and wireless infrastructure markets, partially offset by higher net sales in the industrial, aerospace and defense and ADAS markets. We experienced lower EV/HEV net sales as customers continued to manage inventory levels and adjusted to changing regional demands. We experienced lower wireless infrastructure net sales as a program for a key customer was launched and completed in 2024.

Current wording

Net sales increased by 2.7% in the third quarter of 2025 compared to the third quarter of 2024. Our AES and EMS operating segments had net sales increases of 2.2% and 3.2%, respectively. The increase in net sales was primarily due to higher net sales in the aerospace and defense, industrial and ADAS markets, partially offset by lower net sales in the wireless infrastructure and EV/HEV markets. We experienced lower EV/HEV net sales as customers continued to manage inventory levels and adjusted to changing regional demands. We experienced lower wireless infrastructure net sales as a program for a key customer was launched and completed in 2024.

Previous wording

Net sales decreased by 8.0% in the first six months of 2025 compared to the first six months of 2024. Our AES and EMS operating segments had net sales decreases of 10.3% and 4.7%, respectively. The decrease in net sales was primarily due to lower net sales in the EV/HEV and wireless infrastructure markets, partially offset by higher net sales in the ADAS and aerospace and defense markets. We experienced lower EV/HEV net sales as customers continued to manage inventory levels and adjusted to changing regional demands. We experienced lower wireless infrastructure net sales as a program for a key customer was launched and completed in 2024.

Current wording

Net sales decreased by 4.5% in the first nine months of 2025 compared to the first nine months of 2024. Our AES and EMS operating segments had net sales decreases of 6.3% and 2.0%, respectively. The decrease in net sales was primarily due to lower net sales in the wireless infrastructure and EV/HEV markets, partially offset by higher net sales in the aerospace and defense and ADAS markets. We experienced lower EV/HEV net sales as customers continued to manage inventory levels and adjusted to changing regional demands. We experienced lower wireless infrastructure net sales as a program for a key customer was launched and completed in 2024.

Previous wording

Gross margin as a percentage of net sales decreased approximately 250 basis points to 31.6% in the second quarter of 2025 compared to 34.1% in the second quarter of 2024. Gross margin in the second quarter of 2025 declined due to the utilization headwinds caused by lower volumes and unfavorable mix.

Current wording

Gross margin as a percentage of net sales decreased approximately 170 basis points to 33.5% in the third quarter of 2025 compared to 35.2% in the third quarter of 2024. Gross margin in the third quarter of 2025 declined due to unfavorable mix, higher freight, duty and tariff costs and unfavorable yield performance, partially offset by higher volumes and commercial actions taken to mitigate tariff costs.

Previous wording

Gross margin as a percentage of net sales decreased approximately 220 basis points to 30.8% in the first six months of 2025 compared to 33.0% in the first six months of 2024. Gross margin in the first six months of 2025 declined due to utilization headwinds caused by lower volumes and unfavorable mix.

Current wording

Gross margin as a percentage of net sales decreased approximately 210 basis points to 31.7% in the first nine months of 2025 compared to 33.8% in the first nine months of 2024. Gross margin in the first nine months of 2025 declined due to lower volumes and related utilization headwinds, unfavorable mix, higher freight, duty and tariff costs and unfavorable yield performance, partially offset by commercial actions taken to mitigate tariff costs.

Previous wording

SG&A expenses decreased 4.7% in the second quarter of 2025 from the second quarter of 2024, primarily due to a $2.7 million decrease in compensation and benefits expense and a $1.9 million decrease in professional services expenses, partially offset by a $1.8 million increase in fixed asset depreciation and software cost amortization expense.

Current wording

SG&A expenses decreased 7.8% in the third quarter of 2025 from the third quarter of 2024, primarily due to a $1.8 million decrease in compensation and benefits expense and a $1.8 million decrease in professional services expenses, partially offset by a $0.8 million increase in fixed asset depreciation and software cost amortization expense.

Previous wording

SG&A expenses decreased 5.5% in the first six months of 2025 compared to the first six months of 2024, primarily due to a $6.1 million decrease in compensation and benefits expense and a $2.9 million decrease in professional services expenses, partially offset by a $2.8 million increase in fixed asset depreciation and software cost amortization expense.

Current wording

SG&A expenses decreased 6.2% in the first nine months of 2025 compared to the first nine months of 2024, primarily due to a $7.9 million decrease in compensation and benefits expense and a $4.7 million decrease in professional services expenses, partially offset by a $3.6 million increase in fixed asset depreciation and software cost amortization expense.

Previous wording

R&D expenses decreased 26.3% in the second quarter of 2025 from the second quarter of 2024 due to a $1.2 million decrease in R&D trials and a $1.0 million decrease in compensation and benefits expense. R&D expenses decreased 23.4% in the first six months of 2025 compared to the first six months of 2024, primarily due to a $1.8 million decrease in compensation and benefits expense and a $1.7 million decrease in R&D trials. The decrease in compensation and benefits expense was largely driven by the cost savings from our exit from our Burlington, Massachusetts Innovation Center facility.

Current wording

R&D expenses decreased 8.6% in the third quarter of 2025 from the third quarter of 2024, primarily due to a $0.7 million decrease in compensation and benefits expense. R&D expenses decreased 18.9% in the first nine months of 2025 compared to the first nine months of 2024, primarily due to a $2.5 million decrease in compensation and benefits expense and a $1.5 million decrease in R&D trials. The decrease in compensation and benefits expense was largely driven by the cost savings related to our exit from our Burlington, Massachusetts Innovation Center facility.

Previous wording

We incurred impairment charges of $71.8 million in the three and six months ended June 30, 2025, related to our curamik® reporting unit within our AES operating segment. For additional information, refer to “Note 6 – Goodwill and Other Intangible Assets” to the condensed consolidated financial statements in Part I, Item 1 of this Form 10-Q.

Current wording

We incurred impairment charges of $71.8 million in the nine months ended September 30, 2025 related to our curamik® reporting unit within our AES operating segment. For additional information, refer to “Note 6 – Goodwill and Other Intangible Assets” to the condensed consolidated financial statements in Part I, Item 1 of this Form 10-Q.

Previous wording

We incurred restructuring charges of $4.3 million and $10.2 million in the three and six months ended June 30, 2025, respectively, due to our wind down of manufacturing operations for our AES operating segment in our Evergem, Belgium facility and our global reduction in workforce. We incurred restructuring charges of $1.4 million and $1.5 million in the three and six months ended June 30, 2024, respectively, primarily related to our exit from our Burlington, Massachusetts Innovation Center facility and our wind down of manufacturing operations for our AES operating segment in our Evergem, Belgium facility. For additional information, refer to “Note 13 – Supplemental Financial Information” to the condensed consolidated financial statements in Part I, Item 1 of this Form 10-Q.

Current wording

We incurred restructuring charges of $7.1 million and $17.3 million in the three and nine months ended September 30, 2025, respectively, due to our wind down of manufacturing operations for our AES operating segment in our Evergem, Belgium facility, the executive leadership transition and our global reduction in workforce. We incurred restructuring charges of $6.3 million and $7.6 million in the three and nine months ended September 30, 2024, respectively, primarily related to our wind down of manufacturing operations for our AES operating segment in our Evergem, Belgium facility and our exit from our Burlington, Massachusetts Innovation Center facility. For additional information, refer to “Note 13 – Supplemental Financial Information” to the condensed consolidated financial statements in Part I, Item 1 of this Form 10-Q.

Previous wording

Other income (expense), net decreased to expense of $2.2 million in the second quarter of 2025 from income of $0.3 million in the second quarter of 2024. The decrease was due to $2.3 million of unfavorable year-over-year changes in impacts from our foreign currency transactions.

Current wording

Other income (expense), net was income of $0.4 million in the third quarter of 2025 compared to expense of $1.5 million in the third quarter of 2024. The increase was due to $0.9 million of favorable year-over-year changes in impacts from our foreign currency transactions.

Previous wording

Other income (expense), net decreased to expense of $3.8 million in the first six months of 2025 from income of $0.7 million in the first six months of 2024. The decrease was due to $4.1 million of unfavorable year-over-year changes in impacts from our foreign currency transactions.

Current wording

Other income (expense), net was to expense of $3.4 million in the first nine months of 2025 compared to expense of $0.8 million in the first nine months of 2024. The decrease was due to $3.1 million of unfavorable year-over-year changes in impacts from our foreign currency transactions.

Previous wording

Interest income (expense), net, was $0.4 million of income in the second quarter of 2025 compared to $0.2 million of expense in the second quarter of 2024. The year-over-year change was due to higher income on interest-bearing cash accounts.

Current wording

Interest income (expense), net, was $0.2 million of income in the third quarter of 2025. The year-over-year change was due to higher income on interest-bearing cash accounts.

Previous wording

Interest income (expense), net, was $0.7 million of income in the first six months of 2025 compared to $1.0 million of expense in the first six months of 2024. The year-over-year change was due to a lower weighted-average outstanding balance for our borrowings under our revolving credit facility and higher income on interest-bearing cash accounts.

Current wording

Interest income (expense), net, was $0.9 million of income in the first nine months of 2025 compared to $1.0 million of expense in the first nine months of 2024. The year-over-year change was due to higher income on interest-bearing cash accounts and a lower weighted-average outstanding balance for our borrowings under our revolving credit facility.

Previous wording

We had a negative tax rate of 6.2% in the second quarter of 2025 due to tax expense on a pre-tax book loss. Our income tax expense for the second quarter of 2025 of $4.3 million was comprised primarily of an increase in the valuation allowance attributable to loss jurisdictions in which no tax benefit is anticipated to be realized. Our effective tax rate was also unfavorably impacted by the $67.3 million goodwill impairment in curamik® for which no tax benefit is available.

Current wording

We had a tax rate of 47.2% in the third quarter of 2025. During the quarter, our effective tax rate was unfavorably impacted by (i) an increase in the valuation allowance attributable to loss jurisdictions in which no tax benefit is anticipated to be realized and (ii) an increase in reserves for uncertain tax positions.

Previous wording

During the second quarter of 2024, our effective tax rate was 31.9%. During the second quarter of 2024, our effective tax rate was unfavorably impacted primarily by the mix of income in higher tax jurisdictions.

Current wording

During the third quarter of 2024, our effective tax rate was 20.7%. During the third quarter of 2024, our effective tax rate was favorably impacted by a decrease of reserves for uncertain tax positions, partially offset by the mix of income in higher tax rate jurisdictions.

Previous wording

We had a negative tax rate of 5.8% for the six months ended June 30, 2025 due to tax expense on a pre-tax book loss. Our income tax expense for the six months ended June 30, 2025 of $4.1 million was comprised primarily of an increase in the valuation allowance attributable to loss jurisdictions in which no tax benefit is anticipated to be realized. Our effective tax rate was also unfavorably impacted by the $67.3 million goodwill impairment in curamik® for which no tax benefit is available.

Current wording

We had a negative tax rate of 21.6% for the nine months ended September 30, 2025 due to tax expense on a pre-tax book loss. Our income tax expense for the nine months ended September 30, 2025 was unfavorably impacted by the $67.3 million goodwill impairment in curamik® for which no tax benefit is available, an increase in the valuation allowance attributable to loss jurisdictions in which no tax benefit is anticipated to be realized, and an increase in reserves for uncertain tax positions.

Previous wording

For the first six months of 2024, the Company’s effective tax rate on its income before income taxes was 32.3%. The effective rate for the first six months of 2024 was unfavorably impacted by primarily (i) the write-off of deferred tax assets related to stock compensation and, (ii) the mix of income in higher tax rate jurisdictions.

Current wording

For the first nine months of 2024, the Company’s effective tax rate on its income before income taxes was 28.1%. The effective rate for the first nine months of 2024 was unfavorably impacted primarily by the write-off of deferred tax assets related to stock compensation and the mix of income in higher tax rate jurisdictions, partially offset by a decrease of reserves for uncertain tax positions.

Previous wording

AES net sales decreased by 10.3% in the first six months of 2025 compared to the first six months of 2024. The decrease in net sales over the first six months of 2024 was primarily driven by lower net sales in the wireless infrastructure and EV/HEV markets, partially offset by higher net sales in the ADAS and aerospace and defense markets. We experienced lower EV/HEV net sales as customers continued to manage inventory levels and adjusted to changing regional demands. We experienced lower wireless infrastructure net sales as a program for a key customer was launched and completed in 2024.

Current wording

AES net sales decreased by 6.3% in the first nine months of 2025 compared to the first nine months of 2024. The decrease in net sales over the first nine months of 2024 was primarily driven by lower net sales in the wireless infrastructure and EV/HEV markets, partially offset by higher net sales in the aerospace and defense and ADAS markets. We experienced lower EV/HEV net sales as customers continued to manage inventory levels and adjusted to changing regional demands. We experienced lower wireless infrastructure net sales as a program for a key customer was launched and completed in 2024.

Previous wording

Our AES operating segment gross margin in the first six months of 2025 declined primarily due to utilization headwinds caused by significantly lower volumes and unfavorable mix. As a percentage of net sales, gross margin in the first six months of 2025 was 28.1% as compared to 29.8% in the first six months of 2024.

Current wording

Our AES operating segment gross margin in the first nine months of 2025 declined primarily due to lower volumes and unfavorable mix, higher freight, duty and tariff costs and higher scrap costs, partially offset by commercial actions taken to mitigate tariff costs. As a percentage of net sales, gross margin in the first nine months of 2025 was 29.3% as compared to 30.0% in the first nine months of 2024.

Previous wording

EMS net sales decreased by 5.6% in the second quarter of 2025 compared to the second quarter of 2024. The decrease in net sales over the second quarter of 2024 was primarily driven by lower net sales in the EV/HEV market, partially offset by higher net sales in general industrial market.

Current wording

EMS net sales increased by 3.2% in the third quarter of 2025 compared to the third quarter of 2024. The increase in net sales over the third quarter of 2024 was primarily driven by higher net sales in the aerospace and defense and industrial markets, partially offset by lower net sales in the EV/HEV market.

Previous wording

EMS net sales decreased by 4.7% in the first six months of 2025 compared to the first six months of 2024. The decrease in net sales over the first six months of 2024 was primarily driven by lower net sales in the EV/HEV and aerospace and defense markets, partially offset by higher net sales in the general industrial market.

Current wording

EMS net sales decreased by 2.0% in the first nine months of 2025 compared to the first nine months of 2024. The decrease in net sales over the first nine months of 2024 was primarily driven by lower net sales in the EV/HEV market, partially offset by higher net sales in the industrial market. We experienced lower EV/HEV net sales due to customer inventory management in response to end market demands.

Previous wording

Our EMS operating segment gross margin in the second quarter of 2025 declined due to unfavorable mix and utilization headwinds caused by lower volumes. As a percentage of net sales, gross margin in the second quarter of 2025 was 35.2% as compared to 37.7% in the second quarter of 2024.

Current wording

Our EMS operating segment gross margin in the third quarter of 2025 declined due to utilization headwinds from the startup of new production lines, unfavorable mix and higher freight, duty and tariff costs, partially offset by higher volumes, favorable mix and commercial actions taken to mitigate tariff costs. As a percentage of net sales, gross margin in the third quarter of 2025 was 35.7% as compared to 41.2% in the third quarter of 2024.

Previous wording

Our EMS operating segment gross margin in the first six months of 2025 declined due to unfavorable mix and utilization headwinds caused by lower volumes. As a percentage of net sales, gross margin in the first six months of 2025 was 33.8% as compared to 37.1% in the first six months of 2024.

Current wording

Our EMS operating segment gross margin in the first nine months of 2025 declined due to lower volumes and related utilization headwinds, unfavorable mix, unfavorable yield performance and tariff costs, partially offset by commercial actions taken to mitigate tariff costs. As a percentage of net sales, gross margin in the first nine months of 2025 was 34.5% as compared to 38.5% in the first nine months of 2024.

Previous wording

Net sales in this segment increased by 10.0% in the second quarter of 2025 from the second quarter of 2024. Our Other operating segment gross margin in the second quarter of 2025 increased due to higher volumes. As a percentage of net sales, gross margin in the second quarter of 2025 was 36.4%, an approximately 140 basis point increase as compared to 35.0% in the second quarter of 2024.

Current wording

Net sales in this segment increased by 5.1% in the third quarter of 2025 from the third quarter of 2024. Our Other operating segment gross margin in the third quarter of 2025 increased due to higher volumes and favorable mix. As a percentage of net sales, gross margin in the third quarter of 2025 was 36.6%, an approximately 580 basis point increase as compared to 30.8% in the third quarter of 2024.

Previous wording

Net sales in this segment decreased by 15.6% in the first six months of 2025 from the first six months of 2024. Our Other operating segment gross margin in the six months of 2025 declined due to lower volumes. As a percentage of net sales, gross margin in the six months of 2025 was 34.6%, an approximately 290 basis point decrease as compared to 37.5% in the second quarter of 2024.

Current wording

Net sales in this segment decreased by 9.6% in the first nine months of 2025 from the first nine months of 2024. Our Other operating segment gross margin in the nine months of 2025 declined due to lower volumes and unfavorable mix. As a percentage of net sales, gross margin in the first nine months of 2025 was 35.2%, an approximately 40 basis point decrease as compared to 35.6% in the third quarter of 2024.

Previous wording

Approximately $87.5 million of our cash and cash equivalents were held by non-U.S. subsidiaries as of June 30, 2025. We did not make any changes in the six months ended June 30, 2025 to our position on the permanent reinvestment of our earnings from foreign operations. With the exception of certain of our Chinese subsidiaries, where a substantial portion of our Asia cash and cash equivalents are held, we continue to assert that historical foreign earnings are indefinitely reinvested.

Current wording

Approximately $100.1 million of our cash and cash equivalents were held by non-U.S. subsidiaries as of September 30, 2025. We did not make any changes in the nine months ended September 30, 2025 to our position on the permanent reinvestment of our earnings from foreign operations. With the exception of certain of our Chinese subsidiaries, where a substantial portion of our Asia cash and cash equivalents are held, we continue to assert that historical foreign earnings are indefinitely reinvested.

Previous wording

•Cash and cash equivalents were $157.2 million as compared to $159.8 million as of December 31, 2024, a decrease of $2.6 million, or 1.6%. This decrease was primarily due to $28.1 million of share repurchases, $17.7 million in capital expenditures, and $1.4 million in tax payments related to net share settlement of equity awards, partially offset by $13.4 million of proceeds from the sale of our Price Road facility and our cash flows provided by operations.

Current wording

•Cash and cash equivalents were $167.8 million as compared to $159.8 million as of December 31, 2024, an increase of $8.0 million, or 5.0%. This increase was primarily due to our cash flows provided by operations and $13.4 million of proceeds from the sale of our Price Road facility, partially offset by $38.1 million of share repurchases, $25.4 million in capital expenditures, and $1.4 million in tax payments related to net share settlement of equity awards.

Previous wording

•Accounts receivable, net increased 4.7% to $141.6 million as of June 30, 2025 from $135.3 million as of December 31, 2024. The increase from year-end was primarily due to higher net sales at the end of the second quarter of 2025 compared to at the end of 2024.

Current wording

•Accounts receivable, net increased 7.5% to $145.5 million as of September 30, 2025 from $135.3 million as of December 31, 2024. The increase from year-end was primarily due to higher net sales at the end of the third quarter of 2025 compared to at the end of 2024, partially offset by a lower days sales outstanding at the end of September 30, 2025 compared to December 31, 2024.

Previous wording

In 2025, we expect capital spending to be in the range of approximately $30.0 million to $40.0 million. We plan to fund our capital spending in 2025 with cash from operations and cash on-hand, as well as our existing revolving credit facility, if necessary.

Current wording

In 2025, we expect capital spending to be in the range of approximately $30.0 million to $40.0 million. We plan to fund our capital spending in 2025 with cash from operations and cash on-hand.

Previous wording

During the second quarter of 2025, we did not become aware of any material developments related to environmental matters disclosed in our Annual Report, our asbestos litigation or other material contingencies previously disclosed or incur any material costs or capital expenditures related to such matters. Refer to “Note 9 – Commitments and Contingencies” to the condensed consolidated financial statements in Part I, Item 1 of this Form 10-Q for further discussion of these contingencies.

Current wording

During the third quarter of 2025, we did not become aware of any material developments related to environmental matters disclosed in our Annual Report, our asbestos litigation or other material contingencies previously disclosed or incur any material costs or capital expenditures related to such matters. Refer to “Note 9 – Commitments and Contingencies” to the condensed consolidated financial statements in Part I, Item 1 of this Form 10-Q for further discussion of these contingencies.