CELESTICA INC
For the period ended Dec 31, 2025. Filed Feb 27, 2026.
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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.
FY2025 · Filed Feb 27, 2026
CLS$223.89+0.4%Stored close · as of Nov 10, 2026
Extracted filing text, with the paragraph anchors used by the comparison.
See the whole filing, with its images and exhibitsContents
Item 15. Exhibits and Financial Statement Schedules
- Financial Statements:
The following financial statements have been filed as part of this Annual Report:
| Page | |
| Reports of Independent Registered Public Accounting Firm (KPMG LLP, Toronto, Canada, PCAOB ID 85) | F-2, F-3 |
|---|---|
| Consolidated Balance Sheets as at December 31, 2025 and December 31, 2024 | F-5 |
| Consolidated Statements of Operations for the years ended December 31, 2025, 2024, and 2023 | F-6 |
| Consolidated Statements of Comprehensive Income for the years ended December 31, 2025, 2024 and 2023 | F-7 |
| Consolidated Statements of Changes in Equity for the years ended December 31, 2025, 2024 and 2023 | F-8 |
| Consolidated Statements of Cash Flows for the years ended December 31, 2025, 2024 and 2023 | F-9 |
| Notes to the Consolidated Financial Statements | F-10 |
- Financial Statement Schedule:
Schedule II - Valuation and Qualifying Accounts—Years Ended December 31
Other schedules are omitted because they are either not applicable or not required or the information is presented in the 2025 AFS or notes thereto.
| Reserve for excess and obsolete inventory (in millions): | Balance at beginning of period | Additions and adjustments charged to operations | Write-offs | Balance at end of period |
|---|---|---|---|---|
| Year Ended December 31, 2025 | $119.6 | $48.3 | $(28.4) | $139.5 |
| Year Ended December 31, 2024 | $105.1 | $49.0 | $(34.5) | $119.6 |
| Year Ended December 31, 2023 | $71.1 | $59.9 | $(25.9) | $105.1 |
| Valuation allowance for deferred taxes (in millions): | Balance at beginning of period | Additions charged to costs and expenses | Additions/(reductions) charged to other accounts | Reductions charged to costs and expenses | Balance at end of period |
|---|---|---|---|---|---|
| Year Ended December 31, 2025 | $386.0 | $59.2 | $(1.6) | $(90.0) | $353.6 |
| Year Ended December 31, 2024 | $381.1 | $17.4 | $(4.1) | $(8.4) | $386.0 |
| Year Ended December 31, 2023 | $400.7 | $21.3 | $2.3 | $(43.2) | $381.1 |
- Exhibits
The following exhibits have been filed as part of this Annual Report:
| Incorporated by Reference · FiledHerewith | |||||
|---|---|---|---|---|---|
| ExhibitNumber | Description | Form | File No. | Filing Date | Exhibit No. |
| 3.1 | Certificate and Restated Articles of Incorporation effective April 25, 2024 | 6-K | 001-14832 | April 25, 2024 | 99.2 |
| 3.2 | Certificate and Articles of Amendment, effective April 25, 2024 | 6-K | 001-14832 | April 25, 2024 | 99.1 |
| 3.3 | Amended and Restated By-law No. 1 | 6-K | 001-14832 | February 28, 2024 | 99.3 |
| 3.4 | By-law No. 2 | 8-K | 001-14832 | January 31, 2025 | 3.1 |
| 4.1 | Form of Common Share Certificate | 6-K | 001-14832 | April 25, 2024 | 99.3 |
| 4.2 | Form of Indenture | F-3 | 333-221144 | October 26, 2017 | 4.6 |
| 4.3 | Description of Securities | 10-K | 001-14832 | March 3, 2025 | 4.3 |
| 10.1 | Amended Executive Employment Agreement between the Company and Robert A. Mionis, dated July 25, 2024*† | 10-K | 001-14832 | March 3, 2025 | 10.1 |
| 10.2 | Form of Executive Officer Offer Letter (U.S.)* | 10-K | 001-14832 | March 3, 2025 | 10.2 |
| 10.3 | Amended and Restated Celestica Inc. Long-Term Incentive Plan as of January 29, 2014* | 6-K | 001-14832 | July 9, 2014 | 99.1 |
| 10.4 | Amended and Restated Celestica Inc. Long-Term Incentive Plan as of July 22, 2015* | 6-K | 001-14832 | July 29, 2015 | 99.1 |
| 10.5 | Amended and Restated Celestica Inc. Long-Term Incentive Plan as of October 19, 2015* | 20-F | 001-14832 | March 7, 2016 | 4.5 |
| 10.6 | Amended and Restated Celestica Inc. Long-Term Incentive Plan as of October 19, 2016* | 20-F | 001-14832 | March 13, 2017 | 4.7 |
| 10.7 | Amended and Restated Celestica Inc. Long-Term Incentive Plan as of July 25, 2024* | 10-K | 001-14832 | March 3, 2025 | 10.7 |
| 10.8 | 2025 Long Term Incentive Plan, effective June 17, 2025* | DEF 14A | 001-14832 | April 29, 2025 | Appendix B |
| 10.9 | Form of Award Agreement under the Celestica Inc. 2025 Long Term Incentive Plan (RSU)* | 10-Q | 001-14832 | July 28, 2025 | 10.4 |
| 10.10 | Form of Award Agreement under the Celestica Inc. 2025 Long Term Incentive Plan (PSU)* | 10-Q | 001-14832 | July 28, 2025 | 10.5 |
| 10.11 | Amended and Restated Celestica Share Unit Plan as of January 29, 2014* | 6-K | 001-14832 | July 9, 2014 | 99.2 |
| 10.12 | Amended and Restated Celestica Share Unit Plan as of July 22, 2015* | 6-K | 001-14832 | July 29, 2015 | 99.2 |
| 10.13 | Amended and Restated Celestica Share Unit Plan as of October 19, 2015* | 20-F | 001-14832 | March 7, 2016 | 4.8 |
| 10.14 | Amended and Restated Celestica Share Unit Plan as of July 25, 2024* | 10-K | 001-14832 | March 3, 2025 | 10.11 |
| 10.15 | Form of Long-Term Incentive Plan and Share Unit Plan Grant Notice (RSU)* | 10-K | 001-14832 | March 3, 2025 | 10.12 |
| 10.16 | Form of Long-Term Incentive Plan and Share Unit Plan Grant Notice (PSU)* | 10-K | 001-14832 | March 3, 2025 | 10.13 |
| Incorporated by Reference · FiledHerewith | |||||
|---|---|---|---|---|---|
| ExhibitNumber | Description | Form | File No. | Filing Date | Exhibit No. |
| 10.17 | Celestica Inc. 2025 Executive Compensation Deferral Plan* | 10-Q | 001-14832 | July 28, 2025 | 10.1 |
| 10.18 | Celestica Supplemental Executive Retirement Plan (US)* | 10-Q | 001-14832 | July 28, 2025 | 10.2 |
| 10.19 | Celestica Supplemental Executive Retirement Plan (Canada)* | 10-Q | 001-14832 | July 28, 2025 | 10.3 |
| 10.20 | Directors' Share Compensation Plan (2008)* | SC TO-I | 005-55523 | October 29, 2012 | (d)(3) |
| 10.21 | Directors' Share Compensation Plan, amended and restated as of July 25, 2013* | 20-F | 001-14832 | March 14, 2014 | 4.16 |
| 10.22 | Directors' Share Compensation Plan, amended and restated as of January 1, 2016* | 20-F | 001-14832 | March 7, 2016 | 4.22 |
| 10.23 | Directors' Share Compensation Plan, amended and restated as of January 1, 2019* | 20-F | 001-14832 | March 11, 2019 | 4.27 |
| 10.24 | Form of Indemnification Agreement* | 10-Q | 001-14832 | July 28, 2025 | 10.7 |
| 10.25 | Revolving Trade Receivables Purchase Agreement, dated as of March 6, 2020, among Celestica LLC, Celestica Holdings Pte Ltd., Celestica Hong Kong Ltd., Celestica (Romania) S.R.L., Celestica Japan KK, Celestica Oregon LLC, Celestica Precision Machining Ltd., Celestica Electronics (M.) Sdn. Bhd, and Celestica International LP, as Sellers, Celestica Inc., as Servicer, and Credit Agricole Corporate and Investment Bank, New York Branch and Credit Agricole Corporate and Investment Bank (Canada Branch), as Purchasers | 20-F | 001-14832 | March 16, 2020 | 4.22 |
| 10.26 | First Amendment to the Revolving Trade Receivables Purchase Agreement, dated as of February 4, 2022, among Celestica LLC, Celestica Holdings Pte Ltd., Celestica Hong Kong Ltd., Celestica (Romania) S.R.L., Celestica Japan KK, Celestica Oregon LLC, Celestica Electronics (M.) Sdn. Bhd, Celestica Precision Machining Ltd., and Celestica International LP, as Sellers, Celestica Inc., as Servicer, and Credit Agricole Corporate and Investment Bank, New York Branch and Credit Agricole Corporate and Investment Bank (Canada Branch), as Purchasers | 20-F | 001-14832 | March 14, 2022 | 4.24 |
| Incorporated by Reference · FiledHerewith | ||||||
|---|---|---|---|---|---|---|
| ExhibitNumber · Description · Form · File No. · Filing Date · Exhibit No. | ||||||
| 10.27 | Second Amendment to the Revolving Trade Receivables Purchase Agreement, dated as of September 27, 2022, among Celestica LLC, Celestica Holdings Pte Ltd., Celestica Hong Kong Ltd., Celestica (Romania) S.R.L., Celestica Japan KK, Celestica Oregon LLC, Celestica Electronics (M.) Sdn. Bhd, Celestica Precision Machining Ltd., and Celestica International LP, as Sellers, Celestica Inc., as Servicer, and Credit Agricole Corporate and Investment Bank, New York Branch and Credit Agricole Corporate and Investment Bank (Canada Branch), as Purchasers | 20-F | 001-14832 | March 13, 2023 | 4.21 | |
| 10.28 | Amended and Restated Credit Agreement, dated as of June 20, 2024, made by and among Celestica Inc., an Ontario corporation, Celestica International LP, an Ontario limited partnership, and Celestica (USA) Inc., a Delaware corporation, as Borrowers, certain subsidiaries of Celestica Inc. from time to time party thereto, as Guarantors, each Lender from time to time party thereto, and Bank of America, N.A., as Administrative Agent, Swing Line Lender, and an L/C issuer† | 6-K | 001-14832 | June 25, 2024 | 99.1 | |
| 10.29 | First Omnibus Amendment to Amended and Restated Credit Agreement and Omnibus Deed of Pledge, dated as of February 17, 2026, made by and between Celestica Inc., Celestica International LP and Celestica (USA) Inc., as Borrowers, certain subsidiaries of Celestica Inc. party thereto, as Guarantors, each Lender party thereto, and Bank of America, N.A., as Administrative Agent† | X | ||||
| 19.1 | Insider Trading Policy | 10-K | 001-14832 | March 3, 2025 | 19.1 | |
| 21.1 | Subsidiaries of Registrant | X | ||||
| 23.1 | Consent of KPMG LLP, independent registered public accounting firm | X | ||||
| 24.1 | Power of Attorney (see signature page) | X | ||||
| 31.1 | Principal Executive Officer Certification pursuant to Rule 13(a)-14(a) | X | ||||
| 31.2 | Principal Financial Officer Certification pursuant to Rule 13(a)-14(a) | X | ||||
| 32.1 | Certification required by Rule 13a-14(b) and Section 1350 of Chapter 63 of Title 18 of the United States Code** | X | ||||
| 97.1 | Clawback Policy | 20-F | 001-14832 | March 11, 2024 | 97.1 | |
| Incorporated by Reference | FiledHerewith | |||||
| ExhibitNumber | Description | Form | File No. | Filing Date | Exhibit No. | |
| 101.INS | XBRL Instance Document - the instance document does not appear in the Interactive data File because its XBRL tags are embedded within the Inline XBRL document | X | ||||
| 101.SCH | Inline XBRL Taxonomy Extension Schema Document | X | ||||
| 101.CAL | Inline XBRL Taxonomy Extension Calculation Linkbase Document | X | ||||
| 101.DEF | Inline XBRL Taxonomy Extension Definition Linkbase Document | X | ||||
| 101.LAB | Inline XBRL Taxonomy Extension Label Linkbase Document | X | ||||
| 101.PRE | Inline XBRL Taxonomy Extension Presentation Linkbase Document | X | ||||
| 104 | Cover Page Interactive Data File - formatted as Inline XBRL and contained in Exhibit 101 | X | ||||
- Management contract or compensatory plan
** Will not be deemed "filed" for purposes of Section 18 of the U.S. Exchange Act, or otherwise subject to the liability of Section 18 of the U.S. Exchange Act, and will not be incorporated by reference into any filing under the U.S. Securities Act, or the U.S. Exchange Act, except to the extent that the registrant specifically incorporates it by reference.
† Certain portions of this exhibit have been omitted because they are both: (i) not material; and (ii) of the type that the registrant treats as private or confidential.
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