STONERIDGE INC
For the period ended Sep 30, 2025. Filed Nov 6, 2025.
View on SEC.govAbout this filing
A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Sep 30, 2025 · Filed Nov 6, 2025
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-06-30; filed 2025-08-06.
0001043337-25-000115
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2025-09-30; filed 2025-11-06.
0001043337-25-000125
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe 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 117 previous paragraphs and 126 current paragraphs.
48 unchanged; 58 reworded; 20 added; 11 removed; 0 previous and 0 current paragraphs rearranged.
Tables are not compared: 11 previous and 11 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 (20)
Current report
Third Quarter Overview
Current report
In addition to tariffs, the U.S. and foreign governments have implemented sanctions, export controls and other restrictions on trade that impact industries around the world, including the automotive industry. For example, China recently implemented restrictions on the export of rare earth materials originating in China (some of which have since been paused for one year), as well as restrictions on the export of certain semiconductors and other electronic components that are used by us and throughout the automotive industry. We are monitoring the potential disruption to automotive industry supply chains as a result of these actions.
Current report
In the second quarter of 2025, we announced a strategic review of the Control Devices segment with the intent to sell the segment. We have incurred incremental costs with third-party advisors of $3.7 million and $4.7 million in the three and nine months ended September 30, 2025. We expect to incur additional costs as we continue to evaluate strategic alternatives.
Current report
Our Control Devices segment net sales decreased $1.5 million because of decreases in our China and North American automotive markets of $2.1 million and $0.8 million, respectively, including the impact of end-of-life production for an actuator product in North America. These decreases were offset by increases in our North American and China commercial vehicle markets of $0.7 million and $0.3 million, respectively.
Current report
Our Stoneridge Brazil segment net sales increased $3.9 million from higher OEM product sales.
Current report
Our Control Devices segment gross margin decreased because of lower contribution from lower sales levels and higher overhead costs for tariffs.
Current report
Our Electronics segment gross margin as a percent of sales decreased compared to the prior year third quarter from lower contribution from lower sales levels and higher overhead spending including tariff costs, depreciation and business realignment offset by lower direct material costs as a percentage of sales from favorable sales mix.
Current report
Our Stoneridge Brazil segment gross margin as a percent of sales increased from the favorable leverage of fixed costs due to higher OEM product sales levels.
Current report
Our Electronics segment operating income increased because of lower D&D expense from higher customer reimbursements and lower SG&A expense from a royalty liability adjustment partially offset by lower contribution from lower sales levels.
Current report
Our Stoneridge Brazil segment net sales increased from higher OEM product sales of $12.6 million partially offset by lower original equipment services sales of $0.8 million and unfavorable foreign currency translation of $2.5 million.
Current report
Our Control Devices segment gross margin decreased primarily because of lower contribution from lower sales and higher business realignment costs of $0.5 million.
Current report
Design and Development. D&D costs decreased by $2.7 million from lower spending in our Control Devices segment for wage and fringe costs. D&D spending in our Electronics segment was consistent with the prior year as lower spending on wages and fringe was offset by lower capitalized software development costs and customer reimbursements.
Current report
Our unallocated corporate operating loss increased due to higher SG&A from higher professional services for review of strategic alternatives. Additionally, business realignment costs increased $1.9 million.
Current report
On November 5, 2025, the Company entered into Amendment No. 2 to the Fifth Amended and Restated Credit Agreement and Consent Agreement (“Amendment No. 2”). Amendment No. 2 amends the Credit Facility and provides for certain covenant relief and restrictions through the Credit Facility's termination date of November 2, 2026. Amendment No. 2 supersedes certain terms of the Credit Facility and Amendment No. 1 beginning November 5, 2025 and ending at the Credit Facility's termination date of November 2, 2026. Amendment No. 2 amends certain Credit Facility terms and provides covenant relief as follows:
Current report
•borrowing capacity is reduced from $275.0 million to $225.0 million;
Current report
•the sale of the Control Devices business (as defined) is a permitted transaction and upon notice will result in the reduction of the Credit Facility commitment, at the lesser of $50.0 million or the net cash proceeds of this transaction;
Current report
•the current minimum interest coverage ratio of 2.5 was extended through the quarter ending March 31, 2026 and increased to 3.5 for the quarter ended June 30, 2026 and thereafter;
Current report
◦if the Control Devices business sale is consummated, the minimum interest coverage ratio will increase to 3.5 as of the last day of the first full quarter ending after the sale and thereafter; and
Current report
•the maximum leverage ratio of 4.5 for the quarter ended September 30, 2025 and 3.5 for the quarter ended December 31, 2025 and thereafter remains unchanged.
Current report
Our Credit Facility matures on November 2, 2026, which is within twelve months of the issuance of the accompanying unaudited condensed consolidated financial statements, and will become current in the fourth quarter of 2025. The Company expects to refinance its Credit Facility. While there can be no assurance that the Company will refinance the current Credit Facility, the Company anticipates that the refinancing will occur prior to the issuance of the financial statements for the year ending December 31, 2025. To the extent the Company is not able to refinance its Credit Facility prior to the issuance of the financial statements for the year ended December 31, 2025, our independent auditors may issue an audit opinion including an explanatory paragraph that indicates there is substantial doubt about our ability to continue as a going concern which would breach a covenant under our Credit Facility which, unless cured, would constitute an event of default thereunder. In such a case, the Company would not expect that it would have sufficient liquidity to repay all of its outstanding indebtedness at such time.
Removed paragraphs (11)
Previous report
Second Quarter Overview
Previous report
Our Stoneridge Brazil segment net sales increased $3.2 million from higher OEM product sales partially offset by unfavorable foreign currency translation of $0.9 million.
Previous report
Our Control Devices segment gross margin increased despite lower sales levels because of lower overhead costs including warranty and depreciation.
Previous report
Our Electronics segment gross margin decreased from the prior year second quarter from lower contribution from lower sales, higher material costs from adverse mix and overhead spending.
Previous report
Our Stoneridge Brazil segment gross margin as a percent of sales decreased primarily due to the sales mix impact of higher expected Stoneridge Brazil OEM sales.
Previous report
Our Electronics segment operating income decreased primarily because of lower contribution from lower sales levels, higher material cost from adverse sales mix, higher overhead spending and higher D&D expense as a result of lower customer reimbursements.
Previous report
Our unallocated corporate operating loss decreased from lower SG&A related to lower incentive compensation and lower D&D related to lower wages and incentive compensation offset by higher professional services for review of strategic alternatives.
Previous report
Our Control Devices segment net sales decreased $17.8 million because of decreases in our North American automotive market of $13.9 million including the impact of expected end-of-life production for an actuator product as well as decreases in our China commercial vehicle and off-highway markets of $4.0 million and $1.8 million, respectively. These decreases were partially offset by volume increases in our China automotive market of $2.8 million.
Previous report
Our Stoneridge Brazil segment net sales increased from higher OEM product sales of $8.3 million partially offset by unfavorable foreign currency translation of $2.8 million.
Previous report
Our Control Devices segment gross margin decreased slightly primarily because of lower contribution from lower sales.
Previous report
Design and Development. D&D costs increased by $0.5 million from higher expense in our Electronics segment as customer reimbursements declined significantly more than spending driven by reduced launch activities offset by lower D&D spending in both our Control Devices and unallocated corporate segments.
Reworded paragraphs (58)
Previous wording
Net loss for the quarter ended June 30, 2025 increased by $12.1 million, or $(0.44) per diluted share, from net income of $2.8 million, or $0.10 per diluted share, for the three months ended June 30, 2024. Net sales decreased by $9.1 million, or 3.8%, compared to the three months ended June 30, 2024, from lower volumes in our North American automotive market, including the expected end-of-life production for an actuator product for our Control Devices segment, and lower volumes in our North American commercial vehicle and European off-highway markets for our Electronics segment. These decreases were offset by higher OEM product sales at Stoneridge Brazil and favorable foreign exchange translation in our Electronics segment. Gross margin as a percent of sales for the quarter ended June 30, 2025 decreased to 21.5% from 22.7% for the three months ended June 30, 2024 due to the sales mix impact of higher expected Stoneridge Brazil OEM sales and lower contribution from lower sales. In addition, non-operating foreign currency losses unfavorably impacted results for the quarter ending June 30, 2025.
Current wording
Net loss for the quarter ended September 30, 2025 increased by $2.3 million, or $(0.08) per diluted share, from net loss of $7.1 million, or $(0.26) per diluted share, for the three months ended September 30, 2024. Net sales decreased by $3.6 million, or 1.7%, compared to the three months ended September 30, 2024, from lower production volumes in our North American and European commercial vehicle markets in our Electronics segment and lower production volumes in our China automotive market in our Control Devices segment. These decreases were offset by higher European off-highway sales in our Electronics segment, OEM product sales at Stoneridge Brazil and North American and China commercial vehicle sales in our Control Devices segment. Net sales were also favorably impacted by foreign exchange translation in our Electronics segment. Gross margin as a percent of sales for the quarter ended September 30, 2025 decreased to 20.3% from 20.8% for the three months ended September 30, 2024 due to generally lower contribution from lower sales mostly in our Electronics segment. SG&A expense increased because of higher professional services related to our ongoing review of strategic alternatives for Control Devices, as announced in the second quarter of 2025, which were mostly offset by lower D&D expense from higher customer reimbursements in our Electronics segment. In addition, non-operating foreign currency losses unfavorably impacted results for the quarter ending September 30, 2025.
Previous wording
Our Control Devices segment net sales decreased by 11.9% compared to the second quarter of 2024 as a result ofdecreases in our North American automotive market, including the expected end-of-life production for an actuator product, as well as decreases in our China commercial vehicle market. These decreases were offset by sales increases in our China automotive market. Segment gross margin as a percentage of sales increaseddue to lower overhead costs including warranty and depreciation. Segment operating income decreased due to lower contribution from lower sales and a 2024 non-recurring commercial settlement gain partially offset by lower D&D spending.
Current wording
Our Control Devices segment net sales decreased by 2.1% compared to the third quarter of 2024 as a result ofdecreases in our China and North American automotive markets, including the impact of end-of-life production for an actuator product in North America. These decreases were offset by sales increases in our North American and China commercial vehicle markets. Segment gross margin as a percentage of sales decreaseddue to unfavorable leverage of fixed costs from lower sales levels and higher overhead spending for tariffs. Segment operating income decreased due to lower gross margin partially offset by lower D&D spending.
Previous wording
Our Electronics segment net sales decreased by 1.9% compared to the second quarter of 2024 primarily due to lower sales volumes in our North American commercial vehicle market. We also experienced lower sales volumes in our European and North American off-highway vehicle markets. These decreases were offset by higher sales in our European commercial vehicle market, partially due to the on-going ramp-up of a recently launched European MirrorEye® OEM program, and a favorable impact of foreign currency translation. Segment gross margin as a percent of sales decreased compared to the prior year second quarter from lower contribution from lower sales and higher material cost from adverse mix and overhead spending. Operating income for the segment decreased compared to the second quarter of 2024 because of lower gross profit and higher D&D expense from lower customer reimbursements as a result of reduced launch activities.
Current wording
Our Electronics segment net sales decreased by 4.7% compared to the third quarter of 2024 primarily due to lower production volumes in our North American and European commercial vehicle markets. These decreases were offset by higher sales in our European off-highway vehicle market and a favorable impact of foreign currency translation. Segment gross margin as a percent of sales decreased compared to the prior year third quarter from lower contribution from lower sales levels, higher business realignment costs and higher overhead spending, including tariff costs and depreciation, offset by lower direct material costs as a percentage of sales due to favorable sales mix. Operating income for the segment increased compared to the third quarter of 2024 because of lower SG&A expense resulting from a royalty liability adjustment and lower D&D expense from higher customer reimbursements partially offset by lower contribution from lower sales levels.
Previous wording
Our Stoneridge Brazil segment net sales increased by 27.6% compared to the second quarter of 2024 primarily from higher OEM product sales offset by unfavorable foreign currency translation. Operating income increased due tohigher contribution from higher sales levels.
Current wording
Our Stoneridge Brazil segment net sales increased by 29.7% compared to the third quarter of 2024 primarily from higher OEM product sales. Operating income increased due tohigher contribution from higher sales levels.
Previous wording
In the second quarter of 2025, SG&A expenses increased by $1.0 million compared to the second quarter of 2024 driven primarily by higherp rofessional services for review of strategic alternatives and a 2024 non-recurring commercial settlement gain being offset by lower incentive compensation.
Current wording
In the third quarter of 2025, SG&A expenses increased by $5.1 million compared to the third quarter of 2024 driven primarily by higherp rofessional services for the previously announced review of strategic alternatives related to the Control Devices segment, higher incentive compensation and higher wages offset by a royalty liability adjustment and a 2024 non-recurring commercial settlement gain.
Previous wording
In the second quarter of 2025, D&D costs increased by $0.2 million compared to the prior year second quarter from higher expense in our Electronics segment as a result of lower customer reimbursements driven by reduced launch activities offset by lower D&D spending in our Control Devices segment.
Current wording
In the third quarter of 2025, D&D costs decreased by $3.2 million compared to the prior year third quarter from lower expense in our Electronics segment as a result of higher customer reimbursements offset by higher business realignment costs mostly in unallocated corporate.
Previous wording
At June 30, 2025 and December 31, 2024, we had cash and cash equivalents balances primarily held at our foreign locations of $49.8 million and $71.8 million, respectively, and we had $164.4 million and $201.6 million, respectively, in borrowings outstanding on our Credit Facility. The 2025 decrease in cash and cash equivalents was mostly caused by repayments of Credit Facility borrowings from the repatriation of cash and cash equivalents at foreign locations.
Current wording
At September 30, 2025 and December 31, 2024, we had cash and cash equivalents balances primarily held at our foreign locations of $54.0 million and $71.8 million, respectively, and we had $170.2 million and $201.6 million, respectively, in borrowings outstanding on our Credit Facility. The 2025 decrease in cash and cash equivalents was mostly caused by repayments of Credit Facility borrowings from the repatriation of cash and cash equivalents at foreign locations.
Previous wording
The Company believes that focusing on products that address industry megatrends has had and will continue to have a positive effect on both our top-line growth and financial performance. Expanding on our existing product portfolio and technology platforms with advanced capabilities, applications and data services is core to our long-term strategy. We are continuing to develop safety, vehicle intelligence and connectivity based products, such as our OEM MirrorEye® programs in North America and Europe as well as our next generation tachograph in Europe. As a result of executing our long-term strategy, we have received significant new OEM program awards in both our Electronics and Stoneridge Brazil businesses in the second quarter of 2025.
Current wording
The Company believes that focusing on products that address industry megatrends has had and will continue to have a positive effect on both our top-line growth and financial performance. Expanding on our existing product portfolio and technology platforms with advanced capabilities, applications and data services is core to our long-term strategy. We are continuing to develop safety, vehicle intelligence and connectivity based products, such as our OEM MirrorEye® programs in North America and Europe. As a result of executing our long-term strategy, we have received significant new OEM program awards in all of our segments in 2025.
Previous wording
In April 2025, the U.S. government announced additional tariffs on various goods imported to the U.S. and other countries announced reciprocal tariffs on goods imported to such countries, including goods used by or manufactured by Stoneridge. Some of these additional tariffs have been implemented and others have been conditionally paused, and it is reasonably possible that new or additional tariffs will be periodically announced given the current global trade environment. We continue to monitor and evaluate the direct and indirect impacts of these tariffs as well as heightened global trade disputes.
Current wording
In April 2025, the U.S. government announced additional tariffs on various goods imported to the U.S. and other countries announced reciprocal tariffs on goods imported to such countries, including goods used by or manufactured by the Company. Some of these additional tariffs have been implemented and others have been conditionally paused, and it is reasonably possible that new or additional tariffs will be periodically announced given the current global trade environment. We continue to monitor and evaluate the direct and indirect impacts of these tariffs as well as heightened global trade disputes.
Previous wording
Our business model of manufacturing by regions for the regions limits the global impact of certain trade restrictions and tariffs. Our primary tariff exposure relates to our Mexico operations that sell products into the U.S., most of which are exempt under the provisions of the United States-Mexico-Canada Agreement. Further, the majority of our supply components are not subject to the additional tariffs or are compliant with exceptions. We are taking and will continue to take actions to mitigate any direct and indirect impacts of new or additional tariffs, including directly or indirectly passing the additional costs through to our customers. However, these matters are changing rapidly and there is significant uncertainty as to how long and to what degree that the Company and the global transportation industry will be impacted by these new or additional tariffs, the adverse global trade environment and the resulting economic uncertainty.
Current wording
Our business model of manufacturing by regions for the regions limits the global impact of certain trade restrictions and tariffs. Our primary tariff exposure relates to our Mexico and Brazilian operations that sell products into the U.S., most of which are exempt under the provisions of the United States-Mexico-Canada Agreement. Further, the majority of our supply components are not subject to the additional tariffs or are compliant with exceptions. We are taking and will continue to take actions to mitigate any direct and indirect impacts of new or additional tariffs, including directly or indirectly passing the additional costs through to our customers. However, these matters are changing rapidly and there is significant uncertainty as to how long and to what degree that the Company and the global transportation industry will be impacted by these new or additional tariffs, the adverse global trade environment, and the resulting economic uncertainty.
Previous wording
Based on IHS Market production forecasts, the North American automotive market is expected to decrease from 15.5 million units in 2024 to 14.9 million units in 2025. In our Control Devices segment, we remain focused on drivetrain agnostic technologies to drive new business awards as the market continues to evolve. However, we expect lower sales in 2025 related to both lower automotive market production levels and the impact of lower end-of-life production for an actuator product. We expect continued volatility in our end markets as uncertainty remains related to the market’s response to tariff policies. We continue to focus on operational excellence and enterprise-wide cost reduction, including material cost reduction plans, to continue to drive margin improvement going-forward.
Current wording
Based on IHS Market production forecasts, the North American automotive market is expected to decrease from 15.4 million units in 2024 to 15.1 million units in 2025. In our Control Devices segment, we remain focused on drivetrain agnostic technologies to drive new business awards as the market continues to evolve. However, we expect lower sales in 2025 related to both lower automotive market production levels and the impact of lower end-of-life production for an actuator product. We expect continued volatility in our end markets as uncertainty remains related to the market’s response to tariff policies. We continue to focus on operational excellence and enterprise-wide cost reduction, including material cost reduction plans, to continue to drive margin improvement going-forward.
Previous wording
Based on the IHS Market 2025 production forecasts published in August 2025, the European and North American commercial vehicle end market volumes are forecasted to increase 2.9% and decrease 17.6%, respectively. In 2025 and over the long-term, we expect our Electronics’ segment sales to outperform forecasted changes in production volumes due to strong demand for our next generation tachograph in Europe and the impact of ongoing launches of our OEM MirrorEye programs in North America and Europe. We expect continued growth in MirrorEye as we launch and ramp up new and existing OEM programs in both North America and Europe, and MirrorEye systems becomes standard on key truck platforms for existing OEM programs.
Current wording
Based on the IHS Market 2025 production forecasts published in November 2025, the European and North American commercial vehicle end market volumes are forecasted to decrease 6.4% and 27.7%, respectively. In 2025 and over the long-term, we expect our Electronics’ segment sales to outperform forecasted changes in production volumes due to the impact of ongoing launches of our OEM MirrorEye programs in North America and Europe. We expect continued growth in MirrorEye as we launch and ramp up new and existing OEM programs in both North America and Europe, and MirrorEye systems becomes standard on key truck platforms for existing OEM programs.
Previous wording
In 2025, we expect net D&D spend to slightly decrease driven by a shift to spending for the development of next generation products, opposed to product launch related spend. As a result of reduced launch activities, we expect lower customer reimbursements and capitalization of software development costs. We continue to evaluate and optimize our engineering footprint to enhance capabilities and capacity for the most efficient return on our engineering spend, including increasing the utilization of our Stoneridge Brazil engineering resources to support Electronics segment projects.
Current wording
In 2025, we expect net D&D spend to decrease driven by a shift to spending for the development of next generation products, opposed to product launch related spend. As a result of reduced launch activities, we expect lower customer reimbursements and capitalization of software development costs. We continue to evaluate and optimize our engineering footprint to enhance capabilities and capacity for the most efficient return on our engineering spend, including increasing the utilization of our Stoneridge Brazil engineering resources to support Electronics segment projects.
Previous wording
In April 2025, the International Monetary Fund forecasted the Brazil gross domestic product to grow 2.0% in 2025, a decline from forecasted growth of 3.0% in 2024. We expect our served market channels to remain relatively stable in 2025 based on current market and economic conditions. In addition, we expect Stoneridge Brazil's OEM channel sales to continue to grow significantly based on the ramp-up of existing programs and new awards. As we continue to align our global engineering capabilities and footprint, we expect to further expand our Brazilian engineering center.
Current wording
In October 2025, the International Monetary Fund forecasted the Brazil gross domestic product to grow 2.4% in 2025, a decline from forecasted growth of 3.0% in 2024. We expect our served market channels to remain relatively stable in 2025 based on current market and economic conditions. However, we expect Stoneridge Brazil's OEM channel sales to continue to grow significantly based on the ramp-up of existing programs and new awards. As we continue to align our global engineering capabilities and footprint, we expect to further expand our Brazilian engineering center.
Previous wording
A significant portion of our sales are outside of the United States. These sales are generated by our non-U.S. based operations, and therefore, movements in foreign currency exchange rates can have a significant effect on our results of operations, which are presented in U.S. dollars. A significant portion of our raw materials purchased by our Electronics and Stoneridge Brazil segments are denominated in U.S. dollars, and therefore movements in foreign currency exchange rates can also have a significant effect on our results of operations. In the second quarter of 2025, the U.S. Dollar weakened against the Swedish krona unfavorably impacting our reported results.
Current wording
A significant portion of our sales are outside of the United States. These sales are generated by our non-U.S. based operations, and therefore, movements in foreign currency exchange rates can have a significant effect on our results of operations, which are presented in U.S. dollars. A significant portion of our raw materials purchased by our Electronics and Stoneridge Brazil segments are denominated in U.S. dollars, and therefore movements in foreign currency exchange rates can also have a significant effect on our results of operations. In the third quarter of 2025, the U.S. Dollar weakened against the euro, Mexican peso and Swedish krona unfavorably impacting our reported results.
Previous wording
We regularly evaluate the performance of our businesses and their cost structures, including personnel, and make necessary changes thereto in order to optimize our results. We also evaluate the required skill sets of our personnel and periodically make strategic changes. As a consequence of these actions, we incur severance and resignation related costs that we refer to as business realignment charges. Business realignment costs of $1.7 million and$1.9 million were incurred in the three months ended June 30, 2025 and 2024, respectively. We incurred $1.4 million and $3.0 million in business realignment costs in the three and six months ended June 30, 2025, respectively, related to operational efficiency initiatives at our Juarez facility, which we expect will result in cost savings for direct and indirect labor and a more efficient overall operating structure. We expect to incur additional realignment costs related to this initiative and others in the remainder of 2025.
Current wording
We regularly evaluate the performance of our businesses and their cost structures, including personnel, and make necessary changes thereto to optimize our results. We also evaluate the required skill sets of our personnel and periodically make strategic changes. Because of these actions, we incur severance and resignation related costs that we refer to as business realignment charges. Business realignment costs of $2.1 million and$0.3 million were incurred in the three months ended September 30, 2025 and 2024, respectively. We incurred $1.0 million and $4.0 million in business realignment costs in the three andnine months ended September 30, 2025, respectively, related to operational efficiency initiatives at our Juarez facility, which we expect will result in cost savings for direct and indirect labor and a more efficient overall operating structure. We may incur additional realignment costs in the future.
Previous wording
Our Electronics segment net sales decreased $2.8 million because of lower customer production volumes in our North American commercial, European off-highway and North American off-highway vehicle markets of $8.0 million, $2.2 million and $0.7 million, respectively, partially mitigated by higher MirrorEye sales, including the ramp-up of European OEM program. We experienced higher sales volumes in our European commercial vehicle market of $1.9 million. Net sales in the second quarter of 2025 were favorably impacted by euro and Swedish krona foreign currency translation of $7.0 million compared to the prior year quarter.
Current wording
Our Electronics segment net sales decreased $6.0 million because of lower customer production volumes in our North American and European commercial vehicle markets of $14.5 million and $2.6 million respectively. These decreases were offset by an increase in our European off-highway vehicle market of $5.3 million. Net sales in the third quarter of 2025 were favorably impacted by euro and Swedish krona foreign currency translation of $5.7 million compared to the prior year quarter.
Previous wording
The decrease in North American net sales was mostly attributable to a decrease in sales volume in our commercial vehicle, automotive and off-highway markets of $14.6 million, $13.9 million and $4.3 million, respectively. The decrease in our North American automotive market was primarily caused by lower customer volumes and the expected end-of-life production of an actuator product.
Current wording
The decrease in North American net sales was mostly attributable to a decrease in sales volume in our commercial vehicle market of $13.8 million.
Previous wording
The increase in net sales in South America was from higher OEM product sales of $8.3 million partially offset by unfavorable foreign currency translation of $2.8 million.
Current wording
The increase in net sales in South America was from higher OEM product sales of $4.4 million.
Previous wording
The increase in net sales in Europe and Other was due to increases in volumes in our European commercial vehicle and China automotive markets of $1.9 million and $1.6 million, respectively, offset by decreases in our European off-highway and China commercial vehicle markets of $2.2 million and $2.1 million, respectively. Net sales were also impacted by a favorable foreign currency translation of $7.0 million.
Current wording
The increase in net sales in Europe and Other was due to increases in volumes in our European off-highway and China commercial vehicle markets of $5.3 million and $0.5 million, respectively, offset by decreases in our European commercial vehicle and China automotive markets of $2.6 million and $2.1 million, respectively. Net sales were also impacted by a favorable foreign currency translation of $5.7 million.
Previous wording
Cost of Goods Sold and Gross Margin. Cost of goods sold decreased compared to the second quarter of 2024 and our gross margin decreased to 21.5% in the second quarter of 2025 from 22.7% in the second quarter of 2024. Our material cost as a percentage of net sales increased to 57.1% in the second quarter of 2025 from 55.9% in the second quarter of 2024. The increase in material cost percentage was due to higher material costs including unfavorable foreign exchange related variances. Overhead as a percentage of net sales remained consistent at 16.7% for the second quarter of 2025 and 2024, respectively.
Current wording
Cost of Goods Sold and Gross Margin. Cost of goods sold decreased compared to the third quarter of 2024 and our gross margin decreased to 20.3% in the third quarter of 2025 from 20.8% in the third quarter of 2024. Our material cost as a percentage of net sales decreased to 55.1% in the third quarter of 2025 from 57.2% in the third quarter of 2024. The decrease in material cost percentage was due to favorable sales mix mostly in our Electronics segment. Overhead as a percentage of net sales increased from 17.3% in the third quarter of 2024 to 19.7% in the third quarter of 2025 due to unfavorable leverage of fixed costs, higher tariffs, depreciation and business realignment costs in our Electronics and Control Devices segments.
Previous wording
Selling, General and Administrative. SG&A expenses increased by $1.0 million primarily because of higherp rofessional services for review of strategic alternatives and a 2024 non-recurring commercial settlement gain being offset by lower incentive compensation.
Current wording
Selling, General and Administrative. SG&A expenses increased by $5.1 million primarily because of higherp rofessional services for review of strategic alternatives, higher incentive compensation and higher wages which were partially offset by a non-recurring royalty liability adjustment and a 2024 non-recurring commercial settlement gain.
Previous wording
Design and Development. D&D costs increased by $0.2 million compared to the second quarter of 2024 from higher expense in our Electronics segment as a result of lower customer reimbursements driven by reduced launch activities offset by lower D&D spending in our Control Devices segment.
Current wording
Design and Development. D&D costs decreased by $3.2 million compared to the third quarter of 2024 from lower expense in our Electronics segment as a result of higher customer reimbursements offset by higher business realignment costs mostly in unallocated corporate of $0.6 million.
Previous wording
Our Control Devices segment operating income decreased because of lower contribution from lower sales levels and a 2024 non-recurring commercial settlement gain offset by lower D&D spending.
Current wording
Our Control Devices segment operating income decreased because of lower contribution from lower sales levels and higher overhead costs for tariffs offset by lower D&D spending.
Previous wording
Our unallocated corporate operating loss increased slightly due to higher SG&A related to higher professional services and business realignment costs offset by lower incentive compensation as well as lower D&D spending.
Current wording
Our unallocated corporate operating loss increased from higher SG&A related to higher professional services for review of strategic alternatives and higher incentive compensation as well as higher D&D related to higher business realignment costs and professional services.
Previous wording
Our North American operating loss increased due to lower contribution from lower sales levels, a 2024 non-recurring commercial settlement gain andhigher professional services offset by lower incentive compensation and D&D spending. Operating income in South America increased due to higher contribution from higher OEM sales levels. Our operating results in Europe and Other decreased because of higher material costs from adverse sales mix, higher overhead spending and higher D&D expense as a result of lower customer reimbursements.
Current wording
Our North American operating loss increased due to lower contribution from lower sales levels, higher SG&A for professional services and incentive compensation and D&D spending. Operating income in South America increased due to higher contribution from higher OEM sales levels. Our operating results in Europe and Other increased because of lower D&D expense from higher customer reimbursements, lower SG&A expense from a royalty liability adjustment partially offset by lower gross margin.
Previous wording
Interest Expense, net. Interest expense, net was $3.1 million and $3.8 million for the three months ended June 30, 2025 and 2024, respectively. The decrease for the quarter ended June 30, 2025, was the result of lower Credit Facility interest rates.
Current wording
Interest Expense, net. Interest expense, net was $3.8 million and $3.6 million for the three months ended September 30, 2025 and 2024, respectively. The increase for the quarter ended September 30, 2025, was the result of higher Credit Facility interest rates being offset by lower outstanding Credit Facility borrowings.
Previous wording
Equity in (Earnings) Loss of Investee. Equity (earnings) loss for Autotech Fund II was $(0.3) million and $0.3 million for the six months ended June 30, 2025 and 2024, respectively.
Current wording
Equity in Loss of Investee. Equity loss for Autotech Fund II was $0.2 million and $0.8 million for the three months ended September 30, 2025 and 2024, respectively.
Previous wording
Other Expense (Income), net. We record certain foreign currency transaction (gains) losses as a component of other expense (income), net on the condensed consolidated statement of operations. Other expense (income), net of $3.4 million increased by $5.7 million compared to the second quarter of 2024 due to foreign currency transaction losses in our Electronics and Control Devices segments from the weakening of the U.S. dollar.
Current wording
Other Expense (Income), net. We record certain foreign currency transaction (gains) losses as a component of other expense (income), net on the condensed consolidated statement of operations. Other expense, net of $2.4 million increased by $2.8 million compared to the third quarter of 2024 due to foreign currency transaction losses in our Electronics and Control Devices segments from the weakening of the U.S. dollar.
Previous wording
Provision (Benefit) for Income Taxes. For the three months ended June 30, 2025, income tax expense of $0.2 million was attributable to the mix of earnings among tax jurisdictions, foreign withholding taxes and tax credits and incentives offset by U.S. taxes on foreign earnings. The effective tax rate of (2.7)% varies from the statutory tax rate primarily due to foreign withholding taxes and tax credits and incentives offset by U.S. taxes on foreign earnings.
Current wording
(Benefit) Provision for Income Taxes. For the three months ended September 30, 2025, income tax benefit of $0.3 million was attributable to the mix of earnings among tax jurisdictions and tax credits and incentives offset by U.S. taxes on foreign earnings. The effective tax rate of 3.5% varies from the statutory tax rate primarily due to tax credits and incentives offset by U.S. taxes on foreign earnings.
Previous wording
For the three months ended June 30, 2024, income tax benefit of $0.9 million was attributable to the mix of earnings among tax jurisdictions and U.S. taxes on foreign earnings, offset by tax losses for which no benefit is recognized due to valuation allowances in certain jurisdictions. The effective tax rate of (50.6)% varies from the statutory tax rate primarily due to U.S. taxes on foreign earnings offset by the impact of tax losses for which no benefit is recognized due to valuation allowances in certain jurisdictions.
Current wording
For the three months ended September 30, 2024, income tax expense of $3.4 million was attributable to the mix of earnings among tax jurisdictions and tax losses for which no benefit is recognized due to valuation allowances in certain jurisdictions, offset by U.S. taxes on foreign earnings. The effective tax rate of (93.3)% varies from the statutory tax rate primarily due to the impact of tax losses for which no benefit is recognized due to valuation allowances in certain jurisdictions, offset by U.S. taxes on foreign earnings.
Previous wording
Six Months Ended June 30, 2025 Compared to Six Months Ended June 30, 2024
Current wording
Nine Months Ended September 30, 2025 Compared to Nine Months Ended September 30, 2024
Previous wording
Our Control Devices segment net sales decreased $9.5 million because of decreases in our North American automotive market of $8.9 million including the impact of expected end-of-life production for an actuator product as well a decrease in our China commercial vehicle market of $2.3 million. These decreases were partially offset by volume increases in our China automotive market of $1.6 million.
Current wording
Our Control Devices segment net sales decreased $19.3 million because of decreases in our North American automotive market of $15.3 million including the impact of end-of-life production for an actuator product as well as a decrease in our China automotive market of $3.8 million.
Previous wording
Our Electronics segment net sales decreased $17.8 million because of lower customer production volumes in our North American and European commercial vehicle markets of $15.9 million and $3.6 million, respectively, partially mitigated by higher MirrorEye sales, including the ramp-up of a recently launched European OEM program and higher aftermarket sales forour next generation tachograph. We also experienced lower sales volumes in our North American off-highway vehicle market of $2.4 million. Net sales in 2025 were favorably impacted by euro and Swedish krona foreign currency translation of $4.3 million compared to the prior year.
Current wording
Our Electronics segment net sales decreased $23.8 million because of lower customer production volumes in our North American and European commercial vehicle markets of $30.4 million and $6.2 million, respectively, partially mitigated by higher MirrorEye sales, including the ramp-up of a recently launched European OEM program and higher aftermarket sales forour next generation tachograph. We also experienced lower sales volumes in our North American off-highway vehicle market of $2.4 million. These decreases were partially offset by an increase in our European off-highway market of $5.6 million. Net sales in 2025 were favorably impacted by euro and Swedish krona foreign currency translation of $9.9 million compared to the prior year.
Previous wording
The decrease in North American net sales was mostly attributable to a decrease in sales volume in our automotive, commercial vehicle and off-highway markets of $8.9 million, $7.2 million and $0.3 million, respectively. The decrease in our North American automotive market was primarily caused by lower customer volumes and the expected end-of-life production of an actuator product.
Current wording
The decrease in North American net sales was mostly attributable to a decrease in customer production volumes in our commercial vehicle, automotive and off-highway markets of $28.5 million, $15.3 million and $4.1 million, respectively. The decrease in our North American automotive market was primarily caused by lower customer volumes and the impact of end-of-life production of an actuator product.
Previous wording
The increase in net sales in South America was from higher OEM product sales of $4.1 million partially offset by unfavorable foreign currency translation of $0.9 million.
Current wording
The increase in net sales in South America was from higher OEM product sales of $12.6 million partially offset by lower OE services sales of $0.8 million and unfavorable foreign currency translation of $2.5 million.
Previous wording
The decrease in net sales in Europe and Otherwas due to decreases in customer production volumes in our China and European commercial vehicle markets of $4.0 million and $3.6 million, respectively, offset by an increase in our China automotive market of $2.8 million. Net sales were also impacted by a favorable foreign currency translation of $4.1 million.
Current wording
The increase in net sales in Europe and Otherwas due to increases in customer production volumes in our European off-highway and China commercial vehicle markets of $5.6 million and $0.5 million, respectively, offset by decreases in our European commercial vehicle and China automotive markets of $6.2 million and $3.8 million, respectively. Net sales were also impacted by a favorable foreign currency translation of $9.8 million.
Previous wording
Cost of Goods Sold and Gross Margin. Cost of goods sold decreased compared to the six months ended June 30, 2024 and our gross margin remained consistent at 21.4% in the first six months of 2025 and 2024. Our material cost as a percentage of net sales decreased from 57.4% in the first six months of 2024 to 56.7% in the first six months of 2025. The decrease in material cost percentage was due tolower material costs from favorable foreign exchange related variances. Overhead as a percentage of net sales was 17.3% and 16.5% for the first six months of 2025 and 2024, respectively. The increase in overhead as a percentage of sales was attributable to lower sales as overhead spending slightly declined from lower warranty and depreciation compared with the prior year.
Current wording
Cost of Goods Sold and Gross Margin. Cost of goods sold decreased compared to the nine months ended September 30, 2024 and our gross margin decreased to 21.0% in 2025 from 21.2% in the first nine months 2024. Our material cost as a percentage of net sales decreased from 57.3% in the first nine months of 2024 to 56.2% in the first nine months of 2025. The decrease in material cost percentage was due tolower material costs from favorable foreign exchange related variances. Overhead as a percentage of net sales was 18.0% and 16.7% for the first nine months of 2025 and 2024, respectively. The increase in overhead as a percentage of sales was attributable to unfavorable fixed cost leverage from lower sales levels, higher tariffs and higher business realignment costs of $2.2 million.
Previous wording
Our Electronics segment gross margin decreased because of lower contribution from lower sales and higher overhead spending, including business realignment costs.
Current wording
Our Electronics segment gross margin decreased because of lower contribution from lower sales and higher overhead spending, including higher tariffs and higher business realignment costs of $1.7 million.
Previous wording
Our Stoneridge Brazil segment gross margin as a percent of sales decreased due to the sales mix impact of higher expected OEM sales offset by higher contribution from higher sales levels.
Current wording
Our Stoneridge Brazil segment gross margin as a percent of sales decreased due to the unfavorable sales mix impact of higher OEM product sales offset by higher contribution from higher sales levels.
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