Ingevity Corp
For the period ended Sep 30, 2025. Filed Nov 6, 2025.
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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
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
| ☒ | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
|---|
For the quarterly period ended September 30, 2025
OR
| ☐ | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
|---|
Commission File Number:001-37586
(Exact name of registrant as specified in its charter)
| Delaware | 47-4027764 | ||
|---|---|---|---|
| (State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.) | ||
| 4920 O'Hear Avenue Suite 400 | North Charleston | South Carolina | 29405 |
| (Address of principal executive offices) | (Zip code) | ||
843-740-2300
(Registrant’s telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
|---|---|---|
| Common Stock ($0.01 par value) | NGVT | New York Stock Exchange |
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x Noo
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that registrant was required to submit such files). Yes x Noo
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See definitions of "large accelerated filer," "accelerated filer," "smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act.
| Large accelerated filer | ☒ | Accelerated filer | ☐ |
|---|---|---|---|
| Non-accelerated filer | ☐ | Smaller reporting company | ☐ |
| Emerging growth company | ☐ | ||
If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements. o
Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b). o
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o
Indicate by check mark whether the Registrant is a shell company (as defined by Rule 12b-2 of the Exchange Act). Yes☐ Nox
The registrant had 35,964,032 shares of common stock, $0.01 par value, outstanding at November 3, 2025.
Ingevity Corporation
INDEX
| Page No. | ||
|---|---|---|
| PART I - FINANCIAL INFORMATION | 3 | |
| Item 1. Financial Statements | 3 | |
| Condensed Consolidated Statements of Operations | 3 | |
| Condensed Consolidated Statements of Comprehensive Income (Loss) | 4 | |
| Condensed Consolidated Balance Sheets | 5 | |
| Condensed Consolidated Statements of Cash Flows | 6 | |
| Notes to the Condensed Consolidated Financial Statements | 7 | |
| Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations | 34 | |
| Item 3. Quantitative and Qualitative Disclosures About Market Risk | 51 | |
| Item 4. Controls and Procedures | 53 | |
| PART II - OTHER INFORMATION | 54 | |
| Item 1. Legal Proceedings | 54 | |
| Item 1A. Risk Factors | 54 | |
| Item 2. Unregistered Sales of Equity Securities and Use of Proceeds | 55 | |
| Item 3. Defaults Upon Senior Securities | 55 | |
| Item 4. Mine Safety Disclosures | 55 | |
| Item 5. Other Information | 55 | |
| Item 6. Exhibits | 56 | |
| SIGNATURES | 57 | |
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.