# Genuine Parts Co: Form 10-Q for the period ended Mar 31, 2024

- Company: [Genuine Parts Co](/companies/gpc.md) (CIK 40987)
- Form: 10-Q
- Filed: 2024-04-18
- Accepted by EDGAR: Apr 18, 2024, 14:17 ET
- Period: 2024-03-31
- Accession: 0000040987-24-000068
- Inline XBRL: yes
- Main document: https://www.sec.gov/Archives/edgar/data/40987/000004098724000068/gpc-20240331.htm
- All documents and exhibits: https://www.sec.gov/Archives/edgar/data/40987/000004098724000068/

## Figures reported in this filing

Standardized XBRL line items for the period ended 2024-03-31.

| Line item | Period | Value | XBRL concept |
| --- | --- | ---: | --- |
| Revenue | 3 months, 2024-01-01 to 2024-03-31 | $5.78bn | us-gaap:RevenueFromContractWithCustomerExcludingAssessedTax |
| Cost of revenue | 3 months, 2024-01-01 to 2024-03-31 | $3.71bn | us-gaap:CostOfGoodsAndServicesSold |
| Gross profit | 3 months, 2024-01-01 to 2024-03-31 | $2.07bn | us-gaap:GrossProfit |
| Selling, general and administrative | 3 months, 2024-01-01 to 2024-03-31 | $1.57bn | us-gaap:SellingGeneralAndAdministrativeExpense |
| Interest expense | 3 months, 2024-01-01 to 2024-03-31 | $17.7m | us-gaap:InterestExpense |
| Income tax | 3 months, 2024-01-01 to 2024-03-31 | $76.3m | us-gaap:IncomeTaxExpenseBenefit |
| Net income | 3 months, 2024-01-01 to 2024-03-31 | $248.9m | us-gaap:NetIncomeLoss |
| Diluted EPS | 3 months, 2024-01-01 to 2024-03-31 | $1.78 | us-gaap:EarningsPerShareDiluted |
| Basic EPS | 3 months, 2024-01-01 to 2024-03-31 | $1.79 | us-gaap:EarningsPerShareBasic |
| Diluted shares (weighted) | 3 months, 2024-01-01 to 2024-03-31 | 140,096,000 shares | us-gaap:WeightedAverageNumberOfDilutedSharesOutstanding |
| Operating cash flow | 3 months, 2024-01-01 to 2024-03-31 | $318.3m | us-gaap:NetCashProvidedByUsedInOperatingActivities |
| Capital expenditure | 3 months, 2024-01-01 to 2024-03-31 | $115.7m | us-gaap:PaymentsToAcquirePropertyPlantAndEquipment |
| Dividends paid | 3 months, 2024-01-01 to 2024-03-31 | $132.6m | us-gaap:PaymentsOfDividends |
| Share repurchases | 3 months, 2024-01-01 to 2024-03-31 | $37.5m | us-gaap:PaymentsForRepurchaseOfCommonStock |
| Current assets | at 2024-03-31 | $9.81bn | us-gaap:AssetsCurrent |
| Total assets | at 2024-03-31 | $18.34bn | us-gaap:Assets |
| Current liabilities | at 2024-03-31 | $8.64bn | us-gaap:LiabilitiesCurrent |
| Long-term debt | at 2024-03-31 | $3.03bn | us-gaap:LongTermDebtNoncurrent |
| Current portion of debt | at 2024-03-31 | $845.1m | us-gaap:LongTermDebtCurrent |
| Shareholders' equity | at 2024-03-31 | $4.40bn | us-gaap:StockholdersEquity |

## Management's discussion and analysis

As filed, 23,420 characters.

The following discussion should be read in conjunction with the unaudited Condensed Consolidated Financial Statements and accompanying notes contained herein and with the audited Consolidated Financial Statements, accompanying notes, related information and Management’s Discussion and Analysis of Financial Condition and Results of Operations included in our Annual Report on Form 10-K for the year ended December 31, 2023. The results of operations for the three months ended March 31, 2024 are not necessarily indicative of results for the year ended December 31, 2024.

### Forward-Looking Statements

Some statements in this report, as well as in other materials we file with the Securities and Exchange Commission (“SEC”), release to the public, or make available on our website, constitute forward-looking statements that are subject to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. All statements in the future tense and all statements accompanied by words such as “expect,” “likely,” “outlook,” “forecast,” “preliminary,” “would,” “could,” “should,” “position,” “will,” “project,” “intend,” “plan,” “on track,” “anticipate,” “to come,” “may,” “possible,” “assume,” or similar expressions are intended to identify such forward-looking statements. These forward-looking statements include our view of business and economic trends for the remainder of the year and our expectations regarding our ability to capitalize on these business and economic trends and to execute our strategic priorities. Senior officers may also make verbal statements to analysts, investors, the media and others that are forward-looking.

We caution you that all forward-looking statements involve risks and uncertainties, and while we believe that our expectations for the future are reasonable in view of currently available information, you are cautioned not to place undue reliance on our forward-looking statements. Actual results or events may differ materially from those indicated as a result of various important factors. Such factors may include, among other things, changes in general economic conditions, including unemployment, inflation (including the impact of tariffs) or deflation, financial institution disruptions and geopolitical conflicts such as the conflict between Russia and Ukraine, the conflict in the Gaza strip and other unrest in the Middle East; volatility in oil prices; significant cost increases, such as rising fuel and freight expenses; public health emergencies, including the effects on the financial health of our business partners and customers, on supply chains and our suppliers, on vehicle miles driven as well as other metrics that affect our business, and on access to capital and liquidity provided by the financial and capital markets; our ability to maintain compliance with our debt covenants; our ability to successfully integrate acquired businesses into our operations and to realize the anticipated synergies and benefits; our ability to successfully implement our business initiatives in our two business segments; slowing demand for our products; the ability to maintain favorable supplier arrangements and relationships; changes in national and international legislation or government regulations or policies, including changes to import tariffs, environmental and social policy, infrastructure programs and privacy legislation, and their impact to us, our suppliers and customers; changes in tax policies; volatile exchange rates; our ability to successfully attract and retain employees in the current labor market; uncertain credit markets and other macroeconomic conditions; competitive product, service and pricing pressures; failure or weakness in our disclosure controls and procedures and internal controls over financial reporting, including as a result of the work from home environment; the uncertainties and costs of litigation; disruptions caused by a failure or breach of our information systems, as well as other risks and uncertainties discussed in our 2023 Annual Report on Form 10-K and from time to time in our subsequent filings with the SEC.

Forward-looking statements speak only as of the date they are made, and we undertake no duty to update any forward-looking statements except as required by law. You are advised, however, to review any further disclosures we make on related subjects in our subsequent Forms 10-K, 10-Q, 8-K and other reports filed with the SEC.

### Overview

Genuine Parts Company is a service organization engaged in the global distribution of automotive and industrial replacement parts. We have a long tradition of growth dating back to 1928, the year we were founded in Atlanta, Georgia. We conduct business in North America, Europe and Australasia from a network of more than 10,700 locations.

Our Automotive Parts Group ("Automotive") operates in the U.S., Canada, Mexico, France, the U.K., Ireland, Germany, Poland, the Netherlands, Belgium, Spain, Portugal, Australia and New Zealand, and accounted for approximately 62% of total revenues for the three months ended March 31, 2024. Our Industrial Parts Group ("Industrial") operates in the U.S., Canada, Mexico, Australia, New Zealand, Indonesia and Singapore, and accounted for approximately 38% of our total revenues for the three months ended March 31, 2024.

### Key Performance Indicators

We consider a variety of performance and financial measures in assessing our business, and the key performance indicators used to measure our results are Comparable Sales, Gross Profit and Gross Margin, Selling, Administrative and Other Expenses ("SG&A"), Segment Profit and Segment Margin, and Net Income and EBITDA along with their adjusted measures. For more information regarding our key performance indicators please reference the Management’s Discussion and Analysis of Financial Condition and Results of Operations included in our Annual Report on Form 10-K for the year ended December 31, 2023.

### Results of Operations

Our first quarter net sales grew slightly year-over-year, as our Automotive segment sales increased, which was mostly offset by lower sales in our Industrial segment. Automotive segment sales increased due to the performance of our European and Australasia businesses, the benefit of prior year acquisitions, mostly in Europe, offset by year-over-year moderation in the benefit from inflation in the pricing environment. Our industrial segment sales declined, as customers reduced their maintenance spending in light of weaker economic conditions. Our continued execution of strategic pricing and sourcing initiatives drove a 100 basis point gross margin increase year over year.

First quarter net income was down 18.1% year over year, primarily due to restructuring and other costs of $83 million from the global restructuring we approved and initiated in February 2024. Adjusted net income, which excludes restructuring costs, was up 2.3%, reflecting improved profitability in both of our segments due to the operating discipline in our operations.

Our first quarter results of operations are summarized below for the three months ended March 31, 2024 and 2023.

*(in thousands)*

|  | Three Months Ended March 31, 2024 $% of Sales |  | 2023 $% of Sales |  | $ Change | % Change |
| --- | ---: | ---: | ---: | ---: | ---: | ---: |
| Net sales | $5,783,631 | 100.0% | $5,765,118 | 100.0% | $18,513 | 0.3% |
| Cost of goods sold | 3,708,976 | 64.1% | 3,751,717 | 65.1% | (42,741) | (1.1)% |
| Gross profit | 2,074,655 | 35.9% | 2,013,401 | 34.9% | 61,254 | 3.0% |
| Operating expense: |  |  |  |  |  |  |
| Selling, administrative and other expenses | 1,574,927 | 27.2% | 1,511,244 | 26.2% | 63,683 | 4.2% |
| Depreciation and amortization | 90,610 | 1.6% | 87,215 | 1.5% | 3,395 | 3.9% |
| Provision for doubtful accounts | 6,211 | 0.1% | 5,639 | 0.1% | 572 | 10.1% |
| Restructuring and other costs | 83,042 | 1.4% | — | —% | 83,042 | —% |
| Total operating expense | 1,754,790 | 30.3% | 1,604,098 | 27.8% | 150,692 | 9.4% |
| Non-operating (income) expense: |  |  |  |  |  |  |
| Interest expense, net | 17,690 | 0.3% | 16,864 | 0.3% | 826 | 4.9% |
| Other | (23,006) | (0.4)% | (11,967) | (0.2)% | (11,039) | 92.2% |
| Total non-operating (income) expense | (5,316) | (0.1)% | 4,897 | 0.1% | (10,213) | (208.6)% |
| Income before income taxes | 325,181 | 5.6% | 404,406 | 7.0% | (79,225) | (19.6)% |
| Income taxes | 76,287 | 1.3% | 100,449 | 1.7% | (24,162) | (24.1)% |
| Net income | $248,894 | 4.3% | $303,957 | 5.3% | $(55,063) | (18.1)% |

16

*(in thousands, except per share data)*

|  | Three Months Ended March 31, 2024 | 2023 | $ Change | % Change |
| --- | ---: | ---: | ---: | ---: |
| Diluted EPS | $1.78 | $2.14 | $(0.36) | (16.8)% |
| Total adjusted EBITDA | $516,523 | $508,485 | $8,038 | 1.6% |
| Automotive segment profit | $272,936 | $264,420 | $8,516 | 3.2% |
| Industrial segment profit | $270,839 | $261,987 | $8,852 | 3.4% |
| Total segment profit | $543,775 | $526,407 | $17,368 | 3.3% |
| Automotive segment margin | 7.6% | 7.5% |  |  |
| Industrial segment margin | 12.3% | 11.6% |  |  |
| Total segment margin | 9.4% | 9.1% |  |  |

### Net Sales

Our first quarter 2024 net sales increased slightly compared to 2023. We experienced a 1.9% benefit from acquisitions, offset by a 0.9% decrease in comparable sales and a net unfavorable impact of foreign currency and other of 0.7%.

The decrease in comparable sales is primarily driven by a sales decline in our Industrial business due to the impact of weaker macro-economic conditions on our customers in 2024 and a difficult year-over-year comparison.

#### Automotive

First quarter net sales for Automotive were $3.6 billion, an increase of 1.9% from 2023. The increase consisted of a 2.8% benefit from acquisitions, a 0.2% increase in comparable sales and a 1.1% unfavorable impact of foreign currency and other. The modest increase in comparable sales includes the positive contribution of continued demand for automotive parts in Europe and Australasia.

#### Industrial

First quarter net sales for Industrial were $2.2 billion, a decrease of 2.2% compared to 2023. The decrease reflects a 2.6% decrease in comparable sales and a 0.1% unfavorable impact of foreign currency, slightly offset by a 0.5% benefit from acquisitions.

The decrease in comparable sales reflects moderation in demand in certain customer sectors and longer than expected softness in industrial production, partially offset by the positive impact of pricing initiatives. We experienced an adverse macro-economic environment when compared to 2023, which caused slowing global industrial demand.

### Gross Profit and Gross Margin

Gross profit increased $61 million, or 3.0%, during the first quarter of 2024 compared to last year, and gross margin increased 100 basis points to 35.9% compared to that same period of the previous year. These increases reflect the positive contributions of our strategic pricing and sourcing initiatives. These initiatives include enhancing technology to generate better pricing data and analytics, which allows us to respond in real time to shifting pricing dynamics across each market we serve as well as strategies related to sourcing product more efficiently.

### Operating Expenses

SG&A expenses represent 27.2% of sales in the first quarter of 2024 compared to 26.2% last year. We experienced increased personnel and rent costs primarily due to annual merit wage increases and inflation, as well as made investments in information technology to support our ongoing strategic initiatives.

In addition, we incurred $83 million of restructuring and other costs from the global restructuring we approved and initiated in February 2024. Refer to the Restructuring Footnote in the Notes to Condensed Consolidated Financial Statements for more information.

### Segment Profit

#### Automotive

Automotive segment profit increased 3.2% in the first quarter compared to 2023, and Automotive segment profit margin increased to 7.6% compared to 7.5% last year. These increases are driven by continued execution on our global growth and productivity initiatives. These benefits were partially offset by higher personnel and rent costs in 2024 due to inflationary pressures.

#### Industrial

Industrial segment profit increased 3.4% in the first quarter compared to 2023, and Industrial segment profit margin increased to 12.3% compared to 11.6% last year. These improvements occurred, despite a year-over-year sales decline of 2.2%, primarily due to expense management and the ongoing execution of our supply chain initiatives and other strategic category management and pricing initiatives.

### Income Taxes

Our effective income tax rates were 23.5% and 24.8% for first quarter 2024 and 2023, respectively. The rate decrease from 2023 is primarily due to a shift in the mix of earnings across our international businesses and expanded investment benefits.

### Net Income

First quarter 2024 net income was $249 million, a decrease of 18.1% compared to net income of $304 million for the same three month period of the prior year. On a per share diluted basis, net income was $1.78, a decrease of 16.8% compared to $2.14 in 2023. These decreases are primarily due to restructuring and other costs of $83 million from the global restructuring we approved and initiated in February 2024.

First quarter 2024 adjusted net income of $311 million increased 2.3% compared to 2023. On a per share basis, first quarter 2024 net income on an adjusted basis of $2.22, increased 3.7% compared to $2.14 in 2023. First quarter 2024 adjusted EBITDA was $517 million, an increase of 1.6% from $508 million from 2023.

The increases in these adjusted measures reflects the positive effects of executing our strategic pricing and other initiatives, as discussed more fully in the commentary above.

### Non-GAAP Financial Measures

Adjusted net income, adjusted diluted EPS, adjusted EBITDA, total segment profit, total segment margin, and adjusted EBITDA for each segment are non-GAAP measures (see table below for reconciliations to the most directly comparable GAAP measures).

The following tables set forth reconciliations of net income and diluted EPS to adjusted net income and adjusted diluted EPS, respectively, to account for the impact of adjustments. We also include reconciliations from net income to adjusted EBITDA, net income to total segment profit and total segment margin and segment profit to segment EBITDA and adjusted EBITDA for each segment. We believe that the presentation of adjusted net income, adjusted diluted EPS, total segment profit and adjusted EBITDA, which are not calculated in accordance with GAAP, when considered together with the corresponding GAAP financial measures and the reconciliations to those measures, provide meaningful supplemental information to both management and investors that is indicative of our core operations. We consider these metrics useful to investors because they provide greater transparency into management’s view and assessment of our ongoing operating performance by removing items management believes are not representative of our operations and may distort our longer-term operating trends. In the case of adjusted EBITDA by segment, we believe this additional metric is useful to investors as it provides further insight into the performance of our segments. We believe the non-GAAP metrics included herein also enhance the comparability of our results from period to period and with our competitors, as well as to show ongoing results from operations distinct from items that are infrequent or not associated with our core operations. We do not, nor do we suggest investors should, consider such non-GAAP financial measures in isolation from, or as a substitute for, GAAP financial information.

*(in thousands)*

|  | Three Months Ended March 31, 2024 | 2023 |
| --- | ---: | ---: |
| GAAP net income | $248,894 | $303,957 |
| Adjustments: |  |  |
| Restructuring and other costs (1) | 83,042 | — |
| Total adjustments | 83,042 | — |
| Tax impact of adjustments (2) | (21,038) | — |
| Adjusted net income | $310,898 | $303,957 |

18

The table below represents amounts per common share assuming dilution:

*(in thousands, except per share data)*

|  | Three Months Ended March 31, 2024 | 2023 |
| --- | ---: | ---: |
| GAAP diluted earnings per share | $1.78 | $2.14 |
| Adjustments: |  |  |
| Restructuring and other costs (1) | 0.59 | — |
| Total adjustments | 0.59 | — |
| Tax impact of adjustments (2) | (0.15) | — |
| Adjusted diluted earnings per share | $2.22 | $2.14 |
| Weighted average common shares outstanding – assuming dilution | 140,096 | 141,725 |

(1) Amount reflects the global restructuring initiative which includes a voluntary retirement offer in the U.S., and rationalization and optimization of certain distribution centers, stores and other facilities.

(2) We determine the tax effect of non-GAAP adjustments by considering the tax laws and statutory income tax rates applicable in the tax jurisdictions of the underlying non-GAAP adjustments, including any related valuation allowances. For the three months ended March 31, 2024, we applied the statutory income tax rates to the taxable portion of all of our adjustments, which resulted in a tax impact of $21 million.

The table below represents a reconciliation from GAAP net income to adjusted EBITDA:

*(in thousands)*

|  | Three Months Ended March 31, 2024 | 2023 |
| --- | ---: | ---: |
| GAAP net income | $248,894 | $303,957 |
| Depreciation and amortization | 90,610 | 87,215 |
| Interest expense, net | 17,690 | 16,864 |
| Income taxes | 76,287 | 100,449 |
| EBITDA | 433,481 | 508,485 |
| Total adjustments (1) | 83,042 | — |
| Adjusted EBITDA | $516,523 | $508,485 |

(1) Amounts are the same as adjustments included within the adjusted net income table above.

The table below clarifies where the adjusted items are presented in the Condensed Consolidated Statements of Income:

*(in thousands)*

| Line item: | Three Months Ended March 31, 2024 | 2023 |
| --- | ---: | ---: |
| Restructuring and other costs | $83,042 | $— |
| Total adjustments | $83,042 | $— |

The table below represents a reconciliation from GAAP net income to total segment profit:

*(in thousands)*

|  | Three Months Ended March 31, 2024 | 2023 |
| --- | ---: | ---: |
| GAAP net income | $248,894 | $303,957 |
| Income taxes | 76,287 | 100,449 |
| Income before income taxes | 325,181 | 404,406 |
| Interest expense, net | 17,690 | 16,864 |
| Corporate expense | 83,762 | 39,122 |
| Intangible asset amortization | 34,100 | 66,015 |
| Other unallocated (loss) income, net (1) | 83,042 | — |
| Total segment profit | $543,775 | $526,407 |
| GAAP net sales | $5,783,631 | $5,765,118 |
| GAAP net income margin (2) | 4.3% | 5.3% |
| Total segment profit margin (3) | 9.4% | 9.1% |

(1) Amounts are the same as adjustments included within the adjusted net income table above.

(2) Represents GAAP net income as a percentage of GAAP net sales.

(3) Represents total segment profit as a percentage of GAAP net sales.

The table below represents a reconciliation from segment profit to segment EBITDA and adjusted EBITDA:

*(in thousands)*

| Automotive: | Three Months Ended March 31, 2024 | 2023 |
| --- | ---: | ---: |
| Segment Profit | $272,936 | $264,420 |
| Depreciation | 46,740 | 38,109 |
| Other costs (2) | — | — |
| Automotive segment EBITDA | 319,676 | 302,529 |
| Industrial: |  |  |
| Segment Profit | 270,839 | 261,987 |
| Depreciation | 8,148 | 7,050 |
| Other costs (2) | — | — |
| Industrial segment EBITDA | 278,987 | 269,037 |
| Corporate: |  |  |
| Corporate expense | (83,762) | (66,015) |
| Depreciation | 1,622 | 2,934 |
| Other unallocated costs (1) | 83,042 | — |
| Corporate EBITDA | 902 | (63,081) |
| Total adjustments (1) | (83,042) | — |
| Corporate adjusted EBITDA | (82,140) | (63,081) |
| Adjusted EBITDA | $516,523 | $508,485 |

(1) Amounts are the same as adjustments included within the adjusted net income table above.

### Financial Condition

Our cash balance was $1.0 billion as of March 31, 2024, a decrease of $52 million from December 31, 2023. For the three months ended March 31, 2024, we had net cash provided by operating activities of $318 million, net cash used in investing activities of $178 million and net cash used in financing activities of $175 million.

The cash provided by operating activities decreased as compared to prior year primarily driven by changes in working capital. We had $178 million in net cash used for investing activities primarily for capital expenditures and acquisitions and other investing activities of $250 million. The financing activities consisted primarily of $133 million for dividends paid to our shareholders and $38 million of stock repurchases.

Accounts receivable increased $202 million, or 9.1%, from December 31, 2023. Inventory increased $59 million, or 1.3%. Accounts receivable and inventory were both impacted by first quarter increase in revenues and related product demand. Accounts payable increased $226 million, or 4.1% from December 31, 2023, in line with the increase in inventory. Total debt of $3.9 billion at March 31, 2024 decreased $32 million, or 0.8%, from December 31, 2023.

### Liquidity and Capital Resources

We ended the quarter with $2.5 billion of total liquidity (comprising $1.5 billion availability on the revolving credit facility and $1.0 billion of cash and cash equivalents). From time to time, we may enter into other credit facilities or financing arrangements to provide additional liquidity and to manage against foreign currency risk. We currently believe that the existing lines of credit and cash generated from operations will be sufficient to fund anticipated operations for the foreseeable future.

We have a strong cash position and solid financial strength to pursue strategic growth opportunities through disciplined, strategic capital deployment. Our key priorities include the reinvestment in our businesses through capital expenditures, mergers and acquisitions, the dividend and share repurchases. We have plans for additional investments in our businesses to drive growth, improve efficiencies and productivity, and drive shareholder value.

We expect to be able to continue to borrow funds at reasonable rates over the long term. At March 31, 2024, our total average cost of debt was 3.17%, and we remain in compliance with all covenants connected with our borrowings.

Any failure to comply with our debt covenants or restrictions could result in a default under our financing arrangements or could require us to obtain waivers from our lenders for failure to comply with these restrictions. The occurrence of a default that remains uncured or the inability to secure a necessary consent or waiver could create cross defaults under other debt arrangements and have a material adverse effect on our business, financial condition, results of operations and cash flows.

On February 15, 2024, we announced a 5.3% increase in the regular quarterly cash dividend for 2024. Our Board of Directors increased the cash dividend payable to an annual rate of $4.00 per share compared with the prior year dividend of $3.80 per share. We have paid a cash dividend every year since going public in 1948, and 2024 will mark the 68th consecutive year of increased dividends paid to shareholders.

## Market risk

As filed, 275 characters.

For quantitative and qualitative disclosures about market risk, refer to “Quantitative and Qualitative Disclosures About Market Risk” in Item 7A of Part II of our 2023 Annual Report on Form 10-K. Our exposure to market risk has not changed materially since December 31, 2023.

## Controls and procedures

As filed, 1,332 characters.

As of the end of the period covered by this report, an evaluation was performed under the supervision and with the participation of our management, including the Chief Executive Officer (“CEO”) and Chief Financial Officer (“CFO”), of the effectiveness of our disclosure controls and procedures. Based on that evaluation, our CEO and CFO concluded that our disclosure controls and procedures were effective as of the end of the period covered by this report to provide reasonable assurance that information required to be disclosed by us in the reports that we file or furnish under the Securities Exchange Act of 1934, as amended, is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms and that such information is accumulated and communicated to our management, including the CEO and CFO, as appropriate, to allow timely decisions regarding required disclosure.

### Changes in Internal Control over Financial Reporting

There have been no changes in our internal control over financial reporting identified in connection with the evaluation required by paragraph (d) of Rule 13a-15 of the SEC that occurred during our last quarter ended March 31, 2024 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

## Risk factors

As filed, 473 characters.

In addition to the other information set forth in this report, you should carefully consider the factors discussed in Part I, “Item 1A. Risk Factors” in our 2023 Annual Report on Form 10-K, which could materially affect our business, financial condition or future results. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial also may materially adversely affect our business, financial condition and/or operating results.

Filed Apr 18, 2024.
Source: SEC EDGAR, the filing index for accession 0000040987-24-000068. Last ingested by Listed: Oct 24, 2026, 14:53 ET. No prices; not investment advice.