What the changes say
- Top customer concentration increased to 50 percent of net sales in 2025.
- Export controls, trade policies, and supply chain localization are driving significant commercial pressure.
- Climate-related disclosure and compliance burdens expanded into new reporting regimes.
What changed since the prior 10-K
Dropped
- DroppedRisks Related to Our Business and Industry
Our revenue is primarily dependent upon demand from the global semiconductor ecosystem and fluctuations in demand for semiconductors and the overall volume of semiconductor manufacturing may decrease demand for our products and may adversely affect our business
Cyclical downturns in the global semiconductor ecosystem.
- DroppedRisks Related to Our Business and Industry
Global economic uncertainty may materially and adversely affect our business, financial condition and results of operations
Global economic uncertainty, inflation, interest rates, and bank failures.
- DroppedRisks Related to Our Business and Industry
Our revenues and operating results have fluctuated in the past and may do so in the future, which could impact our stock price
Quarter-to-quarter or year-to-year revenue fluctuations impacting stock price.
- DroppedRisks Related to Our Business and Industry
Because a significant amount of our sales and manufacturing activity occurs outside the U.S., we are exposed to risks inherent in operating a global business
- DroppedRisks Related to Government Regulation
We are exposed to risks related to government incentives and other agreements that may involve government entities, such as increases in the complexity and costs of our operations, which could adversely affect our business, financial condition and results of operations
Risks inherent in operating a global business outside the U.S.
Reworded
- 76% rewrittenRisks Related to Our Business and Industry
Interruptions in our supply chain, including those from our sole, single and limited source suppliers, could affect our ability to manufacture our products and meet demand, which, in turn, could have an adverse effect on our revenue and results of operations
No substantive textual changes were made.
- 62% rewrittenRisks Related to Government Regulation
Changes in taxation or adverse tax rulings could adversely affect our results of operations
No substantive textual changes were made.
- 53% rewrittenRisks Related to Our Business and Industry
We may be subject to IT system failures, network disruptions and cybersecurity and data breaches, which could damage our reputation and adversely affect our financial condition, results of operations and cash flows. New laws and regulations regarding data privacy may also increase our costs
No substantive textual changes were made.
- 50% rewrittenRisks Related to Our Business and Industry
A significant portion of our sales is concentrated on a limited number of key customers, and our net sales and profitability may materially decline if we were to lose one or more of these customers
Top ten customers accounted for 50 percent of net sales in 2025, up from 48 percent, with added risks from customer consolidation, export controls, trade policies, pricing pressure, and stricter commercial terms.
- 50% rewrittenRisks Related to Our Business and Industry
If we fail to obtain, protect and enforce intellectual property rights, our business and prospects could be harmed
No substantive textual changes were made.
- 40% rewrittenRisks Related to Our Business and Industry
Our operations use hazardous materials that expose us to various risks, including potential liability for personal injury and potential remediation obligations
No substantive textual changes were made.
- 40% rewrittenRisks Related to Our Business and Industry
If we are unable to anticipate and respond to rapid technological change and customer requirements by continuing to innovate and introduce new and enhanced products and solutions, we may experience a loss of market share, decreased sales, revenue, profitability and damage to our reputation
No substantive textual changes were made.
- 35% rewrittenGeneral Risks
Climate change may have a long-term impact on our business, including by causing disruptions to our operations which may result in decreased revenue and cash flows
Added risks from evolving climate-related and sustainability reporting regimes increasing compliance costs, requiring value chain data collection, and exposing the company to litigation or reputational harm.
- 27% rewrittenRisks Related to Government Regulation
We are subject to a variety of rapidly evolving environmental laws and regulations that could cause us to incur significant liabilities and expenses
- 26% rewrittenRisks Related to Our Business and Industry
Manufacturing interruptions or delays, or other disruptions to our operations, could adversely affect our business, financial condition, results of operations and reputation
- 22% rewrittenRisks Related to Our Business and Industry
We carry a significant amount of goodwill on our balance sheet
All 22 risk factors
Headings as the filing states them, in filing order.
Risks Related to Our Business and Industry
- 01Interruptions in our supply chain, including those from our sole, single and limited source suppliers, could affect our ability to manufacture our products and meet demand, which, in turn, could have an adverse effect on our revenue and results of operations76% rewritten
- 02A significant portion of our sales is concentrated on a limited number of key customers, and our net sales and profitability may materially decline if we were to lose one or more of these customers50% rewritten
- 03If we are unable to anticipate and respond to rapid technological change and customer requirements by continuing to innovate and introduce new and enhanced products and solutions, we may experience a loss of market share, decreased sales, revenue, profitability and damage to our reputation40% rewritten
- 04Manufacturing interruptions or delays, or other disruptions to our operations, could adversely affect our business, financial condition, results of operations and reputation26% rewritten
- 05We may be subject to IT system failures, network disruptions and cybersecurity and data breaches, which could damage our reputation and adversely affect our financial condition, results of operations and cash flows. New laws and regulations regarding data privacy may also increase our costs53% rewritten
- 06Our operations use hazardous materials that expose us to various risks, including potential liability for personal injury and potential remediation obligations40% rewritten
- 07We carry a significant amount of goodwill on our balance sheet22% rewritten
- 08Loss of any of our key personnel could harm our business, and our inability to attract and retain new qualified personnel could inhibit our ability to operate and grow our business successfully
- 09If we fail to obtain, protect and enforce intellectual property rights, our business and prospects could be harmed50% rewritten
- 10Implementation of, and reporting on, our environmental, social and governance commitments could result in additional costs, and our inability to achieve these commitments could have an adverse impact on our reputation and performance
Risks Related to Government Regulation
- 11We are subject to a variety of rapidly evolving environmental laws and regulations that could cause us to incur significant liabilities and expenses27% rewritten
- 12Changes in taxation or adverse tax rulings could adversely affect our results of operations62% rewritten
Risks Related to Our Indebtedness
- 13We have a substantial amount of indebtedness and may in the future incur substantially more debt, each of which could adversely affect our ability to obtain financing in the future and react to changes in our business
- 14We may be unable to generate sufficient cash to service our indebtedness and may be forced to take other actions, which may not be successful, to satisfy our obligations under our indebtedness
- 15The terms of the Amended Credit Agreement and the Indentures may restrict our operations, particularly our ability to respond to changes or raise additional funds
- 16Also, the Indentures contain limited covenants, such as a covenant restricting our ability and certain of our subsidiaries’ ability to incur certain debt secured by liens, engage in sale-leaseback and incur additional indebtedness by any restricted subsidiary
Risks Related to Owning our Common Stock
- 17The price of our common stock has been and may remain volatile
- 18We may decrease or discontinue cash dividends and may never adopt a new program to repurchase our shares of common stock
- 19Our certificate of incorporation, our by-laws and Delaware law contain provisions that could make it harder for a third party to acquire us without the consent of our board of directors. These provisions include limitations on actions by written consent of our stockholders
General Risks
- 20Competition from new or existing companies could harm our financial condition, results of operations and cash flow
- 21We may acquire other businesses, form joint ventures or divest businesses, any of which could negatively affect our financial performance
- 22Climate change may have a long-term impact on our business, including by causing disruptions to our operations which may result in decreased revenue and cash flows35% rewritten
Other Entegris 10-Ks
- FY2024 10-K risk factors27 risks
The company relies heavily on the cyclical global semiconductor ecosystem and a limited number of major customers. International sales and complex manufacturing drive significant exposure to foreign, operational, and regulatory risks. Capital structure features a substantial debt load of $4.0 billion alongside $3.9 billion in goodwill.
Filed Feb 12, 2025
About this page
The headings are the filing's own. The one-line readings and the overview are automated and can be wrong: read Item 1A of the 10-K for the exact wording.