What the changes say
- Climate-related GHG regulation is newly emphasized for cement and wallboard plants, including carbon taxes, emissions limits, and unrecoverable costs.
- Operational disruption is newly expanded to mining ground-control events, including pit-wall failures, flooding, seismic events, injuries, and shutdowns.
- Health-and-safety, raw-material reserve, and funding/customer-credit risks were removed as standalone items, while financial-market risk now includes customer and supplier creditworthiness.
What changed since the prior 10-K
New
- New
The effects of climate change and legislation and regulation concerning GHGs could have a material adverse effect on our financial condition, results of operations, and liquidity
New GHG rules could impose carbon taxes, emissions limits, fuel restrictions, or costly investments on cement and wallboard plants that Eagle cannot recover.
- New
certain critical pieces of equipment to use during the time it may take to repair or replace inoperable equipment, any unplanned downtime at our facilities could negatively affect our business, financial condition, and results of operations
Equipment failures, maintenance shutdowns, energy interruptions, and mining events such as pit-wall failures or flooding could halt production and cause injuries or losses.
Dropped
- Dropped
successful in preventing injuries or violations of health and safety laws and regulations. Any failure to maintain safe work sites or violations of applicable health and safety standards and laws could have a material adverse effect on our business
- Dropped
Climate change and climate change legislation or regulations may adversely affect our business, including potential physical and financial impacts
- Dropped
also have the potential to give rise to disputes with contractual counterparties, which can be complex and difficult to resolve. In the event of large or rapid increases in prices, we may not be able to pass the increases through to our customers in full, which would reduce our operating margin
- Dropped
terms, our other sources of funds, including available cash and cash flow from operations, may not be adequate to fund our operations and contractual commitments and refinance existing debt
Reworded
- 73% rewritten
Our production facilities may experience unexpected equipment failures, catastrophic events, and scheduled maintenance
The risk was reorganized: equipment backups and unplanned downtime moved into 19, while 18 focuses on facility failures, catastrophic events, and scheduled maintenance.
- 63% rewritten
Our and our customers’ operations are subject to extensive governmental regulation, including environmental, health, and safety laws, which can be costly and burdensome
No substantive change; the risk still covers permits and environmental, health, safety, land-use, noise, and customer regulatory exposure.
- 62% rewritten
Our results of operations are subject to significant changes in the cost and availability of fuel, energy, and other raw materials, including raw materials supplied by third parties
No substantive change; fuel, energy, and raw-material price and availability volatility remains the focus, including Gypsum Wallboard and Cement costs.
- 58% rewritten
Volatility and disruption of financial markets could affect access to credit
The risk now expressly includes customers’ and suppliers’ creditworthiness in addition to restricted credit access, refinancing, and higher borrowing costs.
- 38% rewritten
Changes in U.S. Trade Policy, including tariffs and other trade restrictions, could have a material adverse effect on our business, financial position, or results of operations
The wording now says trade-policy changes may continue and identifies foreign-government countermeasures, while retaining risks to demand, costs, sourcing, and suppliers.
All 36 risk factors
Headings as the filing states them, in filing order.
Other
- 01We are affected by the level of demand in the construction industry and are dependent on funding by federal, state and local governments
- 02Our business is seasonal and subject to the risk of unfavorable weather conditions, as well as other unexpected operational difficulties, which could have a material adverse effect on us
- 03Similarly, operational difficulties, such as those resulting from required maintenance, capital improvement projects, loss of power, or pandemics, epidemics, or other public health emergencies can interrupt our business activities, increase our costs and reduce our production
- 04We and our customers participate in cyclical industries and regional markets, which are subject to industry downturns
- 05Many of our products are commodities, which are subject to significant changes in supply and demand and price fluctuations
- 06Our businesses operate in highly competitive industries, which contain many competitors and competition from alternative products
- 07Our and our customers’ operations are subject to extensive governmental regulation, including environmental, health, and safety laws, which can be costly and burdensome63% rewritten
- 08The effects of climate change and legislation and regulation concerning GHGs could have a material adverse effect on our financial condition, results of operations, and liquiditynew
- 09Regulatory, stakeholder, and sustainability matters and our response to these matters could negatively affect our business
- 10Changes in U.S. Trade Policy, including tariffs and other trade restrictions, could have a material adverse effect on our business, financial position, or results of operations38% rewritten
- 11We may become subject to significant cleanup, remediation, reclamation, and other liabilities under applicable environmental laws
- 12Our operations are dependent on our rights and ability to mine our properties and on our having renewed or received the required permits and approvals from governmental authorities and other third parties
- 13We may incur significant costs in connection with pending and future litigation
- 14Although we maintain insurance coverage against various risk, this coverage may not be adequate or protect us against the relevant risks
- 15We are dependent on information technology. A disruption, cyber attack or data security breach affecting our information technology systems may negatively affect our businesses, financial condition, and operating results
- 16Our Cement business is capital-intensive, resulting in significant fixed and semi-fixed costs. Therefore, our earnings are sensitive to changes in volume
- 17Any material nonpayment or nonperformance by any of our key customers could have a material adverse effect on our business and results of operations
- 18Consolidation of our customers could adversely affect our results of operations
- 19Our production facilities may experience unexpected equipment failures, catastrophic events, and scheduled maintenance73% rewritten
- 20certain critical pieces of equipment to use during the time it may take to repair or replace inoperable equipment, any unplanned downtime at our facilities could negatively affect our business, financial condition, and results of operationsnew
- 21Our results of operations are subject to significant changes in the cost and availability of fuel, energy, and other raw materials, including raw materials supplied by third parties62% rewritten
- 22Significant changes in the cost and availability of transportation could adversely affect our business, financial condition, and results of operations
- 23Our debt agreements contain restrictive covenants and require us to meet certain financial ratios and tests, which limit our flexibility and could give rise to a default if we are unable to remain in compliance
- 24enter into sale/leaseback transactions
- 25We have incurred or may incur substantial indebtedness, which could adversely affect our business, limit our ability to plan for or respond to changes in our business, and reduce our profitability
- 26Our flexibility in planning for, or reacting to, changes in our business and industry may be limited, thereby placing us at a competitive disadvantage compared with our competitors that have less indebtedness
- 27Volatility and disruption of financial markets could affect access to credit58% rewritten
- 28Increases in interest rates and inflation could adversely affect our business and demand for our products, which would have a negative effect on our results of operations
- 29Increases in our effective income tax rate may harm our results of operations
- 30We depend on the recruitment and retention of qualified personnel, and our failure to attract and retain such personnel could adversely affect our businesses
- 31We could experience disruption to our business operations due to disputes with organized labor
- 32the inability to achieve other intended objectives of the transaction
- 33Our Cement business has grown largely through acquisitions, and there is no assurance that we will be able to continue to acquire cement plans to support future growth
- 34We may experience delays in completing capital improvement projects, and there is no assurance that we will achieve the anticipated benefits of such projects
- 35Certain provisions in our restated certificate of incorporation and bylaws may prevent or delay an acquisition of our company, which could decrease the trading price of the common stock
- 36Our bylaws include a forum selection clause, which could limit our stockholders’ ability to obtain a favorable judicial forum for disputes with us
Other Eagle Materials 10-Ks
- 2025 10-K risk factors
38 risks. Construction activity, including government-funded infrastructure, drives demand for Eagle’s products.
Filed May 20, 2025
About this page
Item 1A of the 10-K on EDGAR was split into its risk factors and, where the company's previous 10-K is on file, each heading was matched to last year's and the text compared word for word. The headings are the filing's own. The one-line readings and the overview were written by a language model from the text of the new, dropped, and rewritten risks; they refer to risks by position and cannot misquote a heading.