What the changes say
- The company added explicit risk disclosures concerning emerging agentic shopping technologies and 2025 U.S. reciprocal trade tariffs on its China-centric supply chain.
What changed since the prior 10-K
New
- NewIndustry Risks
Rapid technological changes and advancements, including developments in artificial intelligence and agentic shopping, could also impact our ability to remain competitive
Failure to adopt artificial intelligence and agentic shopping technologies or effectively utilize ecommerce channels could result in lost market share and lower revenue.
- NewRegulatory Risks
Changes in U.S. and foreign trade policies, tariffs and other government actions may increase our costs, disrupt our supply chain or otherwise adversely affect our business, financial condition or results of operations
New 2025 U.S. tariffs and reciprocal trade measures targeting countries with significant trade deficits could increase costs and disrupt our supply chain in China.
Dropped
- DroppedBusiness Risks
Periods of inflation, rising interest rates, and shifts in consumer spending could cause the insolvency or bankruptcy of certain retail customers, which may result in material decreases in our revenue and profitability
- DroppedBusiness Risks
The foregoing factors could have a material adverse effect on our ability to maintain or increase the supply of products, which may result in material increases in our expenses and decreases in our revenue and profitability
- DroppedRegulatory Risks
U.S. government trade actions could have a material adverse effect on our subsidiaries, financial position, and results of operation
Reworded
- 58% rewrittenBusiness Risks
Increases in costs of products may materially reduce our profitability
Added mitigation language stating that if inflationary pressures persist or pricing strategies fail, the company may only recover a portion of increased costs.
- 42% rewrittenIndustry Risks
Changes in consumer shopping trends and changes in distribution channels could result in lost market share and decreased revenue and profitability
Removed the concluding sentence regarding the risk of unsuccessful ecommerce utilization, shortening the channel shift description.
- 40% rewrittenRegulatory Risks
Failure to comply with public health, consumer protection and other regulations could affect our reputation, revenue and profitability
Added specific mention of state-level laws restricting PFAS, lead limits, and mandatory chemical disclosure requirements.
- 36% rewrittenBusiness Risks
Our expansion into the health and wellness market may result in unexpected challenges and inefficiencies, which could have an adverse effect on our business, operating results and financial condition
Updated Hamilton Beach Health expansion factors from customer acquisition to new client launches, public medication offerings, and digital patient experience improvements.
- 26% rewrittenRisks Related to Our Common Stock
Certain members of the Company’s extended founding family own a substantial amount of Class A Common and Class B Common, and if they were to act in concert, could control the outcome of director elections and other stockholder votes on significant actions
Updated founding family voting power statistics to reflect 2025 figures showing control over 81.0% of total voting power.
- 23% rewrittenRegulatory Risks
Compliance with multiple, and potentially conflicting, domestic and international laws and regulations, including anti-corruption laws, may be difficult, burdensome or expensive
Added lead and other contaminants alongside PFAS to the regulatory compliance and environmental matters scope.
Was: Compliance with multiple, and potentially conflicting, international laws and regulations, including anti-corruption laws, may be difficult, burdensome or expensive
All 32 risk factors
Headings as the filing states them, in filing order.
Industry Risks
- 01Our business is sensitive to the strength of the North American consumer markets and weakness in these markets could adversely affect our business
- 02Our business is dependent on key customers and the loss of, or significant decline in business from, one or more of our key customers could materially reduce our revenue and profitability and our ability to sustain or grow our business
- 03If we were to lose, or experience a significant decline in business from any major customer, or if any major customers were to go bankrupt, we might be unable to find alternative distribution outlets
- 04The concentration of our brand name small electric household and specialty housewares appliance sales among a few retailers could materially reduce revenue and profitability
- 05Our inability to compete effectively with competitors in our industry could result in lost market share and decreased revenue
- 06Changes in consumer shopping trends and changes in distribution channels could result in lost market share and decreased revenue and profitability42% rewritten
- 07Rapid technological changes and advancements, including developments in artificial intelligence and agentic shopping, could also impact our ability to remain competitiveNew
- 08The markets for our products are dependent on consumer spending and typically peak in the fourth quarter, which could result in significant variations in revenue and profitability
Business Risks
- 09Increases in costs of products may materially reduce our profitability58% rewritten
- 10Substantial disruptions at any of our distribution centers could have an adverse effect on our business, operating results and financial condition
- 11We depend on third-party suppliers, primarily located in the Asia-Pacific region, for all of our products, which subjects the Company to risks, including unanticipated increases in expenses, decreases in revenue and disruptions in the supply chain
- 12Certain products rely upon a single third-party supplier
- 13We are subject to changes in our customers’ inventory management strategies
- 14Our expansion into the health and wellness market may result in unexpected challenges and inefficiencies, which could have an adverse effect on our business, operating results and financial condition36% rewritten
- 15Our ability to attract, retain and develop key talent is crucial to our results of operations and future growth
- 16Our business could suffer if information technology systems are disrupted, cease to operate effectively or become subject to a cybersecurity incident
- 17Failure to comply with personal data protection and privacy laws could have a material adverse effect on our business, financial condition and results of operations
- 18The Company’s good reputation is critical to the success of our business
Financial Risks
- 19Our financing arrangements contain various restrictions that could limit operating flexibility
- 20We are subject to foreign currency exchange risk
Regulatory Risks
- 21We may become subject to claims under foreign laws and regulations, which may be expensive, time-consuming and distracting
- 22Our obligations relating to environmental matters may exceed our expectations
- 23The Company is subject to litigation risk which could adversely affect our financial condition, results of operations and liquidity
- 24Our intellectual property rights could be infringed and adverse events regarding licensed intellectual property could harm our business
- 25Our business subjects us to product liability claims, which could affect our reputation, revenue and profitability
- 26Our business involves the potential for product recalls, which could affect our revenue and profitability
- 27Failure to comply with public health, consumer protection and other regulations could affect our reputation, revenue and profitability40% rewritten
- 28Compliance with multiple, and potentially conflicting, domestic and international laws and regulations, including anti-corruption laws, may be difficult, burdensome or expensive23% rewritten
- 29Government regulations could impose costly requirements on our business
- 30Changes in U.S. and foreign trade policies, tariffs and other government actions may increase our costs, disrupt our supply chain or otherwise adversely affect our business, financial condition or results of operationsNew
Risks Related to Our Common Stock
- 31The amount and frequency of dividend payments made on the Company’s common stock could change
- 32Certain members of the Company’s extended founding family own a substantial amount of Class A Common and Class B Common, and if they were to act in concert, could control the outcome of director elections and other stockholder votes on significant actions26% rewritten
Other Hamilton Beach Brands Holding 10-Ks
- FY2024 10-K risk factors33 risks
The company relies heavily on Walmart and Amazon for revenue concentration.
Filed Feb 26, 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.