What the changes say
- CEO transition announced with COO Philip Hawkins replacing Joseph Hanna in April 2026.
- Concentration risk increased as one manufacturer supplied 27% of modular products in 2025 compared to 18% in 2024.
- Environmental liabilities, construction industry fluctuations, and pricing pressure from competitors were added as new risks.
What changed since the prior 10-K
New
- NewRISKS RELATED TO OUR STRATEGY AND OPERATIONS
Failure to successfully manage the transition associated with the appointment of our new Chief Executive Officer could have an adverse impact on our business
The transition from CEO Joseph Hanna to COO Philip Hawkins in April 2026 could cause business disruption, employee turnover, or investor uncertainty.
- NewRISKS RELATED TO OUR STRATEGY AND OPERATIONS
based on these operations that may be material. In addition, compliance with future environmental or health and safety laws and regulations may require significant capital or operational expenditures or changes to our operations
Compliance with future environmental and safety regulations may require significant capital expenditures or liability for past contamination.
- NewRISKS RELATED TO OUR STRATEGY AND OPERATIONS
Fluctuations in the construction industry could cause the demand and pricing for our modular buildings and portable storage units to decline, which has in the past caused, and may cause in the future, a reduction in our revenues and profitability
Declines in the construction industry could reduce demand and pricing for modular buildings and portable storage units.
- NewRISKS RELATED TO OUR STRATEGY AND OPERATIONS
service, reliability, appearance, functionality and delivery terms. We may experience pricing pressures in our areas of operation in the future as some of our competitors seek to obtain market share by reducing prices
Competitors with greater resources or lower prices may create pricing pressure in our modular building leasing areas of operation.
Dropped
- DroppedRISKS RELATED TO OUR STRATEGY AND OPERATIONS
zoning, health, safety, energy efficiency, labor and transportation matters, among other matters. Failure to comply with these laws or regulations could impact our business or harm our reputation and result in higher capital or operating expenditures or the imposition of penalties or restrictions on our operations
- DroppedRISKS RELATED TO OUR STRATEGY AND OPERATIONS
Environmental, social and governance (ESG) matters may impact our business and reputation
Reworded
- 79% rewrittenRISKS RELATED TO OUR STRATEGY AND OPERATIONS
Effective management of our rental assets is vital to our business. If we are not successful in these efforts, it could have a material adverse impact on our results of operations
No substantive textual changes made to asset management risk.
- 63% rewrittenRISKS RELATED TO OUR STRATEGY AND OPERATIONS
We face strong competition in our modular building and portable storage markets and we may not be able to effectively compete
Truncated the listing of competitive factors by removing specific mentions of service, reliability, appearance, functionality, and delivery terms.
- 40% rewrittenRISKS RELATED TO OUR STRATEGY AND OPERATIONS
other announcements or developments affecting us, our industry, customers, suppliers or competitors
Removed references to the global credit crisis affecting stock price fluctuations.
- 39% rewrittenRISKS RELATED TO OUR STRATEGY AND OPERATIONS
Adverse economic conditions in the United States and globally, as well as geopolitical tensions, could have a negative effect on our business, results of operations, financial condition and liquidity
No substantive textual changes made to macroeconomic conditions risk.
- 34% rewrittenRISKS RELATED TO OUR STRATEGY AND OPERATIONS
We are subject to information technology system failures, network disruptions and breaches in data security which could subject us to liability, reputational damage or interrupt the operation of our business
No substantive textual changes made to IT security risk.
- 33% rewrittenRISKS RELATED TO OUR STRATEGY AND OPERATIONS
Failure by third parties to manufacture our products timely or properly may harm our reputation and financial condition
Updated supplier concentration figure showing that one manufacturer supplied 27% of Mobile Modular's modular product in 2025, up from 18% in 2024.
- 29% rewrittenRISKS RELATED TO OUR STRATEGY AND OPERATIONS
Building codes are generally reviewed every three years. All aspects of a given code are subject to change including, but not limited to, such items as structural specifications for earthquake safety, energy efficiency and environmental standards, fire and life safety, transportation, lighting and noise limits
No substantive textual changes made to building code review risk.
- 28% rewrittenRISKS RELATED TO OUR STRATEGY AND OPERATIONS
Public policies that create demand for our products and services may change, resulting in decreased demand for or the pricing of our products and services, which could negatively affect our revenues and operating income
No substantive textual changes made to public policy demand risk.
- 21% rewrittenRISKS RELATED TO OUR STRATEGY AND OPERATIONS
The majority of our indebtedness is subject to variable interest rates, which makes us vulnerable to increases in interest rates, which could negatively affect our net income
All 40 risk factors
Headings as the filing states them, in filing order.
RISKS RELATED TO OUR STRATEGY AND OPERATIONS
- 01Our future operating results may fluctuate, fail to match past performance or fail to meet expectations, which may result in a decrease in our stock price
- 02Our stock price has fluctuated and may continue to fluctuate in the future, which may result in a decline in the value of your investment in our common stock
- 03other announcements or developments affecting us, our industry, customers, suppliers or competitors40% rewritten
- 04Failure to successfully manage the transition associated with the appointment of our new Chief Executive Officer could have an adverse impact on our businessNew
- 05Our ability to retain our executive management and to recruit, retain and motivate key qualified employees is critical to the success of our business
- 06Failure by third parties to manufacture and deliver our products to our specifications or on a timely basis may harm our reputation and financial condition
- 07We have engaged in acquisitions and may engage in future acquisitions that could negatively impact our results of operations, financial condition and business
- 08becoming subject to litigation
- 09If we determine that our goodwill and intangible assets have become impaired, we may incur impairment charges, which would negatively impact our operating results
- 10Our rental equipment is subject to residual value risk upon disposition and may not sell at the prices or in the quantities we expect
- 11general economic conditions
- 12If we do not effectively manage our credit risk, collect on our accounts receivable or recover our rental equipment from our customers’ sites, it could have a material adverse effect on our operating results
- 13Effective management of our rental assets is vital to our business. If we are not successful in these efforts, it could have a material adverse impact on our results of operations79% rewritten
- 14We are subject to information technology system failures, network disruptions and breaches in data security which could subject us to liability, reputational damage or interrupt the operation of our business34% rewritten
- 15based on these operations that may be material. In addition, compliance with future environmental or health and safety laws and regulations may require significant capital or operational expenditures or changes to our operationsNew
- 16Our routine business activities expose us to risk of litigation from employees, vendors and other third parties, which could have a material adverse effect on our results of operations
- 17If we suffer loss to our facilities, equipment or distribution system due to catastrophe, our insurance policies could be inadequate or depleted, our operations could be seriously harmed, which could negatively affect our operating results
- 18The majority of our indebtedness is subject to variable interest rates, which makes us vulnerable to increases in interest rates, which could negatively affect our net income21% rewritten
- 19Significant reductions of, or delays in, funding to public schools have caused the demand and pricing for our modular classroom units to decline, which has in the past caused, and may cause in the future, a reduction in our revenues and profitability
- 20Fluctuations in the construction industry could cause the demand and pricing for our modular buildings and portable storage units to decline, which has in the past caused, and may cause in the future, a reduction in our revenues and profitabilityNew
- 21Public policies that create demand for our products and services may change, resulting in decreased demand for or the pricing of our products and services, which could negatively affect our revenues and operating income28% rewritten
- 22Building codes are generally reviewed every three years. All aspects of a given code are subject to change including, but not limited to, such items as structural specifications for earthquake safety, energy efficiency and environmental standards, fire and life safety, transportation, lighting and noise limits29% rewritten
- 23Expansions of our modular and portable storage operations into new markets may negatively affect our operating results
- 24Seasonality of our educational business may have adverse consequences for our modular building business
- 25We face strong competition in our modular building and portable storage markets and we may not be able to effectively compete63% rewritten
- 26service, reliability, appearance, functionality and delivery terms. We may experience pricing pressures in our areas of operation in the future as some of our competitors seek to obtain market share by reducing pricesNew
- 27We may not be able to quickly redeploy modular and container units returning from leases, which could negatively affect our financial performance and our ability to expand, or utilize, our rental fleet
- 28Significant increases in raw material and labor costs could increase our acquisition cost of new modular rental units and repair and maintenance costs of our fleet, which would increase our operating costs and harm our profitability
- 29Failure by third parties to manufacture our products timely or properly may harm our reputation and financial condition33% rewritten
- 30Failure to properly design, manufacture, repair and maintain the modular product may result in impairment charges, potential litigation and reduction of our operating results and cash flows
- 31Our warranty costs may increase and warranty claims could damage our reputation and negatively impact our revenues and operating income
- 32Market risk and cyclical downturns in the industries using test equipment may result in periods of low demand for our product resulting in excess inventory, impairment charges and reduction of our operating results and cash flows
- 33Seasonality of our electronic test equipment business may impact quarterly results
- 34Our rental test equipment may become obsolete or may no longer be supported by a manufacturer, which could result in an impairment charge
- 35If we do not effectively compete in the rental equipment market, our operating results will be materially and adversely affected
- 36If we are not able to obtain equipment at favorable rates, there could be a material adverse effect on our operating results and reputation
- 37Unfavorable currency exchange rates may negatively impact our financial results in U.S. dollar terms
- 38Our effective tax rate may change and become less predictable as our business expands, or as a result of federal and state tax law changes, making our future earnings less predictable
- 39Changes in financial accounting standards may cause lower than expected operating results and affect our reported results of operations
- 40Adverse economic conditions in the United States and globally, as well as geopolitical tensions, could have a negative effect on our business, results of operations, financial condition and liquidity39% rewritten
Other Mcgrath Rentcorp 10-Ks
- FY2024 10-K risk factors38 risks
Risk section is dominated by operational exposures in modular buildings, portable storage, and electronic test equipment rentals. Key vulnerabilities include public school funding cuts, variable interest rates without hedges, and California seismic activity. Asset management risks involve equipment residual values, redeployment speeds, and raw material inflation.
Filed Feb 19, 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.