Ingevity (NGVT) risk factors, FY2025 10-K

Ingevity's FY2025 10-K, filed Feb 26, 2026, lists 24 risk factors in 5 groups. Against the prior year's 25: 2 new, 3 dropped, 10 substantially reworded.

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Risk factors listed
245 groups
New this year
2vs 25 last year
Dropped
3since the prior 10-K
Substantially reworded
10of those kept
Section length
7k wordsItem 1A

What the changes say

  • International sales grew to 43% of total sales in 2025, elevating trade policy and tariff exposures.

What changed since the prior 10-K

New

  • NewInternational Operations Risks

    Changes in tariff regimes could negatively impact our business

    New global tariffs and retaliatory measures, particularly from China, could increase export and import costs and reduce customer demand for our products.

  • NewLegal and Regulatory Risks

    such changes are uncertain and, therefore, it is not possible for Ingevity to predict with certainty the amount of additional capital expenditures or operating expenses that could be necessary for compliance with respect to any such changes

    Failure to meet greenhouse gas emissions and sustainability targets could harm our reputation and cause investors to divest from our securities.

Dropped

  • DroppedOperational Risks

    The repositioning of our Performance Chemicals business has reduced our net sales and may otherwise adversely affect our financial condition and results of operations during this transition period

    Repositioning and plant closures in DeRidder and Crossett to reduce Performance Chemicals cyclicality.

  • DroppedOperational Risks

    Our review of strategic alternatives for the industrial specialties product line and North Charleston, South Carolina crude tall oil (“CTO”) refinery may not result in a transaction and any transaction entered into may not yield the expected results or benefits

    Exploring strategic alternatives and potential divestiture for the industrial specialties line and North Charleston CTO refinery.

  • DroppedMarket Risks

    technological innovations in our end-use markets on a competitive basis, our financial condition and results of operations could be adversely affected

Reworded

  • 85% rewrittenMarket Risks

    We face competition from new technologies and new or emerging competitors

    Added honeycomb manufacturers as specific competitors in the Performance Materials segment alongside other activated carbon competitors.

  • 80% rewrittenMarket Risks

    Certain of our products face competition from substitute products where the costs of different raw material inputs can impact the price competitiveness of our products and negatively impact our sales and/or profits as we respond to substitute product competition

    Replaced specific gum rosin and C5 resin inputs with monomers, thermoplastics, and polyols competing against caprolactone-based products.

  • 61% rewrittenInternational Operations Risks

    We are exposed to the risks inherent in international sales and operations

    Updated international sales percentage to 43 percent for 2025 and added reputational harm, fines, or shutdowns to compliance risks.

  • 54% rewrittenOperational Risks

    We purchase a variety of raw materials, which are subject to pricing pressures and limited availability; inability to procure these raw materials or to pass on price increases could negatively impact our operations or financial results

    Removed CTO and black liquor from the listed raw materials while adding tall oil fatty acid and lignin.

  • 47% rewrittenOperational Risks

    Disruptions at any of our plants could negatively impact our production, financial condition and results of operations

    Expanded plant disruption risks to include planned or unplanned production slowdowns, shutdowns, turnarounds, and outages.

    Was: Disruptions at any of our facilities could negatively impact our production, financial condition and results of operations

  • 43% rewrittenLegal and Regulatory Risks

    Our operations are subject to a wide range of general and industry-specific environmental laws and regulations; changes to this legal and regulatory landscape could limit our business activities and increase our operating costs

  • 38% rewrittenMarket Risks

    Adverse conditions in the automotive market may negatively impact demand for our automotive carbon products

    Added tariffs, microchip shortages, and supplier disruptions within the automotive OEM supply chain as factors affecting ICE and HEV production.

  • 31% rewrittenLegal and Regulatory Risks

    From time to time, we may be engaged in legal actions associated with our intellectual property rights; if we are unsuccessful, these could potentially result in an adverse effect on our financial condition and results of operations

  • 30% rewrittenOperational Risks

    We are dependent upon third parties for the provision of certain critical operating services at several of our plants

    Was: We are dependent upon third parties for the provision of certain critical operating services at several of our facilities

  • 20% rewrittenLegal and Regulatory Risks

    Adverse weather conditions and other environmental impacts (such as climate change and extreme weather) may impact our operations and the demand for some of our products, which could negatively affect our financial condition and results of operations

All 24 risk factors

Headings as the filing states them, in filing order.

Operational Risks

  1. 01We are dependent upon third parties for the provision of certain critical operating services at several of our plants30% rewritten
  2. 02Disruptions at any of our plants could negatively impact our production, financial condition and results of operations47% rewritten
  3. 03We purchase a variety of raw materials, which are subject to pricing pressures and limited availability; inability to procure these raw materials or to pass on price increases could negatively impact our operations or financial results54% rewritten
  4. 04Disruptions within our supply chain could negatively impact, our production, financial condition and results of operations

International Operations Risks

  1. 05We are exposed to the risks inherent in international sales and operations61% rewritten
  2. 06Changes in tariff regimes could negatively impact our businessNew

Market Risks

  1. 07Adverse conditions in the automotive market may negatively impact demand for our automotive carbon products38% rewritten
  2. 08The Company's pavement technologies product line is heavily dependent on government infrastructure spending
  3. 09We face competition from new technologies and new or emerging competitors85% rewritten
  4. 10Certain of our products face competition from substitute products where the costs of different raw material inputs can impact the price competitiveness of our products and negatively impact our sales and/or profits as we respond to substitute product competition80% rewritten
  5. 11Certain of the Company's products are sold into cyclical end-markets, such as the automotive market and the apparel market, which are impacted by changes in consumer and industrial demand
  6. 12We are dependent on certain large customers
  7. 13We are dependent on attracting and retaining key personnel
  8. 14The inability to make or effectively integrate future acquisitions may negatively affect our results
  9. 15As we rely on information technologies to conduct our business, cyber-attacks, data and privacy breaches, or a failure of information technology systems could disrupt our operations and expose us to liability, which could cause our business and reputation to suffer

Legal and Regulatory Risks

  1. 16From time to time, we may be engaged in legal actions associated with our intellectual property rights; if we are unsuccessful, these could potentially result in an adverse effect on our financial condition and results of operations31% rewritten
  2. 17Certain elements of our strategic growth are dependent on the adoption of more stringent air quality standards around the world
  3. 18Our business involves hazards associated with chemical manufacturing, storage, transportation and disposal; the legal and regulatory environment related to such chemicals could require expenditures or changes to our product formulations and operations
  4. 19Our operations are subject to a wide range of general and industry-specific environmental laws and regulations; changes to this legal and regulatory landscape could limit our business activities and increase our operating costs43% rewritten
  5. 20such changes are uncertain and, therefore, it is not possible for Ingevity to predict with certainty the amount of additional capital expenditures or operating expenses that could be necessary for compliance with respect to any such changesNew
  6. 21Adverse weather conditions and other environmental impacts (such as climate change and extreme weather) may impact our operations and the demand for some of our products, which could negatively affect our financial condition and results of operations20% rewritten

Financial and Economic Risks

  1. 22We may be adversely affected by general global economic and financial conditions beyond our control
  2. 23Inflation could result in an adverse impact on our results of operations
  3. 24Challenges in the commercial and credit environment may materially adversely affect Ingevity's future access to capital

Other Ingevity 10-Ks

  • FY2024 10-K risk factors
    25 risks

    Ingevity faces significant operational risks from raw material procurement, dependency on critical third-party facility services, and customer concentration.

    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.