What the changes say
- Cybersecurity is newly emphasized, including AI-enabled attacks and potential sales, customer and cost impacts.
What changed since the prior 10-K
New
- NewRisks Relating to Our Business, Strategy and Operations
If we experience a disruption in our information technology systems, it could result in the loss of sales and customers and significant incremental costs, which could materially adversely affect our business
Cyberattacks, including AI-enhanced attacks, could disrupt systems, lose sales and customers, and create significant incremental costs despite security measures.
Dropped
- DroppedRisks Relating to Our Business, Strategy and Operations
some multinational customers that are headquartered in emerging markets may have complying fully with U.S. and other developed market extraterritorial regulations
- DroppedLegal, Compliance and Regulatory Risks
regulations related to GHG emissions and other climate change related concerns have affected and will likely continue to affect us, our suppliers and our customers. There can be no assurance our Company will meet the evolving sustainability expectations and standards of our investors and other external stakeholders
- DroppedLegal, Compliance and Regulatory Risks
Failure to meet environmental, social and governance ESG expectations or standards or achieve our ESG goals could adversely affect our business, results of operations, financial condition, or stock price
Reworded
- 81% rewrittenRisks Relating to Our Business, Strategy and Operations
A significant disruption in, or breach in security of, our information technology systems or violations of data protection laws could materially adversely affect our business and reputation
The ERP risk now says implementation is in its beginning stage and continuing, rather than referring only to planned implementation.
- 66% rewrittenRisks Relating to Our Business, Strategy and Operations
We have extensive international operations, and events and circumstances that have general international consequence or specific impact in the countries in which we operate may materially adversely affect our business
Foreign-market sales declined from 73% to 72%, Asia’s share fell from 44% to 41%, Europe’s rose from 27% to 29%, and Belgium was added to operating locations.
- 62% rewrittenLegal, Compliance and Regulatory Risks
We may incur substantial costs to comply with climate change legislation and related regulatory initiatives
The discussion shifts from possible U.S. Paris Agreement withdrawal to EU implementation, emphasizing emissions-trading changes, fewer free allowances and higher purchased-allowance prices.
- 42% rewrittenRisks Relating to Our Business, Strategy and Operations
Our business strategy includes plans for organic growth, and our results of operations and financial position could be adversely affected if we fail to grow or fail to manage our growth effectively
The risk now acknowledges past periods of revenue and asset decline and says historical growth may not return, while removing significant capital expenditures.
- 38% rewrittenRisks Relating to Our Business, Strategy and Operations
Failure to capitalize on, volatility within, or other adverse changes with respect to the Company’s growth opportunities may adversely affect our business
The quantified 18% significant-growth and 34% high-growth market sales figures were removed, while EV/HEV, ADAS and other target markets remain named.
Was: Failure to capitalize on, volatility within, or other adverse changes with respect to the Company’s growth drivers, including significant growth markets and high growth markets, may adversely affect our business
- 37% rewrittenLegal, Compliance and Regulatory Risks
We are subject to many environmental laws and regulations as well as potential environmental liabilities that could adversely affect our business
No substantive change is apparent; the same environmental laws, hazardous substances and EU regulations remain described.
- 35% rewrittenLegal, Compliance and Regulatory Risks
Our business could be negatively affected as a result of actions of activist shareholders, and such activism could impact the trading value of our securities
The risk now specifically says activist responses can be costly and time-consuming, divert management and employees, and interfere with executing strategy.
All 22 risk factors
Headings as the filing states them, in filing order.
Risks Relating to Our Business, Strategy and Operations
- 01Failure to capitalize on, volatility within, or other adverse changes with respect to the Company’s growth opportunities may adversely affect our business38% rewritten
- 02We face intense global competition, which could reduce demand for our products or create additional pricing pressure on our products
- 03Our business is dependent upon our development of innovative products and our customers’ incorporation of those products into end user products and systems that achieve commercial success
- 04Macroeconomic conditions could materially adversely affect our business, financial condition, or results of operations
- 05Our dependence on sole or limited source suppliers for certain of our raw materials could materially adversely affect our ability to manufacture products and materially increase our costs
- 06We have engaged in transactions in the past and may in the future acquire or dispose of businesses, or engage in other transactions, which expose us to a variety of risks that could materially adversely affect our business operating results and financial position
- 07Our business strategy includes plans for organic growth, and our results of operations and financial position could be adversely affected if we fail to grow or fail to manage our growth effectively42% rewritten
- 08We rely on highly specialized technical personnel and management, and the failure to attract and retain these individuals could impair our expected growth and future success
- 09If we suffer loss or disruption to our facilities, supply chains, distribution systems or information technology systems due to catastrophe or other events, our business could be seriously harmed
- 10We have extensive international operations, and events and circumstances that have general international consequence or specific impact in the countries in which we operate may materially adversely affect our business66% rewritten
- 11Deteriorating trade relations between the U.S. and China, other trade conflicts and barriers, economic sanctions, and Chinese policies to decrease dependence on foreign suppliers could limit or prevent certain existing or potential customers from doing business with us and materially adversely affect our business
- 12A significant disruption in, or breach in security of, our information technology systems or violations of data protection laws could materially adversely affect our business and reputation81% rewritten
- 13If we experience a disruption in our information technology systems, it could result in the loss of sales and customers and significant incremental costs, which could materially adversely affect our businessNew
- 14Emerging issues related to the development and use of AI could give rise to legal or regulatory action, damage our reputation, or otherwise materially harm our business
- 15We may experience difficulties in implementing our new ERP system
Legal, Compliance and Regulatory Risks
- 16We are subject to many environmental laws and regulations as well as potential environmental liabilities that could adversely affect our business37% rewritten
- 17Our business may be materially adversely affected if we cannot protect our proprietary technology or if we infringe the proprietary rights of others
- 18As a multinational corporation doing business in the U.S. and various foreign jurisdictions, changes in tax laws or exposures to additional tax liability could negatively impact our operating results
- 19The terms of our credit agreement subject us to risks if we fail to satisfy financial ratios and comply with numerous covenants
- 20We may be adversely affected by litigation stemming from product liability and other claims
- 21We may incur substantial costs to comply with climate change legislation and related regulatory initiatives62% rewritten
- 22Our business could be negatively affected as a result of actions of activist shareholders, and such activism could impact the trading value of our securities35% rewritten
Other Rogers 10-Ks
- FY2024 10-K risk factors24 risks
Rogers Corporation derives substantial revenue from EV/HEV, ADAS, and international markets, creating strong exposure to global trade policy and tariffs.
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.