Unisys (UIS) risk factors, FY2025 10-K

Unisys's FY2025 10-K, filed Feb 25, 2026, lists 23 risk factors. Against the prior year's 21: 3 new, 1 dropped, 12 substantially reworded.

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Risk factors listed
231 groups
New this year
3vs 21 last year
Dropped
1since the prior 10-K
Substantially reworded
12of those kept
Section length
10k wordsItem 1A

What the changes say

  • Unisys faced credit rating downgrades and massive pension contributions totaling $343.7 million in 2025.
  • Digital Workplace Solutions suffered goodwill impairment charges of $55.0 million in 2025 and $39.1 million in 2024.
  • New risks highlight exposures to global trade tariffs, AI integration challenges, and stricter sustainability regulations.

What changed since the prior 10-K

New

  • NewBUSINESS AND OPERATING RISKS

    Our global operations expose us to risks associated with an evolving international trade and tariff environment, which may adversely affect our business, results of operations and financial condition

    Global operations expose us to trade tensions, tariffs, export controls, and sanctions across major economies like the US, China, and Europe.

  • NewBUSINESS AND OPERATING RISKS

    AI and other machine learning technology are integrated into our services and solutions, which could present risks and challenges to our business, results of operations and financial condition

    Integrating AI and machine learning into our services creates risks regarding data sourcing, algorithmic bias, security vulnerabilities, and intense market competition.

  • NewBUSINESS AND OPERATING RISKS

    Global sustainability standards and expectations, including achieving our sustainability goals and complying with sustainability laws and regulations, expose us to potential liabilities, reputational harm and could adversely affect our business, results of operations, financial condition or reputation

    Evolving global sustainability standards and conflicting regulations could increase compliance costs and cause reputational harm or lost business opportunities.

Dropped

  • DroppedBUSINESS AND OPERATING RISKS

    Global expectations relating to environmental, social and governance considerations expose us to potential liabilities, reputational harm and could adversely affect our business, results of operations, financial condition, stock price or reputation

Reworded

  • 86% rewrittenBUSINESS AND OPERATING RISKS

    If we fail again to maintain an effective system of internal control over financial reporting and disclosure controls and procedures, our ability to report timely and accurate financial results or comply with applicable regulations could be impaired, and our business and operating results may be adversely affected

    Updated to reference specific material weaknesses identified in 2022 and remediated in 2023, plus resulting operational changes.

  • 70% rewrittenBUSINESS AND OPERATING RISKS

    Inability to maintain our credit rating or access the financing markets may adversely impact our business, liquidity and cash flows

    Updated total indebtedness to $741.7 million, including $700 million of 2031 Notes, and noted our Moody's downgrade from B1 to B2 in 2025.

    Was: If we are unable to maintain our credit rating or access the financing markets, it may adversely impact our business and liquidity

  • 44% rewrittenBUSINESS AND OPERATING RISKS

    We have been, and expect in the future to be, required to contribute additional cash to meet our significant underfunded defined benefit pension plan obligations, and these contributions could have a material impact on our operations, financial condition and liquidity

    Updated 2025 cash contributions to $343.7 million, including a $250 million discretionary U.S. pension contribution, and revised future estimates.

  • 44% rewrittenBUSINESS AND OPERATING RISKS

    Our inability to effectively anticipate and respond to rapid technological innovation, such as artificial intelligence among others, in our industry could affect our results of operations

    Expanded the definition of rapid technological innovation to include generative and agentic AI frameworks, quantum computing, and multi-layer computing.

    Was: Our inability to effectively anticipate and respond to rapid technological innovation, such as artificial intelligence among others, in our industry could affect our results of operations and cash flows

  • 43% rewrittenBUSINESS AND OPERATING RISKS

    Future results may be adversely impacted if we are unable to grow revenue, expand profit margin and generate sufficient cash flows in our businesses

    Added that revenue from new and existing clients may not materialize at expected rates or at all.

    Was: Future results may be materially adversely impacted if we are unable to grow revenue, expand profit margin and generate sufficient cash flows in our businesses

  • 42% rewrittenBUSINESS AND OPERATING RISKS

    Impairment of our goodwill or intangible assets has negatively impacted our results of operations. If our goodwill or intangible assets are further or fully impaired in the future, our results of operations will be negatively impacted further

    Added that Digital Workplace Solutions suffered goodwill impairment charges of $55.0 million in 2025 and $39.1 million in 2024.

    Was: Impairment of goodwill or intangible assets has negatively impacted our results of operations. If goodwill or intangible assets are further or fully impaired in the future, our results of operations will be negatively impacted further

  • 29% rewrittenBUSINESS AND OPERATING RISKS

    A significant portion of our revenue is derived from our installed base. Results have been and may continue to be adversely impacted if we are unable to maintain our installed base and sell new solutions and related services to existing and new clients

    Changed potential future revenue declines from installed base clients to reflect that revenue has already declined.

    Was: A significant portion of our revenue is derived from our installed base. Future results may be adversely impacted if we are unable to maintain our installed base and sell new solutions and related services to existing and new clients

  • 29% rewrittenBUSINESS AND OPERATING RISKS

    Furthermore, if ClearPath Forward is sold in the form of Software as a Service (SaaS) at an accelerated pace, this would have a negative timing impact on our short- and medium-term cash position and could adversely impact our operations, financial condition and liquidity

    Replaced language about offsetting revenue declines from the installed base with revenue declines from turnover in our installed base.

  • 28% rewrittenBUSINESS AND OPERATING RISKS

    Our results of operations have been, and may in the future be, adversely affected by volatile, negative or uncertain economic, geopolitical and political conditions, as well as acts of war, terrorism, natural disasters or the widespread outbreak of infectious diseases

    Was: Our results of operations have been, and may in the future be, adversely affected by volatile, negative or uncertain economic, geopolitical or political conditions as well as acts of war, terrorism, natural disasters or the widespread outbreak of infectious diseases

  • 26% rewrittenBUSINESS AND OPERATING RISKS

    Our commercial contracts have not been, and in the future may not be, as profitable as expected or provide the expected level of revenue

  • 22% rewrittenBUSINESS AND OPERATING RISKS

    Future results depend in part on the pricing, performance and capabilities of third parties with whom we have commercial relationships

  • 21% rewrittenBUSINESS AND OPERATING RISKS

    Cybersecurity incidents, security incidents and breaches and other disruptions in our IT systems have occurred and will continue to occur and could result in the incurrence of significant costs as well as harm to our business

All 23 risk factors

Headings as the filing states them, in filing order.

BUSINESS AND OPERATING RISKS

  1. 01A significant portion of our revenue is derived from our installed base. Results have been and may continue to be adversely impacted if we are unable to maintain our installed base and sell new solutions and related services to existing and new clients29% rewritten
  2. 02Furthermore, if ClearPath Forward is sold in the form of Software as a Service (SaaS) at an accelerated pace, this would have a negative timing impact on our short- and medium-term cash position and could adversely impact our operations, financial condition and liquidity29% rewritten
  3. 03Future results may be adversely impacted if we are unable to grow revenue, expand profit margin and generate sufficient cash flows in our businesses43% rewritten
  4. 04Our inability to effectively anticipate and respond to rapid technological innovation, such as artificial intelligence among others, in our industry could affect our results of operations44% rewritten
  5. 05Cybersecurity incidents, security incidents and breaches and other disruptions in our IT systems have occurred and will continue to occur and could result in the incurrence of significant costs as well as harm to our business21% rewritten
  6. 06Our results of operations have been, and may in the future be, adversely affected by volatile, negative or uncertain economic, geopolitical and political conditions, as well as acts of war, terrorism, natural disasters or the widespread outbreak of infectious diseases28% rewritten
  7. 07Our work with government and public sector clients exposes us to additional risks inherent in the government contracting and public sector environment
  8. 08We face aggressive competition, including competitors offering more aggressive pricing or contractual terms, which may reduce demand for our solutions and related services and could have an adverse effect on our business
  9. 09If we are unable to attract, retain, and develop skilled employees to align with global client demand and retain and develop strong leaders, our business may be adversely impacted
  10. 10Our commercial contracts have not been, and in the future may not be, as profitable as expected or provide the expected level of revenue26% rewritten
  11. 11Future results depend in part on the pricing, performance and capabilities of third parties with whom we have commercial relationships22% rewritten
  12. 12We have been, and expect in the future to be, required to contribute additional cash to meet our significant underfunded defined benefit pension plan obligations, and these contributions could have a material impact on our operations, financial condition and liquidity44% rewritten
  13. 13Inability to maintain our credit rating or access the financing markets may adversely impact our business, liquidity and cash flows70% rewritten
  14. 14If we are unable to protect or enforce our intellectual property rights, prevent our services or solutions from infringing upon the intellectual property rights of others or if we lose our ability to utilize the intellectual property of others, our business could be adversely affected
  15. 15Our global operations expose us to risks associated with an evolving international trade and tariff environment, which may adversely affect our business, results of operations and financial conditionNew
  16. 16We could face business and financial risk through the completion of acquisitions or dispositions
  17. 17Our global operations expose us to numerous and sometimes conflicting legal and regulatory requirements, and violations of these legal and regulatory requirements could harm our business and cause reputational risk
  18. 18AI and other machine learning technology are integrated into our services and solutions, which could present risks and challenges to our business, results of operations and financial conditionNew
  19. 19Legal proceedings, investigations, compliance and environmental matters have and may continue to impact our results of operations, cash flows and business
  20. 20Global sustainability standards and expectations, including achieving our sustainability goals and complying with sustainability laws and regulations, expose us to potential liabilities, reputational harm and could adversely affect our business, results of operations, financial condition or reputationNew
  21. 21If we fail again to maintain an effective system of internal control over financial reporting and disclosure controls and procedures, our ability to report timely and accurate financial results or comply with applicable regulations could be impaired, and our business and operating results may be adversely affected86% rewritten
  22. 22Impairment of our goodwill or intangible assets has negatively impacted our results of operations. If our goodwill or intangible assets are further or fully impaired in the future, our results of operations will be negatively impacted further42% rewritten
  23. 23Our ability to use our net operating loss (NOL) carryforwards and certain other tax attributes may be limited

Other Unisys 10-Ks

  • FY2024 10-K risk factors
    21 risks

    Unisys relies heavily on its installed base and ClearPath Forward product, creating cash timing risks from SaaS transitions. Refinancing $485 million of Senior Secured Notes due 2027 is a near-term capital priority. International operations generated 57% of 2024 revenue, exposing the company to global macro volatility.

    Filed Feb 21, 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.