Vishay Precision Group (VPG) risk factors, FY2025 10-K

Risks Related to Our Business

1. 01A shortage of qualified labor could have a material adverse effect on our business and results of operations
2. 02We face intense competition in our business
3. 03To remain successful, we must continue to innovate, and our investments in new technologies may not prove successful
4. 04We may not be successful in future acquisitions or other strategic transaction endeavors, if any, which could have an adverse effect on our business and results of operations34% rewritten
5. 05we may lose customers of those companies, or may lose our customers due to the change in control or for other reasonsNew
6. 06Future acquisitions may require us to incur or issue additional indebtedness or issue additional equity
7. 07We may experience difficulties, delays, or unexpected costs in completing our cost reduction programs
8. 08We may encounter difficulties in the implementation or operation of new enterprise resource planning systems
9. 09Our success is dependent upon our ability to protect our proprietary technology and other intellectual property
10. 10The success of our business is highly dependent on maintenance of intellectual property rights
11. 11We may be exposed to product liability claims
12. 12We must expend significant resources to obtain design wins without assurance that we will be successful
13. 13The long development times for certain of our products and systems may result in unpredictable fluctuations in revenue and results of operations
14. 14We may not have adequate manufacturing capacity to satisfy future increases in demand for our products
15. 15The nature of the market for our products may render them particularly susceptible to downturns in the economic environment
16. 16Our backlog is subject to customer cancellation
17. 17The complexity of our sophisticated measurement systems may require costly corrections if design flaws are found
18. 18Our results are sensitive to raw material availability, quality, and cost
19. 19Certain metals used in the manufacture of our products are traded on active markets, and can be subject to significant price volatility and sourcing challenges
20. 20Our product sales may be adversely affected by changes in product classification levels under various qualification and specification standards
21. 21Failure to maintain effective internal control over financial reporting could adversely affect our ability to meet our reporting requirements
22. 22We are subject to costs and liabilities related to current and future environment, health and safety laws and regulations, as well as changes in the global climate, that could adversely affect our business
23. 23Our credit facilities subject us to financial and operating restrictions40% rewritten
24. 24create liens on our assetsNew
25. 25A significant portion of our cash and cash equivalents and short-term investments balances are held by our non-U.S. subsidiaries
26. 26Changes in our tax rate or exposure to additional income tax liabilities could affect our profitability. In addition, audits by tax authorities could result in additional tax payments for prior periods
27. 27As a global business, we have a complex tax structure, and there is a risk that the tax authorities will disagree with our transfer pricing
28. 28We may not be able to realize our deferred tax assets which would adversely impact tax expense in future periods
29. 29We use the mark Vishay under license from Vishay Intertechnology, which could result in product and market confusion

Risks relating to our operations outside the United States

1. 30We attempt to improve profitability by operating in countries in which manufacturing efficiencies may be achieved, but the shift of operations to these regions may entail considerable expense
2. 31Current and future tariffs, trade regulation or other restrictions may adversely impact our business, financial condition and results of operations
3. 32We are subject to the risks of political, economic, health, and military instability in countries outside the United States in which we operate78% rewritten
4. 33We are exposed to foreign currency exchange rate risks, particularly due to market values of transactions in currencies other than the functional currencies of certain subsidiaries
5. 34As of December 31, 2025, we did not have in place any arrangements to mitigate or hedge against exposures relating to fluctuations in foreign currency exchange rates
6. 35Our global operations are subject to extensive anti-corruption laws and other regulations
7. 36Our business and results of operations may be materially adversely affected by compliance with import and export laws

Risks Relating to Our Common Stock

1. 37The holders of Class B convertible common stock have effective voting control of our company
2. 38Certain provisions of our certificate of incorporation and bylaws may reduce the likelihood of any unsolicited acquisition proposal or potential change of control that you might consider favorable
3. 39Difficult and volatile conditions in the capital, credit and commodities markets and in the overall economy could adversely affect our financial position, results of operations and cash flows26% rewritten
4. 40Continuing market volatility can exert downward pressure on our stock price, which could make it more difficult or unfavorable for us to raise additional capital in the futureNew
5. 41We might require additional capital to support business growth and this capital might not be available
6. 42Our future success is substantially dependent on our ability to attract and retain highly qualified technical, managerial, marketing, finance, and administrative personnel
7. 43We are exposed to, and may be adversely affected by, interruptions to our computer and information technology systems and sophisticated cyber-attacks
8. 44Interruptions in our information technology systems could adversely affect our business
9. 45We may use artificial intelligence in our business, and challenges with properly managing its use could adversely affect our business
10. 46Unexpected events, such as a natural disaster, could disrupt our operations and adversely affect our results of operations
11. 47Our stock price could become more volatile and investments could lose value
12. 48A significant drop in our stock price could expose us to costly and time consuming litigation, which could result in substantial costs, and divert management’s attention and resources, resulting in an adverse effect on our business
13. 49Your percentage ownership of our common stock may be diluted in the future