What the changes say
- Woodward added risks around global minimum taxes and product acceptance, while updating customer concentration figures for fiscal 2025.
What changed since the prior 10-K
New
- NewIndustry Risks
changes to global minimum taxes or other tax law changes
The OECD Pillar Two framework could establish a 15% minimum tax, adversely impacting our effective tax rate and cash flows.
- NewBusiness Risks
If we fail to develop new products or enhance existing products, or our customers do not accept the new or enhanced products we develop, our business, financial condition, results of operations, and cash flows could be adversely affected
Failure to develop new products or have customers accept them could harm our business, operating in rapidly changing technology markets.
Dropped
- DroppedIndustry Risks
and inventions developed by us in the future may not be considered valuable by customers or provide us with a competitive advantage, or competitors may develop similar or identical technologies and inventions independently of us and before we do
Reworded
- 75% rewrittenIndustry Risks
Our financial and operating performance depends on continued access to a stable workforce and on favorable labor relations with our members
Added risks regarding labor cost increases, member relations deterioration, and qualified technical personnel availability for our 13% unionized workforce.
Was: Our financial and operating performance depends on continued access to a stable workforce and on favorable labor relations with our employees
- 72% rewrittenIndustry Risks
Failure to develop, obtain, enforce, and protect intellectual property rights or third parties' claims that we are infringing their intellectual property could harm our business
Changed risk heading to emphasize failure to protect IP or third-party infringement claims.
- 57% rewrittenIndustry Risks
difficulties in implementing restructuring actions on a timely basis
Updated to discuss specific tariff and tax impacts experienced during fiscal year 2025 and potential future material cost pressures.
- 48% rewrittenIndustry Risks
We operate in highly competitive industries and, if we are unable to compete effectively in one or more of our markets, our business, financial condition, and results of operations will be adversely affected
Changed pricing terminology from OEM and aftermarket pricing to OEM and services pricing.
- 42% rewrittenIndustry Risks
Our business and operations may be adversely affected by cybersecurity breaches or other information technology system or network interruptions or intrusions
Added that both we and certain third-party providers have experienced cyberattacks on our IT infrastructure and systems.
- 34% rewrittenIndustry Risks
Suppliers may be unable to provide us with materials of sufficient quality or quantity to meet our production needs at favorable prices or at all which may adversely affect our revenue and margins
Added that strategic investments to simplify and strengthen our supply chain may not be successful in preventing raw material shortages.
- 33% rewrittenBusiness Risks
Our product development may be more costly than anticipated, or we may not be able to produce newly developed products at a cost that meets the anticipated product cost structure
Added that increased research and development investments may divert resources from acquisitions or facility investments.
Was: Our product development activities may not be successful, may be more costly than anticipated, or we may not be able to produce newly developed products at a cost that meets the anticipated product cost structure
- 25% rewrittenIndustry Risks
A significant portion of our revenue is concentrated among a relatively small number of customers, which makes our business more vulnerable to fluctuations in sales to these customers and changes in their financial condition
Updated fiscal year 2025 top 5 customer revenue concentration to 36% and accounts receivable concentration to 34%.
- 25% rewrittenIndustry Risks
Data privacy, data protection, and cybersecurity may require significant resources and present certain risks
- 23% rewrittenIndustry Risks
Our strategic joint venture with GE Aerospace may make it more difficult to secure long-term sales in certain aerospace markets
All 32 risk factors
Headings as the filing states them, in filing order.
Industry Risks
- 01We operate in highly competitive industries and, if we are unable to compete effectively in one or more of our markets, our business, financial condition, and results of operations will be adversely affected48% rewritten
- 02A significant portion of our revenue is concentrated among a relatively small number of customers, which makes our business more vulnerable to fluctuations in sales to these customers and changes in their financial condition25% rewritten
- 03The long sales cycle, customer evaluation process, and implementation period of our products and services may increase the costs of obtaining orders and reduce the predictability of sales cycles and our inventory requirements
- 04Our strategic joint venture with GE Aerospace may make it more difficult to secure long-term sales in certain aerospace markets23% rewritten
- 05Suppliers may be unable to provide us with materials of sufficient quality or quantity to meet our production needs at favorable prices or at all which may adversely affect our revenue and margins34% rewritten
- 06Our profitability may suffer if we are unable to manage our expenses in connection with sales increases, sales decreases, or if we experience change in product mix
- 07Sales made directly to U.S. Government agencies and entities, or indirectly through third-party manufacturers, such as tier-one prime contractors utilizing our parts and subassemblies, accounted for approximately 20% of total sales in fiscal year 2025 and 17% in fiscal year 2024
- 08Our business may be adversely affected by risks unique to government contracting
- 09The occurrence of one or more of these risks, some of which are out of our control, could have a material adverse effect on our business, financial condition, results of operations, and cash flows
- 10create liens on our assets to secure debt
- 11Unforeseen additional tax expense or additional tax exposures could impact our future profitability
- 12changes to global minimum taxes or other tax law changesNew
- 13We derive a significant amount of revenue and obtain components from outside of the United States; accordingly, we are subject to the risks of doing business in other countries
- 14difficulties in implementing restructuring actions on a timely basis57% rewritten
- 15Changes in the estimates of fair value of reporting units or of long-lived assets, particularly goodwill, may result in future impairment charges, which could have a material adverse effect on our business, financial condition, and results of operations
- 16Our inability to retain key personnel or attract and retain new qualified personnel could adversely affect our business and limit our ability to operate successfully
- 17Our financial and operating performance depends on continued access to a stable workforce and on favorable labor relations with our members75% rewritten
- 18Our operations and suppliers may be subject to physical and other risks that could disrupt our operations
- 19Failure to develop, obtain, enforce, and protect intellectual property rights or third parties' claims that we are infringing their intellectual property could harm our business72% rewritten
- 20We are subject to legal proceedings, investigations, claims and/or regulatory proceedings that could have a significant impact on our business and operations
- 21Our business and operations may be adversely affected by cybersecurity breaches or other information technology system or network interruptions or intrusions42% rewritten
- 22Data privacy, data protection, and cybersecurity may require significant resources and present certain risks25% rewritten
- 23Increasing emission standards that drive certain product sales may be eased or delayed, which could reduce our competitive advantage
- 24Prices for fossil fuels may increase significantly and disproportionately to other sources of fuels used for power generation, which could reduce our sales and adversely affect our business, financial condition, results of operations, and cash flows
- 25Long-term reduced commodity prices for oil, natural gas, and other minerals may depress the markets for certain of our products and services, particularly those from our Industrial segment
Business Risks
- 26If we fail to develop new products or enhance existing products, or our customers do not accept the new or enhanced products we develop, our business, financial condition, results of operations, and cash flows could be adversely affectedNew
- 27Our product development may be more costly than anticipated, or we may not be able to produce newly developed products at a cost that meets the anticipated product cost structure33% rewritten
- 28Product liability claims, product recalls or other liabilities associated with the products and services we provide may force us to pay substantial damage awards and other expenses
- 29Acquisitions, joint ventures, divestitures, and other transactions we enter into could fail to achieve strategic objectives, disrupt our ongoing operations, result in operating difficulties, harm our business, and negatively impact our results of operations
- 30Our restructuring activities may reduce our profitability and may not have the intended effects
- 31Our manufacturing activities may result in future environmental costs or liabilities
- 32Failure of our production lines, or those of our subcontractors, to meet required certification standards could disrupt production
Other Woodward 10-Ks
- FY2024 10-K risk factors31 risks
Woodward relies heavily on a small group of customers, with the top 5 generating 35 percent of net sales in fiscal 2024. International sales, U.S. government contracts, and a joint venture with GE Aerospace heavily shape operations. Stringent emission standards, environmental liabilities, and cybersecurity requirements create significant compliance exposures.
Filed Nov 26, 2024
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.