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What changed in LEGGETT & PLATT INC's 10-K — 2024 vs 2025

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Paragraph-level year-over-year comparison of LEGGETT & PLATT INC's 2024 and 2025 10-K annual filings, covering the Business, Risk Factors, Legal Proceedings, Cybersecurity, MD&A and Market Risk sections. Every new, removed and edited paragraph is highlighted side-by-side so you can see exactly what management changed in the 2025 report.

+533 added−498 removedSource: 10-K (2026-02-26) vs 10-K (2025-02-26)

Top changes in LEGGETT & PLATT INC's 2025 10-K

533 paragraphs added · 498 removed · 351 edited across 9 sections

Item 1. Business

Business — how the company describes what it does

48 edited+15 added−13 removed23 unchanged
Biggest changeWe also convert and distribute geo components for erosion control, subgrade stabilization, and storm water management. 5 Table of Contents PART I P RODUCTS Home Furniture Group • Steel mechanisms and motion hardware (enabling furniture to recline, tilt, swivel, rock, and elevate) for reclining chairs, sofas, sleeper sofas, and lift chairs • Springs and seat suspensions for chairs, sofas, and loveseats Work Furniture Group • Components and private-label finished goods for collaborative soft seating • Bases, columns, back rests, casters, and frames for office chairs, and control devices that allow chairs to tilt, swivel, and elevate Flooring & Textile Products Group • Carpet cushion and hard surface flooring underlayment (made from bonded scrap foam, fiber, rubber, and prime foam) • Structural fabrics for mattresses, residential furniture, and industrial uses • Geo components (synthetic fabrics and various other products used in ground stabilization, drainage protection, erosion, and weed control) C USTOMERS • Manufacturers of upholstered and office furniture • Flooring retailers and distributors, including big box retailers and home improvement centers • Contractors, landscapers, road construction companies, retailers, and government agencies using or selling geo components • Mattress and furniture producers • Manufacturers of draperies, specialty packaging, filtration, and automotive upholstery 2024 Restructuring Plan In the first quarter of 2024, we committed to a restructuring plan, primarily associated with our Bedding Products segment and, to a lesser extent, our Furniture, Flooring & Textile Products segment (the “2024 Restructuring Plan” or “2024 Plan”), which is expected to be substantially complete by the end of 2025.
Biggest changePRODUCTS Home Furniture Group • Steel mechanisms and motion hardware (enabling furniture to recline, tilt, swivel, rock, and elevate) for reclining chairs, sofas, sleeper sofas, and lift chairs • Springs and seat suspensions for chairs, sofas, and loveseats Work Furniture Group • Components and private-label finished goods for collaborative soft seating • Bases, columns, back rests, casters, and frames for office chairs, and control devices that allow chairs to tilt, swivel, and elevate Flooring & Textile Products Group • Carpet cushion and hard surface flooring underlayment (made from bonded scrap foam, fiber, rubber, and prime foam) • Structural fabrics for mattresses, residential furniture, and industrial uses • Geo components (synthetic fabrics and various other products used in ground stabilization, drainage protection, erosion, and weed control) CUSTOMERS • Manufacturers of upholstered and office furniture • Flooring retailers and distributors, including big box retailers and home improvement centers • Contractors, landscapers, road construction companies, retailers, and government agencies using or selling geo components • Mattress and furniture producers • Manufacturers of draperies, specialty packaging, filtration, and automotive upholstery Somnigroup Discussions In December 2025, we announced the Company received an unsolicited proposal from Somnigroup International Inc.
In 2023, we launched CombiCore TM , a semi-finished mattress featuring fabric-encased perimeter edge innerspring and specialty foam columns that minimize motion disturbance from a sleeping partner and improve airflow. In 2024, we launched our pre-foam encased product, which features foam rails automatically attached to an Eco-Base ® innerspring set during the innerspring production process.
In 2023, we launched CombiCore ® , a semi-finished mattress featuring fabric-encased perimeter edge innerspring and specialty foam columns that minimize motion disturbance from a sleeping partner and improve airflow. In 2024, we launched our pre-foam encased product, which features foam rails automatically attached to an Eco-Base ® innerspring set during the innerspring production process.
Spring Specialty Foam Adjustable Bed International Bedding Machinery Our Bedding Products segment has its roots in the Company's founding in 1883 with the manufacture of steel coil bedsprings. Today, we support our customers' product needs from raw materials to components to finished mattresses and foundations and provide distribution and fulfillment capabilities.
Spring Specialty Foam Adjustable Bed International Bedding Our Bedding Products segment has its roots in the Company's founding in 1883 with the manufacture of steel coil bedsprings. Today, we support our customers' product needs from raw materials to components to finished mattresses and foundations and provide distribution and fulfillment capabilities.
Finally, we offer part-time jobs, flexible hours, and remote and hybrid working, where applicable. Training and Development Programs . Developing our talent continues to be part of our ongoing, long-term strategy, which is focused on growing talent, including technical/skilled positions, supervisory and management levels, and other future leaders.
Finally, we offer part-time jobs, flexible hours, and remote and hybrid working conditions, where applicable. Training and Development Programs . Developing our talent continues to be part of our ongoing, long-term strategy, which is focused on growing talent, including technical/skilled positions, supervisory and management levels, and other future leaders.
Approximately half of the rod mill's output is used internally by our wire mills to supply virtually all of the wire consumed by our domestic innerspring operations and other businesses. We also supply steel rod and wire to trade customers that operate in a broad range of markets.
Approximately half of the rod mill's output is used internally by our wire drawing mills to supply virtually all of the wire consumed by our domestic innerspring operations and other businesses. We also supply steel rod and wire to trade customers that operate in a broad range of markets.
Our market share is based on estimates using our internal data, information from various industry analyses, internal research, and adjustments and assumptions that we believe to be reasonable. We have not independently verified data from industry analyses and cannot guarantee their accuracy or completeness. 14 Table of Contents PART I
Our market share is based on estimates using our internal data, information from various industry analyses, internal research, and adjustments and assumptions that we believe to be reasonable. We have not independently verified data from industry analyses and cannot guarantee their accuracy or completeness. 13 Table of Contents PART I
Some of the most significant trademarks used in our businesses include: • ComfortCore ® , Quantum ® , Eco-Base ® , CombiCore TM , Nanocoil ® , Softech ® , Active Support Technology ® , Mira-Coil ® , and VertiCoil ® (mattress innersprings) • Energex ® , Coolflow ® , ThermaGel ® , EcoFlow TM , and Gorilla Foam TM (specialty foam products) • Semi-Flex ® (box spring components and foundations) • Spuhl ® (mattress innerspring manufacturing machines) • Wall Hugger ® (recliner chair mechanisms) • No-Sag ® (wire forms used in seating) • LPSense ® (capacitive sensing) • Hanes ® (fabric materials) • Schukra ® (automotive seating products) • Gribetz ® and Porter ® (quilting and sewing machines) Product Development One of our strongest performing product categories across the Company is ComfortCore ® , our fabric-encased innerspring coils used in hybrid mattresses.
Some of the most significant trademarks used in our businesses include: • ComfortCore ® , Quantum ® , Eco-Base ® , CombiCore ® , Nanocoil ® , Softech ® , Active Support Technology ® , Mira-Coil ® , and VertiCoil ® (mattress innersprings) • Energex ® , Coolflow ® , ThermaGel ® , EcoFlow TM , and Gorilla Foam TM (specialty foam products) • Semi-Flex ® (box spring components and foundations) • Spuhl ® (mattress innerspring manufacturing machines) • Wall Hugger ® (recliner chair mechanisms) • No-Sag ® (wire forms used in seating) • LPSense ® (capacitive sensing) • Hanes ® (fabric materials) • Schukra ® (automotive seating products) Product Development One of our strongest performing product categories across the Company is ComfortCore ® , our fabric-encased innerspring coils used in hybrid mattresses.
Our dedicated staff of professionals supports health and safety management at our manufacturing facilities, including implementation of a comprehensive program called “SafeGuard.” The SafeGuard program develops relevant job hazard analyses, which are undertaken on many processes and used to develop comprehensive job procedures. This allows us to implement job-specific health and safety practices across our business.
Our dedicated staff of professionals supports health and safety management at our manufacturing facilities, including implementation of a comprehensive program called SafeGuard. SafeGuard develops relevant job hazard analyses, which are undertaken on many processes and used to develop comprehensive job procedures. This allows us to implement job-specific health and safety practices across our business.
We also produce machinery used by bedding manufacturers in the production and assembly of their finished products. Our range of products offers our customers a single source for many of their component and finished product needs. These innovative proprietary products and our efficient vertical integration have made us one of the largest U.S.-based manufacturers in many of these businesses.
We also produce machinery for internal production and assembly of our bedding products. Our range of products offers our customers a single source for many of their component and finished product needs. These innovative proprietary products and our efficient vertical integration have made us one of the largest U.S.-based manufacturers in many of these businesses.
Also, at year-end 2024, approximately 14% of our employees were represented by labor unions that collectively bargain for work conditions, wages, or other issues. We did not experience any material work stoppage related to labor contract negotiations during 2024, and we are not aware of circumstances likely to result in a material work stoppage during 2025.
Also, at year-end 2025, approximately 17% of our employees were represented by labor unions that collectively bargain for work conditions, wages, or other issues. We did not experience any material work stoppage related to labor contract negotiations during 2025, and we are not aware of circumstances likely to result in a material work stoppage during 2026.
Information contained on our website does not constitute part of this Annual Report on Form 10-K. 13 Table of Contents PART I Industry and Market Data Unless indicated otherwise, the information concerning our industries contained in this Annual Report is based on our general knowledge of and expectations concerning the industries.
Information contained on our website does not constitute part of this Annual Report on Form 10-K. Industry and Market Data Unless indicated otherwise, the information concerning our industries contained in this Annual Report is based on our general knowledge of and expectations concerning the industries.
Our manufacturing employees receive new hire and annual refresher safety training, weekly “tool box” talks regarding safety and training, job-specific safety training based on the job hazards analysis developed from our SafeGuard program, and safety stand-down training based on real-time identified and emerging risks, when needed.
Our manufacturing employees receive new hire and annual refresher safety training, weekly “toolbox” talks regarding safety and training, job-specific safety training based on the job hazards analyses developed from our SafeGuard program, and safety stand-down training based on real-time identified and emerging risks, when needed.
ComfortCore ® represented 70% of our U.S. innerspring units in 2024. Our ComfortCore ® innersprings can be further enhanced with Quantum ® Edge and Eco-Base ® features. Quantum ® Edge units are narrow-diameter, fabric-encased coils that form a perimeter around an innerspring set, replacing a rigid foam perimeter in a finished mattress.
ComfortCore ® represented more than 75% of our U.S. innerspring units in 2025. Our ComfortCore ® innersprings can be further enhanced with Quantum ® Edge and Eco-Base ® features. Quantum ® Edge units are narrow-diameter, fabric-encased coils that form a perimeter around an innerspring set, replacing a rigid foam perimeter in a finished mattress.
At year-end 2023, we had approximately 19,300 employees. Our Ability to Attract, Recruit, and Retain Employees We operate in competitive labor markets, and accordingly, we attract, recruit, and retain employees through competitive compensation and benefits, training and development programs that support career growth, and employee engagement initiatives designed to foster a strong, inclusive culture. Compensation and Benefits .
At year-end 2024, we had approximately 17,700 employees. Our Ability to Attract, Recruit, and Retain Employees We operate in competitive labor markets, and accordingly, we attract, recruit, and retain employees through competitive compensation and benefits, training and development programs that support career growth, and employee engagement initiatives designed to foster a strong, inclusive culture. Compensation and Benefits .
In general, our competitors tend to be smaller, private companies. 12 Table of Contents PART I Based on certain industry data, we believe we are a leading supplier, in terms of revenue, of the following: • Bedding components and private label finished goods • Automotive seat comfort and convenience systems • Home and work furniture components • Geo components • Flooring underlayment • Hydraulic cylinders for material handling and heavy construction applications • Aerospace tubing and fabricated assemblies We continue to face pressure from foreign competitors, as some of our customers source a portion of their components and finished products offshore.
Based on certain industry data, we believe we are a leading supplier, in terms of revenue, of the following: • Bedding components • Automotive seat comfort and convenience systems • Home and work furniture components • Geo components • Flooring underlayment • Hydraulic cylinders for material handling and heavy construction applications 12 Table of Contents PART I We continue to face pressure from foreign competitors, as some of our customers source a portion of their components and finished products offshore.
Our products in these foreign locations primarily consist of: Europe • Innersprings, specialty foam, and finished mattresses • Lumbar and seat suspension systems for automotive seating and actuators for automotive applications • Seamless and welded tubing and fabricated assemblies for aerospace applications • Select lines of private-label finished furniture • Hydraulic cylinders for material handling and heavy construction equipment • Machinery and equipment designed to manufacture innersprings for mattresses China • Lumbar and seat suspension systems for automotive seating • Cables, motors, and actuators for automotive applications • Recliner mechanisms and bases for upholstered furniture • Work furniture components, including chair bases and casters • Innersprings for mattresses • Hydraulic cylinders for heavy construction equipment Canada • Lumbar and seat suspension systems for automotive seating • Fabricated wire for the furniture and automotive industries • Work furniture chair controls and bases • Geo components 7 Table of Contents PART I Mexico • Lumbar and seat suspension systems for automotive seating • Motors and actuators for automotive applications • Adjustable beds • Select lines of private-label finished furniture Geographic Areas of Operation As of December 31, 2024, we had 119 manufacturing facilities in 18 countries; 71 located in the United States and 48 located in foreign countries, as shown below.
Our products in these foreign locations primarily consist of: Europe • Innersprings, specialty foam, and finished mattresses • Lumbar and seat suspension systems for automotive seating and actuators for automotive applications • Select lines of private label finished furniture • Hydraulic cylinders for material handling and heavy construction equipment China • Lumbar and seat suspension systems for automotive seating • Cables, motors, and actuators for automotive applications • Recliner mechanisms and bases for upholstered furniture • Work furniture components, including chair bases and casters • Innersprings for mattresses • Hydraulic cylinders for heavy construction equipment Canada • Lumbar and seat suspension systems for automotive seating • Fabricated wire for the furniture and automotive industries • Work furniture chair controls and bases • Geo components Mexico • Lumbar and seat suspension systems for automotive seating • Motors and actuators for automotive applications • Adjustable beds 7 Table of Contents PART I Geographic Areas of Operation As of December 31, 2025, we had 104 manufacturing facilities in 18 countries; 61 located in the United States and 43 located in foreign countries, as shown below.
Among the most important raw materials we use are: • Various types of steel, including scrap, rod, wire, sheet, and stainless • Chemicals used in foam production • Foam scrap • Woven and nonwoven fabrics • Titanium and nickel-based alloys and other high strength metals • Electronic systems (including semiconductors) We supply our own raw materials for many of the products we make.
Among the most important raw materials we use are: • Various types of steel, including scrap, rod, wire, sheet, and stainless • Chemicals used in foam production • Foam scrap • Woven and nonwoven fabrics • Electronic systems (including semiconductors) We supply our own raw materials for many of the products we make.
Sourcing components and finished products from us allows our customers to focus on designing, merchandising, and marketing their products. 3 Table of Contents PART I P RODUCTS Bedding Group • Steel rod • Drawn wire • Innersprings (sets of steel coils, bound together, that form the core of a mattress) • Specialty foam chemicals and additives • Specialty foam for use primarily in bedding and furniture • Semi-finished mattresses (a subassembly including innersprings and foam) • Private label finished mattresses, often sold compressed and boxed • Mattress accessories, such as pillows and toppers • Static foundations • Adjustable beds • Machines that we use to produce innersprings; industrial sewing and quilting machines; mattress-packaging and glue-drying equipment C USTOMERS • We used more than 60% of our wire mill output to manufacture our own products in 2024, with the majority going to our U.S. innerspring operations • Various industrial users of steel rod and wire • Manufacturers of finished bedding (mattresses and foundations) • Bedding brands and mattress retailers • E-commerce retailers • Big box retailers, department stores, and home improvement centers Specialized Products Segment AUTOMOTIVE GROUP Automotive AEROSPACE PRODUCTS GROUP Aerospace Products HYDRAULIC CYLINDERS GROUP Hydraulic Cylinders Our Specialized Products segment designs, manufactures, and sells products including automotive comfort and convenience systems, tubing and fabricated assemblies for the aerospace industry, and hydraulic cylinders for the material handling and heavy construction industries.
Sourcing components and finished products from us allows our customers to focus on designing, merchandising, and marketing their products. 3 Table of Contents PART I PRODUCTS Bedding Group • Steel rod • Drawn wire • Innersprings (sets of steel coils, bound together, that form the core of a mattress) • Specialty foam chemicals and additives • Specialty foam for use primarily in bedding and furniture • Semi-finished mattresses (a subassembly including innersprings and foam) • Private label finished mattresses, often sold compressed and boxed • Mattress accessories, such as pillows and toppers • Static foundations • Adjustable beds CUSTOMERS • We used more than 50% of our wire drawing mill output to manufacture our own products in 2025, with the majority going to our U.S. innerspring operations • Various industrial users of steel rod and wire • Manufacturers of finished bedding (mattresses and foundations) • Bedding brands and mattress retailers • E-commerce retailers • Big box retailers, department stores, and home improvement centers Specialized Products Segment AUTOMOTIVE GROUP Automotive HYDRAULIC CYLINDERS GROUP Hydraulic Cylinders Our Specialized Products segment designs, manufactures, and sells products including automotive comfort and in-car motion systems and hydraulic cylinders for the material handling and heavy construction industries.
The loss of one or more of these customers could have a material adverse effect on the Company and the respective segments in which the customer’s sales are reported. 9 Table of Contents PART I Patents and Trademarks As of December 31, 2024, we had 1,281 patents issued, 503 patents in process, 1,007 trademarks registered, and 57 trademarks in process.
The loss of one or more of these customers could have a material adverse effect on the Company and the respective segments in which the customer’s sales are reported. 9 Table of Contents PART I Patents and Trademarks As of December 31, 2025, we had 1,247 patents issued, 486 patents in process, 909 trademarks registered, and 62 trademarks in process.
We believe that the first step toward achieving our long-term strategic business goals is to maintain a culture of employee development at all levels of the Company. In 2024, we engaged employees on a monthly basis in learning spotlights which included development programs regarding career growth, change management, collaboration, feedback, gratitude, professional growth, psychological safety, and other topics.
We believe that the first step toward achieving our long-term strategic business goals is to maintain a culture of employee development at all levels of the Company. In 2025, we engaged employees in monthly learning and development spotlights covering topics such as career and professional growth, change management, collaboration, feedback, gratitude, and psychological safety. Employee Engagement and Satisfaction.
Customer Concentration We serve thousands of customers worldwide, sustaining many long-term business relationships. Our largest customer represented less than 8% of our 2024 consolidated revenue. Our top 10 customers accounted for approxima tely 32% of t hese consolidated revenues.
Customer Concentration We serve thousands of customers worldwide, sustaining many long-term business relationships. Our largest customer represented approximately 7% of our 2025 consolidated revenue. Our top 10 customers accounted for approxima tely 31% of t hese consolidated revenues.
Employee Engagement and Satisfaction. We analyze employee satisfaction to better enhance engagement. At many of our locations, we collect data on employee satisfaction, feedback, and turnover through surveys, employee focus groups, and turnover analysis. From this data, we develop plans designed to improve engagement and reduce turnover. We rely on a stable workforce to deliver our operating results.
We analyze employee satisfaction to better enhance engagement. We invite employee participation in a global engagement survey called LPVoice. At many of our locations, we also collect data on employee satisfaction, feedback, and turnover through surveys, employee focus groups, and turnover analysis. From this data, we develop plans designed to improve engagement and reduce turnover.
We believe that worldwide supply sources are available for all the raw materials we use, as explained below.
Sources and Availability of Raw Materials The products we manufacture require a variety of raw materials. We believe that worldwide supply sources are available for all the raw materials we use, as explained below.
We believe our reliable product development and launch capability, coupled with our global footprint, makes us a trusted supplier to our Tier 1 and Original Equipment Manufacturer (OEM) customers. 4 Table of Contents PART I P RODUCTS Automotive Group • Mechanical and pneumatic lumbar support and massage systems for automotive seating • Seat suspension systems • Motors and actuators, used in a wide variety of vehicle power features • Cables Aerospace Products Group • Titanium, nickel, and stainless-steel tubing, formed tube, tube assemblies, and flexible joint components, primarily used in fluid conveyance systems Hydraulic Cylinders Group • Engineered hydraulic cylinders C USTOMERS • Automobile Tier 1 suppliers and OEMs • Aerospace OEMs and suppliers • Mobile equipment OEMs, primarily serving material handling and heavy construction markets Furniture, Flooring & Textile Products Segment HOME FURNITURE GROUP Home Furniture WORK FURNITURE GROUP Work Furniture FLOORING & TEXTILE PRODUCTS GROUP Flooring Products Fabric Converting Geo Components In our Furniture, Flooring & Textile Products segment, we design, manufacture, and distribute a wide range of components and finished products for residential and commercial markets, and select structural fabric and geo component markets.
PRODUCTS Automotive Group • Mechanical and pneumatic lumbar support and massage systems for automotive seating • Seat suspension systems • Motors and actuators, used in a wide variety of vehicle power features • Cables Hydraulic Cylinders Group • Engineered hydraulic cylinders CUSTOMERS • Automobile Tier 1 suppliers and OEMs • Mobile equipment OEMs, primarily serving material handling and heavy construction markets 4 Table of Contents PART I Furniture, Flooring & Textile Products Segment HOME FURNITURE GROUP Home Furniture WORK FURNITURE GROUP Work Furniture FLOORING & TEXTILE PRODUCTS GROUP Flooring Products Fabric Converting Geo Components In our Furniture, Flooring & Textile Products segment, we design, manufacture, and distribute a wide range of components and finished products for residential and commercial markets, and select structural fabric and geo component markets.
Our Specialty Foam business formulates many of the chemicals and additives used in the production of specialty foams for the bedding and furniture industries. These branded, specialty polyols and additives enhance foam performance by reducing heat retention and improving mobility, support, and durability. Our innovations enable us to produce high-quality, differentiated compressed mattresses.
These branded, specialty polyols and additives enhance foam performance by reducing heat retention and improving mobility, support, and durability. Our innovations enable us to produce high-quality, differentiated compressed mattresses.
Bedding Products Specialized Products Furniture, Flooring & Textile Products North America Canada n n Mexico n n n United States n n n Europe Austria n Belgium n Croatia n Denmark n France n Germany n Hungary n Ireland n Poland n Switzerland n United Kingdom n n South America Brazil n Asia China n n n India n South Korea n 8 Table of Contents PART I Dependence on Market Demand for Key Product Families The following table shows our approximate percentage of trade sales by product family for the last three years, which indicates the degree of dependence upon market demand: Product Families 2024 2023 2022 Bedding Group 40 % 42 % 46 % Flooring & Textile Products Group 20 19 18 Automotive Group 19 19 17 Home Furniture Group 6 6 8 Work Furniture Group 6 6 6 Hydraulic Cylinders Group 5 5 3 Aerospace Products Group 4 3 2 We do not have a material amount of sales derived from government contracts subject to renegotiation of profits or termination at the election of any government.
Bedding Products Specialized Products Furniture, Flooring & Textile Products North America Canada n n Mexico n n United States n n n Europe Austria n Belgium n Croatia n Denmark n Germany n Hungary n Ireland n Poland n Switzerland n United Kingdom n n South America Brazil n Asia China n n n India n South Korea n Vietnam n Dependence on Market Demand for Key Product Families The following table shows our approximate percentage of trade sales by product family for the last three years, which indicates the degree of dependence upon market demand: Product Families 2025 2024 2023 Bedding Group 38 % 40 % 42 % Flooring & Textile Products Group 21 20 19 Automotive Group 20 19 19 Work Furniture Group 7 6 6 Home Furniture Group 6 6 6 Hydraulic Cylinders Group 5 5 5 Aerospace Products Group 1 3 4 3 1 In August 2025, we divested our Aerospace Products Group.
We convert fabrics into components used by bedding and furniture manufacturers and in other applications such as filtration, hospitality, automotive, and packaging.
We convert fabrics into components used by bedding and furniture manufacturers and in other applications such as filtration, hospitality, automotive, and packaging. We also convert and distribute geo components for erosion control, subgrade stabilization, and storm water management.
We do not believe any of these agreements or relationships would, if terminated, have a material adverse effect on our consolidated financial condition, operating cash flows, or results of operations. Sources and Availability of Raw Materials The products we manufacture require a variety of raw materials.
However, many of our businesses have relationships and agreements with outside sales representatives and distributors. We do not believe any of these agreements or relationships would, if terminated, have a material adverse effect on our consolidated financial condition, operating cash flows, or results of operations.
As discussed below, our operations are organized into 15 business units, which are divided into seven groups under our three segments: Bedding Products; Specialized Products; and Furniture, Flooring & Textile Products. Overview of Our Segments Bedding Products Segment BEDDING GROUP Steel Rod Drawn Wire U.S.
As discussed below, our operations are organized into 13 business units, which are divided into six groups under our three segments: Bedding Products; Specialized Products; and Furniture, Flooring & Textile Products.
Many of our competitors try to win business primarily on price, but, depending upon the particular product, we experience competition based on quality and performance as well.
We tend to attract and retain customers through innovation, product quality, competitive pricing, and customer service. Many of our competitors try to win business primarily on price, but, depending upon the particular product, we experience competition based on quality and performance as well. In general, our competitors tend to be smaller, private companies.
Our Workforce Health and Safety We are dedicated to the health and safety of our employees through prevention, education, and awareness with the objective of mitigating workplace injuries through accident investigation and process safety.
We are taking comprehensive actions to build on our foundational awareness, understanding, engagement, and skills to promote a culture of respect and equal opportunity. Our Workforce Health and Safety We are dedicated to the health and safety of our employees through prevention, education, and awareness with the objective of mitigating workplace injuries through accident investigation and process safety.
Succession Development We are committed to having strong managers and leadership in critical roles across the Company. Our values and culture guide our talent initiatives, which are designed to create a pipeline of strong, high performing leadership candidates to serve in progressively important roles throughout the Company.
Our values and culture guide our talent initiatives, which are designed to create a pipeline of strong, high-performing leadership candidates to serve in progressively important roles throughout the Company. Our internal promotion rate over the last three years for executive officer positions was 100%.
Human Capital Management Our success depends on our ability to attract and retain talent, foster a culture of inclusion, respect, and equal opportunity, provide a safe and healthy work environment, train and develop our employees, and ensure productive succession planning efforts.
Across our other businesses, we are engaged in product development activities to improve product quality, increase efficiency, support ongoing growth, and help our customers achieve their goals. 10 Table of Contents PART I Human Capital Management Our success depends on our ability to attract and retain talent, foster a culture of inclusion, respect, and equal opportunity, provide a safe and healthy work environment, train and develop our employees, and ensure productive succession planning efforts.
Both sales and earnings are typically higher in the second and third quarters, primarily driven by our residential bedding and furniture businesses, as well as our geo components business.
Management’s Discussion and Analysis of Financial Condition and Results of Operations on page 42. Seasonality We generally experience some seasonality in our consolidated sales, earnings, and operating cash flows. Both sales and earnings are typically higher in the second and third quarters, primarily driven by our residential bedding and furniture businesses, as well as our geo components business.
Our Employees At year-end 2024, we had approximately 17,700 employees, of which around 11,500 were engaged in production and around 10,200 were international employees. Of these employees, approximately 5,400 were in Bedding Products, 7,000 were in Specialized Products, and 4,500 were in Furniture, Flooring & Textile Products, with the remainder in other roles.
Our Employees At year-end 2025, we had approximately 15,900 employees. Approximately 10,200 were engaged in production and roughly 9,400 were located outside the United States. Of the total employee base, approximately 4,700 worked in Bedding Products, 6,000 in Specialized Products, and 4,500 in Furniture, Flooring & Textile Products, with the remainder serving in other roles across the organization.
Our Automotive business designs and engineers lightweight components that help reduce overall vehicle weight and improve fuel efficiency (and thus reduce noise and greenhouse gas emissions), while maintaining performance, safety, and functionality.
Our Automotive business designs and engineers lightweight components for comfort and in-car motion systems that help reduce overall vehicle weight and improve fuel efficiency (and thus reduce noise and greenhouse gas emissions), while maintaining performance, safety, and functionality. These products help auto manufacturers meet emission standards and their environmental goals for both internal combustion engines and electric vehicles.
Our Ethics Hotline helps ensure that the voices of our employees are heard. 11 Table of Contents PART I Our Culture of Inclusion, Respect, and Equal Opportunity We continue to foster a culture of inclusion in which everyone is respected, valued, and has an equal opportunity to contribute, grow, thrive, and advance.
Our Culture of Inclusion, Respect, and Equal Opportunity We continue to foster a culture of inclusion in which everyone is respected, valued, and has an equal opportunity to contribute, grow, thrive, and advance. We strive to cultivate inclusive team environments that empower all employees to realize their full potential.
In our Automotive business, our technical capability and deep customer engagement allows us to compete on critical functionality, such as comfort, size, weight, and noise.
In our Automotive business, our technical capability and deep customer engagement allows us to compete on critical functionality, such as comfort, size, weight, and noise. We believe our reliable product development and launch capability, coupled with our global footprint, makes us a trusted supplier to our Tier 1 and Original Equipment Manufacturer (OEM) customers.
For more information on our trends in market demand, see Market Demand in Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations on page 41. Competition . Many companies offer products that compete with those we manufacture and sell.
Management’s Discussion and Analysis of Financial Condition and Results of Operations on page 40. Competition . Many companies offer products that compete with those we manufacture and sell. The number of competing companies varies by product family, but many of the markets for our products are highly competitive.
Market demand (including product mix) is impacted by several economic factors, with housing turnover and consumer confidence being the most significant. Other important factors include disposable income levels, employment levels, and interest rates. All of these factors influence consumer spending on durable goods, and therefore affect demand for our products and components.
Other important factors include disposable income levels, employment levels, and interest rates. All of these factors influence consumer spending on durable goods, and therefore affect demand for our products and components. Some of these factors also influence spending on infrastructure, facilities, and equipment, which has impacted approximately 30% of our sales.
To stay competitive with global steel costs, both contract and non-contract innerspring pricing was adjusted in the back half of 2023 and fully realized in 2024. We have also reacted to foreign competition in certain cases by developing new proprietary products that help our customers reduce total costs and by shifting production offshore to take advantage of lower input costs.
We have also reacted to foreign competition in certain cases by developing new proprietary products that help our customers reduce total costs and by shifting production offshore to take advantage of lower input costs. For information about antidumping duty orders regarding innerspring, steel wire rod, and mattress imports, please see Competition in Item 7.
Some of these factors also influence spending on infrastructure, facilities, and equipment, which has historically impacted approximately 25%-30% of our sales. The dynamic macroeconomic environment has pressured most of our end markets and negatively affected the demand for our products. As a result of these uncertainties, we expect 2025 overall demand to be down modestly from 2024 levels.
The dynamic macroeconomic environment has pressured most of our end markets and negatively affected the demand for our products. As a result of these uncertainties, we expect 2026 overall demand to be flat or modestly lower than 2025 levels. For more information on our trends in market demand, see Market Demand in Item 7.
We strive to cultivate inclusive team environments that empower all employees to realize their full potential. We believe that it is important to appreciate people's differences and provide equal employment opportunities at all organizational levels, without regard to irrelevant factors such as sex, race, age, etc.
We believe that it is important to appreciate people's 11 Table of Contents PART I differences and provide equal employment opportunities at all organizational levels, without regard to irrelevant factors such as sex, race, age, etc. Our commitment is to maintain our focus on building a workforce of qualified and talented individuals, who can best contribute to the Company's success.
Our internal promotion rate over the last three years for corporate officer positions was 100%. We are building on our success in these areas and continue to develop our succession processes to allow us to adapt and grow. Trends in Market Demand and Competition Market Demand .
We are building on our success in these areas and continue to develop our succession processes to allow us to adapt and grow. Trends in Market Demand and Competition Market Demand . Market demand (including product mix) is impacted by several economic factors, with housing turnover and consumer confidence being the most significant.
The 2024 Plan was expanded in the second quarter of 2024 to include a restructuring opportunity within the Specialized Products segment and in the third quarter of 2024 to include general and administrative cost structure initiatives. For more information about the 2024 Restructuring Plan, please see the discussion under Operational Risk Factors beginning on page 15 in Item 1A.
For more information about the 2024 Restructuring Plan, please see the discussion under Operational Risk Factors beginning on page 14 in Item 1A. Risk Factors, Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations on page 39, and Note E to the Consolidated Financial Statements on page 94.
As such, our business is not materially dependent upon governmental customers . Distribution of Products We sell and distribute our products primarily through our own personnel. However, many of our businesses have relationships and agreements with outside sales representatives and distributors.
We do not have a material amount of sales derived from government contracts subject to renegotiation of profits or termination at the election of any government. As such, our business is not materially dependent upon governmental customers . 8 Table of Contents PART I Distribution of Products We sell and distribute our products primarily through our own personnel.
This business was reported in our Bedding Products segment. Foreign Operations The percentages of our trade sales related to products manufactured outside the United States were 35%, 39%, and 40% in 2022, 2023, and 2024, respectively.
We expect all acquisitions to have a clear strategic rationale, a sustainable competitive advantage, a strong fit with the Company, and be in attractive and growing markets. 6 Table of Contents PART I Foreign Operations The percentages of our trade sales related to products manufactured outside the United States were 39%, 40%, and 41% in 2023, 2024, and 2025, respectively.
Risk Factors, and in Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations on page 39. Strategic Initiatives We are evaluating the market attractiveness and competitive position of all our businesses and assessing opportunities for profitable, long-term growth.
Strategic Initiatives We continuously seek opportunities to improve our operating efficiency and profitability, evaluate the market attractiveness and competitive position of all our businesses, and assess opportunities for profitable, long-term growth. Restructuring In 2024, we committed to a restructuring plan (the 2024 Restructuring Plan or 2024 Plan).
Removed
We are also determining which businesses are the best long-term fit for the company and as part of this review, we are currently exploring the potential sale of our Aerospace business. This business has not reached the criteria to be classified as held for sale. Acquisitions We did not acquire any businesses in 2024 or 2023.
Added
On August 29, 2025, we divested our Aerospace Products Group which was reported in our Specialized Products segment, as discussed in Note S to the Consolidated Financial Statements on page 121, and under Divestitures and Acquisitions in Item 1. Business on page 6. Overview of Our Segments Bedding Products Segment BEDDING GROUP Steel Rod Drawn Wire U.S.
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In August 2022, we acquired two businesses. First, we acquired a small U.S. textiles business that converts and distributes construction fabrics for the furniture and bedding industries for a cash purchase price of $2 million. This acquisition became part of our Furniture, Flooring & Textile Products segment.
Added
(Somnigroup) to acquire the Company in an all-stock transaction. In January 2026, our Board of Directors, in consultation with its financial and legal advisors, announced that it had determined that the 5 Table of Contents PART I Somnigroup offer undervalues the Company and publicly declined the Somnigroup proposal.
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Second, we acquired a global manufacturer of hydraulic cylinders for heavy construction equipment for a final purchase price of $88 million ($61 million cash plus additional contingent consideration). This business has manufacturing 6 Table of Contents PART I locations in Germany and China and a distribution facility in the United States, and operates within the Specialized Products segment.
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Our Board also publicly announced that it has entered into a customary non-disclosure agreement and six month standstill with Somnigroup to facilitate customary due diligence and to determine if a transaction can be reached that delivers appropriate value and certainty to the Company and its shareholders.
Removed
In early October and mid-December 2022, we acquired two Canadian distributors of products used for erosion control, stormwater management, and various other applications for a cash purchase price of $7 million and $13 million, respectively. These acquisitions became a part of our Furniture, Flooring & Textile Products segment and expanded the geographic scope of our Geo Components business unit.
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There can be no assurance that the Board's evaluation will result in a transaction and, if there is a transaction, the price, form of consideration, or other terms and conditions of any such transaction.
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For more information regarding our acquisitions, please refer to Note R on page 119 of the Notes to Consolidated Financial Statements. Divestitures We did not have any divestitures of businesses in 2024 or 2023. In February 2022, we sold our South African bedding innerspring operation for a cash purchase price of approximately $2 million.
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The 2024 Plan is substantially complete and was primarily associated with our Bedding Products segment and included, to a lesser extent, our Furniture, Flooring & Textile Products segment, Specialized Products segment, and general and administrative cost structure initiatives.
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In 2024, over 40% of our ComfortCore ® innersprings in the United States had the Quantum ® Edge feature. In 2022, we launched two new products called the Quantum ® Edge Enhanced Profile with Eco-Base ® and Caliber Edge ® Enhanced Profile with Eco-Base ® .
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We continue to seek opportunities to improve our cost structure and profitability in all of our businesses. Divestitures and Acquisitions In August 2025, we divested the Aerospace Products Group for a net cash price of $280 million and recognized a pretax gain of $91 million after final adjustments for working capital were completed in December 2025.
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Our Eco-Base ® products feature a robust polyester fabric attached to the bottom of a ComfortCore ® unit, eliminating non-value-added base foam in a finished mattress and saving customers time and labor. To maintain mattress profile, innerspring coil height is increased by one inch.
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We collected the final working capital adjustment of $4 million in January 2026. The proceeds from the sale were primarily used to reduce debt. Our Aerospace Products Group was a supplier of complex, highly-engineered tube and duct assemblies for use primarily in commercial and military aircraft platforms and space launch vehicles.
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These products help auto manufacturers meet emission standards and their environmental goals for both internal combustion engines and electric vehicles. 10 Table of Contents PART I Across our other businesses, we are engaged in product development activities to improve product quality, increase efficiency, support ongoing growth, and help our customers achieve their goals.
Added
The business was comprised of seven manufacturing facilities located in the United States, the United Kingdom, and France, with approximately 700 employees at the time of the sale, and had approximately $130 million in sales through August 2025 which were reported in the Specialized Products segment.
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In 2024, our turnover rates in the United States were reasonably comparable to average voluntary turnover rates of the manufacturing industry in the United States. At all locations, we also have an Ethics Hotline where employees can express concerns, confidentially and anonymously, regarding possible violations of ethics, law, or our policies.
Added
Also in 2025, we divested a small U.S. machinery business within our Bedding Products segment for $1 million and a small Mexican Work Furniture operation within our Furniture, Flooring & Textile Products segment for $4 million. For additional details, see Note S on page 121 of the Notes to Consolidated Financial Statements.
Removed
All reports received are promptly investigated, and appropriate action is taken based on the findings.
Added
We did not have any divestitures of businesses in 2023 or 2024, and no businesses were acquired in the last three years. Disciplined Growth We will continue to make investments to support expansion in current businesses and in product lines where we have an opportunity to grow profitably.
Removed
Our commitment is to maintain our focus on building a workforce of qualified and talented individuals, who can best contribute to the Company's success. We are taking comprehensive actions to build on our foundational awareness, understanding, engagement, and skills to promote a culture of respect and equal opportunity.
Added
Within our Bedding Products segment, we have begun exploring alternative sales channels (including private-label initiatives) to expand our market position, increase profitability, and drive growth. We also envision periodic acquisitions that add capabilities in our businesses.
Removed
The number of competing companies varies by product family, but many of the markets for our products are highly competitive. We tend to attract and retain customers through innovation, product quality, competitive pricing, and customer service.
Added
In 2025, over 50% of our ComfortCore ® innersprings in the United States had the Quantum ® Edge feature. Our Specialty Foam business formulates many of the chemicals and additives used in the production of specialty foams for the bedding and furniture industries.
Removed
For information about antidumping duty orders regarding innerspring, steel wire rod, and mattress imports, please see Competition in Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations on page 42. Seasonality We generally experience some seasonality in our consolidated sales, earnings, and operating cash flows.
Added
We rely on a stable workforce to deliver our operating results. In 2025, our turnover rates in the United States were reasonably comparable to average voluntary turnover rates of the manufacturing industry in the United States.
Added
We also maintain a global Ethics Hotline through which employees may confidentially and anonymously report concerns regarding possible violations of ethics, law, or company policies. All reports received are promptly investigated, and appropriate action is taken based on the findings. The Ethics Hotline helps ensure that employees’ voices are heard and that concerns are addressed responsibly.
Added
In addition, the executive leadership team and executive management review safety metrics on a weekly basis. Succession Development The Board and Human Resources and Compensation Committee review and oversee the Company’s executive succession planning. We are committed to having strong managers and leadership in critical roles across the Company.

Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

98 edited+58 added−35 removed39 unchanged
Biggest changeAlthough our diverse geographical manufacturing footprint and our broad geographical customer base mitigates the potential physical risks of any local or regional severe weather-related event having a material effect on our operations and results, the increased frequency and severity of such weather-related events could result in potential damage to our physical assets, local infrastructure, transportation systems, water delivery systems, our customers’ or suppliers’ operations, as well as prolonged disruptions in our manufacturing operations (including, but not limited to, our steel rod mill and wire drawing mills), all of which could harm our business, results of operations, and financial condition.
Biggest changeThe increased frequency and severity of weather-related events could damage our physical assets, local infrastructure, transportation systems, water delivery systems, and our customers' or suppliers' operations, and disrupt our manufacturing operations (including our steel rod mill and wire drawing mills), all of which could harm our business, results of operations, and financial condition.
We rely on third parties to supply certain raw materials, components, and packaging products and to deliver our finished products. Any interruption or failure by our suppliers to meet their obligations on schedule could adversely affect our business and financial results.
We rely on third parties to supply certain raw materials, components, and packaging and deliver our finished products. Any interruption or failure by our suppliers to meet their obligations on schedule could adversely affect our business and financial results.
In addition, although the cost has not been material to our business, results of operations, and financial condition, severe weather-related incidents have resulted and may, in the future, result in increased costs of property insurance. The market transition risks related to climate change could adversely affect our business, results of operations, and financial condition.
In addition, although the cost has not been material to our business, results of operations, and financial condition, severe weather-related incidents have resulted and may, in the future, result in increased costs of our property insurance. The market transition risks related to climate change could adversely affect our business, results of operations, and financial condition.
Furthermore, our failure, or perceived failure, to meet the standards set forth in the Sustainability Report could negatively impact our reputation, employee retention, and the willingness of our customers and suppliers to do business with us. Our Sustainability Report can be found at www.leggett.com. Our website does not constitute part of this Form 10-K.
Furthermore, our failure, or perceived failure, to meet the standards set forth in the Sustainability Progress Report could negatively impact our reputation, employee retention, and the willingness of our customers and suppliers to do business with us. Our Sustainability Progress Report can be found at www.leggett.com. Our website does not constitute part of this Form 10-K.
U.S. export controls against China could contribute to a global semiconductor shortage and negatively impact (i) our ability to manufacture and timely deliver our products, (ii) our OEM and Tier customers’ production schedules, and (iii) the demand for our products. Our Automotive Group uses semiconductors in seat comfort products and, to a lesser extent, in motors and actuators.
U.S. export controls against China could contribute to a global semiconductor shortage and negatively impact (i) our ability to manufacture and timely deliver our products, (ii) our OEM and Tier 1 customers’ production schedules, and (iii) the demand for our products. Our Automotive Group uses semiconductors in seat comfort products and, to a lesser extent, in motors and actuators.
These limitations, in both the debt and equity markets, may materially negatively affect our ability to manage our liquidity, refinance existing debt, grow our businesses, and implement our strategies, as well as adversely impact our results of operations and the price of our common stock. Our Sustainability Report details how we seek to manage our operations responsibly and ethically.
These limitations, in both the debt and equity markets, may materially negatively affect our ability to manage our liquidity, refinance existing debt, grow our businesses, and implement our strategies, as well as adversely impact our results of operations and the price of our common stock. Our Sustainability Progress Report details how we seek to manage our operations responsibly and ethically.
The new controls may contribute to a global semiconductor shortage and negatively impact our ability to source an adequate supply of semiconductors used in our manufacturing processes. If so, any resulting shortage could endanger our ability to manufacture and timely deliver our products.
The controls may contribute to a global semiconductor shortage and negatively impact our ability to source an adequate supply of semiconductors used in our manufacturing processes. If so, any resulting shortage could endanger our ability to manufacture and timely deliver our products.
Our reliance on sales and manufacturing facilities outside the United States expose us to a number of risks, including price and currency controls; sanctions, export controls or trade restrictions, including import and export tariffs; extraterritorial effects of U.S. laws; expropriation of assets; war, civil uprisings; political instability; nationalization of private enterprises; hyperinflationary conditions; the necessity of governmental approvals for products and operations, currency conversion, cash repatriation; and laws and regulations that may be arbitrarily applied.
Our reliance on sales and manufacturing facilities outside the United States exposes us to a number of risks, including price and currency controls; sanctions, export controls or trade restrictions, including import and export tariffs; extraterritorial effects of U.S. laws; expropriation of assets; war; civil uprisings; political instability; nationalization of manufacturing facilities or private enterprises; hyperinflationary conditions; the necessity of governmental approvals for products and operations; currency conversion; cash repatriation; and laws and regulations that may be arbitrarily applied.
If we are not in compliance with the restrictive covenants in our credit facility, and are not able to negotiate more lenient terms, we may not be able to access the commercial paper market or borrow under the credit facility.
If we are not in compliance with the restrictive covenants in our credit facility, and are unable to negotiate more lenient terms, we may not be able to access the commercial paper market or borrow under the credit facility.
Our OEM and Tier customers also use semiconductors, or components containing semiconductors, in their manufacture of automotive components and/or vehicles. According to certain market reports, China is a significant manufacturer of semiconductors.
Our OEM and Tier 1 customers also use semiconductors, or components containing semiconductors, in their manufacture of automotive components and/or vehicles. According to certain market reports, China is a significant manufacturer of semiconductors.
In recent years, we have experienced supply chain disruptions related to foam chemical shortages, semiconductor shortages, labor availability, and freight challenges, as well as higher costs associated with each of these issues. We have also experienced delays in delivery of materials, parts, and finished goods because of delivery port disruptions, trucking constraints, and inclement weather.
In past years, we have experienced supply chain disruptions related to foam chemical shortages, semiconductor shortages, labor availability, and freight challenges, as well as higher costs associated with each of these issues. We have also experienced delays in delivery of materials, parts, and finished goods because of inclement weather, trucking constraints, and delivery port disruptions.
If our earnings are reduced, the covenants in the credit facility will continue to reduce our borrowing capacity, both under the credit facility or through commercial paper issuances. Depending on the degree of earnings reduction, our liquidity could be materially negatively impacted.
If our earnings are reduced, the covenants in the credit facility will continue to limit our borrowing capacity, both under the credit facility or through commercial paper issuances. Depending on the degree of earnings reduction, our liquidity could be materially negatively impacted.
We have also experienced increased competition from Chinese-based component suppliers who are growing market share in China, particularly with Chinese-based OEMs, which may adversely affect sales and profit margins on our products.
We have also experienced increased competition from Chinese-based component suppliers who are growing market share in China, particularly with Chinese-based OEMs, which may adversely affect sales and profit margins of our products.
Tariffs also could negatively impact our customers' demand for our products, as our customers may face significantly increased costs from importing our products or from selling their foreign-produced products containing our foreign-produced components into the United States.
Tariffs could also negatively impact our customers' demand for our products, as they may face significantly increased costs from importing our products or from selling their foreign-produced products containing our foreign-produced components into the United States.
Labor strikes or shutdowns at delivery ports, loss of or damage to raw materials, parts, or finished products while they are in transit or storage, losses due to tampering, third-party vendor issues with quality, failure by our suppliers to comply with applicable laws and regulations, potential tariffs or other trade restrictions, or similar problems could restrict or delay the supply of raw materials, parts, or finished products, resulting in harm to our business and reputation.
Labor strikes or shutdowns at delivery ports, loss of or damage to raw materials, parts, or finished products while they are in transit or storage, losses due to tampering, third-party vendor issues with quality, failure by our suppliers to comply with applicable laws and regulations, tariffs or other trade restrictions, or similar problems, have and could continue to restrict or delay the supply of raw materials, parts, or finished products, resulting in harm to our business.
Business disruptions to our steel rod mill or wire drawing mills, if coupled with an inability to purchase an adequate and/or timely supply of quality steel rod from alternative sources, could have a material negative impact on our Bedding Products segment and the Company's results of operations.
Business disruptions to our steel rod mill or wire drawing mills, and/or an inability to purchase an adequate or timely supply of quality steel rod from alternative sources, could have a material negative impact on our Bedding Products segment and the Company's results of operations.
Although we have purchased broad form cyber insurance coverage and strive to provide a balanced level of cybersecurity protections, cybersecurity risk has increased due to remote access and increased sophistication of cybersecurity adversaries, as well as the increased frequency of cybersecurity attacks, including malware.
Although we have purchased broad form cyber insurance coverage and strive to provide a balanced level of cybersecurity protections, cybersecurity risk has increased due to growing sophistication of cybersecurity adversaries, as well as the increased frequency of cybersecurity attacks, including malware.
If our assumptions or analyses regarding any of our contingencies are incorrect, if facts and circumstances change, or if future litigation arises, we could realize losses in excess of the recorded accruals (and in excess of the $13 million referenced above), which could have a material negative impact on our financial condition, results of operations, and cash flows.
If our assumptions or analyses regarding any of our contingencies are incorrect, or if facts change or future litigation arises, we could realize losses in excess of the recorded accruals (including losses in excess of the $26 million referenced above), which could have a material negative impact on our financial condition, results of operations, and cash flows.
We also bear the risk of delays or non-delivery from our suppliers or reduced demand from our customers because of natural disasters, fires, explosions, terrorism, pandemics, labor strikes, foreign government action including asset seizure, changed licensing, or land use requirements which restrict operations, or other reasons beyond our control or the control of our suppliers, all of which could impair our ability to timely manufacture and deliver our products.
We also bear the risk of delays or non-delivery from our suppliers or reduced demand from our customers because of natural disasters, fires, explosions, terrorism, pandemics, labor strikes, foreign government action including asset seizure, changed licensing, or land use requirements which restrict operations, or other reasons beyond our control or the control of our suppliers, some of which have impaired and could continue to impair our ability to timely manufacture and deliver our products.
We purchase steel scrap from third-party suppliers and convert it into steel rod in our mill in Sterling, Illinois. Our steel rod mill has historically had annual output of approximately 500,000 tons, a majority of which has been used internally by our wire mills.
We purchase steel scrap from third-party suppliers and convert it into steel rod in our mill in Sterling, Illinois. Our steel rod mill has historically had annual output of approximately 500,000 tons, approximately half of which has been used internally by our wire drawing mills.
A disruption to the operation of, or supply of steel scrap to, our steel rod mill could require us to purchase steel rod from alternative supply sources, subject to market availability.
A disruption to the operation of, or supply of steel scrap to, our steel rod mill could require us to purchase steel rod from alternative supply sources at higher costs, subject to market availability.
It includes our sustainability policies and practices on a variety of matters, including, but not limited to, Board and management sustainability oversight, governance and ethics, environmental sustainability, greenhouse gas 25 Table of Contents PART I emissions reduction, employee health, safety, product stewardship, quality and safety management, and supply chain social standards and compliance.
It includes our sustainability policies and practices on a variety of matters, including, but not limited to, Board and management sustainability oversight, governance and ethics, environmental sustainability, greenhouse gas emissions reduction, employee health, safety, product stewardship, quality and safety management, and supply chain social standards and compliance.
If debt under the credit facility or 20 Table of Contents PART I senior notes were to be accelerated, we may not have sufficient cash to repay this debt, which would have an immediate material adverse effect on our business, results of operations, and financial condition.
If debt under the credit facility or senior notes were to be accelerated, we may not have sufficient cash to repay this debt, which would have an immediate material adverse effect on our business, results of operations, and financial condition.
We are exposed to foreign currency exchange rate risk which may negatively impact our competitiveness, profit margins, and earnings. In 2024, 40% of our sales were generated by international operations, primarily in Europe, China, Canada, and Mexico. As of December 31, 2024, 48 of our manufacturing facilities were located outside the United States.
We are exposed to foreign currency exchange rate risk which may negatively impact our competitiveness, profit margins, and earnings. In 2025, 41% of our sales were generated by international operations, primarily in Europe, China, Canada, and Mexico. As of December 31, 2025, 43 of our manufacturing facilities were located outside the United States.
If actual results or the long-term outlook of any of our reporting units materially differ from the assumptions and estimates used in the goodwill and other long-lived assets valuation calculations, we could incur future non-cash impairment charges, which could have a material negative impact on our earnings.
If actual results or the long-term outlook of any of our reporting units materially differ from the assumptions and estimates used in the goodwill and other long-lived assets valuation calculations, or there is a sustained decrease in our stock price, we could incur future non-cash impairment charges, which would have a material negative impact on our earnings.
Although we are not aware of any material cybersecurity incidents, because of past immaterial cybersecurity threats and what we have learned in responding to those threats, we have improved cybersecurity efforts, including stronger protective processes and controls.
Although we are not aware of any material cybersecurity incidents, because of past immaterial 22 Table of Contents PART I cybersecurity threats and what we have learned in responding to those threats, we have improved cybersecurity efforts, including stronger protective processes and controls.
A significant portion of our assets consists of goodwill and other long-lived assets, the carrying value of which would be reduced if we determine that those assets are impaired. At December 31, 2024, goodwill and other intangible assets represented $935 million, or 26% of our total assets.
A significant portion of our assets consists of goodwill and other long-lived assets, the carrying value of which would be reduced if we determine that those assets are impaired. At December 31, 2025, goodwill and other intangible assets represented $843 million, or 24% of our total assets.
If we are unable to pass through additional costs created by current or new tariffs, it could result in materially lower margins, lost sales, and an overall adverse effect on our results of operations.
Also, if we are unable to pass through additional costs created by current or new tariffs, it could result in materially lower margins, lost 23 Table of Contents PART I sales, and an overall adverse effect on our results of operations.
There are certain transition risks (meaning risks related to the process of reducing our carbon footprint) that could materially affect our business, capital expenditures, results of operations, financial condition, competitive position, and reputation. One of these transition risks is the change in treaties, laws, policies, and regulations that could impose significant operational and compliance burdens.
Certain transition risks, or risks related to the process of reducing our carbon footprint, could materially affect our business, capital expenditures, results of operations, financial condition, competitive position, and reputation. One transition risk is the change in laws, regulations, and policies that could impose significant operational and compliance burdens.
These factors could result in, or could continue to result in, among other things, supply chain or production disruptions, lower consumer demand, compressed profit margins, and unfavorable foreign currency exchange rates, any of which could materially negatively impact our business, results of operations, financial condition, and cash flows.
These factors have resulted in, and could continue to result in, among other things, supply chain or production disruptions, lower consumer demand, compressed profit margins, unfavorable foreign currency exchange rates, and laws, regulations (including tax laws and regulations), restrictions, and tariffs, any of which could materially negatively impact our business, results of operations, financial condition, and cash flows.
After the amendment, our credit facility contains restrictive covenants which include (a) an amended Leverage Ratio requiring us to maintain, as of the last day of each fiscal quarter, or when we borrow under the credit facility (i) Consolidated Funded Indebtedness minus the lesser of: (A) Unrestricted Cash, or (B) $750 million to (ii) Consolidated EBITDA for the four consecutive trailing quarters, such ratio not being greater than 4.00 to 1.00 as of March 31, 2024 through June 30, 2025, and not greater than 3.50 to 1.00 beginning September 30, 2025 through maturity, provided however, subject to certain limitations, if we make a Material Acquisition in any fiscal quarter after June 30, 2025, at our election, the maximum Leverage Ratio shall be 4.00 to 1.00 for the fiscal quarter during which such Material Acquisition is consummated and the next three consecutive fiscal quarters; (b) a limitation of the amount of total secured obligations to 15% of our total consolidated assets; and (c) a limitation on our ability to sell, lease, transfer, or dispose of all or substantially all of our assets and the assets of our subsidiaries, taken as a whole (other than accounts receivable sold in a Permitted Securitization Transaction, products sold in the ordinary course of business and our ability to sell, lease, transfer, or dispose of any of our assets or the assets of one of our subsidiaries to us or one of our subsidiaries, as applicable) at any given point in time.
Our credit facility contains restrictive covenants, which include: (a) a Leverage Ratio requiring us to maintain, as of the last day of each fiscal quarter, (i) Consolidated Funded Indebtedness minus the lesser of: (A) Unrestricted Cash, or (B) $750 million to (ii) Consolidated EBITDA for the four consecutive trailing quarters most recently ended on or prior to such date, such ratio not being greater than 3.50 to 1.00; provided however, subject to certain limitations, if we make a Material Acquisition, at our election, the maximum Leverage Ratio shall be 4.00 to 1.00 for the fiscal quarter during which such Material Acquisition is consummated and the next three consecutive fiscal quarters; (b) a limitation of the amount of total secured obligations to 15% of our total consolidated assets; and (c) a limitation on our ability to sell, lease, transfer, or dispose of all or substantially all of our assets and the assets of our subsidiaries, taken as a whole (other than accounts receivable sold in a Permitted Securitization Transaction, products sold in the ordinary course of business and our ability to sell, lease, transfer, or dispose of any of our assets or the assets of one of our subsidiaries to us or one of our subsidiaries, as applicable) at any given point in time.
As discussed in N ote O of the Consolidated Financial Statements, we had $148 million of deferred tax assets (net of a $21 million valuation allowance) as of December 31, 2024. It is possible the amount and source of our taxable income could materially change in the future.
As discussed in Note O of the Consolidated Financial Statements, we had $153 million of deferred tax assets (net of a $21 million valuation allowance) as of December 31, 2025. It is possible the amount and source of our taxable income could materially change in the future.
From time to time, we have experienced immaterial cybersecurity threats and incidents. When these threats and incidents occur, we have taken appropriate remediation steps and, through investigation, determined that the threats or incidents did not have a material effect on our business, results of operations, or financial results.
When these threats and incidents occur, we have taken appropriate remediation steps and, through investigation, determined that the threats or incidents did not have a material effect on our business, results of operations, or financial results.
The extent of these costs and risks is difficult to predict and will depend, in large part, on the extent of final regulations and the ways in which those regulations are enforced. As of December 31, 2024, we had 119 manufacturing facilities in 18 countries, primarily in North America, Europe, and Asia.
The extent of these costs and risks is difficult to 24 Table of Contents PART I predict and will depend, in large part, on the extent of final regulations and the ways in which those regulations are enforced. As of December 31, 2025, we had 104 manufacturing facilities in 18 countries, primarily in North America, Europe, and Asia.
Our two wire mills, located in Carthage, Missouri, and Kouts, Indiana, convert steel rod into drawn steel wire, which is used in the production of mattress innersprings and other products.
Our two wire drawing mills, located in Carthage, 15 Table of Contents PART I Missouri and Kouts, Indiana, convert steel rod into drawn steel wire, which is used in the production of mattress innersprings and other products.
We monitor our receivable portfolio closely and make reserve decisions based upon individual customer credit risk reviews, aging of customer accounts, historical loss experience, and general macroeconomic and industry trends that could impact the expected collectability of all customers or pools of customers with similar risks.
These issues may continue. We monitor our receivables and inventory closely and make reserve decisions based upon individual customer risk reviews, aging of customer accounts, historical loss experience, and general macroeconomic and industry trends that could impact the expected collectability of all customers or pools of customers with similar risks.
Mattress and innerspring imports from foreign manufacturers have affected, and could continue to adversely affect, our market share, sales, profit margins, and earnings. We continue to face pressure from foreign competitors, as some of our customers source a portion of their components and finished products offshore.
If this were to occur, it could negatively impact our results of operations. Mattress and innerspring imports from foreign manufacturers have affected, and could continue to adversely affect, our market share, sales, profit margins, and earnings. We continue to face pressure from foreign competitors, as some of our customers source a portion of their components and finished products offshore.
We have experienced some reduced sales and lower earnings related to lower-priced imports of mattresses and innersprings. Continued lower-priced mattress and innerspring imports could further negatively impact market share, sales, profit margins, and earnings. 21 Table of Contents PART I Unfair competition could adversely affect our market share, sales, profit margins, and earnings.
We have experienced some reduced sales and lower earnings related to lower-priced imports of mattresses and innersprings. Continued lower-priced mattress and innerspring imports could further negatively impact our market share, sales, profit margins, and earnings. Unfair competition could adversely affect our market share, sales, profit margins, and earnings. We manufacture innersprings, steel wire rod, and finished mattresses.
In evaluating the potential for impairment of goodwill and other long-lived assets, we make assumptions and estimates regarding future operating performance, business trends, and market and economic performance, including future sales, operating margins, growth rates, and discount rates.
In evaluating the potential for impairment of goodwill and other long-lived assets, we make assumptions and estimates regarding future operating performance, business trends, and market and economic performance, including future sales, operating margins, growth rates, and discount rates. We are continuing to monitor all factors impacting these reporting units.
If any of these risks are realized, it could adversely impact our results of operations, cash flow, financial condition, and stock price. 23 Table of Contents PART I Trade Risk Factors Tariffs by the U.S. government could result in materially lower margins, lost sales, and an overall adverse effect on our results of operations.
If any of these risks are realized, it could adversely impact our results of operations, cash flow, financial condition, and stock price. Trade Risk Factors Tariffs by the United States and counter-tariffs by other countries could result in materially lower margins, lost sales, and an overall adverse effect on our results of operations.
Some of our customers have suffered financial difficulty. As a result, some of our customers have been unable to pay their debts to us, have exhibited slow payments, have rejected their contractual obligations to us under bankruptcy laws or otherwise, or we have had to negotiate significant discounts and/or extend financing terms with these parties. These collection issues may continue.
As a result, some of our customers have been unable to pay their debts to us, have exhibited slow payments, have rejected their contractual obligations to us under bankruptcy laws or otherwise, or we have had to negotiate significant discounts and/or extend financing terms with these parties. In addition, we have had to write down inventory related to these customers.
Aerospace’s long-term forecasts continue to reflect demand improvements as industry recovery continues. 19 Table of Contents PART I Long-lived Asset Impairment Late in the fourth quarter of 2023, we had a triggering event to review long-lived assets and test for impairment when certain of our Elite Comfort Solutions (ECS) and Kayfoam customers notified us of efforts to improve their financial position by moving their business to or exploring alternative suppliers, which adversely impacted our future cash flow forecast.
Late in the fourth quarter of 2023, we had a triggering event to review long-lived assets and test for impairment when certain of our Elite Comfort Solutions and Kayfoam customers notified us of efforts to improve their financial position by moving their business to or exploring alternative suppliers, which adversely impacted our future cash flow forecast.
The adequacy of the laws of the data-importing country are of increasing importance under various international laws. The validity of data transfer mechanisms remains subject to legal, regulatory, and political developments in many countries and could have an adverse impact on our ability to process and transfer personal data.
The validity of data transfer mechanisms remains subject to legal, regulatory, and political developments in many countries and could have an adverse impact on our ability to process and transfer personal data.
Indirect Physical Effects The physical effects of climate change could continue to have an adverse impact on our supply chain. In prior years, we experienced (due, in part, to severe weather-related impacts) supply shortages in chemicals, which restricted foam supply and constrained overall mattress production in the bedding industry.
Indirect Physical Effects The physical effects of climate change could continue to adversely impact our supply chain. In the past, we experienced (due, in part, to severe weather-related impacts) supply shortages in chemicals, which restricted foam supply and constrained overall mattress production in the bedding industry. This reduced our production levels and increased our cost of chemicals and foam.
In addition, net property, plant, and equipment, operating lease right-of-use assets, and sundry assets totaled $1,036 million, or 28% of total assets. Goodwill Impairment We test goodwill for impairment at the reporting unit level (the business groups that are one level below the operating segments) when triggering events occur or at least annually.
In addition, net property, plant, and equipment, operating lease right-of-use assets, and other noncurrent assets totaled $950 million, or 27% of total assets. 18 Table of Contents PART I Goodwill Impairment We test goodwill for impairment at the reporting unit level (the business groups that are one level below the operating segments) when triggering events occur or at least annually in the second quarter.
This resulted in a non-cash pretax charge of $444 million for long-lived asset impairments (primarily customer relationships, technology, and trademark intangibles) in the Bedding Products segment during the fourth quarter of 2023. This impairment was unrelated to the 2024 Restructuring Plan.
As a result, we performed recoverability and impairment testing, which led to a non-cash pretax charge of $444 million for long-lived asset impairments (primarily customer relationships, technology, and trademarks) in the Bedding Products segment for the fourth quarter of 2023. This impairment was unrelated to the 2024 Restructuring Plan.
Current economic and political conditions make these tax rules (and governmental interpretation of these rules) subject to significant change and uncertainty. There are proposals by the Organization for Economic Cooperation and Development, the European Union, and other tax jurisdictions, some of which have already been adopted in various countries, to reform tax laws or change interpretations of existing tax rules.
There are proposals by the Organization for Economic Co-operation and Development, the European Union, and other tax jurisdictions, some of which have already been adopted in various countries, to reform tax laws or change interpretations of existing tax rules.
Approximately 40% of our sales in 2024 were generated outside the United States. In addition, as of December 31, 2024, 48 manufacturing facilities and approximately one-third of our tangible long-lived assets were located outside the United States.
We operate in global markets. Approximately 41% of our sales in 2025 were generated outside the United States. In addition, as of December 31, 2025, 43 manufacturing facilities and approximately one-third of our tangible long-lived assets were located outside the United States.
For more information regarding our legal contingencies, please see Note T on page 121 of the Notes to Consolidated Financial Statements. 26 Table of Contents PART I Item 1B. Unresolved Staff Comments. None.
For more information regarding our legal contingencies, please see Item 3 Legal Proceedings on page 30 and Note T on page 122 of the Notes to Consolidated Financial Statements. Item 1B. Unresolved Staff Comments. None.
As a U.S. company, the ability to manage aspects of our operation and workforce centrally and the ability to make decisions based on complete and accurate global data are important and require the ability to transfer 24 Table of Contents PART I and access personal data.
As a U.S. company, the ability to manage aspects of our operation and workforce centrally and the ability to make decisions based on complete and accurate global data are important and require the ability to transfer and access personal data. The adequacy of the laws of the data-importing country are of increasing importance under various international laws.
Higher raw material costs could lead some of our customers to modify their product designs, causing a change in the quantity and mix of our components in their finished goods (replacing higher-cost with lower-cost components). If this were to occur, it could negatively impact our results of operations.
If we are unable to obtain the chemicals or pass the cost along to our customers, our results of operations may be negatively impacted. Higher raw material costs could lead some of our customers to modify their product designs, causing a change in the quantity and mix of our components in their finished goods (replacing higher-cost with lower-cost components).
This reduced our production levels and increased the cost of chemicals and foam. Severe weather impacts could also reduce supply of other products in our supply chain that could result in higher prices for our products and the resources needed to produce them.
Severe weather impacts could also reduce the supply of other products in our supply chain, resulting in higher prices for our products and the resources needed to produce them.
The 2024 Plan is primarily associated with our Bedding Products segment and, to a lesser extent, our Furniture, Flooring & Textile Products segment. The 2024 Plan was expanded in the second quarter of 2024 to include a restructuring opportunity within the Specialized Products segment and in the third quarter of 2024 to include the general and administrative cost structure initiatives.
The 2024 Plan was primarily associated with our Bedding Products segment and included, to a lesser extent, our Furniture, Flooring & Textile Products segment, our Specialized Products segment, and general and administrative cost structure initiatives.
Lower credit ratings could adversely affect our sources of borrowing and our financial arrangements, including access to the commercial paper market, our lending agreements, and supply chain financing arrangements.
In the past, rating downgrades have resulted in, and could continue to result in, higher interest rates. Lower credit ratings could adversely affect our sources of borrowing and our financial arrangements, including access to the capital markets, commercial paper market, our lending agreements, and supply chain financing arrangements.
This change may impact our underlying assumptions on which valuation allowances are established and negatively affect future period earnings and balance sheets. As a result, we may not be able to realize deferred tax assets on our balance sheet. There can be no assurance that we will continue to pay cash dividends on our common stock.
This change may impact our underlying assumptions on which valuation allowances are established and negatively affect future period 20 Table of Contents PART I earnings and balance sheets. As a result, we may not be able to realize deferred tax assets on our balance sheet.
However, if we are unable to continue to react to changes in technology, successfully develop new and innovative products, or successfully respond to evolving business trends, including continuing to produce comparatively lightweight components, our share in these markets could be materially negatively impacted. Global economic, political, legal, and business factors could adversely impact our business. We operate in global markets.
If we are 16 Table of Contents PART I unable to respond effectively to these evolving market dynamics, continue to react to changes in technology, successfully develop new and innovative products, or successfully respond to evolving business trends, including continuing to produce comparatively lightweight and EV-compatible components, our share in these markets could be materially negatively impacted.
However, these liabilities could be increased over time as more information becomes known relative to the resolution of these audits, as governmental tax positions may be sustained, or we may agree to certain tax adjustments. We could incur additional tax expense if we have adjustments higher than the liabilities recorded.
However, our exposure could increase over time as more information becomes known relative to the resolution of these reviews and/or audits, as governmental tax positions may be sustained, or we may agree to certain tax adjustments.
If we are unable to collect receivables on a timely basis, larger provisions for bad debt may be required and may result in a negative impact on our earnings, liquidity, cash flow, and financial condition. Our goodwill and other long-lived assets are subject to potential impairment which could negatively impact our earnings.
If our customers are unable to pay us and take delivery of previously ordered inventory on a timely basis, larger reserves may be required and may result in a negative impact on our earnings, liquidity, cash flow, and financial condition. Our goodwill and other long-lived assets have been, and could be, subject to impairment which could negatively impact our earnings.
Replacing traditional steel components with lightweight alternative components can directly reduce the weight of a vehicle's body and chassis and therefore reduce a vehicle's fuel consumption. This increased fuel efficiency also indirectly reduces greenhouse gas (GHG) emissions. These long-standing market transitions have negatively impacted our market share, although not materially because of our technological competitiveness.
Replacing traditional steel components with lightweight alternatives can directly reduce the weight of a vehicle's body and chassis and therefore reduce a vehicle's fuel consumption. This increased fuel efficiency also indirectly reduces greenhouse gas (GHG) emissions.
If we do not comply with the restrictive covenants in our credit facility, we may not be able to borrow in the commercial paper market or under our credit facility and our outstanding debt instruments may default, all of which would adversely impact our liquidity.
While we believe our current asset valuations are appropriate, future assessments may result in non-cash charges, which would have a material negative impact to our earnings. 19 Table of Contents PART I If we do not comply with the restrictive covenants in our credit facility, we may not be able to borrow in the commercial paper market or under our credit facility and our outstanding debt instruments may default, all of which would adversely impact our liquidity.
If our customers (who may be subject to climate change regulatory requirements or similarly proposed or newly-enacted laws and regulations) incur additional costs to comply with such laws and regulations, which in turn, impact their ability to operate at similar levels in certain jurisdictions, the demand for our products could be adversely affected.
Also, if our customers incur additional costs to comply with such laws, regulations, and policies, impacting their ability to operate at the same or similar levels, the demand for our products could be adversely affected.
At December 31, 2024, we had 119 manufacturing facilities in 18 countries, primarily located in North America, Europe, and Asia. We serve thousands of customers worldwide. In 2024, our customers were located in approximately 100 countries.
At December 31, 2025, we had 104 manufacturing facilities in 18 countries, primarily located in North America, Europe, and Asia. We serve thousands of customers worldwide. In 2025, our customers were located in approximately 100 countries. Our steel rod mill in Sterling, Illinois, is energy intensive and depends on electricity and other utilities at commercially reasonable rates.
We continue to evaluate our businesses for further restructuring opportunities in addition to those activities included in the 2024 Plan. The execution of any of these opportunities may result in additional material restructuring costs, restructuring-related costs, or impairments.
Although the 2024 Plan is substantially complete, we continue to identify opportunities to improve our cost structure and profitability across our businesses. The execution of any of these opportunities may result in additional material restructuring costs, restructuring-related costs, or impairments.
These include the federal and state-specific laws in the United States as well as the laws of other jurisdictions where we operate, such as those in Europe, China, India, and Brazil.
As a multinational company with personal data and business contact information from individuals in many countries, we are subject to numerous complex and evolving data protection laws. These include the federal and state-specific laws in the United States as well as the laws of other jurisdictions where we operate, such as those in Europe, China, India, and Brazil.
We are subject to audit by taxing authorities in the countries where we operate and are currently in various stages of examination in several jurisdictions. We have established liabilities we believe are appropriate, with such amounts representing what we believe is a reasonable provision for taxes that we ultimately might be required to pay.
We have established liabilities for other matters we believe are appropriate, with such amounts representing what we believe is a reasonable provision for taxes that we ultimately might be required to pay.
If market conditions cause scrap costs and rod pricing to change at different rates (both in terms of timing and amount), metal margins could continue to be compressed, and this would negatively impact our results of operations. We import certain chemicals to supplement domestic supply, but port delays and logistics issues could limit access to those products.
If market conditions cause scrap costs and rod pricing to change at different rates (both in terms of timing and amount), metal margins could again become compressed as they have in the past and this would negatively impact our results of operations.
We may also be required to devote significant management resources and expend significant additional resources to address problems created by any such interruption, damage, or failure. The unauthorized use of artificial intelligence could expose sensitive Company information, infringe intellectual property rights, violate privacy laws, and harm our reputation.
We may also be required to devote significant management resources and expend significant additional resources to address problems created by any such interruption, damage, or failure. Challenges in managing the use of artificial intelligence could result in legal liability, reputational harm, competitive harm, and adversely affect our results of operations.
While we prohibit the use of unauthorized AI technologies, our employees may use AI in an unauthorized manner, which could expose our sensitive data to disclosure, violate third-party intellectual property rights or privacy laws, produce inaccurate responses that could lead to errors in our business activities, and harm our reputation.
While improper or unauthorized use of AI technologies increases the risk of exposing sensitive data, violating third-party intellectual property rights or privacy laws, the use of authorized AI also carries certain inherent risks, including inaccurate or biased responses, all of which could lead to errors in our business activities and harm our reputation.
If we experience a disruption to our ability to produce steel rod in our mill, coupled with a reduction of adequate and/or timely supply from alternative market sources of quality steel rod, we could experience a material negative impact on our Bedding Products segment and the Company’s results of operations.
Any disruption to our steel rod production, any reduction in adequate or timely supply of quality steel rod from alternative market sources, or any inability to obtain such alternative supply at competitive prices, could materially negatively impact our Bedding Products segment and the Company’s results of operations.
At times, this has resulted in reduced volume and higher costs in many of our businesses, including our Automotive Group and Bedding Products segment.
At times, this has resulted in reduced 14 Table of Contents PART I volume and higher costs in many of our businesses, primarily those within our Specialized Products and Bedding Products segments.
In general, the fair values for these reporting units decreased versus prior year due to macroeconomic pressures, including low demand, particularly in residential end markets. The fair values of our reporting units were reconciled to our consolidated market capitalization, which decreased due to the significant decline in stock price during the second quarter of 2024.
The fair values of our reporting units were reconciled to our consolidated market capitalization, which decreased due to the decline in the stock price compared to the prior year.
We perform our annual goodwill impairment testing in the second quarter. The 2024 annual goodwill impairment testing indicated that fair value had fallen below carrying value for three reporting units, and fair value exceeded carrying value by less than 100% for one reporting unit.
The annual goodwill impairment testing in the second quarter of 2024 indicated that fair value had fallen below carrying value for three reporting units. We had non-cash impairments in 2024 of $587 million, $44 million, and $44 million in our Bedding, Work Furniture, and Hydraulic Cylinders reporting units, respectively.
We import and export various raw materials, components, or finished goods across all segments, with our Bedding Products and Furniture, Flooring & Textile Products segments being the most impacted. Our customers also import into the United States various raw materials, components, or finished goods purchased from our Specialized Products and Furniture, Flooring & Textile Products segments.
Tariffs have spurred, and could continue to spur, additional retaliatory moves by affected countries, including by Canada, China, India, and Mexico. We import into the United States various raw materials, components, or finished goods across all segments, with our Bedding Products and Furniture, Flooring & Textile Products segments being the most impacted.
We also manage our production processes with certain industrial control systems. Consequently, we are subject to cybersecurity risk. We face risks associated with network connectivity and systems for consolidated reporting. Technology failures or security breaches of our infrastructure, including our industrial control systems, could impede normal operations, create system disruptions, or create unauthorized disclosure or alteration of confidential information.
Technology failures or security breaches of our infrastructure, including our industrial control systems, could impede normal operations, create system disruptions, or create unauthorized disclosure or alteration of confidential information. From time to time, we have experienced immaterial cybersecurity threats and incidents.
Although these issues did not have a material impact on our results of operations, additional logistical disruptions could result in additional costs and delays in our ability to deliver products timely to certain customers.
In recent years, drought conditions lowered the water levels of the Mississippi River and Panama Canal, reducing traffic through these waterways and impacting some of our shipments. Although these issues did not materially impact our results of operations, additional logistical disruptions could result in additional costs and delays in our ability to deliver products timely to certain customers.
Also, we may not be able to implement the 2024 Plan in a timely manner that will positively impact our 16 Table of Contents PART I financial condition and results of operations. Moreover, we may not be able to dispose of real estate pursuant to the 2024 Plan or obtain the expected proceeds in a timely manner.
We may not be able to dispose of the remaining real estate pursuant to the 2024 Plan or obtain the expected proceeds in a timely manner. Any failure to achieve the intended outcomes could materially adversely affect our business, financial condition, results of operations, cash flows, and liquidity.
The ultimate impact and associated cost of these legislative and regulatory developments and implementing our GHG reduction strategy cannot be predicted at this time. Increased scrutiny from stakeholders regarding our sustainability responsibilities could expose us to additional costs or risks and adversely impact our liquidity, results of operations, reputation, employee retention, and stock price.
Increased scrutiny from stakeholders regarding our sustainability responsibilities and financial performance could expose us to additional costs or risks, including, but not limited to, shareholder activism, and could adversely impact our liquidity, results of operations, reputation, employee retention, and stock price.
Our credit facility is a multi-currency facility maturing in September 2026, providing us the ability, from time to time, to borrow, repay, and re-borrow up to $1.2 billion, subject to certain restrictive covenants and customary conditions. The credit facility serves as back-up for our commercial paper borrowing.
Our multi-currency credit facility was amended in July 2025 and matures on July 24, 2030. It provides us the ability, from time to time, subject to certain restrictive covenants and customary conditions, to borrow, repay, and re-borrow up to $1 billion (previous to the amendment was $1.2 billion).
We rely on information systems to obtain, process, analyze, and manage data and critical financial activities, as well as to facilitate the manufacture and distribution of inventory to and from our facilities. We receive, process, and ship orders and manage our accounting and financial records, including invoicing and collecting from our customers and paying our vendors.
Information Technology and Cybersecurity Risk Factors Information technology failures, cybersecurity incidents, or technology disruptions could have a material adverse effect on our operations. We rely on information systems to obtain, process, analyze, and manage data and critical financial activities, as well as to facilitate the manufacture and distribution of inventory to and from our facilities.
If we are unable to secure an adequate and timely supply of products in our supply chain, or the cost of these products materially increases, it could have a negative impact on our business, results of operations, and financial condition. 17 Table of Contents PART I In recent years, drought conditions lowered water levels of the Mississippi River and Panama Canal, reducing traffic through these waterways, which impacted some of our shipments.
If we are unable to secure an adequate and timely supply of raw materials and products in our supply chain, or the cost of these raw materials or products materially increases, it could negatively impact our business, results of operations, and financial condition.

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Item 1C. Cybersecurity

Cybersecurity — threats and controls disclosure

6 edited+2 added−1 removed19 unchanged
Biggest changeRisk Factors - "Information technology failures, cybersecurity incidents, or new technology disruptions could have a material adverse effect on our operations" on page 23, which is incorporated by reference into this Item 1C. Cybersecurity Governance Our Board has oversight of all cybersecurity threats and incidents.
Biggest changeHowever, for a discussion of risks from cybersecurity threats that could materially affect our business strategy, results of operations, or financial condition, see Item 1A. Risk Factors - Information technology failures, cybersecurity incidents, or new technology disruptions could have a material adverse effect on our operations on page 22, which is incorporated by reference into this Item 1C.
Although we have purchased broad form cyber insurance coverage and strive to provide a balanced level of cybersecurity protections, cybersecurity risk has increased due to remote access and increased sophistication of cybersecurity adversaries, as well as the increased frequency of cybersecurity attacks, including malware.
Although we have purchased broad form cyber insurance coverage and strive to provide a balanced level of cybersecurity protections, cybersecurity risk has increased due to growing sophistication of cybersecurity adversaries, as well as the increased frequency of cybersecurity attacks, including malware.
When these threats and incidents have occurred, we have taken appropriate remediation steps and, through investigation, determined that the threats or incidents did not have a material effect on our business, results of operations, or financial results.
When these threats and incidents have occurred, we have taken appropriate remediation steps and, through investigation, 26 Table of Contents PART I determined that the threats or incidents did not have a material effect on our business, results of operations, or financial results.
Cybersecurity threats are identified, assessed, and monitored by our Security Operations Center, which is staffed with cybersecurity professionals who report to the Company's Chief Information Security Officer (CISO), and includes resources provided by external vendors to cover continuous monitoring.
Cybersecurity threats are identified, assessed, and monitored by our Security Operations Center, which is staffed with cybersecurity professionals who report to the Senior Cyber Security Operations Manager who reports directly to the Company's Chief Information Security Officer (CISO), and includes resources provided by external vendors to cover continuous monitoring and remediation.
We may also be required to devote significant management resources and expend significant additional resources to address problems created by any such interruption, damage, or failure. For more information regarding cybersecurity risks, refer to Item 1A. Risk Factors - Information Technology and Cybersecurity Risk Factors on page 23. 28 Table of Contents PART I
We may also be required to devote significant management resources and expend significant additional resources to address problems created by any such interruption, damage, or failure. For more information regarding cybersecurity risks, refer to Item 1A. Risk Factors - Information Technology and Cybersecurity Risk Factors on page 22.
Our CISO and the Crisis Response Team, pursuant to guidance from our CISO, assess, identify, and manage material risks from cybersecurity threats and incidents, as described above under "Cybersecurity Risk Management and Strategy." The CISO has served in this role since October 2024, and has over 20 years of professional experience in identifying, evaluating, and responding to cybersecurity threats and incidents.
Our CISO and the Crisis Response Team, pursuant to guidance from our CISO, assess, identify, and manage material risks from cybersecurity threats and incidents, as described above under Cybersecurity Risk Management and Strategy .
Removed
However, for a discussion of risks from cybersecurity threats that could materially affect 27 Table of Contents PART I our business strategy, results of operations, or financial condition, see Item 1A.
Added
Cybersecurity Governance Our Board has oversight of all cybersecurity threats and incidents.
Added
The CISO has served in this role since October 2024, and has over 20 years of 27 Table of Contents PART I professional experience in identifying, evaluating, and responding to cybersecurity threats and incidents.

Item 2. Properties

Properties — owned and leased real estate

18 edited+8 added−8 removed4 unchanged
Biggest changeIn June 2029, the DOC and ITC will conduct a sunset review to determine whether to extend the orders for an additional five years. With respect to Indonesia, India, Kosovo, Mexico, and Spain, the DOC’s final determinations were issued July 16, 2024, and (excluding Indonesia) imposed duties ranging from 4.61% to 344.70%.
Biggest changeThe ITC issued its final injury determination on June 11, 2024, and sunset reviews are scheduled for June 2029. For India, Kosovo, Mexico, and Spain, final DOC determinations were published on July 22, 2024, with duties ranging from 5% to 345%. The ITC issued its final injury determination for those countries on August 28, 2024.
No individual physical property is material to our overall manufacturing processes, except for our steel rod mill in Sterling, Illinois, and our wire mills in Carthage, Missouri, and Kouts, Indiana. These facilities are reported in our Bedding Products segment. The rod mill consists of approximately 1 million square feet of owned production space.
No individual physical property is material to our overall manufacturing processes, except for our steel rod mill in Sterling, Illinois, and our wire drawing mills in Carthage, Missouri, and Kouts, Indiana. These facilities are reported in our Bedding Products segment. The rod mill consists of approximately 1 million square feet of owned production space.
It has annual output capacity of approximately 500,000 tons of steel rod, of which approximately half is used by our own wire mills. Our wire mills convert the steel rod into drawn steel wire. This wire is used in the production of many of our products, including mattress innersprings.
It has annual output capacity of approximately 500,000 tons of steel rod, of which approximately half is used by our own wire drawing mills. Our wire drawing mills convert the steel rod into drawn steel wire. This wire is used in the production of many of our products, including mattress innersprings.
A disruption to the operation of, or supply of steel rod to, our wire mills could require us to purchase drawn wire from alternative supply sources, subject to market availability.
A disruption to the operation of, or supply of steel rod to, our wire drawing mills could require us to purchase drawn wire from alternative supply sources, subject to market availability.
We believe that our owned and leased facilities are suitable and adequate for the manufacture, assembly, and distribution of our products. Our properties are strategically located to allow timely and efficient delivery of products and services to our diverse customer base. In 2024, most of our manufacturing facilities operated at less than full capacity utilization rates.
We believe that our owned and leased facilities are suitable and adequate for the manufacture, assembly, and distribution of our products. Our properties are strategically located to allow timely and efficient delivery of products and services to our diverse customer base. In 2025, most of our manufacturing facilities operated at less than full capacity utilization rates.
As such, we have excess production capacity in most of our businesses. In the first quarter of 2024, we committed to the 2024 Restructuring Plan, pursuant to which we have consolidated 14 manufacturing and distribution facilities in the Bedding Products segment, and two production facilities in the Furniture, Flooring & Textile Products segment, primarily in the United States.
As such, we have excess production capacity in most of our businesses. In the first quarter of 2024, we committed to the 2024 Restructuring Plan, pursuant to which we have consolidated 17 manufacturing and distribution facilities in the Bedding Products segment, and four production facilities in the Furniture, Flooring & Textile Products segment, primarily in the United States.
If we experience a disruption in our ability to produce steel rod in our mill, for whatever reason, coupled with a reduction of adequate and/or timely supply from alternative market sources of quality 29 Table of Contents PART I steel rod, or if we experience a disruption in our ability to produce drawn wire in our wire mills, for whatever reason, coupled with a reduction of adequate and/or timely supply from alternative market sources of quality drawn wire, we could experience a material negative impact on our Bedding Products segment’s and the Company’s results of operations.
If we experience a disruption in our ability to produce steel rod in our mill, for whatever reason, coupled with a reduction of adequate and/or timely supply from alternative market sources of quality steel rod, or if we experience a disruption in our ability to produce drawn wire in our wire drawing mills, for whatever reason, coupled with a reduction of adequate and/or timely supply from alternative market sources of quality drawn wire, we could experience a material negative impact on our Bedding Products segment’s and the Company’s results of operations.
Item 2. Properties. Our corporate office is located in Carthage, Missouri. As of December 31, 2024, we had 119 manufacturing locations in 18 countries, of which 71 were located across the United States and 48 were located in foreign countries. We also had various sales, warehouse, and administrative facilities. However, our manufacturing plants are our most important properties.
Item 2. Properties. Our corporate office is located in Carthage, Missouri. As of December 31, 2025, we had 104 manufacturing locations in 18 countries, of which 61 were located across the United States and 43 were located in foreign countries. We also had various sales, warehouse, and administrative facilities. However, our manufacturing plants are our most important properties.
For more information about the 2024 Restructuring Plan, please see the discussion under 2024 Restructuring Plan in Operational Risk Factors beginning on page 15 in Item 1A. Risk Factors, and on page 39 in Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations . Item 3. Legal Proceedings.
For more information about the 2024 Restructuring Plan, please see the discussion under 2024 Restructuring Plan in Operational Risk Factors beginning on page 14 in Item 1A. Risk Factors, and on page 39 in Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations . 29 Table of Contents PART I Item 3. Legal Proceedings.
Item 103 states that the disclosure threshold is $300,000, or at our election, a threshold that does not exceed the lesser of $1 million or one percent of our consolidated current assets. In the past, we have used the $300,000 threshold for this purpose. However, we have determined such disclosure threshold to be $1 million.
Item 103 states that the disclosure threshold is $300,000, or at our election, a threshold that does not exceed the lesser of $1 million or one percent of our consolidated current assets. We have determined such disclosure threshold to be $1 million.
The production in the affected facilities has been consolidated into other facilities, or in a few cases, eliminated. Optimizing our manufacturing and distribution footprint should reduce complexity, improve overall efficiency, and align capacity with anticipated future market demand.
The production in the affected facilities has been consolidated into other facilities, or in a few cases, eliminated. Optimizing our manufacturing and distribution footprint has reduced complexity, improved overall efficiency, and aligned capacity with anticipated future market demand.
Reference is made to the information in Note T on page 121 of the Notes to Consolidated Financial Statements, which is incorporated into this section by reference. Mattress Antidumping Matters Petition Regarding China, Cambodia, Indonesia, Malaysia, Serbia, Thailand, Turkey, and Vietnam.
Reference is made to the information in Note T on page 122 of the Notes to Consolidated Financial Statements, which is incorporated into this section by reference. Mattress Antidumping Matters Anti-Dumping and Countervailing Order Petitions Regarding Mattresses from China, Cambodia, Indonesia, Malaysia, Serbia, Thailand, Turkey, and Vietnam.
Manufacturing Locations by Segment Company- Wide Subtotals by Segment Manufacturing Locations Bedding Products Specialized Products Furniture, Flooring & Textile Products United States 71 23 6 42 Europe 19 7 10 2 China 13 1 10 2 Canada 8 — 3 5 Mexico 4 1 2 1 Other 4 1 3 — Total 119 33 34 52 For more information regarding the geographic location of our manufacturing facilities refer to Geographic Areas of Operation under Item 1.
Manufacturing Locations by Segment Manufacturing Locations Company- Wide Bedding Products Specialized Products Furniture, Flooring & Textile Products United States 61 18 3 40 Europe 15 7 6 2 China 12 1 9 2 Canada 8 — 3 5 Mexico 3 1 2 — Other 5 1 3 1 Total 104 28 26 50 For more information regarding the geographic location of our manufacturing facilities refer to Geographic Areas of Operation under Item 1.
We have no environmental matters to disclose for this period under either threshold.
We have no environmental matters to disclose for this period under this threshold. 30 Table of Contents PART I
Manufacturing Locations Owned or Leased by Segment Company- Wide Subtotals by Segment Manufacturing Locations Bedding Products Specialized Products Furniture, Flooring & Textile Products Owned 61 25 14 22 Leased 58 8 20 30 Total 119 33 34 52 We lease many of our manufacturing, warehouse, and other facilities on terms that vary by lease (including purchase options, renewals, and maintenance costs).
Business on page 8. 28 Table of Contents PART I Manufacturing Locations Owned or Leased by Segment Manufacturing Locations Company- Wide Bedding Products Specialized Products Furniture, Flooring & Textile Products Owned 53 22 11 20 Leased 51 6 15 30 Total 104 28 26 50 We lease many of our manufacturing, warehouse, and other facilities on terms that vary by lease (including purchase options, renewals, and maintenance costs).
On March 31, 2020, the Company, along with six other domestic mattress producers, Brooklyn Bedding LLC, Corsicana Mattress Company, Elite Comfort Solutions (a Leggett subsidiary), FXI, Inc., Innocor, Inc., and Kolcraft Enterprises, Inc., and two labor unions, the International Brotherhood of Teamsters and the United Steel, Paper and Forestry, Rubber, Manufacturing, Energy, Allied Industrial and Service Workers International Union, AFL-CIO (collectively, 2020 Petitioners), filed petitions with the U.S.
On March 31, 2020, the Company, along with Brooklyn Bedding LLC, Corsicana Mattress Company, Elite Comfort Solutions (a Leggett subsidiary), FXI, Inc., Innocor, Inc., Kolcraft Enterprises, Inc., and two labor unions—the International Brotherhood of Teamsters and the United Steelworkers (collectively, the “2020 Petitioners”)—filed petitions with the U.S. Department of Commerce (DOC) and the U.S. International Trade Commission (ITC).
International Trade Commission (ITC) alleging that manufacturers of mattresses in Cambodia, Indonesia, Malaysia, Serbia, Thailand, Turkey, and Vietnam were unfairly selling their products in the United States at less than fair value and manufacturers of mattresses in China were unfairly benefiting from subsidies, causing harm to the U.S. industry and seeking the imposition of duties on mattresses imported from these countries.
The petitions alleged that mattress manufacturers in Cambodia, Indonesia, Malaysia, Serbia, Thailand, Turkey, and Vietnam were selling products in the United States at less than fair value, and that manufacturers in China were receiving unfair subsidies. The DOC imposed antidumping and countervailing duties ranging from 2% to 763%, effective through May 2026. Following appeals, the U.S.
With respect to Bosnia and Herzegovina, Bulgaria, Burma, Italy, Philippines, Poland, Slovenia, and Taiwan, the DOC’s final determinations were issued on May 9, 2024, and imposed duties ranging from 106.27% to 744.81% on finished mattresses. The ITC’s final determination with respect to those countries was issued on June 11, 2024.
The DOC made a negative preliminary finding on Indonesian subsidies on December 26, 2023, and therefore did not impose countervailing duties. Final determinations for Bosnia and Herzegovina, Bulgaria, Burma, Italy, Philippines, Poland, Slovenia, and Taiwan were issued on May 9, 2024, with duties ranging from 106% to 745%.
Removed
These petitions resulted in antidumping and countervailing duty orders imposing duties ranging from 2.22% to 763.28% on mattresses imported from China, Cambodia, Indonesia, Malaysia, Serbia, Thailand, Turkey, and Vietnam for five years, through May 2026.
Added
Court of International Trade (CIT) upheld the ITC’s injury determination. However, the DOC revoked the order on mattresses from Indonesia, and the 2020 Petitioners filed an appeal with the U.S. Court of Appeals for the Federal Circuit on April 17, 2025, which remains pending.
Removed
The ITC is currently examining whether to extend a 2019 order on mattresses from China, following the DOC's February 2025 determination that revocation of the 2019 duty order would likely lead to the continuation of reoccurrence of dumping of mattresses from China. Following certain appeals that were filed with the U.S.
Added
Separately, on February 6, 2025, the DOC determined that revocation of the 2019 antidumping duty order on mattresses from China would likely lead to continued dumping. The DOC extended the order, and duties of up to 1,732% will remain in effect through May 2030.
Removed
Court of International Trade (CIT), some of which remain ongoing, the CIT ruled in favor of the ITC and 2020 Petitioners and sustained the ITC’s unanimous injury decision. On February 15, 2024, one respondent filed an appeal of the CIT's decision to the U.S.
Added
Anti-Dumping and Countervailing Order Petitions Regarding Mattresses Imported from Indonesia, Bosnia and Herzegovina, Bulgaria, Burma, India, Italy, Kosovo, Mexico, the Philippines, Poland, Slovenia, Spain, and Taiwan.
Removed
Court of Appeals for the Federal Circuit but agreed to dismiss the appeal on October 29, 2024. As a result, this particular appeal to the U.S. Court of Appeals for the Federal Circuit has been finally resolved. Petition Regarding Indonesia, Bosnia and Herzegovina, Bulgaria, Burma, India, Italy, Kosovo, Mexico, the Philippines, Poland, Slovenia, Spain, and Taiwan.
Added
On July 28, 2023, the Company, along with Brooklyn Bedding LLC, Carpenter Company, Corsicana Mattress Company, Future Foam, Inc., FXI, Inc., Kolcraft Enterprises Inc., Serta Simmons Bedding, LLC, Southerland Inc., Tempur Sealy International, and the same two labor unions (collectively, the “2023 Petitioners”), filed petitions with the DOC and ITC.
Removed
On July 28, 2023, the Company, along with nine other domestic mattress producers, Brooklyn Bedding LLC, Carpenter Company, Corsicana Mattress Company, Future Foam, Inc., FXI, Inc., Kolcraft Enterprises Inc., Serta Simmons Bedding, LLC, Southerland Inc., and Tempur Sealy International, and two labor unions, the International Brotherhood of Teamsters and the United Steel, Paper and Forestry, Rubber, Manufacturing, Energy, Allied Industrial and Service Workers International Union, AFL-CIO, filed petitions with the DOC and the ITC alleging that manufacturers of mattresses in Bosnia and Herzegovina, Bulgaria, Burma, India, Italy, Kosovo, Mexico, the Philippines, Poland, Slovenia, Spain, and Taiwan were unfairly selling their products in the United States at less than fair value 30 Table of Contents PART I (dumping) and manufacturers of mattresses in Indonesia were unfairly benefiting from subsidies, causing harm to the U.S. industry and seeking the imposition of duties on mattresses imported from these countries.
Added
These petitions alleged that mattress manufacturers in Bosnia and Herzegovina, Bulgaria, Burma, India, Italy, Kosovo, Mexico, the Philippines, Poland, Slovenia, Spain, and Taiwan were selling products in the United States at less than fair value, and that manufacturers in Indonesia were receiving unfair subsidies. The ITC issued a preliminary injury determination on September 11, 2023.
Removed
The ITC made a preliminary determination of injury on September 11, 2023. On December 26, 2023, the DOC made a negative preliminary determination regarding Indonesian subsidies, but, on February 26, 2024, imposed duties on finished mattresses.
Added
Although the case is resolved with respect to duties and injury findings, an importer has appealed the ITC’s critical circumstances determination imposing retroactive duties. That appeal remains pending. On November 18, 2025, the Company, along with the 2023 Petitioners, filed with the DOC requests to initiate anti-circumvention inquiries on mattress component imports from Poland, Mexico, and Malaysia.
Removed
Regarding Indonesia, the DOC found that the subsidies were below the de minimis threshold. The order evidencing the ITC’s final determination as to India, Kosovo, Mexico, and Spain was issued in September 2024.
Added
The requests allege that mattress components are being imported from these three countries and assembled into finished mattresses in the United States, which are then sold in the United States.
Removed
This case has been finally resolved with respect to the duties and injury findings, but an importer filed an appeal with respect to the ITC's critical circumstances determination imposing retroactive duties, which is still pending. In October 2029, the DOC and ITC will conduct a sunset review to determine whether to extend the orders for an additional five years.
Added
The anti-circumvention requests allege that the assembly of these components is minor or insignificant under the law and as a result, the mattress component imports from Poland, Mexico, and Malaysia are allegedly circumventing anti-dumping orders.

Item 3. Legal Proceedings

Legal Proceedings — active lawsuits and investigations

115 edited+50 added−46 removed22 unchanged
Biggest change(Dollar amounts in millions, except per share data) Amount % 1 Net trade sales: Year ended December 31, 2022 $ 5,147 Divestitures (1) — % 2022 sales excluding divestitures 5,146 Approximate volume declines (299) (6) Approximate raw material-related deflation and currency impact (238) (4) Organic sales (537) (10) Acquisition sales growth 116 2 Year ended December 31, 2023 $ 4,725 (8) % Earnings: (Dollar amounts, net of tax) Year ended December 31, 2022 $ 310 2023 long-lived asset impairment (341) 2023 gain on sale of real estate 8 2023 gain from net insurance proceeds from tornado damage 7 Other items, primarily lower metal margin and lower volume (121) Year ended December 31, 2023 $ (137) 2022 Earnings Per Diluted Share $ 2.27 2023 Earnings (Loss) Per Diluted Share $ (1.00) 1 Calculations impacted by rounding 46 Table of Contents PART II Full-year trade sales decreased 8%, to $4.73 billion.
Biggest change(Dollar amounts in millions, except per share data) Amount % Net trade sales: Year ended December 31, 2024 $ 4,384 Divestitures (86) (2) % 2024 sales excluding divestitures 4,298 Approximate volume declines (278) (6) Approximate raw material-related deflation and currency impact 35 1 Year ended December 31, 2025 $ 4,055 (7) % Earnings: (Dollar amounts, net of tax) Year ended December 31, 2024 $ (511) Non-recurring 2024 goodwill impairment 634 2025 gain on sale of Aerospace Products Group 85 Increased net gain from insurance proceeds in 2025 related to a storage facility fire versus 2024 related to tornado damage 25 Decreased 2025 restructuring, restructuring-related, and impairment charges versus 2024 11 2025 pension settlement (11) Non-recurring 2024 CEO transition costs 4 Reduced 2025 special tax item versus 2024 3 2025 Somnigroup unsolicited offer evaluation costs (3) Offsetting 2024 and 2025 net real estate gains (1) Other items, primarily lower volume, partially offset by metal margin expansion and restructuring benefit 1 Year ended December 31, 2025 $ 235 2024 Earnings (Loss) Per Diluted Share $ (3.73) 2025 Earnings (Loss) Per Diluted Share $ 1.69 Full-year trade sales decreased 7%, to $4.06 billion.
In addition, although the cost has not been material to our business, results of operations, and financial condition, severe weather-related incidents have resulted and may, in the future, result in increased costs of property insurance. GHG Reduction Strategy and Compliance Costs To date, we have not experienced material climate-related compliance costs.
In addition, although the cost has not been material to our business, results of operations, and financial condition, severe weather-related incidents have resulted and may, in the future, result in increased costs of our property insurance. GHG Reduction Strategy and Compliance Costs To date, we have not experienced material climate-related compliance costs.
(Dollar amounts in millions, except per share data) Amount % Net trade sales: Year ended December 31, 2023 $ 4,725 Approximate volume declines (205) (4) Approximate raw material-related deflation (136) (3) Year ended December 31, 2024 $ 4,384 (7) % Earnings: (Dollar amounts, net of tax) Year ended December 31, 2023 $ (137) 2024 goodwill impairment (634) Non-recurring 2023 long-lived asset impairment 341 2024 restructuring, restructuring-related, and impairment charges (38) Offsetting 2023 and 2024 net real estate gains 15 Offsetting 2023 and 2024 net insurance proceeds from tornado damage (5) 2024 CEO transition costs (4) Special tax item (5) Other items, primarily lower volume and unfavorable sales mix, raw material-related pricing adjustments, metal margin compression, and higher expenses (bad debt, medical, etc.) (45) Year ended December 31, 2024 $ (512) 2023 Earnings (Loss) Per Diluted Share $ (1.00) 2024 Earnings (Loss) Per Diluted Share $ (3.73) Full-year trade sales decreased 7%, to $4.38 billion.
(Dollar amounts in millions, except per share data) Amount % Net trade sales: Year ended December 31, 2023 $ 4,725 Approximate volume declines (205) (4) % Approximate raw material-related deflation (136) (3) Year ended December 31, 2024 $ 4,384 (7 %) Earnings: (Dollar amounts, net of tax) Year ended December 31, 2023 $ (137) 2024 goodwill impairment (634) Non-recurring 2023 long-lived asset impairment 341 2024 restructuring, restructuring-related, and impairment charges (38) Offsetting 2023 and 2024 net real estate gains 15 Offsetting 2023 and 2024 net gain from insurance proceeds from tornado damage (5) 2024 CEO transition costs (4) Special tax item (5) Other items, primarily lower volume and unfavorable sales mix, raw material-related pricing adjustments, metal margin compression, and higher expenses (bad debt, medical, etc.) (45) Year ended December 31, 2024 $ (512) 2023 Earnings (Loss) Per Diluted Shares $ (1.00) 2024 Earnings (Loss) Per Diluted Share $ (3.73) Full-year trade sales decreased 7%, to $4.38 billion.
The calculation also uses an estimate of the ultimate recoverability of items identified as slow-moving, based upon historical experience. If we have had no sales of a given product for 12 months, those items are generally deemed to be obsolete with no value and are written down completely.
The calculation also uses an estimate of the ultimate recoverability of items identified as slow-moving, based upon historical experience. If we had no sales of a given product for 12 months, those items are generally deemed to be obsolete with no value and are written down completely.
Total 2023 EBIT of $(90.4) million less interest expense net of interest income of $83.0 million and and income tax of $(36.6) million equals 2023 Net earnings (loss) of $(136.8) million. 3 Unallocated consists primarily of depreciation and amortization on non-operating assets. Bedding Products Trade sales decreased 11%.
Total 2023 EBIT of $(90.4) million less interest expense net of interest income of $83.0 million and income tax of $(36.6) million equals 2023 Net earnings (loss) of $(136.8) million. 3 Unallocated consists primarily of depreciation and amortization of non-operating assets. Bedding Products Trade sales decreased 11%.
(b) A market approach, using price to earnings ratios for comparable publicly traded companies that operate in the same or similar industry and with characteristics similar to the reporting unit. In 2024, we had total goodwill impairments of $676 million. We had no goodwill impairments in 2023 and 2022.
(b) A market approach, using price to earnings ratios for comparable publicly traded companies that operate in the same or similar industry and with characteristics similar to the reporting unit. We had no goodwill impairments in 2025 and 2023. In 2024, we had total goodwill impairments of $676 million.
We provide additional detail about segment results in Note C on page 89 of the Notes to Consolidated Financial Statements. We use EBIT to assess operational performance, and it is useful to investors as it aids in understanding of underlying operational profitability.
We provide additional detail about segment results in Note C on page 88 of the Notes to Consolidated Financial Statements. We use EBIT to assess operational performance, and it is useful to investors as it aids in understanding of underlying operational profitability.
We provide additional detail about segment results in Note C on page 89 of the Notes to Consolidated Financial Statements. We use EBIT to assess operational performance, and it is useful to investors as it aids in understanding of underlying operational profitability.
We provide additional detail about segment results in Note C on page 88 of the Notes to Consolidated Financial Statements. We use EBIT to assess operational performance, and it is useful to investors as it aids in understanding of underlying operational profitability.
Year Ended December 31 2024 2023 Statutory federal income tax rate 21.0 % 21.0 % Increases (decreases) in rate resulting from: State taxes, net of federal benefit .1 .2 Tax effect of foreign operations .8 (1.4) Global intangible low-taxed income (.4) (1.5) Current and deferred foreign withholding taxes (1.9) (7.3) Goodwill and long-lived asset impairments (19.5) 5.4 Stock-based compensation (.2) .1 Change in valuation allowance (1.3) (.4) Change in uncertain tax positions, net (.1) (.3) Other permanent differences, net 1.1 3.9 Other, net — 1.4 Effective tax rate (.4) % 21.1 % 44 Table of Contents PART II Segment Results In the following section we discuss 2024 sales and EBIT (earnings before interest and taxes) for each of our segments.
Year Ended December 31 2024 2023 Statutory federal income tax rate 21.0 % 21.0 % Increases (decreases) in rate resulting from: State taxes, net of federal benefit .1 .2 Tax effect of foreign operations .8 (1.4) Global intangible low-taxed income (.4) (1.5) Current and deferred foreign withholding taxes (1.9) (7.3) Goodwill and long-lived asset impairments (19.5) 5.4 Stock-based compensation (.2) .1 Change in valuation allowance (1.3) (.4) Change in uncertain tax positions, net (.1) (.3) Other permanent differences, net 1.1 3.9 Other, net — 1.4 Effective tax rate (.4 %) 21.1 % 49 Table of Contents PART II Segment Results In the following section we discuss 2024 sales and EBIT for each of our segments.
NEW ACCOUNTING STANDARDS The FASB has issued accounting guidance effective for current and future periods. See Note A on page 82 of the Notes to Consolidated Financial Statements for a more complete discussion.
NEW ACCOUNTING STANDARDS The FASB has issued accounting guidance effective for current and future periods. See Note A on page 81 of the Notes to Consolidated Financial Statements for a more complete discussion.
If any of the foregoing existing or future antidumping and countervailing duties are overturned on appeal or not extended beyond their current terms and dumping and/or subsidization recurs, or manufacturers in the subject countries circumvent the existing duties through transshipment in other jurisdictions or otherwise, our market share, sales, profit margins, and earnings could be adversely affected.
If any of the foregoing existing or future antidumping and countervailing duties are overturned on appeal or not extended beyond their current terms and dumping and/or subsidization recurs, or manufacturers in the subject countries continue to circumvent the existing duties through transshipment in other jurisdictions or otherwise, our market share, sales, profit margins, and earnings have been, and could continue to be, adversely affected.
Audits by various taxing authorities continue as governments look for ways to raise additional revenue. Based upon past audit experience, we do not expect any material changes to our tax liability as a result of this audit activity; however, we could incur additional tax expense if we have audit adjustments higher than recent historical experience.
Reviews and audits by various taxing authorities, including China, continue as governments look for ways to raise additional revenue. Based upon past audit experience, we do not expect any material changes to our tax liability as a result of this audit activity; however, we could incur additional tax expense if we have audit adjustments higher than recent historical experience.
Information regarding material assumptions used to determine if a goodwill impairment exists can be found in Note A on page 82 and Note F on page 96 of the Notes to Consolidated Financial Statements. Our assumptions are based on our current business strategy in light of present industry and economic conditions, as well as future expectations.
Information regarding material assumptions used to determine if a goodwill impairment exists can be found in Note A on page 81 and Note F on page 97 of the Notes to Consolidated Financial Statements. Our assumptions are based on our current business strategy in light of present industry and economic conditions, as well as future expectations.
The special tax item is associated with a deferred tax asset valuation allowance related to a 2022 acquisition in our Specialized Products segment. 43 Table of Contents Interest and Income Taxes Net interest expense in 2024 was lower by $4 million compared to 2023.
The special tax item is associated with a deferred tax asset valuation allowance related to a 2022 acquisition in our Specialized Products segment. 48 Table of Contents PART II Interest and Income Taxes Net interest expense in 2024 was lower by $4 million compared to 2023.
For more details on long-term debt see Note J on page 101 of the Notes to Consolidated Financial Statements. 57 Table of Contents CRITICAL ACCOUNTING POLICIES AND ESTIMATES We prepare our consolidated financial statements in accordance with accounting principles generally accepted in the United States of America.
For more details on long-term debt, see Note J on page 101 of the Notes to Consolidated Financial Statements. 58 Table of Contents PART II CRITICAL ACCOUNTING POLICIES AND ESTIMATES We prepare our consolidated financial statements in accordance with accounting principles generally accepted in the United States of America.
We may also be required to devote significant management resources and expend significant additional resources to address problems created by any such interruption, damage, or failure. For more information regarding cybersecurity risks, refer to Information Technology and Cybersecurity Risk Factors on page 23 and Item 1C. Cybersecurity on page 27.
We may also be required to devote significant management resources and expend significant additional resources to address problems created by any such interruption, damage, or failure. For more information regarding cybersecurity risks, refer to Information Technology and Cybersecurity Risk Factors on page 22 and Item 1C. Cybersecurity on page 26.
For additional information, see discussions of our inventories in the working capital section starting on page 50. 59 Table of Contents Description Judgments and Uncertainty Changes in Estimate and Effect if Actual Results Differ from Assumptions Income Taxes In the ordinary course of business, we must make estimates of the tax treatment of many transactions, even though the ultimate tax outcome may remain uncertain for some time.
For additional information, see discussions of our inventories in the working capital section starting on page 53. 60 Table of Contents PART II Description Judgments and Uncertainty Changes in Estimate and Effect if Actual Results Differ from Assumptions Income Taxes In the ordinary course of business, we must make estimates of the tax treatment of many transactions, even though the ultimate tax outcome may remain uncertain for some time.
At December 31, 2024 and 2023, we had $148 million and $134 million, respectively, of net deferred tax assets on our balance sheet. The ultimate realization of these deferred tax assets is dependent upon the amount, source, and timing of future taxable income.
At December 31, 2025 and 2024, we had $153 million and $148 million, respectively, of net deferred tax assets on our balance sheet. The ultimate realization of these deferred tax assets is dependent upon the amount, source, and timing of future taxable income.
If our assumptions or analyses regarding any of our contingencies are incorrect, or if facts change, we could realize losses in excess of the recorded accruals (including losses in excess of the $13 million referenced above), which could have a material negative impact on our financial condition, results of operations, and cash flows.
If our assumptions or analyses regarding any of our contingencies are incorrect, or if facts change or future litigation arises, we could realize losses in excess of the recorded accruals (including losses in excess of the $26 million referenced above), which could have a material negative impact on our financial condition, results of operations, and cash flows.
However, our borrowing capacity is limited by covenants to our credit facility. Reference is made to the discussion under Commercial Paper Program below on page 56 and Credit Facility on page 57 for more details about our borrowing capacity at December 31, 2024.
However, our borrowing capacity is limited by covenants to our credit facility. Reference is made to the discussion under Commercial Paper Program below on page 57 and Credit Facility on page 58 for more details about our borrowing capacity at December 31, 2025.
At year end, we had no letters of credit outstanding under the credit 56 Table of Contents PART II facility, but we had issued $61 million of stand-by letters of credit under other bank agreements to take advantage of better pricing.
At year end, we had no letters of credit outstanding under the credit facility, 57 Table of Contents PART II but we had issued $93 million of stand-by letters of credit under other bank agreements to take advantage of better pricing.
We monitor our receivable portfolio closely and make reserve decisions based upon individual customer credit risk reviews, aging of customer accounts, historical loss experience, and general macroeconomic and industry trends that could impact the expected collectability of all customers or pools of customers with similar risks.
We monitor our receivables closely and make reserve decisions based upon individual customer risk reviews, aging of customer accounts, historical loss experience, and general macroeconomic and industry trends that could impact the expected collectability of all customers or pools of customers with similar risk.
The acute and chronic physical effects of severe weather-related events, natural disasters, and/or significant changes in climate patterns, could have an increasingly adverse impact on our business and customers. As mentioned above, at December 31, 2024, we had 119 manufacturing facilities in 18 countries, primarily in North America, Europe, and Asia. We serve thousands of customers worldwide.
The acute and chronic physical effects of severe weather-related events, natural disasters, and/or significant climate pattern changes could have an increasingly adverse impact our business and customers. As mentioned above, at December 31, 2025, we had 104 manufacturing facilities in 18 countries, primarily in North America, Europe, and Asia. We serve thousands of customers worldwide.
As of the end of 2023, our total GHG emissions, measured using a market-based approach, were approximately 25% less than our combined Scope 1 and 2 GHG emissions over our baseline year of 2019, which was due in significant part, to the decrease in production over the same time period.
At the end of 2024, our total GHG emissions, measured using a market-based approach, were approximately 21% less than our combined Scope 1 and 2 GHG emissions over our baseline year of 2019, which was due in significant part to the decrease in production over the same time period.
However, evaluating opportunities to reduce our carbon footprint, setting goals for carbon reduction, and measuring performance in achieving those goals are part of our sustainability and corporate governance strategy. We have completed our GHG emissions inventory covering 2019 through 2023. To ensure our information is complete and accurate, we engaged a third-party limited assurance provider for all years.
However, evaluating opportunities to reduce our emissions, setting GHG emissions reduction goals, and measuring performance in achieving those goals are part of our sustainability and corporate governance strategy. We completed our GHG emissions inventory covering 2019 through 2024. To ensure our information is complete and accurate, we engaged a third-party limited assurance provider for these years.
Commercial Paper Program Details of our commercial paper program at December 31 are presented in the table below: (Dollar amounts in millions) 2024 2023 2022 Total authorized program $ 1,200.0 $ 1,200.0 $ 1,200.0 Commercial paper outstanding (classified as long-term debt) 368.0 186.0 282.5 Letters of credit issued under the credit agreement — — — Amount limited by restrictive covenants of credit facility 1 388.8 682.1 200.9 Total program available $ 443.2 $ 331.9 $ 716.6 1 Our borrowing capacity is limited by covenants in our credit facility.
Commercial Paper Program Details of our commercial paper program at December 31 are presented in the table below: (Dollar amounts in millions) 2025 2024 2023 Total authorized program $ 1,000.0 $ 1,200.0 $ 1,200.0 Commercial paper outstanding (classified as long-term debt) — 368.0 186.0 Letters of credit issued under the credit agreement — — — Amount limited by restrictive covenants of credit facility 1 291.0 388.8 682.1 Total program available $ 709.0 $ 443.2 $ 331.9 1 Our borrowing capacity is limited by covenants in our credit facility.
Credit Facility Our credit facility is a multi-currency facility providing us the ability, from time to time, to borrow, repay, and re-borrow up to $1.2 billion until the maturity date, at which time our ability to borrow under the facility will terminate. The credit facility matures in September 2026. Currently, there are no borrowings under the credit facility.
Credit Facility Our credit facility is a multi-currency facility providing us the ability, from time to time, to borrow, repay, and re-borrow up to $1.0 billion until the maturity date, at which time our ability to borrow under the facility will terminate. The credit facility matures in July 2030. Currently, there are no borrowings under the credit facility.
Judgment is required in the quantitative analysis. We estimate fair value using a combination of: (a) A discounted cash flow model that contains uncertainties related to the forecast of future results, as many outside economic and competitive factors can influence future performance as discussed in Note A on page 82 of the Notes to Consolidated Financial Statements.
We estimate fair value using a combination of: (a) A discounted cash flow model that contains uncertainties related to the forecast of future results, as many outside economic and competitive factors can influence future performance as discussed in Note A on page 81 of the Notes to Consolidated Financial Statements.
For additional information regarding uncertainties, see discussions in Goodwill and Long-Lived Asset Impairments starting on page 36. 58 Table of Contents PART II Description Judgments and Uncertainty Changes in Estimate and Effect if Actual Results Differ from Assumptions Other Long-Lived Assets Other long-lived assets are tested for recoverability at year end and whenever events or circumstances indicate the carrying value may not be recoverable.
For additional information regarding uncertainties, see discussions in Goodwill and Long-Lived Asset Impairment Testing starting on page 37. 59 Table of Contents Description Judgments and Uncertainty Changes in Estimate and Effect if Actual Results Differ from Assumptions Other Long-Lived Assets Other long-lived assets are tested for recoverability at year end and whenever events or circumstances indicate the carrying value may not be recoverable.
In recent years, drought conditions lowered water levels of the Mississippi River and Panama Canal, reducing traffic through these waterways, which impacted some of our shipments. Although these issues did not have a material impact on our results of operations, additional logistical disruptions could result in additional costs and delays in our ability to deliver products timely to certain customers.
In recent years, drought conditions lowered the water levels of the Mississippi River and Panama Canal, reducing traffic through these waterways and impacting some of our shipments. Although these issues did not materially impact our results of operations, additional logistical disruptions could result in additional costs and delays in our ability to deliver products timely to certain customers.
As such, information technology failures or cybersecurity breaches could still create system disruptions or 62 Table of Contents PART II unauthorized disclosure or alterations of confidential information and disruptions to the systems of our third-party suppliers and providers.
As such, information technology failures or cybersecurity breaches could still create system disruptions or unauthorized disclosure or alterations of confidential information and disruptions to the systems of our third-party suppliers and providers.
See Note I on page 101 of the Notes to Consolidated Financial Statements for details regarding the accrued expenses and other liabilities reflected on our Consolidated Balance Sheets. 55 Table of Contents PART II Capitalization Capitalization Table This table presents key debt and capitalization statistics at the end of the three most recent years: (Dollar amounts in millions) 2024 2023 2022 Total debt excluding credit facility/commercial paper $ 1,496.1 $ 1,801.6 $ 1,801.1 Less: Current maturities of long-term debt and short-term debt 1.3 308.0 9.4 Scheduled maturities of long-term debt 1,494.8 1,493.6 1,791.7 Average interest rates 1 3.8 % 3.8 % 3.8 % Average maturities in years 1 11.4 10.5 11.5 Credit facility/commercial paper 2 368.0 186.0 282.5 Weighted average interest rate on year-end balance 5.1 % 5.6 % 4.8 % Average interest rate during the year 5.6 % 5.2 % 3.2 % Total long-term debt 1,862.8 1,679.6 2,074.2 Deferred income taxes and other liabilities 262.2 358.3 502.4 Total equity 690.2 1,334.0 1,641.4 Total capitalization $ 2,815.2 $ 3,371.9 $ 4,218.0 Unused committed credit: 2 Long-term $ 832.0 $ 1,014.0 $ 917.5 Short-term — — — Total unused committed credit $ 832.0 $ 1,014.0 $ 917.5 Cash and cash equivalents $ 350.2 $ 365.5 $ 316.5 1 These rates include current maturities, but exclude commercial paper to reflect the averages of outstanding debt with scheduled maturities. 2 The unused committed credit amount is based on our revolving credit facility and commercial paper program which, during all periods presented, had a total authorized program amount of $1.2 billion.
See Note I on page 101 of the Notes to Consolidated Financial Statements for details regarding deferred income taxes, other reserves for tax contingencies, accrued expenses, and other liabilities reflected on our Consolidated Balance Sheets. 56 Table of Contents PART II Capitalization Capitalization Table This table presents key debt and capitalization statistics at the end of the three most recent years: (Dollar amounts in millions) 2025 2024 2023 Total debt excluding credit facility/commercial paper $ 1,497.7 $ 1,496.1 $ 1,801.6 Less: Current maturities of long-term debt and short-term debt 1.5 1.3 308.0 Scheduled maturities of long-term debt 1,496.2 1,494.8 1,493.6 Average interest rates 1 3.8 % 3.8 % 3.8 % Average maturities in years 1 10.4 11.4 10.5 Credit facility/commercial paper 2 — 368.0 186.0 Weighted average interest rate on year-end balance — % 5.1 % 5.6 % Average interest rate during the year 5.0 % 5.6 % 5.2 % Total long-term debt 1,496.2 1,862.8 1,679.6 Deferred income taxes and other liabilities 242.6 262.2 358.3 Total equity 1,022.6 690.2 1,334.0 Total capitalization $ 2,761.4 $ 2,815.2 $ 3,371.9 Unused committed credit: 2 Long-term $ 1,000.0 $ 832.0 $ 1,014.0 Short-term — — — Total unused committed credit $ 1,000.0 $ 832.0 $ 1,014.0 Cash and cash equivalents $ 587.4 $ 350.2 $ 365.5 1 These rates include current maturities, but exclude commercial paper to reflect the averages of outstanding debt with scheduled maturities. 2 The unused committed credit amount is based on our revolving credit facility and commercial paper program which, at year-end 2024 and 2025, had a total authorized program amount of $1.2 billion and $1.0 billion, respectively.
The accounts payable settled through the third-party programs, which remain on our Consolidated Balance Sheets, were approximately $120 million and $105 million at December 31, 2024 and 2023, respectively. 51 Table of Contents PART II The above items encompass multiple individual programs that are utilized as tools in our cash flow management, and we offer them as options to facilitate customer and vendor operating cycles.
The accounts payable settled through the third-party programs, which remain on our Consolidated Balance Sheets, were approximately $115 million and $120 million at December 31, 2025 and 2024, respectively. The above items encompass multiple individual programs that are utilized as tools in our cash flow management, and we offer them as options to facilitate customer and vendor operating cycles.
After the amendment, our credit facility contains restrictive covenants which include (a) an amended Leverage Ratio requiring us to maintain, as of the last day of each fiscal quarter, or when we borrow under the credit facility (i) Consolidated Funded Indebtedness minus the lesser of: (A) Unrestricted Cash, or (B) $750 million to (ii) Consolidated EBITDA for the four consecutive trailing quarters, such ratio not being greater than 4.00 to 1.00 as of March 31, 2024 through June 30, 2025, and not greater than 3.50 to 1.00 beginning September 30, 2025 through maturity, provided however, subject to certain limitations, if we make a Material Acquisition in any fiscal quarter after June 30, 2025, at our election, the maximum Leverage Ratio shall be 4.00 to 1.00 for the fiscal quarter during which such Material Acquisition is consummated and the next three consecutive fiscal quarters; (b) a limitation of the amount of total secured obligations to 15% of our total consolidated assets; and (c) a limitation on our ability to sell, lease, transfer, or dispose of all or substantially all of our assets and the assets of our subsidiaries, taken as a whole (other than accounts receivable sold in a Permitted Securitization Transaction, products sold in the ordinary course of business and our ability to sell, lease, transfer, or dispose of any of our assets or the assets of one of our subsidiaries to us or one of our subsidiaries, as applicable) at any given point in time.
Our credit facility contains restrictive covenants, which include: (a) a Leverage Ratio requiring us to maintain, as of the last day of each fiscal quarter, (i) Consolidated Funded Indebtedness minus the lesser of: (A) Unrestricted Cash, or (B) $750.0 million to (ii) Consolidated EBITDA for the four consecutive trailing quarters most recently ended on or prior to such date, such ratio not being greater than 3.50 to 1.00; provided however, subject to certain limitations, if we make a Material Acquisition, at our election, the maximum Leverage Ratio shall be 4.00 to 1.00 for the fiscal quarter during which such Material Acquisition is consummated and the next three consecutive fiscal quarters; (b) a limitation of the amount of total secured obligations to 15% of our total consolidated assets; and (c) a limitation on our ability to sell, lease, transfer, or dispose of all or substantially all of our assets and the assets of our subsidiaries, taken as a whole (other than accounts receivable sold in a Permitted Securitization Transaction, products sold in the ordinary course of business and our ability to sell, lease, transfer, or dispose of any of our assets or the assets of one of our subsidiaries to us or one of our subsidiaries, as applicable) at any given point in time.
If we are unable to secure an adequate and timely supply of products in our supply chain, or the cost of these products materially increases, it could have a negative impact on our business, results of operations, and financial condition.
If we are unable to secure an adequate and timely supply of raw materials and products in our supply chain, or the cost of these raw materials or products materially increases, it could negatively impact our business, results of operations, and financial condition.
We may incur remediation costs, increased cybersecurity protection costs, lost revenues resulting from unauthorized use of proprietary information, litigation and legal costs, increased insurance premiums, reputational damage, damage to our competitiveness, and negative impact on our stock price and long-term shareholder value.
We may incur material 63 Table of Contents remediation costs and cybersecurity protection costs, lost revenues resulting from unauthorized use of proprietary information, material litigation costs, increases in insurance premiums, reputational damage, damage to our competitiveness, and negative impact on our stock price and long-term shareholder value.
Although our diverse geographical manufacturing footprint and our broad geographical customer base mitigates the potential physical risks of any local or regional severe weather-related event having a material effect on our operations and results, the increased frequency and severity of such weather-related 61 Table of Contents events could result in potential damage to our physical assets, local infrastructure, transportation systems, water delivery systems, our customers’ or suppliers’ operations, as well as prolonged disruptions in our manufacturing operations (including, but not limited to, our steel rod mill and wire drawing mills), all of which could harm our business, results of operations, and financial condition.
Although our diverse geographical manufacturing footprint and our broad geographical customer base mitigates the potential physical risks of any local or regional severe weather-related event having a material effect on our operations and results, the increased frequency and severity of such weather-related events could damage our physical assets, local infrastructure, transportation systems, water delivery systems, and our customers' or suppliers' operations, and disrupt our manufacturing operations (including our steel rod mill and wire drawing mills), all of which could harm our business, results of operations, and financial condition.
For assets where undiscounted cash flows are not expected to recover carrying value, fair value is estimated using discounted cash flow models for intangibles and right-of-use assets or estimated replacement cost for fixed assets. In 2024, we had non-cash pretax impairment charges of $6 million, partially related to the 2024 Restructuring Plan.
For assets where undiscounted cash flows are not expected to recover carrying value, fair value is estimated using discounted cash flow models for intangibles and right-of-use assets or estimated replacement cost for fixed assets. We had $19 million of non-cash pretax impairment charges in 2025, all of which were associated with the 2024 Restructuring Plan.
CONTINGENCIES Litigation Accruals for Probable Losses We are exposed to litigation contingencies that, if realized, could have a material negative impact on our financial condition, results of operations, and cash flows.
CONTINGENCIES Legal Contingencies We are exposed to legal contingencies that, if realized, could have a material negative impact on our financial condition, results of operations, and cash flows.
Four reporting units had fair values in excess of carrying value of less than 100% in 2024 as discussed in Note F on page 96 of the Notes to Consolidated Financial Statements. At December 31, 2024, we had $794 million of goodwill.
All reporting units had fair values in excess of carrying value of less than 100% in 2025 as discussed in Note F on page 97 of the Notes to Consolidated Financial Statements. At December 31, 2025, we had $751 million of goodwill.
We continue to look for ways to establish and maintain favorable payment terms through our significant purchasing power and also utilize third-party services that offer flexibility to our vendors, which in turn helps us manage our DPO as discussed below.
We continue to look for ways to 53 Table of Contents PART II establish and maintain favorable payment terms through purchasing synergies and also utilize third-party services that offer flexibility to our vendors, which, in turn, helps us manage our DPO as discussed below.
Commercial Paper Program Another source of funds for our short-term cash requirements is our $1.2 billion commercial paper program. As of December 31, 2024, we had $443 million available under the program. For more information on our commercial paper program, see Commercial Paper Program on page 56.
Commercial Paper Program Another source of funds for our short-term cash requirements is our $1.0 billion commercial paper program. As of December 31, 2025, we had $709 million available under the program. For more information on our commercial paper program, see Commercial Paper Program on page 57.
We had a triggering event to review long-lived assets for impairment late in the fourth quarter of 2023, which resulted in non-cash pretax impairment charges of $444 million in our Bedding Products segment. We had no impairment charges in 2022.
In 2024, we had non-cash pretax impairment charges of $6 million, with $4 million related to the 2024 Restructuring Plan. We had a triggering event to review long-lived assets for impairment late in the fourth quarter of 2023, which resulted in non-cash pretax impairment charges of $444 million in our Bedding Products segment.
To do so, we must make estimates and judgments that affect the reported amounts of assets, liabilities, revenues, expenses, and disclosures. If we used different estimates or judgments, our financial statements could change. Some of these changes could be significant.
To do so, we must make estimates and judgments that affect the reported amounts of assets, liabilities, revenues, expenses, and disclosures. If we used different estimates or judgments, our financial statements could change. Some of these changes could be significant. Our estimates are considered by management, at the time they are made, to be reasonable and appropriate.
During the last three years, we repurchased a total of 2 million shares of our stock and issued 3 million shares (through employee benefit plans and stock option exercises). Our net stock repurchases were $60 million, $6 million, and $5 million in 2022, 2023, and 2024, respectively.
During the last three years, we repurchased a total of 1 million shares of our stock and issued 4 million shares through employee benefit plans. Our net share repurchases were $6 million, $5 million, and $2 million in 2023, 2024, and 2025, respectively.
The amount of future repurchases is dependent upon price of the stock, the amount of discretionary cash flow generated by the Company, alternative uses for the cash (including debt reduction, organic growth opportunities, and acquisitions) and other factors. We expect stock repurchases to be minimal in 2025.
The amount of future repurchases is dependent upon the price of the stock, the amount of discretionary cash flow generated by the Company, alternative uses for the cash (including organic growth opportunities and acquisitions) and other factors. We expect share repurchases to offset share issuances, resulting in minimal dilution in 2026.
Reference is made to the discussion under Credit Facility on page 57 for more details about our borrowing capacity at December 31, 2024. The average and maximum amounts of commercial paper outstanding during 2024 were $290 million and $428 million, respectively. During the fourth quarter, the average and maximum amounts outstanding were $311 million and $428 million, respectively.
Reference is made to the discussion under Credit Facility on page 58 for more details about our borrowing capacity at December 31, 2025. The average and maximum amounts of commercial paper outstanding during 2025 were $292 million and $518 million, respectively. During the fourth quarter, the average and maximum amounts outstanding were $3 million and $26 million, respectively.
See Note J on page 101 in the Notes to Consolidated Financial Statements for more information regarding scheduled maturities of our long-term debt. 2 See Note K on page 103 in the Notes to Consolidated Financial Statements for additional information on leases. 3 Purchase obligations primarily include open short-term (30-120 days) purchase orders that arise in the normal course of operating our facilities. 4 Interest payments assume debt outstanding remains constant with amounts at December 31, 2024 and at rates in effect at the end of the year. 5 In addition to the deemed repatriation tax payable, we also have deferred income taxes and other reserves for tax contingencies included in our Consolidated Balance Sheets.
See Note J on page 101 in the Notes to Consolidated Financial Statements for more information regarding scheduled maturities of our long-term debt. 2 See Note K on page 103 in the Notes to Consolidated Financial Statements for additional information on leases. 3 Purchase obligations primarily include open short-term (30-120 days) purchase orders that arise in the normal course of operating our facilities. 4 Interest payments assume debt outstanding remains constant with amounts at December 31, 2025 and at rates in effect at the end of the year.
We are making investments to support expansion in businesses and product lines where sales are profitably growing, for efficiency improvement and maintenance, and for system enhancements. We expect capital expenditures to approximate $100 million in 2025. For the periods covered, our employee incentive plans emphasized returns on capital, including capital expenditures and working capital.
These expenditures are expected to include investments to support expansion in businesses and product lines where sales are profitably growing, maintenance, efficiency improvements, and system enhancements. For the periods covered, our employee incentive plans emphasized returns on capital, including capital expenditures and working capital.
However, if we are unable to continue to react to changes in technology, successfully develop new and innovative products, or successfully respond to evolving business trends, including continuing to produce comparatively lightweight components, our share in these markets could be materially negatively impacted. Physical Climate Change Risks Direct Physical Effects.
If we are unable to react to technological changes, develop new and innovative products, or respond to evolving business trends, including continuing to produce comparatively lightweight components, our share in these markets could be negatively impacted.
(Dollar amounts in millions) 2024 2023 Current assets $ 1,690.5 $ 1,881.4 Current liabilities 846.4 1,262.6 Working capital 844.1 618.8 Cash and cash equivalents 350.2 365.5 Current debt maturities and current portion of operating lease liabilities 54.7 365.3 Adjusted working capital $ 548.6 $ 618.6 Annualized sales 1 $ 4,225.6 $ 4,460.4 Working capital as a percent of annualized sales 20.0 % 13.9 % Adjusted working capital as a percent of annualized sales 13.0 % 13.9 % 1 Annualized sales equal fourth quarter sales ($1,056.4 million in 2024 and $1,115.1 million in 2023) multiplied by 4.
(Dollar amounts in millions) 2025 2024 Current assets $ 1,743.6 $ 1,690.5 Current liabilities 775.0 846.4 Working capital 968.6 844.1 Cash and cash equivalents 587.4 350.2 Current debt maturities and current portion of operating lease liabilities 53.0 54.7 Adjusted working capital $ 434.2 $ 548.6 Annualized sales 1 $ 3,754.4 $ 4,225.6 Working capital as a percent of annualized sales 25.8 % 20.0 % Adjusted working capital as a percent of annualized sales 11.6 % 13.0 % 1 Annualized sales equal fourth quarter sales ($938.6 million in 2025 and $1,056.4 million in 2024) multiplied by 4.
For additional information, see Note F on page 96 of the Notes to Consolidated Financial Statements and Goodwill and Long-Lived Asset Impairments starting on page 36. At December 31, 2024, net property, plant and equipment was $724 million, net intangible assets (other than goodwill) were $140 million, and operating lease right-of-use assets were $176 million.
For additional information, see Note F on page 97 of the Notes to Consolidated Financial Statements and Goodwill and Long-Lived Asset Impairment Testing starting on page 37. At December 31, 2025, net property, plant and equipment was $664 million, net intangible assets (other than goodwill) were $91 million, and operating lease right-of-use assets were $138 million.
Refer to the respective segment discussion below for a reconciliation of the change in total segment sales to organic sales. 2 Total 2023 EBIT of $(90.4) million less interest expense net of interest income of $83.0 million and income tax of $(36.6) million equals 2023 Net earnings (loss) of $(136.8) million.
Refer to the respective segment discussion below for a reconciliation of the change in total segment sales to organic sales. 2 Total 2025 EBIT of $356.0 million less interest expense net of interest income of $66.3 million and income tax of $54.3 million equals 2025 Net earnings (loss) of $235.4 million.
There have been no changes to our policies for establishing reserves, and we expect to return to our historical obsolescence levels.
There have been no changes to our policies for establishing reserves, and as expected, we are moving closer to our historical obsolescence levels.
To date, however, we have not experienced a material impact from such legislative and regulatory efforts. Market Transition. We are engaged in the manufacture of various automotive components, including lumbar supports and massage systems for seating, seat suspension systems, motors and actuators, and cables.
To date, however, we have not experienced a material impact from these legislative and regulatory efforts. Market Transition. We manufacture various automotive components, including lumbar support and massage systems for seating, seat suspension systems, motors, actuators, and cables. For decades, automotive manufacturers have sought lightweight components to increase the fuel efficiency of automobiles.
We also utilize cycle counting programs and complete physical counts of our inventory. When potential write-down of inventories is indicated by these controls, we will take charges for write-downs to maintain an adequate level of reserves. Additions to inventory reserves were $36 million, $9 million, and $17 million during 2024, 2023, and 2022, respectively.
When potential inventory obsolescence is indicated by these controls, we will take charges for write-downs to maintain an adequate level of reserves. Write-down of inventories were $13 million, $36 million, and $9 million during 2025, 2024, and 2023, respectively.
Restructuring activity and decisions to narrow product offerings also impact the estimated net realizable value of inventories. At December 31, 2024, the reserve for obsolete and slow-moving inventory was $58 million (approximately 8% of inventories). This is slightly higher than the reserves at December 31, 2023 and 2022, representing approximately 6% of inventories for both years.
Restructuring activity and decisions to narrow product offerings also impact the estimated net realizable value of inventories. At December 31, 2025, the reserve for obsolete and slow-moving inventory was $42 million, approximately 7% of inventories. Our reserves at December 31, 2024 and December 31, 2023 were 8% and 6%, respectively.
This reduced our production levels and increased the cost of chemicals and foam. Severe weather impacts could also reduce supply of other products in our supply chain that could result in higher prices for our products and the resources needed to produce them.
Severe weather impacts could also reduce the supply of other products in our supply chain, resulting in higher prices for our products and the resources needed to produce them.
However, based upon current known facts, as of December 31, 2024, aggregate reasonably possible (but not probable, and therefore not accrued) losses in excess of the accruals for litigation contingencies are estimated 60 Table of Contents PART II to be $13 million.
Based on current known facts, as of December 31, 2025, aggregate reasonably possible (but not probable, and therefore not accrued) losses in excess of the accruals for legal contingencies are estimated to be $26 million.
Total 2022 EBIT of $485.0 million less interest expense net of interest income of $81.4 million and income tax of $93.7 million equals 2022 Net earnings (loss) of $309.9 million. 3 Unallocated consists primarily of depreciation and amortization on non-operating assets. Bedding Products Trade sales decreased 17%.
Total 2024 EBIT of $(429.9) million less interest expense net of interest income of $79.3 million and income tax of $2.2 million equals 2024 Net earnings (loss) of $(511.4) million. 3 Unallocated consists primarily of depreciation and amortization of non-operating assets. Bedding Products Trade sales decreased 11%.
The 2024 accounts payable decrease was related to lower purchasing volumes due to softening demand and efforts to lower inventory levels, partially offset by timing of payments. The 2023 increase in accounts payable was primarily related to working capital initiatives and currency.
The 2025 accounts payable decrease was primarily related to the Aerospace Products group divestiture and lower purchasing volumes due to demand softness, partially offset by timing of payments and currency impacts. The 2024 accounts payable decrease was related to lower purchasing volumes due to softening demand and efforts to lower inventory levels, partially offset by timing of payments.
We were in compliance with all of our debt covenants at the end of 2024. For more information about long-term debt, please see Note J on page 101 of the Notes to Consolidated Financial Statements. Our credit facility serves as back-up for our commercial paper program.
For more information about long-term debt, please see Note J on page 101 of the Notes to Consolidated Financial Statements. Our credit facility serves as back-up for our commercial paper program. At December 31, 2025, we had no outstanding commercial paper and no borrowing under the credit facility.
Although we have purchased broad form cyber insurance coverage and strive to provide a balanced level of cybersecurity protections, cybersecurity risk has increased due to remote access and increased sophistication of cybersecurity adversaries, as well as the increased frequency of cybersecurity attacks.
We also manage our production processes with certain industrial control systems. Consequently, we are subject to cybersecurity risk. Although we have purchased broad form cyber insurance coverage and strive to provide a balanced level of cybersecurity protections, cybersecurity risk has increased due to growing sophistication of cybersecurity adversaries, as well as the increased frequency of cybersecurity attacks.
We view the notes as a source of long-term funds and have classified the borrowings under the commercial paper program as long-term borrowings on our balance sheet.
Over the long term, and subject to our credit ratings, market conditions, capital needs, and alternative capital market opportunities, we may borrow under the commercial paper program. We view the notes as a source of long-term funds and have classified the borrowings under the commercial paper program as long-term borrowings on our balance sheet.
Earnings and changes in working capital levels are the two factors that generally have the greatest impact on our cash from operations.
Cash from Operations The primary source of funds for our short-term cash requirements is our cash generated from operating activities. Earnings and changes in working capital levels are the two factors that generally have the greatest impact on our cash from operations.
Three Primary Components of our Working Capital Amount (in millions) Days 2024 2023 2022 2024 2023 2022 Trade Receivables $ 503.0 $ 564.9 $ 609.0 DSO 1 44 45 44 Inventories $ 722.6 $ 819.7 $ 907.5 DIO 2 77 81 83 Accounts Payable $ 497.7 $ 536.2 $ 518.4 DPO 3 52 50 50 1 Days sales outstanding: ((beginning of year trade receivables + end of year trade receivables) ÷ 2) ÷ (net trade sales ÷ number of days in the period) 2 Days inventory on hand: ((beginning of year inventory + end of year inventory) ÷ 2) ÷ (cost of goods sold ÷ number of days in the period) 3 Days payables outstanding: ((beginning of year accounts payable + end of year accounts payable) ÷ 2) ÷ (cost of goods sold ÷ number of days in the period) We continue to monitor all elements of working capital in order to optimize cash flow.
We believe measuring our working capital against this sales metric is more useful, since efficient management of working capital includes adjusting those net asset levels to reflect current business volume. 52 Table of Contents PART II Three Primary Components of our Working Capital Amount (in millions) Days 2025 2024 2023 2025 2024 2023 Trade Receivables $ 433.7 $ 503.0 $ 564.9 DSO 1 42 44 45 Inventories $ 622.6 $ 722.6 $ 819.7 DIO 2 74 77 81 Accounts Payable $ 466.6 $ 497.7 $ 536.2 DPO 3 53 52 50 1 Days sales outstanding: ((beginning of year trade receivables + end of year trade receivables) ÷ 2) ÷ (net trade sales ÷ number of days in the period) 2 Days inventory on hand: ((beginning of year inventory + end of year inventory) ÷ 2) ÷ (cost of goods sold ÷ number of days in the period) 3 Days payables outstanding: ((beginning of year accounts payable + end of year accounts payable) ÷ 2) ÷ (cost of goods sold ÷ number of days in the period) We continue to monitor all elements of working capital in order to optimize cash flow.
We had approximately $45 million and $60 million of trade receivables that were sold and removed from our Consolidated Balance Sheets at December 31, 2024 and 2023, respectively. These sales reduced our quarterly DSO by roughly four and five days at December 31, 2024 and 2023, respectively.
Approximately $45 million of trade receivables were sold and removed from our Consolidated Balance Sheets at both December 31, 2025 and 2024. These sales reduced our quarterly DSO by roughly four days at both December 31, 2025 and 2024. There was no operating cash flow impact for December 31, 2025.
The impact to operating cash flow was an approximate $15 million decrease and $5 million decrease for the years ended December 31, 2024 and 2023, respectively. For accounts payable, we have historically looked for ways to optimize payment terms through utilizing third-party programs that allow our suppliers to be paid earlier at a discount or for a fee.
The impact to operating cash flow was an approximate $15 million decrease in December 31, 2024. For accounts payable, we occasionally utilize third-party programs that allow our suppliers to be paid earlier at a discount.
In 2024, we repurchased .3 million shares (at an average price of $19.17) and issued 1 million shares. 54 Table of Contents PART II Short-Term and Long-Term Cash Requirements In addition to the expected uses of cash discussed above, we have various material short-term (12 months or less) and long-term (more than 12 months) cash requirements as of December 31, 2024 as listed below: Cash Requirements Short-Term Long-Term (Dollar amounts in millions) Current and long-term debt, excluding finance leases 1 $ — $ 1,860 Operating and finance leases 2 60 143 Purchase obligations 3 340 12 Interest payments 4 57 566 Deemed repatriation tax payable 5 12 — Liability for pension benefits 6 1 6 Contingent consideration 7 5 — 1 The long-term debt presented above could be accelerated if we were not able to make the principal and interest payments when due.
Short-Term and Long-Term Cash Requirements In addition to the expected uses of cash discussed above, we have various material short-term (12 months or less) and long-term (more than 12 months) cash requirements as of December 31, 2025 as listed below: Cash Requirements Short-Term Long-Term (Dollar amounts in millions) Current and long-term debt, excluding finance leases 1 $ — $ 1,494 Operating and finance leases 2 58 114 Purchase obligations 3 281 5 Interest payments 4 57 508 1 The long-term debt presented above could be accelerated if we were not able to make the principal and interest payments when due.
As discussed in Cash on Hand on page 49, substantially all of these funds are held by international operations and may not be immediately available to reduce debt on a dollar-for-dollar basis.
As discussed in Cash on Hand on page 51, a substantial majority of these funds are held by international operations and may not be immediately accessible.
Reserves increased in 2024 primarily due to 2024 Restructuring Plan impacts. Accounts Payable - Our accounts payable decreased by $38 million at December 31, 2024 compared to the prior year, and our DPO increased during 2024.
Reserves increased in 2024 primarily due to 2024 Restructuring Plan impacts and write-downs of selected products primarily in our Bedding Products segment. Accounts Payable - Our accounts payable decreased by $31 million at December 31, 2025 compared to the prior year and our DPO has been relatively consistent in the last three years.
Many scientists, legislators, and others attribute climate change to increased levels of greenhouse gas (GHG) emissions, including carbon dioxide, which has led to significant legislative and regulatory efforts to limit such emissions. At December 31, 2024, we had 119 manufacturing facilities in 18 countries. We also maintain a fleet of over-the-road tractor trailers that emit GHG emissions.
Climate change is commonly attributed to increased greenhouse gas (GHG) emissions, including carbon dioxide, which has led to significant legislative and regulatory efforts to limit such emissions. At December 31, 2025, we had 104 manufacturing facilities in 18 countries, primarily located in North America, Europe, and Asia. We also maintain a fleet of semi-trucks that emit GHG.
EBIT decreased $61 million, primarily from a $44 million non-cash goodwill impairment charge in Hydraulic Cylinders, lower volume, $10 million of restructuring and impairment charges, and less benefit from a reduction to a contingent purchase price liability associated with a prior year acquisition, partially offset by disciplined cost management and operational efficiency improvements.
EBIT decreased $61 million, primarily due to the year-over-year changes from the items listed below, as well as lower volume and less benefit from a reduction to a contingent purchase price liability associated with a prior year acquisition, partially offset by disciplined cost management and operational efficiency improvements.
Furniture, Flooring & Textile Products Trade sales decreased 6%. Organic sales were down 6%. Volume decreased 3% with continued weak demand in residential end markets and demand softness in Geo Components through the third quarter. Raw material-related selling price decreases reduced sales 3%.
(Income)/expense (Dollar amounts in millions) 2024 2023 Goodwill impairment $ 44 $ — Restructuring, restructuring-related, and impairment charges 10 — Total $ 54 $ — Furniture, Flooring & Textile Products Trade sales decreased 6%. Organic sales were down 6%. Volume decreased 3% with continued weak demand in residential end markets and demand softness in Geo Components through the third quarter.
RESULTS OF OPERATIONS—2024 vs. 2023 Consolidated Results The following table shows the changes in sales and earnings during 2024 and identifies the major factors contributing to the changes from prior year.
For more information on the pension settlement, see Note M to the Consolidated Financial Statements on page 110. 43 Table of Contents RESULTS OF OPERATIONS—2025 vs. 2024 Consolidated Results The following table shows the changes in sales and earnings during 2025 and identifies the major factors contributing to the changes from prior year.
We recorded bad debt expense of $6 million during 2024 and a benefit of $7 million during 2023. Weak demand and changing market dynamics have created disruption and financial instability for some of our customers, particularly in the Bedding Products segment. A few customers began to exhibit slow payment and past-due trends during 2024.
The decrease in accounts receivable was primarily due to the Aerospace Products Group divestiture and demand softness, partially offset by currency impacts. We recorded bad debt expense of $7 million during 2025 and $6 million during 2024. Weak demand and changing market dynamics have created disruption and financial instability for some of our customers, particularly in the Bedding Products segment.
We have the intent to roll over such obligations on a long-term basis and have the ability to refinance these borrowings on a long-term basis as evidenced by our $1.2 billion revolving credit facility maturing in 2026 discussed below. Recently, our credit ratings have been lowered and could be lowered further.
We have the intent to roll over such obligations on a long-term basis and have the ability to refinance these borrowings on a long-term basis as evidenced by our amended revolving credit facility maturing in July 2030 discussed below in Credit Facility . The Company has multiple credit rating agencies that provide ratings of our short- and long-term debt.
If our customers (who may be subject to climate change regulatory requirements or similarly proposed or newly-enacted laws and regulations) incur additional costs to comply with such laws and regulations, which in turn, impact their ability to operate at similar levels in certain jurisdictions, the demand for our products could be adversely affected.
Also, if our customers incur additional costs to comply with such laws, regulations, and policies, impacting their ability to operate at the same or similar levels, the demand for our products could be adversely affected.
We have been authorized by the Board to repurchase up to 10 million shares each calendar year, but we have established no specific repurchase commitment or timetable.
This action frees up capital to accelerate the deleveraging of our balance sheet and solidify our long-held financial strength. Share Repurchases We have been authorized by the Board to repurchase up to 10 million shares each calendar year, but we have established no specific repurchase commitment or timetable.
Additions to inventory reserves in 2024 were $36 million, which is higher than our $19 million three-year average. Reserves increased in 2024 primarily due to 2024 Restructuring Plan impacts and write-downs of selected products primarily in our Bedding Products segment.
Write-down of inventories were $13 million, $36 million, and $9 million during 2025, 2024, and 2023, respectively. Reserves increased in 2024 primarily due to 2024 Restructuring Plan impacts and write-downs of selected products primarily in our Bedding Products segment.

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Biggest changeTrent 58 Senior Vice President—Chief Accounting Officer Subject to certain severance benefit agreements, the executive officers generally serve at the pleasure of the Board of Directors. The severance benefit agreements with Ms. Davis and Messrs. Glassman, Burns, 31 Table of Contents PART I Hagale and Smith are listed as exhibits to this report.
Biggest changeTrent 59 Senior Vice President—Chief Accounting Officer Subject to certain severance benefit agreements and retention agreements, the executive officers generally serve at the pleasure of the Board of Directors. The severance benefit agreements with Ms. Davis and Messrs. Glassman, Burns, Hagale and Smith are listed as exhibits to this report. Also, the form of retention agreement entered into with Ms.
He held roles within the Company’s operations from 2016 to 2020, including Director of Finance and Business Development for the Specialized and Furniture, Flooring & Textile Products segments, and served as Director of Corporate Development in 2015 and in various other roles since 2005. Lindsey N. Odaffer was appointed Executive Vice President—Chief Human Resources Officer, effective January 1, 2025.
He held roles within the Company’s operations from 2016 to 2020, including Director of Finance and Business Development for the Specialized and Furniture, Flooring & Textile Products segments, and served as Director of Corporate Development in 2015 and in various other roles since 2005. Lindsey N. Odaffer was appointed Executive Vice President—Chief Human Resources Officer in January 2025.
The table below sets forth the names, ages, and positions of persons appointed as executive officers of the Company. Executive officers are normally appointed annually by the Board of Directors. Name Age Position Karl G. Glassman 66 President and Chief Executive Officer Benjamin M. Burns 47 Executive Vice President and Chief Financial Officer Jennifer J.
The table below sets forth the names, ages, and positions of persons appointed as executive officers of the Company. Executive officers are normally appointed annually by the Board of Directors. Name Age Position Karl G. Glassman 67 President and Chief Executive Officer Benjamin M. Burns 48 Executive Vice President and Chief Financial Officer Jennifer J.
He joined Leggett in 2001 as a member of the Corporate Development Department, and served in a variety of financial and strategic roles during his first ten years with the Company. Ryan M. Kleiboeker was appointed Executive Vice President—Chief Strategic Planning Officer in February 2024.
He joined Leggett in 2001 as a member of the Corporate Development Department, and served in a variety of financial and strategic roles during his first ten years with the Company. 31 Table of Contents PART I Ryan M. Kleiboeker was appointed Executive Vice President—Chief Strategic Planning Officer in February 2024.
Davis 49 Executive Vice President and General Counsel J. Tyson Hagale 47 Executive Vice President, President—Bedding Products Ryan M. Kleiboeker 46 Executive Vice President—Chief Strategic Planning Officer Lindsey N. Odaffer 42 Executive Vice President—Chief Human Resources Officer R. Samuel Smith, Jr. 57 Executive Vice President, President—Specialized Products and Furniture, Flooring & Textile Products Tammy M.
Davis 50 Executive Vice President and General Counsel J. Tyson Hagale 48 Executive Vice President, President—Bedding Products Ryan M. Kleiboeker 47 Executive Vice President—Chief Strategic Planning Officer Lindsey N. Odaffer 43 Executive Vice President—Chief Human Resources Officer R. Samuel Smith, Jr. 58 Executive Vice President, President—Specialized Products and Furniture, Flooring & Textile Products Tammy M.
Please see Exhibit Index on page 123 for reference to the agreements. Karl G. Glassman has served as the Company's President and Chief Executive Officer since May 2024, and served as segment manager of Specialized Products on a temporary basis until February 2025.
Davis, and Messrs. Burns, Hagale and Smith is listed as an exhibit to this report. Please see Exhibit Index on page 124 for reference to the agreements. Karl G. Glassman has served as the Company's President and Chief Executive Officer since May 2024, and served as segment manager of Specialized Products on a temporary basis until February 2025.

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

12 edited+0 added−4 removed2 unchanged
Biggest changeOur New Peer Group includes: AMETEK, Inc. (AME), Core & Main, Inc. (CNM), Fortune Brands Innovations, Inc. (FBIN), Gentherm Incorporated (THRM), La-Z-Boy Incorporated (LZB), Lear Corporation (LEA), Masco Corporation (MAS), MillerKnoll, Inc. (MLKN), Mohawk Industries, Inc. (MHK), and Somnigroup International Inc. (SGI) (formerly known as Tempur Sealy International, Inc. (TPX)).
Biggest changeThe Company has selected a Peer Group of manufacturing companies that aligns with the Company's current end market exposure, macroeconomic sensitivity, and capital discipline. Our Peer Group includes: AMETEK, Inc. (AME), Core & Main, Inc. (CNM), Fortune Brands Innovations, Inc. (FBIN), Gentherm Incorporated (THRM), La-Z-Boy Incorporated (LZB), Lear Corporation (LEA), Masco Corporation (MAS), MillerKnoll, Inc. (MLKN), Mohawk Industries, Inc.
However, our current expectation is to continue paying dividends at a comparable quarterly rate or higher. For more information on dividends, see Dividends in Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations on page 53.
However, our current expectation is to continue paying dividends at a comparable quarterly rate or higher. For more information on dividends, see Dividends in Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations on page 55.
We substantively have had the same share repurchase authority since 2004, and this authority includes the 2025 calendar year. No specific repurchase schedule has been established.
We substantively have had the same share repurchase authority since 2004, and this authority includes the 2026 calendar year. No specific repurchase schedule has been established.
The authority does not obligate the Company to purchase a minimum number of shares. 33 Table of Contents Stock Performance Graph The following graph and table below show the cumulative total shareholder return for five years for the Company’s common stock (LEG), the S&P Midcap 400 ® index, the S&P SmallCap 600 ® index, our Old Peer Group index, and our New Peer Group index.
The authority does not obligate the Company to purchase a minimum number of shares. 33 Table of Contents Stock Performance Graph The following graph and table below show the cumulative total shareholder return for five years for the Company’s common stock (LEG), the S&P SmallCap 600 ® index, and our Peer Group index.
Also, it is not incorporated by reference in any of our filings under the Securities Act of 1933 or the Exchange Act, whether made before or after the date of this Form 10-K and irrespective of any general incorporation language 34 Table of Contents PART II in any such filing, except to the extent we specifically incorporate this Stock Performance Graph section by reference therein.
Also, it is not incorporated by reference in any of our filings under the Securities Act of 1933 or the Exchange Act, whether made before or after the date of this Form 10-K and irrespective of any general incorporation language in any such filing, except to the extent we specifically incorporate this Stock Performance Graph section by reference therein.
Period Total Number of Shares Purchased 1 Average Price Paid per Share Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs 2 Maximum Number of Shares that May Yet Be Purchased Under the Plans or Programs 2 October 2024 — $ — — 10,000,000 November 2024 — $ — — 10,000,000 December 2024 — $ — — 10,000,000 Total — $ — — 1 This column does not include shares withheld for taxes on stock unit conversions, as well as forfeitures of stock units, all of which totaled 42,500 shares in the fourth quarter of 2024.
Period Total Number of Shares Purchased 1 Average Price Paid per Share Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs 2 Maximum Number of Shares that May Yet Be Purchased Under the Plans or Programs 2 October 2025 — $ — — 10,000,000 November 2025 — $ — — 10,000,000 December 2025 — $ — — 10,000,000 Total — $ — — 1 This column does not include shares withheld for taxes on stock unit conversions, as well as forfeitures of stock units, all of which totaled 3,207 shares in the fourth quarter of 2025.
The average price per share for these shares was $10.61. 2 On August 7, 2024, the Board authorized the Company to repurchase up to 10 million shares each calendar year.
The average price per share for these shares was $9.72. 2 On August 7, 2024, the Board authorized the Company to repurchase up to 10 million shares each calendar year.
On February 26, 2025, our Board declared a quarterly cash dividend of $.05 per share payable on April 15, 2025 to shareholders of record on March 14, 2025. We have no contractual restrictions that materially limit our ability to pay such dividends.
On February 26, 2026, our Board declared a quarterly cash dividend of $.05 per share payable on April 15, 2026 to shareholders of record on March 13, 2026. We have no contractual restrictions that materially limit our ability to pay such dividends.
Issuer Purchases of Equity Securities As seen by the below table, neither us nor any affiliated purchaser purchased any shares of our common stock during any calendar month in the fourth quarter of 2024.
Issuer Purchases of Equity Securities As seen by the below table, neither we nor any affiliated purchaser purchased any shares of our common stock during any calendar month in the fourth quarter of 2025.
Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities. Market Information Our common stock is traded on the New York Stock Exchange (symbol LEG). Shareholders and Dividends As of February 20, 2025, we had 5,748 shareholders of record. In 2024, we decreased the annual dividend by $1.21 from $1.82 to $.61 per share.
Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities. Market Information Our common stock is traded on the New York Stock Exchange (symbol LEG). Shareholders and Dividends As of February 20, 2026, we had 5,499 shareholders of record.
For the Years Ended 2019 2020 2021 2022 2023 2024 LEG $ 100 $ 91 $ 88 $ 72 $ 62 $ 24 S&P Midcap 400 100 114 142 123 143 163 S&P SmallCap 600 100 111 141 118 137 149 Old Peer Group 100 125 172 147 173 194 New Peer Group 100 117 147 111 145 154 This Stock Performance Graph section does not constitute soliciting material, is not deemed filed with the Securities and Exchange Commission, is not subject to Regulation 14A or 14C of the Securities Exchange Act, as amended (the “Exchange Act”), and is not subject to the liabilities of Section 18 of the Exchange Act.
For the Years Ended 2020 2021 2022 2023 2024 2025 LEG $ 100 $ 96 $ 79 $ 68 $ 26 $ 31 S&P SmallCap 600 ® 100 127 106 123 134 142 Peers 100 125 95 124 131 142 This Stock Performance Graph section does not constitute soliciting material, is not deemed filed with the Securities and Exchange Commission, is not subject to Regulation 14A or 14C of the Securities Exchange Act, as amended (the “Exchange Act”), and is not subject to the liabilities of Section 18 of the Exchange Act.
The comparison assumes that $100 was invested on December 31, 2019 in shares of LEG and in each of the indices, and assumes that all of the dividends were reinvested.
The comparison assumes that $100 was invested on December 31, 2020 in shares of LEG and in each of the indices, and assumes that all of the dividends were reinvested. We measure the Company's relative performance against the S&P SmallCap 600 ® index, of which the Company is included, and against our Peer Group Index.
Removed
The Company exited the S&P Midcap 400 ® index and joined the S&P SmallCap 600 ® index in June 2024, at which time we began measuring the Company's relative performance against the S&P SmallCap 600 ® index.
Removed
The Company compared itself against the S&P Midcap 400 ® index in previous years and this index has been included in the graph and chart below for comparative purposes only. The Company has selected a New Peer Group of manufacturing companies to be more closely aligned with the Company’s current end market exposure, macroeconomic sensitivity, and capital discipline.
Removed
Our Old Peer Group was based on diversification, strategy, growth objectives, acquisitiveness, customer breadth, and geographic extent, which created some misalignment given the Company's current strategic and operational goals. The Old Peer Group included: Carlisle Companies Incorporated (CSL), Danaher Corporation (DHR), Dover Corporation (DOV), Eaton Corporation plc (ETN), Emerson Electric Co. (EMR), Illinois Tool Works Inc. (ITW), Ingersoll Rand Inc.
Removed
(IR), Masco Corporation (MAS), Pentair plc (PNR), and PPG Industries, Inc. (PPG).

Item 7. Management's Discussion & Analysis

Management's Discussion & Analysis (MD&A) — revenue / margin commentary

42 edited+49 added−40 removed2 unchanged
Biggest changeSpring, three in Specialty Foam, one in Adjustable Bed) • Consolidated all domestic innerspring production into our four larger remaining spring production facilities • Exited our Mexican innerspring operation • Downsized our Chinese innerspring operation • Sold two properties Specialized Products segment • Launched restructuring activities in our Hydraulic Cylinders business to optimize manufacturing and improve operating efficiencies Furniture, Flooring & Textile Products segment • Closed one facility in Home Furniture • Closed one facility in Flooring Products Corporate • Reduced corporate general and administrative expenses to be fully realized in 2025 2025 EXPECTATIONS Bedding Products segment • Further reductions of our Bedding footprint (primarily consolidations in Specialty Foam) Specialized Products segment • Full implementation of manufacturing efficiency improvement activities in Hydraulic Cylinders.
Biggest changeSpring, three in Specialty Foam, one in Adjustable Bed) ◦ Consolidated all domestic innerspring production into our four remaining locations ◦ Exited our Mexican innerspring operation • Downsized our Chinese innerspring operation • Sold two properties Specialized Products segment • Launched restructuring activities in our Hydraulic Cylinders business to optimize manufacturing and improve operating efficiencies Furniture, Flooring & Textile Products segment • Closed one facility in Home Furniture • Closed one facility in Flooring Products and substantially completed Phase 1 of Flooring Products restructuring Corporate • Reduced corporate general and administrative expenses, fully realized in 2025 2025 ACCOMPLISHMENTS Bedding Products segment • Divested a small U.S. machinery business (two facilities) • Largely completed Specialty Foam restructuring activity ◦ Consolidated one Specialty Foam production facility • Sold four properties Specialized Products segment • Completed manufacturing efficiency improvement activities in Hydraulic Cylinders ◦ Right-sized our Hydraulic Cylinders facility in the UK Furniture, Flooring & Textile Products segment • Completed Phase 1 and substantially completed Phase 2 of Flooring Products restructuring ◦ Consolidated two Flooring Products production facilities • Sold one property 39 Table of Contents (Dollar amounts in millions-all pretax) 2024 Actual 2025 Actual Since Inception Total Plan Estimate Plan activity: Restructuring and restructuring-related costs: Cash $ 30 $ 9 $ 39 ~$40 Non-cash 18 21 39 ~$40 Total costs $ 48 $ 30 $ 78 ~$80 Pretax net cash from real estate 1 $ 20 $ 28 $ 48 $70 to $80 1 This is only related to the 2024 Plan and does not include the sale of idle real estate.
When we do compete on cost, we typically remain price competitive in most of our business units, even versus many foreign manufacturers, as a result of our efficient operations, automation, vertical integration in steel rod and wire, logistics and distribution efficiencies, and large-scale purchasing of raw materials and commodities.
We typically compete in market segments that value product differentiation. When we do compete on cost, we typically remain price competitive in most of our business units, even versus many foreign manufacturers, as a result of our efficient operations, automation, vertical integration in steel rod and wire, logistics and distribution efficiencies, and large-scale purchasing of raw materials and commodities.
As a producer of steel rod, we are also impacted by changes in metal margins (the difference in the cost of steel scrap and the market price for steel rod). Steel rod and steel scrap costs both declined modestly during 2024, leading to metal margin compression. As a result, we experienced lower metal margins in our Steel Rod business.
As a producer of steel rod, we are also impacted by changes in metal margins (the difference in the cost of steel scrap and the market price for steel rod). Steel rod and steel scrap costs both declined modestly during 2024, leading to metal margin compression.
In addition, net property, plant and equipment, operating lease right-of-use assets, and sundry assets totaled $1,036 million, or 28% of total assets. GOODWILL IMPAIRMENT We test goodwill for impairment at the reporting unit level (the business groups that are one level below the operating segments) when triggering events occur or at least annually.
In addition, net property, plant and equipment, operating lease right-of-use assets, and other noncurrent assets assets totaled $950 million, or 27% of total assets. We test goodwill for impairment at the reporting unit level (the business groups that are one level below the operating segments) when triggering events occur or at least annually in the second quarter.
Aerospace’s long-term forecasts continue to reflect demand improvements as industry recovery continues. 37 Table of Contents LONG-LIVED ASSET IMPAIRMENT Late in the fourth quarter of 2023, we had a triggering event to review long-lived assets and test for impairment when certain of our Elite Comfort Solutions (ECS) and Kayfoam customers notified us of efforts to improve their financial position by moving their business to or exploring alternative suppliers, which adversely impacted our future cash flow forecast.
Long-lived Asset Impairment Late in the fourth quarter of 2023, we had a triggering event to review long-lived assets and test for impairment when certain of our Elite Comfort Solutions and Kayfoam customers notified us of efforts to improve their financial position by moving their business to or exploring alternative suppliers, which adversely impacted our future cash flow forecast.
These petitions resulted in antidumping and countervailing duty orders set to remain in effect for five years, through May 2026, at which time the DOC and ITC will conduct a sunset review to determine whether to extend the orders for an additional five years. Following certain appeals that were filed with the U.S.
These petitions resulted in the imposition of antidumping and countervailing duty orders, which are scheduled to remain in effect through May 2026. A sunset review will be conducted at that time to determine whether to extend the orders for an additional five years. Following appeals filed with the U.S.
INTRODUCTION Customers We serve a broad suite of customers, with our largest customer representing less than 8% of our sales in 2024. Many are companies whose names are widely recognized. They include bedding brands and manufacturers, residential and office furniture producers, automotive OEM and Tier 1 manufacturers, and a variety of other companies.
Customers We serve a broad suite of customers, with our largest customer representing approximately 7% of our trade sales in 2025. Many are companies whose names are widely recognized. They include bedding brands and manufacturers, residential and office furniture producers, automotive OEM and Tier 1 manufacturers, big box retailers, and a variety of other companies.
We have exposure to the cost of chemicals, including TDI, MDI, and polyol. The cost of these chemicals has fluctuated at times, but we have generally passed the changes through to our customers. Although pricing fluctuated throughout 2024, average costs for the year were flat versus 2023. Our other raw materials include woven and nonwoven fabrics.
We have exposure to the cost of chemicals, including TDI, MDI, and polyol. The cost of these chemicals has fluctuated at times, but we have generally passed the changes through to our customers. Average costs in 2025 were in line with 2024 average costs. Our other raw materials include woven and nonwoven fabrics.
This resulted in a non-cash pretax charge of $444 million for long-lived asset impairments (primarily customer relationships, technology, and trademark intangibles) in the Bedding Products segment during the fourth quarter of 2023. This impairment was unrelated to the 2024 Restructuring Plan discussed below.
As a result, we performed recoverability and impairment testing, which led to a non-cash pretax charge of $444 million for long-lived asset impairments (primarily customer relationships, technology, and trademarks) in the Bedding Products segment for the fourth quarter of 2023. This impairment was unrelated to the 2024 Restructuring Plan discussed below.
In most cases, the major changes (both increases and decreases) were passed through to customers with selling price adjustments. Steel costs modestly declined throughout 2024 as U.S. steel markets continued to face soft demand and increased foreign competition.
At various times in past years, we have experienced significant cost fluctuations in this commodity. In most cases, the major changes (both increases and decreases) were passed through to customers with selling price adjustments. Steel costs modestly declined throughout 2024 as U.S. steel markets continued to face soft demand and increased foreign competition.
Major Factors That Impact Our Business Goodwill and Long-Lived Asset Impairments A significant portion of our assets consists of goodwill and other long-lived assets, the carrying value of which may be reduced if we determine that those assets are impaired. At December 31, 2024, goodwill and other intangible assets represented $935 million, or 26% of our total assets.
Goodwill and Long-Lived Asset Impairment Testing Goodwill Impairment Testing A significant portion of our assets consists of goodwill and other long-lived assets, the carrying value of which may be reduced if we determine that those assets are impaired. At December 31, 2025, goodwill and other intangible assets represented $843 million, or 24% of our total assets.
If actual results or the long-term outlook of any of our reporting units materially differ from the assumptions and estimates used in the goodwill and other long-lived assets valuation calculations, we could incur future non-cash impairment charges, which could have a material negative impact on our earnings. 38 Table of Contents PART II 2024 Restructuring Plan In the first quarter of 2024, we committed to a restructuring plan.
If actual results or the long-term outlook of any of our reporting units materially differ from the assumptions and estimates used in the goodwill and other long-lived assets valuation calculations, or there is a sustained decrease in our stock price, we could incur future non-cash impairment charges, which would have a material negative impact on our earnings.
Page No. • Highlights 35 • Introduction 36 • Results of Operations 2024 vs 2023 43 • Results of Operations 2023 vs 2022 46 • Liquidity and Capitalization 49 • Critical Accounting Policies and Estimates 58 • Contingencies 60 • New Accounting Standards 63 HIGHLIGHTS 2024 2023 2022 (Dollar amounts in millions, except for per share data) Net trade sales $ 4,384 $ 4,725 $ 5,147 Earnings (loss) before interest and taxes (EBIT) (430) (90) 485 Cash from operations 306 497 441 Total debt 1,864 1,988 2,084 Dividends per share $ .61 $ 1.82 $ 1.74 Trade sales decreased 7% in 2024.
Page No. • Highlights 35 • Introduction 36 • Results of Operations 2025 vs 2024 44 • Results of Operations 2024 vs 2023 48 • Liquidity and Capitalization 51 • Critical Accounting Policies and Estimates 59 • Contingencies 61 • New Accounting Standards 64 HIGHLIGHTS 2025 2024 2023 (Dollar amounts in millions, except for per share data) Net trade sales $ 4,055 $ 4,384 $ 4,725 Earnings (loss) before interest and taxes (EBIT) 356 (430) (90) Cash from operations 338 306 497 Total debt 1,498 1,864 1,988 Trade sales decreased 7% in 2025.
The 2024 Plan is primarily associated with our Bedding Products segment and, to a lesser extent, our Furniture, Flooring & Textile Products segment. The 2024 Plan was expanded in the second quarter of 2024 to include a restructuring opportunity within the Specialized Products segment and in the third quarter of 2024 to include the general and administrative cost structure initiatives.
The 2024 Plan was primarily associated with our Bedding Products segment and included, to a lesser extent, our Furniture, Flooring & Textile Products segment, our Specialized Products segment, and general and administrative cost structure initiatives.
In March 2020, the Company, along with other petitioners, filed petitions with the DOC and the ITC alleging that manufacturers of mattresses in seven different countries were unfairly selling their products in the United States at less than fair value and manufacturers of mattresses in China were benefiting from subsidies.
In March 2020, the Company, along with other companies, filed petitions with the DOC and ITC alleging that manufacturers of mattresses in seven countries (Cambodia, Indonesia, Malaysia, Serbia, Thailand, Turkey, and Vietnam) were selling mattresses in the United States at less than fair value, and that manufacturers in China were receiving unfair subsidies.
We have experienced changes in the costs of these materials and generally have been able to pass them through to our customers. When we raise our prices to recover higher raw material costs, this sometimes causes customers to modify their product designs and replace higher cost components with lower cost components.
When we raise our prices to recover higher raw material costs, this sometimes causes customers to modify their product designs and replace higher cost components with lower cost components.
Some of these factors also influence spending on infrastructure, facilities, and equipment, which has historically impacted approximately 25%-30% of our sales. The dynamic macroeconomic environment has pressured most of our end markets and negatively affected the demand for our products. In recent years, the U.S. mattress market has become increasingly bifurcated.
All of these factors influence consumer spending on durable goods, and therefore affect demand for our products and components. Some of these factors also influence spending on infrastructure, facilities, and equipment, which has impacted approximately 30% of our sales. The dynamic macroeconomic environment has pressured most of our end markets and negatively affected the demand for our products.
The fourth quarter 2023 activities resulting in the long-lived asset impairments discussed above were also considered a triggering event for goodwill impairment testing of the Bedding reporting unit, and no impairments were indicated (as discussed in Goodwill and Long-Lived Asset Impairments ) starting on page 36.
The activities resulting in the long-lived asset impairments discussed above were also considered a triggering event for goodwill impairment testing of the Bedding reporting unit, and no impairments were indicated (as discussed in Goodwill Impairment Testing starting on page 37). We regularly evaluate long-lived assets for indicators of impairment, such as market conditions, operating performance, strategic decisions, or technical obsolescence.
Our success has stemmed from the ability to remain price competitive while delivering innovation, product quality, and customer service. We continue to face pressure from foreign competitors, as some of our customers source a portion of their components and finished products offshore. In addition to lower labor rates, foreign competitors benefit (at times) from lower raw material costs.
We continue to face pressure from foreign competitors, as some of our customers source a portion of their components and finished products offshore. In addition to lower labor rates, foreign competitors benefit (at times) from lower raw material costs. They may also benefit from currency factors and more lenient regulatory climates.
We must continue providing product options to our customers that enable them to improve the functionality of their products and manage their costs, while providing higher profits for our operations. 41 Table of Contents Supply Chain Shortages and Disruptions We have experienced supply chain disruptions related to freight challenges, including higher costs.
We must continue providing product options to our customers that enable them to improve the functionality of their products and manage their costs, while providing higher profits for our operations. 41 Table of Contents Competition Many of our markets are highly competitive, with the number of competitors varying by product line.
In evaluating the potential for impairment of goodwill and other long-lived assets, we make assumptions and estimates regarding future operating performance, business trends, and market and economic performance, including future sales, operating margins, growth rates, and discount rates.
Reporting Unit (Dollar amounts in millions) December 31, 2025 Goodwill Value Fair value in excess of carrying value as of June 30, 2025 Bedding $ 324 20 % Home Furniture 68 34 Work Furniture 55 29 In evaluating the potential for impairment of goodwill and other long-lived assets, we make assumptions and estimates regarding future operating performance, business trends, and market and economic performance, including future sales, operating margins, growth rates, and discount rates.
The timing of our price increases or decreases is important; we typically experience a lag in recovering higher costs, and we also realize a lag as costs decline. Steel is our principal raw material. At various times in past years, we have experienced significant cost fluctuations in this commodity.
Conversely, when costs decrease significantly, we generally pass those lower costs through to our customers. The timing of our price increases or decreases is important; we typically experience a lag in recovering higher costs, and we also realize a lag as costs decline. Steel is our principal raw material.
We expect to consolidate between 15 and 20 production and distribution facilities in the Bedding Products segment and a small number of production facilities in the Furniture, Flooring & Textile Products segment. The following summarizes the 2024 Plan activity: 2024 PROGRESS Bedding Products segment • Consolidated 14 production and distribution facilities (ten in U.S.
The following summarizes the 2024 Plan activity: 2024 ACCOMPLISHMENTS Bedding Products segment • Consolidated 14 production and distribution facilities (ten in U.S.
In general, the fair values for these reporting units decreased versus prior year due to macroeconomic pressures, including low demand, particularly in residential end markets. The fair values of our reporting units were reconciled to our consolidated market capitalization, which decreased due to the significant decline in stock price during the second quarter of 2024.
The fair values of our reporting units were reconciled to our consolidated market capitalization, which decreased due to the decline in the stock price compared to the prior year.
Competition Many of our markets are highly competitive, with the number of competitors varying by product line. In general, our competitors tend to be smaller, private companies. Many of our competitors, both domestic and foreign, compete primarily on the basis of price.
In general, our competitors tend to be smaller, private companies. Many of our competitors, both domestic and foreign, compete primarily on the basis of price. Our success has stemmed from the ability to remain price competitive while delivering innovation, product quality, and customer service.
Earnings in 2024 decreased primarily from $676 million non-cash goodwill impairment charges, $50 million of restructuring and impairment charges, lower volume and unfavorable sales mix, raw material-related pricing adjustments (primarily in our Bedding Products segment), metal margin compression in our Steel Rod business, and other expected higher expense items such as bad debt, medical, and less benefit from a reduction to a contingent purchase price liability associated with a prior year acquisition.
Earnings in 2025 increased primarily due to the year-over-year changes from the items listed below, as well as restructuring benefit and metal margin expansion, partially offset by lower volume. 2024 earnings decreased primarily due to the year-over-year changes from the items listed below, as well as lower volume and unfavorable sales mix, raw material-related pricing adjustments (primarily in our Bedding Products segment), metal margin compression in our Steel Rod business, and other higher expense items, such as bad debt and medical, partially offset by operational efficiency improvements.
To stay competitive with global steel costs, both contract and non-contract innerspring pricing was adjusted in the back half of 2023 and fully realized in 2024. We have also reacted to foreign competition in certain cases by developing new proprietary products that help our customers reduce total costs and by shifting production offshore to take advantage of lower input costs.
We have also reacted to foreign competition in certain cases by developing new proprietary products that help our customers reduce total costs and by shifting production offshore to take advantage of lower input costs. We manufacture innersprings for mattresses, finished mattresses, and steel rod wire (used internally and sold to third parties).
Organic sales decreased 7% with volume declines of 4% and raw material-related price decreases of 3%. 2023 trade sales decreased 8%. Organic sales decreased 10%, with volume declines of 6% and combined raw material-related price decreases and currency impact of 4%. Acquisitions, net of divestitures, contributed 2% to sales growth.
Divestitures reduced sales 2%. Organic sales decreased 5%, with volume declines of 6% partially offset by raw material-related selling price increases and currency benefit of 1%. 2024 trade sales decreased 7%. Organic sales decreased 7% with volume declines of 4% and raw material-related price decreases of 3%.
This case has been finally resolved with respect to the duties and injury findings, but an importer filed an appeal with respect to the ITC's critical circumstances determination imposing retroactive duties, which is still pending. In October 2029, the DOC and ITC will conduct a sunset review to determine whether to extend the orders for an additional five years. See
Although the case is resolved with respect to duties and injury findings, an importer has filed an appeal challenging the ITC’s critical circumstances determination, which imposed retroactive duties. That appeal remains pending. A sunset review of these orders is scheduled for September 2029.
Market Demand Market demand (including product mix) is impacted by several economic factors, with housing turnover and consumer confidence being the most significant. Other important factors include disposable income levels, employment levels, and interest rates. All of these factors influence consumer spending on durable goods, and therefore affect demand for our products and components.
If additional restructuring activities are identified and executed, we may incur additional material restructuring costs, restructuring-related costs, or impairments. Market Demand Market demand (including product mix) is impacted by several economic factors, with housing turnover and consumer confidence being the most significant. Other important factors include disposable income levels, employment levels, and interest rates.
In July 2023, the Company, along with other petitioners, filed petitions with the DOC and the ITC alleging that manufacturers of mattresses in twelve additional countries were unfairly selling their products in the United States at less than fair value and manufacturers of mattresses in Indonesia were unfairly benefiting from subsidies, causing harm to the U.S. industry and seeking the imposition of duties on mattresses imported from these countries.
In July 2023, the Company, along with other companies, filed petitions with the DOC and ITC alleging that manufacturers of mattresses in twelve additional countries (Bosnia and Herzegovina, Bulgaria, Burma, India, Italy, Kosovo, Mexico, the Philippines, Poland, Slovenia, Spain, and Taiwan) were selling their mattresses in the United States at less than fair value, and that manufacturers in Indonesia were receiving unfair subsidies.
This includes non-cash pretax charges of $675 million related to our second quarter annual goodwill impairment testing and $1 million related to a small operation in the Bedding Products segment that reached held-for-sale status in the fourth quarter of 2024 and was associated with the 2024 Plan.
After this impairment, the Hydraulic Cylinders reporting unit did not have any goodwill remaining. In addition, we had an impairment of $1 million related to a small U.S. machinery business within the Bedding Products segment that reached held-for-sale status in the fourth quarter of 2024 and was associated with the 2024 Plan.
In the near-term, the domestic mattress industry is expected to continue to experience some level of volatility resulting from industry bankruptcies and consolidations and import pressure. Volatility related to the growth of Chinese EV manufacturers and multinational OEM market share challenges are expected to continue to impact the automotive industry.
Additionally, some mattress manufacturers and retailers have faced financial stress as overall consumer demand for mattresses has declined. In the near-term, the domestic mattress industry is expected to continue to experience some level of volatility resulting from industry bankruptcies, consolidations, and import pressure.
Trends in Cost of Goods Sold Our costs can vary significantly as market prices for raw materials (many of which are commodities) fluctuate. We typically have short-term commitments from our suppliers; accordingly, our raw material costs generally move with the market. We have also been impacted by fluctuations in transportation, energy, and labor costs.
We typically have short-term commitments from our suppliers; accordingly, our raw material costs generally move with the market. We have also been impacted by fluctuations in transportation, energy, and labor costs. Our ability to recover higher costs (through selling price increases) is crucial. When we experience significant increases in costs, we typically implement price increases to recover the higher costs.
Also, we may not be able to implement the 2024 Plan in a timely manner that will positively impact our financial condition and results of operations. Moreover, we may not be able to dispose of real estate pursuant to the 2024 Plan or obtain the expected proceeds in a timely manner.
Because of certain risks and uncertainties, EBIT benefit, sales attrition, and the proceeds from the sale of real estate associated with the 2024 Plan may change. We may not be able to dispose of the remaining real estate pursuant to the 2024 Plan or obtain the expected proceeds in a timely manner.
Delays in EV programs in Europe and changing expectations for internal combustion engines to EV program transitions in North America, along with consumer affordability issues, add additional uncertainty to OEM demand. As a result of these uncertainties, we expect 2025 overall demand to be down modestly from 2024 levels.
Volatility related to the growth of Chinese EV manufacturers and multinational OEM market share challenges are expected to continue to impact the automotive industry. Delays in EV programs in Europe and changing expectations for internal combustion engines to EV program transitions in North America, along with consumer affordability issues, also add uncertainty to OEM demand.
The decrease was primarily driven by lower earnings and less benefit from working capital. Cash flow in 2023 increased primarily from working capital improvements partially offset by lower earnings. We ended 2024 with $443 million of availability under the $1.2 billion credit facility.
The increase was driven primarily by working capital improvements. Cash from operations in 2024 decreased primarily from lower earnings and less benefit from working capital. In July 2025, we amended our credit agreement to extend the maturity date to 2030 and reduce the lending commitments from $1.2 billion to $1.0 billion.
The 2024 annual goodwill impairment testing indicated that fair value had fallen below carrying value for three reporting units, and fair value exceeded carrying value by less than 100% for one reporting unit. 36 Table of Contents PART II The following table represents 2024 total goodwill impairments.
The annual goodwill impairment testing in the second quarter of 2024 indicated that fair value had fallen below carrying value for three reporting units. We had non-cash impairments in 2024 of $587 million, $44 million, and $44 million in our Bedding, Work Furniture, and Hydraulic Cylinders reporting units, respectively.
Those conditions include the listing and marketing of these properties, negotiations with prospective buyers, and other factors. The 2024 Plan may also negatively impact our 40 Table of Contents PART II relationships with employees, customers, and vendors. Any failure to achieve the intended outcomes could materially adversely affect our business, financial condition, results of operations and cash flows, and liquidity.
Any failure to achieve the intended outcomes could materially adversely affect our business, financial condition, results of operations, cash flows, and liquidity. Although the 2024 Plan is substantially complete, we continue to identify opportunities to improve our cost structure and profitability across our businesses.
Total restructuring and restructuring-related costs, including 2024 Plan costs and costs to explore the potential sale of our Aerospace business, for the year ending December 31, 2024, were $51 million ($33 million cash and $18 million non-cash). 2024 Plan costs are expected to be substantially complete by the end of 2025.
These actions are expected to improve our manufacturing efficiency and enhance profitability and are anticipated to be substantially complete by the end of 2026. We expect to incur restructuring and restructuring-related pretax costs of approximately $15 million for the 2026 Restructuring Plan, including approximately $10 million of cash charges.
The ITC made a preliminary determination of injury in September 2023, and the DOC’s 42 Table of Contents PART II preliminary determination on dumping was issued in February 2024. With respect to eight of the countries, the DOC’s final dumping determinations were issued in May 2024, and the ITC's final injury determination was issued in June 2024.
Final dumping determinations for eight countries were issued in May 2024, followed by the ITC’s final injury determination in June 2024. These orders are scheduled for sunset review in June 2029. For the remaining countries, the DOC issued final determinations in July 2024, and the ITC issued its final injury determination in September 2024.
The ITC is currently examining whether to extend a 2019 order on mattresses from China, following the DOC's February 2025 determination that revocation of the 2019 duty order would likely lead to the continuation or reoccurrence of dumping of mattresses from China.
The DOC and ITC determined that revocation of the 2019 antidumping duty order on mattresses from China would likely lead to continued or recurring material injury and dumping. As a result, the DOC extended the order, and duties of up to 1,732% on mattresses from China will remain in effect through May 2030.
Removed
These decreases were partially offset by the non-recurrence of a $444 million non-cash impairment of long-lived assets (primarily customer relationships, technology, and trademark intangibles), lower amortization as a result of the 2023 long-lived asset impairment, operational efficiency improvements, gains on the sale of real estate, and restructuring benefit.
Added
(Income)/expense, pretax (Dollar amounts in millions) 2025 2024 2023 Gain on sale of Aerospace Products Group $ (91) $ — $ — Net gain from insurance proceeds (35) (2) (9) Gain on sale of real estate (29) (31) (11) Restructuring, restructuring-related, and impairment charges ($23 and $17 non-cash in 2025 and 2024, respectively) 36 50 — Pension settlement (non-cash) 22 — — Somnigroup unsolicited offer evaluation costs 3 — — Goodwill impairment (non-cash) — 676 — CEO transition compensation costs — 4 — Long-lived asset impairment (non-cash) — — 444 Total 1 $ (93) $ 696 $ 424 1 Calculations impacted by rounding 35 Table of Contents In 2025, we generated $338 million in cash from operations compared to $306 million in 2024.
Removed
Earnings in 2023 decreased primarily from a $444 million non-cash impairment of long-lived assets, metal margin compression in our Steel Rod business, and lower trade sales volume in residential end markets partially offset by higher trade sales volume in industrial end markets. In 2024, we generated $306 million in cash from operations compared to $497 million in 2023.
Added
On August 29, 2025, we divested our Aerospace Products Group (within our Specialized Products segment) for net cash proceeds of $280 million and recognized a pretax gain of $91 million after final adjustments for working capital were completed in December 2025. We collected the final working capital adjustment of $4 million in January 2026.
Removed
In November 2024, we used our commercial paper program to repay $300 million of 3.8%, 10-year bonds that matured. In 2024, we paid down $126 million of debt. 35 Table of Contents We decreased the annual dividend in 2024 to $.61 per share from $1.82 per share in 2023.
Added
These topics are discussed in more detail in the sections that follow. INTRODUCTION Somnigroup Discussions In December 2025, we announced the Company received an unsolicited proposal from Somnigroup International Inc. (Somnigroup) to acquire the Company in an all-stock transaction.
Removed
The decision to reduce the dividend was made following a thorough evaluation by the Board and our management team. This action along with minimal acquisitions and share repurchases frees up capital to accelerate the deleveraging of our balance sheet and solidify our long-held financial strength. We had no acquisitions in 2024 and 2023.
Added
In January 2026, our Board of Directors, in consultation with its financial and legal advisors, announced that it had determined that the Somnigroup offer undervalues the Company and publicly declined the Somnigroup proposal.
Removed
In 2024, we used $5 million to repurchase approximately .3 million shares of our stock at an average price of $19.17. In the first quarter of 2024, we committed to a restructuring plan (the “2024 Restructuring Plan” or “2024 Plan”).
Added
Our Board also publicly announced that it has entered into a customary non-disclosure agreement and six month standstill with Somnigroup to facilitate customary due diligence and to determine if a transaction can be reached that delivers appropriate value and certainty to the Company and its shareholders.
Removed
We continue to make solid progress implementing the 2024 Plan. Portfolio management remains a strategic priority. We are focused on simplifying our portfolio to businesses that are the right long-term fit. These topics are discussed in more detail in the sections that follow.
Added
There can be no assurance that the Board's evaluation will result in a transaction and, if there is a transaction, the price, form of consideration, or other terms and conditions of any such transaction. We incurred $3 million of professional costs associated with this activity through December 31, 2025.
Removed
We perform our annual goodwill impairment testing in the second quarter. The 2023 goodwill impairment testing indicated no impairments.
Added
Major Factors That Impact Our Business Tariffs Impacting our Business We continue to monitor and evaluate policy changes impacting global trade, including tariff regulations, the effects of announced tariffs, the judicial invalidation of certain tariffs, and the potential imposition of modified or additional tariffs.
Removed
Year Ended Reporting Unit Segment December 31, 2024 Bedding Bedding Products $ 588 Work Furniture Furniture, Flooring & Textile Products 44 Hydraulic Cylinders Specialized Products 44 $ 676 The fair values of our reporting units in relation to their respective carrying values and significant assumptions used are presented in the tables in Note F to the Consolidated Financial Statements, beginning on page 96.
Added
These policy changes create uncertainty regarding the scope, duration, and financial impact of tariffs, as well as the potential refund of duties previously paid for invalidated tariffs. It is possible that wide-ranging tariffs could drive inflation, weaken consumer confidence, and ultimately reduce consumer demand for our products and negatively impact our consolidated results of operations.
Removed
Our closing stock price per share was $26.17 on December 29, 2023, $19.15 on March 28, 2024, and $11.46 on June 28, 2024.
Added
Tariffs present both positive and negative impacts across our businesses and we continue to be actively engaged with customers and suppliers to mitigate the impact of tariffs. Our efforts include leveraging our global footprint to shift production and sourcing to less-impacted regions, implementing pricing actions where appropriate, and pursuing increased demand opportunities domestically.
Removed
We concluded that an impairment existed under generally accepted accounting principles in connection with the preparation and review of our second quarter financial statements filed on August 7, 2024 as part of the quarterly report on Form 10-Q . If actual results differ materially from estimates used in our calculations, we could incur future impairment charges.
Added
In Bedding Products, Section 232 steel tariffs have had the largest impact on our business and have led to expanded metal margins and increased demand for our Steel Rod and Drawn Wire operations, but we have yet to see noticeable improvement in our innerspring demand.
Removed
Units with Impairments In addition to the decline in our stock price during the second quarter, the reporting units discussed below also had the following factors contributing to the impairments: Bedding Domestic bedding manufacturers are facing numerous challenges, including low demand, overcapacity, and increased pressure from finished mattress imports, resulting in financial stress across the industry.
Added
Section 232 steel tariffs were not impacted by the 36 Table of Contents PART II recent Supreme Court ruling invalidating certain tariffs previously imposed under the International Emergency Economic Powers Act. In late 2025, we consolidated our Kentucky Adjustable Bed manufacturing operation into our Mexico operation.
Removed
The domestic mattress market has changed dramatically in a relatively short time span.
Added
This decision was driven by lower volume and tariffs on imported components, which resulted in a cost disadvantage for domestic production in a category that primarily competes with imported products. We expect our Mexican Adjustable Bed operation to remain cost competitive, assuming that the reciprocal tariff exemption for USMCA compliant products remains in place.
Removed
The landscape has shifted from a largely domestic OEM-produced innerspring mattress market to one where innerspring, foam, and hybrid mattresses are sold at a wide range of price points through a variety of channels and produced by a mix of domestic OEMs, domestic private label producers, and import manufacturers.
Added
In Furniture, Flooring & Textile Products, our Home Furniture operations in China primarily sell components to Asian customers who export finished furniture to the United States. Our Chinese operations experienced meaningful disruptions early in the second quarter of 2025, including shipment delays, order cancellations, and customer shutdowns, which began to normalize later in the quarter with the postponement of tariffs.
Removed
These changing market dynamics and weak demand have created disruption and financial instability with some of our customers.
Added
Additionally, we sell components to U.S. customers and maintain some intercompany supply from our Chinese operations. To help mitigate our tariff exposure, we set up production in Vietnam and began production late in the third quarter. Within Work Furniture, our teams are pursuing new opportunities with customers who are seeking regionally-supplied finished furniture and components.
Removed
The Bedding reporting unit's fair value exceeded carrying value by 40% at our second quarter 2023 testing date and had decreased to 19% after a triggering event occurred to test for goodwill impairment for this reporting unit late in the fourth quarter of 2023, as discussed in the "Long-lived asset impairment" section below.
Added
Finally, our Textile business continues to mitigate most tariff exposure by shifting to alternative sources in countries with lower tariff rates. We continue to actively evaluate the potential impact of tariffs and counter-tariffs on our results of operations and financial condition, while also exploring possible opportunities to mitigate their impact.
Removed
Work Furniture Work Furniture demand for both contract and residential end-use products has remained at sustained low levels. Fair value exceeded carrying value by 74% at our second quarter 2023 testing date. Hydraulic Cylinders The Hydraulic Cylinders reporting unit's fair value at our second quarter 2023 testing date exceeded carrying value by 18%.
Added
Although our analysis is based on limited and changing information, we currently do not expect tariffs, as presently implemented or anticipated, to have a material adverse effect on our consolidated results of operations.
Removed
Fair value approximated carrying value primarily due to an August 2022 acquisition that is experiencing operational inefficiencies. Units with No Impairments, but Fair Value Exceeded Carrying Value by Less than 100% Aerospace Products The Aerospace Products reporting unit did not incur impairment charges, but fair value exceeded carrying value by less than 100% at both testing dates.
Added
However, if tariffs are further invalidated, modified or expanded, additional tariffs are implemented, or our information is incorrect, our consolidated results of operations could be materially negatively impacted. Moreover, tariffs may decrease demand for our products which may negatively impact our sales and results of operations.
Removed
The fair value of this reporting unit exceeded its carrying value by 21% at our second quarter 2024 testing date as compared to 44% in 2023.
Added
Sale of the Aerospace Products Group Late in the first quarter 2025, the Aerospace Products Group (within our Specialized Products segment) met the criteria to be classified as held for sale, but did not meet the criteria for discontinued operations because it did not represent a strategic shift that would have a major effect on our financial results.
Removed
While sales and earnings were lower as compared to acquisition-date estimates for the customer bases associated with ECS and Kayfoam (acquired in 2019 and 2021, respectively), estimated undiscounted cash flows for these asset groups exceeded their carrying amounts until the fourth quarter of 2023.
Added
On August 29, 2025, we divested the Aerospace Products Group for a cash price, net of selling expenses and cash sold, of $280 million and recognized a pretax gain of $91 million after final adjustments for working capital were completed in December 2025. We collected the final working capital adjustment of $4 million in January 2026.

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Item 7A. Quantitative and Qualitative Disclosures About Market Risk

Market Risk — interest-rate, FX, commodity exposure

6 edited+0 added−0 removed4 unchanged
Biggest changeOur net investment (i.e., total assets less total liabilities subject to translation exposure) in foreign operations with functional currencies other than the U.S. dollar at December 31 is as follows: Functional Currency (amounts in millions) 2024 2023 European Currencies $ 396.5 $ 525.9 Chinese Yuan 267.2 271.2 Canadian Dollar 208.9 236.3 Mexican Peso 71.4 85.4 Other 78.8 83.3 Total $ 1,022.8 $ 1,202.1
Biggest changeOur net investment (i.e., total assets less total liabilities subject to translation exposure) in foreign operations with functional currencies other than the U.S. dollar at December 31 is as follows: Functional Currency (amounts in millions) 2025 2024 European Currencies 1 $ 607.7 $ 396.5 Chinese Yuan 338.7 267.2 Canadian Dollar 207.4 208.9 Mexican Peso 72.5 71.4 Other 88.9 78.8 Total $ 1,315.2 $ 1,022.8 1 The increase in 2025 is due to the gain on our Aerospace Products Group (see Note S to the Consolidated Financial Statements on page 121).
Long-term debt as of December 31, Scheduled Maturity Date 2025 2026 2027 2028 2029 Thereafter 2024 2023 Principal fixed rate debt $ — $ — $ 500.0 $ — $ 500.0 $ 500.0 $ 1,500.0 $ 1,800.0 Average stated interest rate — — 3.50 % — 4.40 % 3.50 % 3.80 % 3.80 % Principal variable rate debt — — 1.8 — — 2.0 3.8 3.8 Unamortized discounts and deferred loan costs .
Long-term debt as of December 31, Scheduled Maturity Date 2026 2027 2028 2029 2030 Thereafter 2025 2024 Principal fixed rate debt $ — $ 500.0 $ — $ 500.0 $ — $ 500.0 $ 1,500.0 $ 1,500.0 Average stated interest rate — 3.50 % — 4.40 % — 3.50 % 3.80 % 3.80 % Principal variable rate debt — 1.8 — — 2.0 — 3.8 3.8 Unamortized discounts and deferred loan costs .
The fair value of variable rate debt is not significantly different from its recorded amount.
The fair value of variable rate debt is not materially different from its recorded amount.
The fair value of fixed rate debt was approximately $245.0 million less than carrying value at December 31, 2024 and approximately $175.0 million less than carrying value at December 31, 2023. The fair value of the fixed rate debt was based on quoted prices in an active market.
The fair value of fixed rate debt was approximately $175.0 million less than carrying value of $1,490.0 million at December 31, 2025 and approximately $245.0 million less than carrying value of $1,488.3 million at December 31, 2024. The fair value of the fixed rate debt was based on quoted prices in an active market.
(11.7) (13.6) Commercial paper 1 368.0 186.0 Miscellaneous debt and finance leases 4.0 11.4 Total debt 1,864.1 1,987.6 Less: current maturities 1.3 308.0 Total long-term debt $ 1,862.8 $ 1,679.6 1 The weighted average interest rate for the average net commercial paper outstanding activity during the years ended December 31, 2024 and 2023 was 5.6% and 5.2%, respectively.
(10.0) (11.7) Commercial paper 1 — 368.0 Miscellaneous debt and finance leases 3.9 4.0 Total debt 1,497.7 1,864.1 Less: current maturities 1.5 1.3 Total long-term debt $ 1,496.2 $ 1,862.8 1 The weighted average interest rate for the average net commercial paper outstanding activity during the years ended December 31, 2025 and 2024 was 5.0% and 5.6%, respectively.
Information regarding cash flow hedges and fair value hedges is provided in Note A beginning on page 82 and Note S beginning on page 120 of the Notes to Consolidated Financial Statements and is incorporated by reference into this section. 64 Table of Contents PART II Investment in Foreign Subsidiaries We view our investment in foreign subsidiaries as a long-term commitment.
Information regarding cash flow hedges and fair value hedges is provided in Note A beginning on page 81 and Note R beginning on page 120 of the Notes to Consolidated Financial Statements and is incorporated by reference into this section. 64 Table of Contents PART II Investment in Foreign Subsidiaries We view our investment in foreign subsidiaries as a long-term commitment, and it can vary based on operating cycles and currency rate fluctuations.

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