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What changed in TRIMAS CORP's 10-K — 2024 vs 2025

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Paragraph-level year-over-year comparison of TRIMAS CORP'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.

+396 added−393 removedSource: 10-K (2026-03-02) vs 10-K (2025-02-27)

Top changes in TRIMAS CORP's 2025 10-K

396 paragraphs added · 393 removed · 240 edited across 9 sections

Item 1. Business

Business — how the company describes what it does

60 edited+47 added−90 removed21 unchanged
Biggest changeWe believe each of our businesses is well-positioned through years of refined manufacturing know-how, innovative product development, application engineering and solutions design. We believe our manufacturing footprint and operational competencies would be difficult and costly to replicate, and provide us a competitive advantage to serve our customers.
Biggest changeApproximately 66% of our 2025 net sales from continuing operations were generated from sales in North America. Our Competitive Strengths Our management team believes TriMas benefits from a number of competitive strengths, including: • Innovative Manufacturing and Product Technologies. We believe our businesses are well-positioned through years of refined manufacturing know-how, innovative product development, application engineering and solutions design.
We provide products for commercial and regional jets, business jet, helicopters, and general aviation, as well as military, defense and space applications and platforms with sales to OEMs, supply chain distributors, maintenance, repair and overhaul (MRO) and aftermarket providers, and Tier One suppliers.
We provide products for commercial and regional jets, business jets, helicopters, and general aviation, as well as military, defense and space applications and platforms with sales to OEMs, supply chain distributors, maintenance, repair and overhaul (MRO) and aftermarket providers, and Tier One suppliers.
With more than 70 years of experience, Norris Cylinder is one of the worlds' largest manufacturers of high- and low-pressure forged steel cylinders, and the only manufacturer of forged Type 1 steel cylinders that remains in the United States.
With more than 70 years of experience, Norris Cylinder is one of the world's largest manufacturers of high- and low-pressure forged steel cylinders, and the only manufacturer of forged Type 1 steel cylinders that remains in the United States.
Our Specialty Products manufacturing facilities are located in the United States. 11 Table of Contents Competition Norris Cylinder's competitors include Beijing Tianhai Industry Co., ENK Co., Everest Kanto Cylinder, Faber, MAT S/A Gas Cylinders and Zhejiang Jindun Pressure Vessel Co., which are all non-U.S. companies, among others.
Our Specialty Products manufacturing facilities are in the United States. 7 Table of Contents Competition Norris Cylinder's competitors include Beijing Tianhai Industry Co., ENK Co., Everest Kanto Cylinder, Faber, MAT S/A Gas Cylinders and Zhejiang Jindun Pressure Vessel Co., which are all non-U.S. companies, among others.
Item 1. Business Overview TriMas designs, develops and manufactures a diverse set of products primarily for the consumer products, aerospace & defense, and industrial markets through its TriMas Packaging, TriMas Aerospace and Specialty Products groups.
Item 1. Business Overview TriMas designs, develops and manufactures a diverse portfolio of products primarily for the consumer products, aerospace and defense, and industrial markets through its TriMas Packaging, TriMas Aerospace and Specialty Products groups.
Because it is our practice and intent to maintain and to continue to support, develop and market these trademarks/trade names for the foreseeable future, we consider our rights in these trademarks/trade names to have an indefinite life, except as otherwise dictated by applicable law. 14 Table of Contents Technology.
Because it is our practice and intent to maintain and to continue to support, develop and market these trademarks/trade names for the foreseeable future, we consider our rights in these trademarks/trade names to have an indefinite life, except as otherwise dictated by applicable law. Technology.
We operate manufacturing facilities in Canada, China, Germany, India, Italy, Mexico, the Netherlands, Slovakia, the United Kingdom and Vietnam, in addition to our U.S. operations. In addition to the net sales derived from sales by our businesses located outside of the United States, we also generated $82.7 million of export sales from the United States.
We operate manufacturing facilities in China, Germany, India, Italy, Mexico, the Netherlands, Slovakia, the United Kingdom and Vietnam, in addition to our U.S. operations. In addition to the net sales derived from sales by our businesses located outside of the United States, we also generated $12.9 million of export sales from the United States.
Intangible Assets Our identified intangible assets, consisting of customer relationships, trademarks and trade names, and technology, are recorded at $161.1 million at December 31, 2024, net of accumulated amortization. The valuation of each of the identified intangibles was performed using broadly accepted valuation methodologies and techniques. Customer Relationships.
Intangible Assets Our identified intangible assets, consisting of customer relationships, trademarks and trade names, and technology, are recorded at $76.6 million at December 31, 2025, net of accumulated amortization. The valuation of each of the identified intangibles was performed using broadly accepted valuation methodologies and techniques. Customer Relationships.
For information pertaining to the net sales and operating profit attributed to our segments, refer to Note 20, " Segment Information ," included in Item 8, " Financial Statements and Supplementary Data ," within this Form 10-K. Each of our segments is described in more detail on the following pages.
For additional information pertaining to our segments, refer to Note 21, " Segment Information ," included in Item 8, " Financial Statements and Supplementary Data ," within this Form 10-K. Each of our segments is described in more detail on the following pages.
Many of these products are customer-specific and are manufactured utilizing customer-qualified and proprietary processes. The products also satisfy rigorous customer requirements or meet unique aerospace industry standards, and as such, we believe there are a limited set of competitors. We believe our brands are well established and recognized in their markets.
Many of these products are customer-specific and are manufactured utilizing customer-qualified and proprietary processes. The products also satisfy rigorous customer requirements or meet unique aerospace industry standards, and as such, we believe there are a limited set of competitors.
Our labor agreement with the United Automobile, Aerospace and Agricultural Implement Workers of America (UAW) at our TriMas Aerospace facility in Commerce, California, expired in August 2024, at which time the UAW initiated a strike, which lasted approximately ten weeks.
We cannot predict the impact of any further unionization of our workplace. Our labor agreement with the United Automobile, Aerospace and Agricultural Implement Workers of America (UAW) at our TriMas Aerospace facility in Commerce, California, expired in August 2024, at which time the UAW initiated a strike, which lasted approximately ten weeks.
In February 2025, we announced the completion of the acquisition of the aerospace business of GMT Gummi-Metall-Technik GmbH (“GMT Aerospace”), a Germany-based leading developer and manufacturer of tie-rods and rubber-metal anti-vibration products for both commercial and military aerospace applications.
In February 2025, we announced the completion of the acquisition of the aerospace business of GMT Gummi-Metall-Technik GmbH (which is now known as "TriMas Aerospace Germany"), a leading developer and manufacturer of tie-rods and rubber-metal anti-vibration products for both commercial and military aerospace applications.
We strive to maintain workplaces that are free from discrimination or harassment on the basis of race, ethnicity, color, national origin, religion, age, gender, gender identity and expression, genetic information, sexual orientation, protected veteran status, disability or any other characteristic protected by applicable laws. Talent Development We believe that a talented, engaged and dynamic workforce is vital to our success.
We strive to maintain workplaces that are free from discrimination or harassment on the basis of race, ethnicity, color, national origin, religion, age, gender, gender identity and expression, genetic information, sexual orientation, protected veteran status, disability or any other characteristic protected by applicable laws.
Our Aerospace brands include Monogram Aerospace Fasteners ® , Allfast ® Fastening Systems, Mac Fasteners™, RSA Engineered Products™, Weldmac Manufacturing Company™, Martinic Engineering™ and TFI Aerospace™, which are also marketed under the TriMas Aerospace brand (all of which make up the TriMas Aerospace™ group and are collectively reported in the Aerospace segment).
Our Aerospace brands include Monogram Aerospace Fasteners ® , Allfast ® Fastening Systems, Mac Fasteners™, RSA Engineered Products™, Weldmac Manufacturing Company™, Martinic Engineering™ and TFI Aerospace™, all of which make up the TriMas Aerospace™ group.
Some of these environmental laws hold owners or operators of land or businesses liable for their own and for previous owners' or operators' releases of hazardous or toxic substances or wastes. Other environmental laws and regulations require obtaining and complying with environmental permits. To date, costs of complying with environmental, health and safety requirements have not been material.
Some of these environmental laws hold owners or operators of land or businesses liable for their own and for previous owners' or operators' releases of hazardous or toxic substances or wastes. Other environmental laws and regulations require obtaining and complying with environmental permits.
However, we must comply with existing and pending climate change legislation, regulation and international treaties or accords. Future events, including those relating to climate change or greenhouse gas regulation could require us to incur expenses related to the modification or curtailment of operations, installation of pollution control equipment or investigation and cleanup of contaminated sites.
Future events, including those relating to climate change or greenhouse gas regulation could require us to incur expenses related to the modification or curtailment of operations, installation of pollution control equipment or investigation and cleanup of contaminated sites.
Packaging (55% of 2024 net sales) We believe the TriMas Packaging group is a leading designer, developer and manufacturer of specialty, highly-engineered polymeric and steel closure and dispensing systems for a range of end markets, including consumer packaging (beauty & personal care, food & beverage, and home care), life science and industrial markets.
Packaging (83% of 2025 net sales) We believe TriMas Packaging is a leading designer, developer and manufacturer of specialty, highly engineered polymeric and steel closure and dispensing systems serving a broad range of end markets, including consumer packaging (beauty and personal care, food and beverage, and home care), as well as life sciences and industrial applications.
TriMas Packaging's end customers include, but are not limited to, consumer packaged goods, personal care, beauty and cosmetic, medical, pharmaceutical, nutraceutical, food and beverage, industrial, agricultural, chemical, and cleaning and sanitary supply companies. We also provide products into applications used by warehouse clubs, e-retailers and quick-service restaurants.
TriMas Packaging’s end customers span a broad range of markets, including consumer packaged goods, personal care, beauty and cosmetic, medical, pharmaceutical, nutraceutical, food and beverage, industrial, agricultural, chemical, and cleaning and sanitary supply companies. We also supply products for applications used by warehouse clubs, e‑retailers and quick‑service restaurants.
We believe that Norris has a reputation for high-quality cylinders used in a variety of applications, including industrial gas, welding and cutting, government, medical, laboratories, food and beverage technology, breathing air, fire protection and aviation. • Comprehensive Product Offering . We believe our businesses within Specialty Products, particularly Norris Cylinder, offer comprehensive product offerings that meets their customers' needs.
We believe that Norris has a reputation for high-quality cylinders used in a variety of applications, including industrial gas, welding and cutting, government, medical, laboratories, food and beverage technology, breathing air, fire protection and aviation.
Given the nature of the components TriMas Aerospace manufactures, it can ship products efficiently to Europe, South America and Asia.
TriMas Aerospace's manufacturing facilities are located in the United States, Canada and Germany. Given the nature of the components TriMas Aerospace manufactures, it can ship products efficiently to Europe, South America and Asia.
We believe these businesses are well-established and recognized in the end markets they serve. 10 Table of Contents TriMas' Norris Cylinder business is a leading designer, manufacturer and distributor of highly-engineered, large, intermediate and small size, high and low-pressure Type 1 steel cylinders for the transportation, storage and dispensing of packaged and compressed gases.
TriMas' Norris Cylinder business is a leading designer, manufacturer and distributor of highly-engineered, large, intermediate and small-sized, high and low-pressure Type 1 steel cylinders used in the transportation, storage and dispensing of packaged and compressed gases.
Seasonality TriMas does not typically experience significant seasonal fluctuation, other than our fourth quarter, which in past years has tended to be the lowest net sales quarter of the year given holiday shutdowns by certain of our customers and other customers deferring capital spending to the following year. 13 Table of Contents Government Regulations Environmental Matters We are subject to increasingly stringent environmental laws and regulations, including those relating to air emissions, wastewater discharges, and chemical and hazardous waste management and disposal.
Seasonality TriMas does not typically experience significant seasonal fluctuation, other than our fourth quarter, which in past years has tended to be the lowest net sales quarter of the year given holiday shutdowns by certain of our customers and other customers deferring capital spending to the following year.
TriMas is committed to providing a safe and healthy workplace and complying with applicable safety and health laws, regulations and internal requirements. We are also committed to engaging our employees to continually improve health and safety by acting upon opportunities to reduce risk and improve our safety and health performance, and offer training programs on a regular basis.
TriMas is committed to providing a safe and healthy workplace and to complying with all applicable safety and health laws, regulations and internal requirements. We actively engage employees in our health and safety efforts by identifying opportunities to reduce risk, improve safety performance, and strengthen our safety culture.
Website Access to Company Reports We use our corporate website, www.trimas.com, as a channel for routine distribution of important information, including news releases, company presentations and links to our businesses' websites, as well as reinforcing our commitment to sustainability as evidenced by our Sustainability Reports.
Available Information We routinely use our corporate website, www.trimas.com, as a channel for the public dissemination of important company information, including press releases, investor presentations, links to our businesses’ websites and information related to our commitment to sustainability, as reflected in our Sustainability Reports. Our website also provides access to financial and investor‑related information.
We also provide financial information on our website and post filings as soon as reasonably practicable after they are electronically filed with, or furnished to, the SEC, including our annual, quarterly, and current reports on Forms 10-K, 10-Q and 8-K, our proxy statements and any amendments to those reports or statements.
We make available, free of charge, copies of our annual, quarterly and current reports on Forms 10‑K, 10‑Q and 8‑K, along with proxy statements and any amendments to such reports, as soon as reasonably practicable after these materials are electronically filed with, or furnished to, the SEC. These materials are accessible through the Investors section of our website.
Given the wide range of applications for many of our products, we rely upon a combination of a direct sales force and an established network of distributors familiar with the end-users. Our primary customers include industrial gas producers and distributors, welding equipment distributors, equipment manufacturers and the Department of Defense.
Marketing, Customers and Distribution The customers of our Specialty Products segment operate in the broader industrial end markets, including manufacturing, construction and welding, fire suppression and oxygen applications. Given the wide range of applications for many of our products, we rely upon a combination of a direct sales force and an established network of distributors familiar with the end-users.
TriMas Aerospace works directly with aircraft manufacturers to develop and test new products and improve existing products. TriMas Aerospace’s primary customers include OEMs, supply chain distributors, Tier One suppliers and the United States government. TriMas Aerospace's manufacturing facilities are located in the United States and Canada.
Although the markets for fasteners are highly competitive, we provide products and services primarily for specialized applications, and compete principally on technology, quality and service. TriMas Aerospace works directly with aircraft manufacturers to develop and test new products and improve existing products. TriMas Aerospace’s primary customers include OEMs, supply chain distributors, Tier One suppliers and the United States government.
Depending on the product and customers served, our competitors include Aptar, Bericap, Berry Global (soon to be part of Amcor), Comar, Greif, Mold-Rite, Phoenix Closures, Silgan, Technocraft and other smaller private companies located in Asia. 8 Table of Contents Aerospace (32% of 2024 net sales) We believe the TriMas Aerospace group is a leading designer and manufacturer of a diverse range of products, including, but not limited to, highly-engineered fasteners, collars, blind bolts, rivets, ducting and connectors for air management systems, formed metal components and assemblies, and other highly-engineered machined parts and components, for use in focused markets within the aerospace and defense industry.
Aerospace We believe the TriMas Aerospace group is a leading designer and manufacturer of a diverse range of products, including, but not limited to, highly-engineered fasteners, collars, blind bolts, rivets, ducting and connectors for air management systems, formed metal components and assemblies, and other highly-engineered machined parts and components, for use in focused markets within the aerospace and defense industry.
TriMas Packaging designs and manufactures dispensing products (including foaming pumps, lotion, hand soap and sanitizer pumps, beverage dispensers, perfume sprayers and trigger sprayers), polymeric and steel caps and closures (including food lids, flip-top closures, child resistant caps, drum and pail closures, and flexible spouts), polymeric jar products, and fully integrated dispensers for fill-ready, flexible bag-in-box applications, for a variety of consumer product markets including, but not limited to, the beauty & personal care, home care, food & beverage and industrial end markets.
Our product offerings include dispensing systems, such as foaming pumps, lotion, hand soap and sanitizer pumps, beverage dispensers, perfume sprayers and trigger sprayers, along with polymeric and steel caps and closures, including food lids, flip‑top closures, child‑resistant caps, drum and pail closures, and flexible spouts. We also manufacture polymeric jar products and fully integrated dispensers for fill‑ready, flexible bag‑in‑box applications.
In addition, Norris Cylinder offers a complete line of steel cylinders used to contain and dispense acetylene gas for the heating, ventilation and air conditioning (HVAC) and construction end markets. Norris Cylinder's products meet the rigorous standards required by the U.S. Department of Transportation (DOT) or International Standards Organization (ISO), which certifies a cylinder's adequacy to perform in specific applications.
Norris Cylinder's products meet the rigorous standards required by the U.S. Department of Transportation (DOT) or International Standards Organization (ISO), which certifies a cylinder's adequacy to perform in specific applications.
These objectives are reinforced by our Code of Conduct, our global policies, including our Global Human Rights Policy, Supplier Code of Conduct, and Environment, Health & Safety Policy, as well as our commitment to sustainability as evidenced by our annual Sustainability Reports. 12 Table of Contents Commitment to Safety Our first objective under the TBM is the health and safety of our employees, including anyone who conducts business on our behalf.
These human capital resources objectives, taken together, may be material to understanding our business under certain circumstances. These objectives are reinforced by our Code of Conduct, our global policies, including our Global Human Rights Policy, Supplier Code of Conduct, and Environment, Health & Safety Policy, as well as our commitment to sustainability as evidenced by our annual Sustainability Reports.
Steel is purchased primarily from steel mills and service centers, and on a more localized basis. Changing global dynamics for steel production, supply and pricing may continue to present a challenge to our business.
Steel is purchased primarily from steel mills and service centers, and on a more localized basis. Changing global dynamics for steel may continue to present challenges in supply or pricing for our business. Historically, we have experienced volatility in costs and availability of our raw material purchases and have worked with our suppliers to manage costs and disruptions in supply.
Norris Cylinder's large high-pressure seamless gas cylinders are used principally for shipping, storing and dispensing oxygen, nitrogen, argon, helium and other compressed gases for use in industrial, heath care and defense end markets.
Norris Cylinder's large, high-pressure seamless cylinders are used primarily for shipping, storing and dispensing oxygen, nitrogen, argon, helium and other compressed gases serving industrial, health care and defense end markets. In addition, Norris Cylinder offers a complete line of steel cylinders for containing and dispensing acetylene gas used in the heating, ventilation and air conditioning (HVAC) and construction end markets.
We continue to work on our engagement as a company, with managers actively facilitating engagement discussions with their teams and developing action plans to ensure progress and continuous improvement. Workplace Belonging We believe we are at our best when we bring together unique perspectives, experiences and ideas, and actively build inclusive work environments across our global locations.
Through these ongoing efforts, we continue to strengthen engagement, enhance performance and foster a culture of continuous improvement across TriMas. Workplace Belonging We believe we are at our best when we bring together unique perspectives, experiences and ideas, and actively build inclusive work environments across our global locations.
Given the focused nature of many of our products, TriMas Aerospace relies upon a global sales and technical team that is knowledgeable of both OEM customers and the established network of independent distributors. Although the markets for fasteners are highly competitive, we provide products and services primarily for specialized applications, and compete principally on technology, quality and service.
Marketing, Customers and Distribution TriMas Aerospace serves OEM, distribution and aftermarket customers on a wide variety of platforms. Given the focused nature of many of our products, TriMas Aerospace relies upon a global sales and technical team that is knowledgeable of both OEM customers and the established network of independent distributors.
However, the nature of our operations and our long history of industrial activities at certain of our current or former facilities, as well as those acquired, could potentially result in material environmental liabilities. Current environmental laws and regulations have not had a material impact on our business, capital expenditures or financial position.
The nature of our operations and our long history of industrial activities at certain of our current or former facilities, as well as those acquired, could potentially result in material environmental liabilities. For further information on our environmental liabilities, see Note 16, " Commitments and Contingencies ," to our consolidated financial statements in "Item 8.
We have one facility, located in Commerce, California, where our hourly employees operate under a collective bargaining agreement, and which represents 13% of our U.S. employees. We have six facilities outside of the United States where our employees are affiliated with work councils, which covers 13% of our non-U.S. employees.
Human Capital Resources As of December 31, 2025, including our Aerospace business, we employed approximately 3,700 people, of which 41% were located outside the United States. We have one facility, located in Commerce, California, where our hourly employees operate under a collective bargaining agreement, and which represents 13% of our U.S. employees.
Our Norris Cylinder business has locations in Longview, Texas, and Huntsville, Alabama, which have numerous hot and cold forging and metalworking pieces of equipment and processes.
Our Norris Cylinder business has locations in Longview, Texas, and Huntsville, Alabama, which have numerous hot and cold forging and metalworking pieces of equipment and processes. While there are other manufacturers of steel cylinders globally, the installation of Type 1 steel cylinder manufacturing processes and adding new capacity is a lengthy and costly investment.
TriMas Packaging also manufactures airless dispensers for pharmaceutical applications, polymerase chain reaction (PCR) test kits for blood testing applications, components for vascular delivery and blood testing, and child resistant closures and containers, as part of its growing presence serving the life sciences end markets. In February 2023, we acquired Aarts Packaging B.V.
In addition, we produce airless dispensers for pharmaceutical applications, polymerase chain reaction (PCR) test kits for blood‑testing uses, components for vascular delivery and blood testing, and child‑resistant closures and containers as part of our expanding presence in the life sciences end markets. We support our global customer base through a worldwide network of sales, manufacturing and distribution sites.
Our brands are long-term, certified suppliers of aerospace original equipment manufacturers ("OEMs") or Tier One suppliers, and have been serving the aerospace industry for decades.
Our customer-specified and/or qualified products are used in the production of significant long-term aircraft programs, including most Boeing and Airbus commercial jetliner programs. We believe our brands are well established and recognized in their markets. Our brands are long-term, certified suppliers of aerospace original equipment manufacturers ("OEMs") or Tier One suppliers, and have been serving the aerospace industry for decades.
We strive to incorporate the concept of sustainability into our decision-making model and continue to increase the importance of sustainability in everything we do. 5 Table of Contents Our Businesses We report the results of our operations in three segments, which had net sales and operating profit for the year ended December 31, 2024 as follows: Packaging (net sales: $512.3 million; operating profit: $68.1 million), Aerospace (net sales: $294.2 million; operating profit: $33.8 million) and Specialty Products (net sales: $118.5 million; operating loss: $2.0 million).
Our Businesses We report the results of our continuing operations in two segments, which had net sales and operating profit for the year ended December 31, 2025 as follows: Packaging (net sales: $535.5 million; operating profit: $68.1 million) and Specialty Products (net sales: $110.2 million; operating profit: $4.2 million).
A significant portion of our products have customized designs that are developed and engineered to address customer-specific technical, marketing and sustainability needs, helping to distinguish our customers' products from those of their competitors. For example, the customization of specialty plastic caps, closures and dispensers including branding, unique colors, collar sizes, lining and venting results in substantial customer loyalty.
A significant portion of our products are custom‑designed and engineered to meet customer‑specific technical, branding and sustainability requirements, helping distinguish their products in the marketplace. Customization of specialty caps, closures and dispensers, including unique colors, sizes, branding elements and performance features, can help drive customer loyalty.
We believe employee relations throughout our organization are positive and we are not aware of any present active union organizing activities at any of our facilities. We cannot predict the impact of any further unionization of our workplace.
We have six facilities outside of the United States where our employees are affiliated with work councils, which covers 13% of our non-U.S. employees. We believe employee relations throughout our organization are positive and we are not aware of any present active union organizing activities at any of our facilities.
The content on any website referred to in this Annual Report on Form 10-K is not incorporated by reference into this Annual Report on Form 10-K unless expressly noted. 15 Table of Contents
The SEC also maintains a website at www.sec.gov, which contains reports, proxy and information statements, and other information regarding issuers that file electronically with the SEC. The content of any website referenced in this Annual Report on Form 10‑K is not incorporated by reference into this Annual Report on Form 10‑K unless expressly noted. 12 Table of Contents
We believe our businesses share important and distinguishing characteristics, including: well-recognized brand names in the markets we serve; innovative produc t technologies and features; customer-approved processes and qualified products; strong cash flow generation; long-term growth opportunities; and a commitment to sustainability.
We believe our businesses share important attributes, including: innovative produc t technologies and features; customer-approved processes and qualified products; demonstrated operating discipline; strong cash generation; long-term growth opportunities; and a commitment to sustainability. Headquartered in Bloomfield Hills, Michigan, TriMas, including our Aerospace operations, has approximately 3,700 employees who serve our customers from 37 manufacturing and support locations in 13 countries.
We believe that we are a leader in one-sided installation (OSI), or blind bolt, applications with significant market share in all blind fastener product categories in which we compete. Specialty Products (13% of 2024 net sales) During 2024, our Specialty Products segment was comprised of our Norris Cylinder and Arrow Engine Company businesses.
We believe that we are a leader in one-sided installation (OSI), or blind bolt, applications with significant market share in all blind fastener product categories in which we compete. 8 Table of Contents TriMas' Acquisition Strategy Strategic acquisitions are a core component of TriMas’ long-term growth strategy and a key lever to complement our organic growth initiatives.
We do not believe that there is a single competitor that matches our entire product offering.
Competition TriMas Packaging has a broad range of products in closure, dispensing and flexible packaging systems, and therefore has various competitors in each of our product offerings. We do not believe that there is a single competitor that matches our entire product offering.
TriMas Packaging has manufacturing and support facilities in the United States, Mexico, Brazil, the United Kingdom, the Netherlands, Germany, Italy, Slovakia, China, India, Vietnam and Australia. Competition TriMas Packaging has a broad range of products in closure, dispensing and flexible packaging systems, and therefore has various competitors in each of our product offerings.
Our products may be sold directly to end customers or provided through filling and packaging intermediaries when specified by the end customer. TriMas Packaging has manufacturing and support facilities in the United States, Mexico, Brazil, the United Kingdom, the Netherlands, Germany, Italy, Slovakia, China, India, Vietnam and Australia.
We believe these moves will better shape our presence in higher growth end markets, improve our overall portfolio by building out our two highest growth platforms and augment long-term core growth. Materials and Supply Arrangements Our largest raw material purchases are for resins (such as polypropylene and polyethylene), steel, aluminum, super alloys, and other metal and non-metal-based purchased components.
We believe a disciplined approach to portfolio management will continue to strengthen our competitive position and support sustainable, long-term value creation as we deploy capital thoughtfully and strategically. Materials and Supply Arrangements Our largest raw material purchases are for resins (such as polypropylene and polyethylene), steel, aluminum and other metal and non-metal-based purchased components.
Historically, we have experienced volatility in costs and availability of our raw material purchases and have worked with our suppliers to manage costs and disruptions in supply. We also utilize pricing programs to pass increased steel, resin and other raw material costs on to customers.
We also utilize pricing programs to pass increased steel, resin and other raw material costs on to customers. Although we may experience delays in our ability to implement price increases related to material costs, we have been generally able to recover such increased costs.
Arrow Engine manufactures its own engine line and also offers a wide variety of spare parts for various industrial engines not manufactured by Arrow Engine. On January 31, 2025, we announced the successful completion of the previously announced sale of the Arrow Engine business, facilitating an exit of our direct presence in the oil and gas end market.
On January 31, 2025, we closed the previously announced divestiture of the Arrow Engine business, marking our exit from direct participation in the oil and gas end market.
TriMas maintains comprehensive safety programs focused on identifying hazards and eliminating risks that can lead to work-place injuries. Employee Engagement At TriMas, a commitment to continuous improvement is one of our core values and imperative to our long-term success.
This includes providing regular training and maintaining comprehensive safety programs focused on hazard identification, risk mitigation, and the prevention of workplace injuries. 9 Table of Contents Employee Engagement At TriMas, a commitment to continuous improvement is a core value and a critical driver of our long-term success.
We believe TriMas is uniquely positioned to leverage our relatively low debt profile and strong free cash flow profile to identify and complete acquisitions annually as part of our capital allocation strategy.
With a strong free cash flow profile and a relatively low level of debt, we believe TriMas is well-positioned to consistently pursue acquisitions as part of our disciplined capital allocation approach. If the planned sale of TriMas Aerospace is consummated, we expect to receive approximately $1.2 billion in net after-tax cash proceeds.
Other factors considered include the expected use of the technology by the operating groups, the expected useful life of the product and/or product programs to which the technology relates, and the rate of technology adoption by the industry.
Other factors considered include the expected use of the technology by the operating groups, the expected useful life of the product and/or product programs to which the technology relates, and the rate of technology adoption by the industry. 11 Table of Contents International Operations On a continuing operations basis, of our net sales for the year ended December 31, 2025, 36.8% were derived from sales by our businesses located outside of the United States, and 47.6% of our long-lived assets as of December 31, 2025 were located outside of the United States.
Norris Cylinder is the only remaining high pressure, Type 1 forged steel cylinder manufacturer in the United States. TriMas' Acquisition Strategy TriMas views the pursuit of strategic bolt-on acquisitions as core to augmenting its organic growth and achieving our overarching corporate strategy.
Norris Cylinder is the only remaining high-pressure, Type 1 forged steel cylinder manufacturer in the United States.
We believe TriMas Packaging's flexible footprint provides us with multiple alternatives for production to best meet customer requirements and helps mitigate the impacts of potential trade disruption. Marketing, Customers and Distribution TriMas Packaging accesses its markets through direct sales to customers, as well as through leading distributors, where it has enjoyed favorable, long-standing relationships.
TriMas Packaging also continues to build a strong intellectual property portfolio, with numerous issued patents each year and additional patent applications pending. 6 Table of Contents Marketing, Customers and Distribution TriMas Packaging accesses its markets through direct sales to customers, as well as through leading distributors, where it has enjoyed favorable, long-standing relationships.
We are committed to a culture of Kaizen and operational excellence, and we provide employees with the opportunity to receive frequent performance feedback. On a regular basis throughout the year, employees have goal alignment, performance and career development discussions with their managers (via annual goal setting, mid-year and year-end performance and talent reviews).
Throughout the year, employees participate in goal alignment, performance, and career development conversations with their managers, including annual goal setting as well as mid‑year and year‑end performance and talent reviews. These discussions provide candid feedback on performance against objectives, identify strengths and development opportunities, and support ongoing growth and progression within the organization.
The majority of TriMas Packaging's manufacturing facilities around the world have advanced injection molding machines required to manufacture precision-engineered dispensing and closure components, as well as automated, high-speed assembly equipment for multi-component products.
With the capability to manufacture most products in North America, Europe and Asia, we align production locations with customer needs, timing, cost and available capacity. Most of our facilities operate advanced injection‑molding and automated, high‑speed assembly equipment for precision‑engineered dispensing and closure components.
We seek to hire, develop and retain individuals who embrace and thrive in our culture. Our culture is grounded in our values: Integrity, Customer-focused, Teamwork, Results-driven and Continuous Improvement. Our businesses strive to build robust talent pipelines through targeted recruitment initiatives across our global footprint. Our programs are intended to ensure seamless onboarding for our new employees.
Talent Development We believe that a talented, engaged and dynamic workforce is essential to TriMas' long-term success. We seek to attract, develop and retain individuals who thrive in our culture and are aligned with our values: Safety First, Integrity, Accountability, Customer-focused, Teamwork, Results-driven and Continuous Improvement.
Overall, we typically seek to acquire adjacent product lines that expand our existing product offerings, gain access to new customers and end markets, expand our geographic footprint and/or capitalize on scale and cost efficiencies. • Drive Enhanced Cash Conversion.
Our acquisition approach focuses on adjacent product lines that broaden and elevate our portfolio, provide access to new customers and end markets, expand our geographic reach, and create scale or cost efficiencies. If the planned sale of TriMas Aerospace is consummated, we expect to receive net cash proceeds of approximately $1.2 billion.
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Headquartered in Bloomfield Hills, Michigan, TriMas has approximately 3,900 employees who serve our customers from 37 manufacturing and support locations in 13 countries. During 2024, our net sales were $925.0 million, operating profit was $47.2 million, and net ca sh provided by operating activities was $63.8 million.
Added
On November 4, 2025, we entered into an Equity Purchase Agreement (the “Purchase Agreement”) with Takeoff Buyer, Inc. (the “Purchaser”), an affiliate of Tinicum L.P. and funds managed by Blackstone, Inc., to sell TriMas Aerospace. The purchase price for the sale of TriMas Aerospace consists of approximately $1.45 billion in cash, subject to customary adjustments.
Removed
Approximately 77% of our 2024 net sales were generated from sales in North America. Our Competitive Strengths TriMas reports its operating activities in three segments: Packaging, Aerospace and Specialty Products. Our management team believes TriMas is uniquely positioned because of a number of competitive strengths, including: • Well-Recognized and Established Brands.
Added
The sale of TriMas Aerospace is expected to close in the first quarter of 2026, subject to the satisfaction or waiver of customary and other closing conditions.
Removed
Our main Packaging brands include Rieke ® , Affaba & Ferrari™, Taplast™, Rapak ® and Aarts Packaging™, which are also marketed under the TriMas Packaging brand, and Intertech™ and Omega Plastics™, which are also marketed under the TriMas Life Sciences brand (all of which make up the TriMas Packaging group and are collectively reported in the Packaging segment).
Added
As a result, the financial results of our Aerospace segment are presented as a discontinued operation and the assets and liabilities have been retrospectively reclassified to assets and liabilities held for sale for all periods presented in the financial statements included in this Annual Report of Form 10-K During 2025, our net sales from continuing operations were $645.7 million, operating profit from continuing operations was $41.3 million, and net cash provided by operating activities was $117.5 million.
Removed
Norris Cylinder™ is the main brand reported within the Specialty Products segment. We believe each of our go-to-market brands is well-recognized and firmly established in the end markets we serve.
Added
We continue to prioritize investments that enhance and protect our product designs and manufacturing competencies. Our proprietary manufacturing processes, advanced automation and specialized technical capabilities are often difficult and costly to replicate, providing a competitive advantage. TriMas Packaging delivers a consistent pipeline of new and enhanced solutions that improve functionality, aesthetics and sustainability.
Removed
We believe our brands represent high standards and a commitment to quality and service that our customers rely on, and in many cases certify or audit, when making their sourcing decisions. • Innovative and Proprietary Manufacturing and Product Technologies.
Added
Our recent product innovations include fully recyclable Singolo™ polymeric pumps made from a single material; an expanded line of all‑plastic foamers and small‑dosage treatment pumps; and tethered caps designed to improve recyclability. Additional offerings include certified flame‑mitigation closures and patent‑pending child‑resistant closures engineered with less plastic to reduce environmental impact without compromising performance.
Removed
We continue to place a priority on investing in innovation to enhance and protect our product designs, brand names, and manufacturing processes and competencies. • Customer-Focused Solutions and Long-Term Customer Relationships. We work collaboratively with our customers to design new product applications that help satisfy rapidly changing preferences in the marketplace.
Added
We also continue to support customers in medical and wellness markets with high‑precision, technically advanced components used in testing, diagnostics and treatment applications. TriMas Packaging’s emphasis on engineering excellence and intellectual property protection has resulted in a growing global patent portfolio, with 27 patents filed and 18 issued in 2025. • Long-Term Customer Relationships and Customer-Focused Solutions.
Removed
As a recognized leader in many of our end markets, customers partner with us during the design, product development and production life cycle.
Added
We believe that TriMas has long‑standing relationships with many of the world’s leading consumer, industrial and life sciences companies, supported by product lines and businesses that customers have relied on for decades.
Removed
These ongoing relationships, often developed over decades, coupled with our expertise in innovation and application engineering, position us to win new and replacement business with our customers when they launch new products or programs. • Experienced Management Team.
Added
Rieke ® , part of our Packaging group, for example, has operated for more than a century, while Norris Cylinder™, with over 70 years of experience, is a large manufacturer of high‑ and low‑pressure cylinders.
Removed
Given the range of product and process technologies within each of our businesses, TriMas' success is a function of our experienced management team.
Added
Across key product categories, we serve as an integral supplier, providing the technical expertise, reliability and innovation our customers depend on for product launches and ongoing programs. We collaborate closely with customers throughout the design, development and production life cycle to deliver solutions that meet evolving technical, marketing and sustainability requirements.
Removed
In each of our businesses, including businesses we have acquired, we have members of our leadership team that have served the vast majority of their careers, and have extensive and often times unique experience, in the industries we operate. The TriMas management team is focused and committed to continuously improving Company performance and growing shareholder value.
Added
A significant portion of our offerings are customized, including specialty caps, closures and dispensing solutions featuring tailored colors, collar sizes, venting, lining and precision‑metering options.

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Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

54 edited+29 added−11 removed86 unchanged
Biggest changeA number of governments or governmental bodies have introduced or are contemplating introducing regulatory changes in response to climate change, including regulating greenhouse gas emissions. Some of these laws hold owners or operators of land or businesses liable for their own and for previous owners' or operators' releases of hazardous or toxic substances or wastes.
Biggest changeWe are subject to increasingly stringent environmental laws and regulations, including those relating to air emissions, wastewater discharges and chemical and hazardous waste management and disposal. A number of governments or governmental bodies have introduced or are contemplating introducing regulatory changes in response to climate change, including regulating greenhouse gas emissions.
International operations, particularly sales to emerging markets and manufacturing in non-U.S. countries, are subject to risks that are not present within U.S. markets, which include, but are not limited to, the following: • Volatility of currency exchange between the U.S. dollar and currencies in international markets; • Changes in local government regulations and policies including, but not limited to, foreign currency exchange controls or monetary policy, governmental embargoes, repatriation of earnings, expropriation of property, duty or tariff restrictions, investment limitations and tax policies; • Political and economic instability and disruptions, including labor unrest, civil strife, public health crises (including viral outbreaks such as the coronavirus), acts of war, guerrilla activities, insurrection and terrorism; • Legislation that regulates the use of chemicals; • Disadvantages of competing against companies from countries that are not subject to U.S. laws and regulations, including the Foreign Corrupt Practices Act ("FCPA"); • Compliance with international trade laws and regulations, including export control and economic sanctions, such as anti-dumping duties; • Difficulties in staffing and managing multi-national operations; • Limitations on our ability to enforce legal rights and remedies; • Tax inefficiencies in repatriating cash flow from non-U.S. subsidiaries that could affect our financial results and reduce our ability to service debt; • Reduced protection of intellectual property rights; and 19 Table of Contents • Other risks arising out of foreign sovereignty over the areas where our operations are conducted.
International operations, particularly sales to emerging markets and manufacturing in non-U.S. countries, are subject to risks that are not present within U.S. markets, which include, but are not limited to, the following: • Volatility of currency exchange between the U.S. dollar and currencies in international markets; • Changes in local government regulations and policies including, but not limited to, foreign currency exchange controls or monetary policy, governmental embargoes, repatriation of earnings, expropriation of property, duty or tariff restrictions, investment limitations and tax policies; • Political and economic instability and disruptions, including labor unrest, civil strife, public health crises (including viral outbreaks such as the coronavirus), acts of war, guerrilla activities, insurrection and terrorism; • Legislation that regulates the use of chemicals; • Disadvantages of competing against companies from countries that are not subject to U.S. laws and regulations, including the Foreign Corrupt Practices Act ("FCPA"); • Compliance with international trade laws and regulations, including export control and economic sanctions, such as anti-dumping duties; 16 Table of Contents • Difficulties in staffing and managing multi-national operations; • Limitations on our ability to enforce legal rights and remedies; • Tax inefficiencies in repatriating cash flow from non-U.S. subsidiaries that could affect our financial results and reduce our ability to service debt; • Reduced protection of intellectual property rights; and • Other risks arising out of foreign sovereignty over the areas where our operations are conducted.
Sales of our consumer and industrial packaging products decreased in 2023, which we believe was due to lower customer order activity given high customer stocking levels, as well as continuing uncertainty around consumer sentiment as a result of the inflationary environment.
Further, sales of our consumer and industrial packaging products decreased in 2023, which we believe was due to lower customer order activity given high customer stocking levels, as well as continuing uncertainty around consumer sentiment as a result of the inflationary environment.
We may encounter various risks in pursuing such strategic transactions, including the possible inability to integrate an acquired business into our operations, increased expenses, increased debt obligations to finance such strategic transactions and unanticipated problems or liabilities. 16 Table of Contents In addition, we may dispose of assets or businesses at a price or on terms that are less favorable than we had anticipated, or with the exclusion of assets that must be divested or run off separately.
We may encounter various risks in pursuing such strategic transactions, including the possible inability to integrate an acquired business into our operations, increased expenses, increased debt obligations to finance such strategic transactions and unanticipated problems or liabilities. 13 Table of Contents In addition, we may dispose of assets or businesses at a price or on terms that are less favorable than we had anticipated, or with the exclusion of assets that must be divested or run off separately.
Because of the significance of our goodwill and intangible assets, and based on the magnitude of historical impairment charges, any future impairment of these assets could have a material adverse effect on our financial results. 17 Table of Contents Our business may be exposed to risks associated with an increasingly concentrated customer base.
Because of the significance of our goodwill and intangible assets, and based on the magnitude of historical impairment charges, any future impairment of these assets could have a material adverse effect on our financial results. 14 Table of Contents Our business may be exposed to risks associated with an increasingly concentrated customer base.
While no individual customer accounted for 10% or more of our consolidated net sales for 2024, 2023 or 2022, our customer base has become, and may further become, increasingly concentrated as a result of our strategy to focus on growing sales with existing customers in packaging end markets, or due to customer consolidations.
While no individual customer accounted for 10% or more of our consolidated net sales for 2025, 2024 or 2023, our customer base has become, and may further become, increasingly concentrated as a result of our strategy to focus on growing sales with existing customers in packaging end markets, or due to customer consolidations.
The degree to which these changes in U.S. trade policies, or the trade policies of other counties, affect our financial condition and results of operations will be influenced by the specific details of the changes in trade policies, their timing and duration, and our effectiveness in deploying tools and strategies to address these issues.
The degree to which these changes in U.S. trade policies, or the trade policies of other countries, affect our financial condition and results of operations will be influenced by the specific details of the changes in trade policies, their timing and duration, and our effectiveness in deploying tools and strategies to address these issues.
We are exposed to highly cyclical end markets for industrial goods, and to a lesser extent, aerospace and consumer products.
We are exposed to highly cyclical end markets for industrial goods, and to a lesser extent, consumer products.
The United States government has indicated its intent to alter its approach to international trade policy and in some cases to renegotiate, or potentially terminate, certain existing bilateral or multi-lateral trade agreements and treaties with foreign countries.
The United States government has altered its approach to international trade policy and, in some cases, indicated its intent to renegotiate, or potentially terminate, certain existing bilateral or multi-lateral trade agreements and treaties with foreign countries.
The majority of our leases are categorized as operating leases and are not considered indebtedness for purposes of our debt instruments. Human Capital Risks We depend on the services of key individuals and relationships, the loss of which could materially harm us.
The majority of our leases are categorized as operating leases and are not considered indebtedness for purposes of our debt instruments. 21 Table of Contents Human Capital Risks We depend on the services of key individuals and relationships, the loss of which could materially harm us.
Our largest raw material purchases are for resins (such as polypropylene and polyethylene), steel, aluminum superalloys (such as titanium, A286 stainless steel and Inconel) and other oil and metal-based purchased components, each of which have experienced recent cost volatility. Prices for these products, along with costs for transportation and energy, fluctuate with market conditions, and have generally increased over time.
Our largest raw material purchases are for resins (such as polypropylene and polyethylene), steel, aluminum, and other oil and metal-based purchased components, each of which have experienced recent cost volatility. Prices for these products, along with costs for transportation and energy, fluctuate with market conditions, and have generally increased over time.
While we maintain some of our critical information systems, we are also dependent on third parties to provide important services relating to, among other things, operational technology at our facilities, human resources, electronic communications and certain finance functions.
We depend on integrated information systems to conduct our business. While we maintain some of our critical information systems, we are also dependent on third parties to provide important services relating to, among other things, operational technology at our facilities, human resources, electronic communications and certain finance functions.
For example, beginning late 2023 and continuing through 2024, we experienced a significant demand trough in our cylinder business as our customers rebalanced their inventory and adjusted their buying patterns.
For example, beginning late 2023 and continuing through early 2025, we experienced a significant demand trough in our cylinder business as our customers rebalanced their inventory and adjusted their buying patterns.
In 2024, our Aerospace and Specialty Products segments each had a customer that comprised 10% or more of its segment revenue. As a result of these factors, changes to or reductions in the buying patterns of these larger customers, including our customers diversifying their supply base, may expose our business and results of operations to greater volatility.
In 2025, our Packaging segment and Specialty Products segment each had a customer that comprised 10% or more of its segment revenue. As a result of these factors, changes to or reductions in the buying patterns of these larger customers, including our customers diversifying their supply base, may expose our business and results of operations to greater volatility.
Our degree of leverage and level of interest expense may have important consequences, including: • Should our leverage increase, it may place us at a competitive disadvantage as compared with our less leveraged competitors and make us more vulnerable in the event of a downturn in general economic conditions or in any of our businesses; • Our flexibility in planning for, or reacting to, changes in our businesses and the industries in which we operate may be limited; • A substantial portion of our cash flow from operations will be dedicated to the payment of annual interest and future principal obligations on our indebtedness, thereby reducing the funds available to us for operations, capital expenditures, acquisitions, future business opportunities or obligations to pay rent in respect of our operating leases; and • Our operations are restricted by our debt instruments, which contain certain financial and operating covenants, and those restrictions may limit, among other things, our ability to borrow money in the future for working capital, capital expenditures, acquisitions, rent expense or other purposes.
We had $72.8 million outstanding under our revolving credit facility as of December 31, 2025. 20 Table of Contents Our degree of leverage and level of interest expense may have important consequences, including: • Should our leverage increase, it may place us at a competitive disadvantage as compared with our less leveraged competitors and make us more vulnerable in the event of a downturn in general economic conditions or in any of our businesses; • Our flexibility in planning for, or reacting to, changes in our businesses and the industries in which we operate may be limited; • A substantial portion of our cash flow from operations will be dedicated to the payment of annual interest and future principal obligations on our indebtedness, thereby reducing the funds available to us for operations, capital expenditures, acquisitions, future business opportunities or obligations to pay rent in respect of our operating leases; and • Our operations are restricted by our debt instruments, which contain certain financial and operating covenants, and those restrictions may limit, among other things, our ability to borrow money in the future for working capital, capital expenditures, acquisitions, rent expense or other purposes.
We have significant operating and finance lease obligations and our failure to meet those obligations could adversely affect our financial condition. We lease many of our manufacturing and distribution branch facilities, and certain capital equipment. Our rental expense in 2024 under these leases was $13.9 million.
We have significant operating and finance lease obligations and our failure to meet those obligations could adversely affect our financial condition. We lease many of our manufacturing and distribution branch facilities, and certain capital equipment. Our rental expense in 2025 under these leases was $12.2 million.
Strikes, work stoppages or slowdowns experienced by these customers or their suppliers could result in slowdowns or closures of assembly plants where our products are utilized. In addition, organizations responsible for shipping our customers' products may be impacted by occasional strikes or other activity.
Many of our direct or indirect customers have unionized work forces. Strikes, work stoppages or slowdowns experienced by these customers or their suppliers could result in slowdowns or closures of assembly plants where our products are utilized. In addition, organizations responsible for shipping our customers' products may be impacted by occasional strikes or other activity.
Retaliatory tariffs imposed by other countries or other potential governmental actions, could result in further adverse impacts on our business and results of operations.
Current and future tariffs, including any retaliatory tariffs imposed by other countries, or other potential governmental actions, could result in further adverse impacts on our business and results of operations.
Of our net sales for the year ended December 31, 2024, 25.1% were derived from sales by our subsidiaries located outside of the United States. In addition, we may expand our international operations through internal growth or acquisitions.
Of our net sales for the year ended December 31, 2025, 36.8% were derived from sales by our subsidiaries located outside of the United States. In addition, we may expand our international operations through internal growth or acquisitions.
For example, beginning in the back half of 2022 and continuing through 2023, demand for dispensing and closure products within our Packaging segment fell as a result of some of our larger customers' choices to rebalance on-hand inventory levels and caution in purchasing behaviors given the current inflationary macro-economic environment.
For example, through 2023, demand for dispensing and closure products within our Packaging segment fell as a result of some of our larger customers' choices to rebalance on-hand inventory levels and caution in purchasing behaviors given the inflationary macro-economic environment at the time.
We have significant goodwill and intangible assets, and future impairment of our goodwill and intangible assets could have a material negative impact on our financial results. At December 31, 2024, our goodwill and intangible assets were $517.4 million and represented 39.1% of our total assets.
We have significant goodwill and intangible assets, and future impairment of our goodwill and intangible assets could have a material negative impact on our financial results. At December 31, 2025, our goodwill and intangible assets were $376.8 million and represented 25.4% of our total assets.
If our costs under our benefit programs for active employees exceed our projections, our business and financial results could be materially adversely affected. Additionally, foreign competitors and many domestic competitors provide fewer benefits to their employees, and this difference in cost could adversely impact our competitive position. 24 Table of Contents Item 1B. Unresolved Staff Comments Not applicable.
If our costs under our benefit programs for active employees exceed our projections, our business and financial results could be materially adversely affected. Additionally, foreign competitors and many domestic competitors provide fewer benefits to their employees, and this difference in cost could adversely impact our competitive position.
In addition, certain of our U.S. suppliers raised prices for components in response to an overall increase in demand for domestic sources. It remains unclear what the U.S. or foreign governments will or will not do with respect to tariffs, international trade agreements and policies on a short-term or long-term basis.
In addition, certain of our U.S. suppliers raised prices for components in response to an overall increase in demand for domestic sources. There remains uncertainty regarding the scope and duration of these actions by the U.S. or foreign governments with respect to tariffs, international trade agreements and policies on a short-term or long-term basis.
For 2024, while our material and other input costs have generally stabilized compared to 2023 levels, we have experienced increased input costs associated with abrupt increases in customer demand, primarily in our Packaging segment. Pressure on wage rates continued through 2024 across all our businesses.
For 2024, while our material and other input costs stabilized compared to 2023 levels, we experienced increased input costs associated with abrupt increases in customer demand, primarily in our Packaging segment.
Additional changes in laws or policies governing the terms of foreign trade, and in particular increased trade restrictions, tariffs or taxes on imports from countries where we manufacture or purchase products could have a material adverse effect on our business, financial condition and results of operations. 20 Table of Contents Compliance with and changes in tax laws, including tax reform legislation in the United States, could materially and adversely impact our financial condition, results of operations and cash flows.
Additional changes in laws or policies governing the terms of foreign trade, and in particular increased trade restrictions, tariffs or taxes on imports from countries where we manufacture or purchase products could have a material adverse effect on our business, financial condition and results of operations.
Any such allegations, violations of law or improper actions could subject us to civil or criminal investigations in the U.S. and in other jurisdictions, could lead to substantial civil or criminal, monetary and non-monetary penalties, and related shareholder lawsuits, could lead to increased costs of compliance, could damage our reputation and could have a material effect on our consolidated financial statements. 22 Table of Contents Risks Related to our Debt and Other Financial Obligations We have debt principal and interest payment requirements that may restrict our future operations and impair our ability to meet our obligations.
Any such allegations, violations of law or improper actions could subject us to civil or criminal investigations in the U.S. and in other jurisdictions, could lead to substantial civil or criminal, monetary and non-monetary penalties, and related shareholder lawsuits, could lead to increased costs of compliance, could damage our reputation and could have a material effect on our consolidated financial statements.
Our reference rates under our revolving credit facility may perform differently from historical rates, which may affect our net interest expense and require changes to our future risk, pricing and hedging strategies. We had $1.5 million outstanding under our revolving credit facility as of December 31, 2024.
Our reference rates under our revolving credit facility may perform differently from historical rates, which may affect our net interest expense and require changes to our future risk, pricing and hedging strategies.
We may experience operating problems with our information systems as a result of system failures, cybersecurity incidents or other causes. 18 Table of Contents Cybersecurity incidents and similar attacks vary in their form and can include the deployment of harmful malware or ransomware, denial-of-service attacks, and other attacks, which may affect business continuity and threaten the availability, confidentiality and integrity of our systems and information.
Cybersecurity incidents and similar attacks vary in their form and can include the deployment of harmful malware or ransomware, denial-of-service attacks, and other attacks, which may affect business continuity and threaten the availability, confidentiality and integrity of our systems and information.
We anticipate that we will remain committed to product research and development, advanced manufacturing techniques and service to remain competitive, which entails significant costs; however, we may be unable to address technological advances, implement new and more cost-effective manufacturing techniques, or introduce new or improved products, whether in existing or new markets, so as to maintain our businesses' competitive positions or to grow our businesses as desired.
We anticipate that we will remain committed to product research and development, advanced manufacturing techniques and service to remain competitive, which entails significant costs; however, we may be unable to address technological advances, implement new and more cost-effective manufacturing techniques, or introduce new or improved products, whether in existing or new markets, so as to maintain our businesses' competitive positions or to grow our businesses as desired. 15 Table of Contents A major failure of our information systems could harm our business; increased cybersecurity threats and more sophisticated and targeted cybersecurity attacks could pose a risk to our systems, networks and products.
The coverage-in-place agreement makes asbestos defense costs and indemnity insurance coverage available to us that might otherwise be disputed by the carriers and provides a methodology for the administration of such expenses.
The coverage-in-place agreement makes asbestos defense costs and indemnity insurance coverage available to us that might otherwise be disputed by the carriers and provides a methodology for the administration of such expenses. Our primary insurance exhausted in November 2018, and we were solely responsible for defense costs and indemnity payments prior to the commencement of coverage under this agreement.
For example, in the past few years, we have experienced higher input costs as a direct result of tariffs imposed on certain raw materials and components imported from China.
During 2025, we experienced higher input costs as a direct result of tariffs imposed on certain raw materials and components imported from China.
Any failure, or perceived failure, by us to achieve our sustainability or ESG goals and initiatives, adhere to our public statements, comply with federal, state or international laws and regulations, meet evolving and varied stakeholder expectations and standards, or accurately disclose our progress on such matters, could expose us to potential liabilities, increased costs, reputational harm and other adverse effects on our business.
Any failure, or perceived failure, by us to achieve our sustainability or ESG goals and initiatives, adhere to our public statements, comply with federal, state or international laws and regulations, meet evolving and varied stakeholder expectations and standards, or accurately disclose our progress on such matters, could expose us to potential liabilities, increased costs, reputational harm and other adverse effects on our business. 17 Table of Contents Regulatory, Legal and Environmental Risks Significant developments in U.S. trade policies could have a material adverse effect on us and our financial condition and results of operations.
The interest rate spread is based upon the leverage ratio, as defined, as of the most recent determination date. We may experience increases in our interest expense as a result of general increases in interest rate levels. In addition, we could be further impacted by changes in variable interest rates.
We may experience increases in our interest expense as a result of general increases in interest rate levels. In addition, we could be further impacted by changes in variable interest rates.
Such interest rates are subject to benchmark interest rates based on the currency denomination of borrowings, with British pound sterling borrowings subject to the Sterling Overnight Index Average and Euro borrowings subject to the Euro InterBank Offered Rate, both plus a spread of 1.750%, and U.S. dollar borrowings subject to the Secured Overnight Financing Rate plus a spread of 1.850%.
Such interest rates are subject to benchmark interest rates based on the currency denomination of borrowings, with British pound sterling borrowings subject to the Sterling Overnight Index Average, Euro borrowings subject to the Euro InterBank Offered Rate and U.S. dollar borrowings subject to the Secured Overnight Financing Rate, each plus a spread that ranges from 1.375% to 2.00% based upon the leverage ratio, as defined, as of the most recent determination date.
Total settlement costs (exclusive of defense costs) for all such cases, some of which were filed more than 30 years ago, have been $13.7 million. All relief sought in the asbestos cases is monetary in nature. To date, approximately 40% of our costs related to settlement and defense of asbestos litigation have been covered by our primary insurance.
All relief sought in the asbestos cases is monetary in nature. To date, approximately 40% of our costs related to settlement and defense of asbestos litigation have been covered by our primary insurance.
The criteria used to evaluate sustainability and ESG practices, including goals and initiatives, may continue to evolve, which could result in greater expectations and may cause us to make investments, which may be material, to satisfy new criteria.
We have announced certain areas of focus through information on our website, press statements and other communications, including through our Sustainability Reports. The criteria used to evaluate sustainability and ESG practices, including goals and initiatives, may continue to evolve, which could result in greater expectations and may cause us to make investments, which may be material, to satisfy new criteria.
For example, our Aerospace manufacturing facilities are predominately located in southern California, an area known for earthquakes and wildfires, and are thus vulnerable to damage. Any new facility would need to comply with the necessary regulatory requirements, satisfy our specialized manufacturing requirements and require specialized equipment.
For example, one of our Specialty Products manufacturing facilities is located in Longview, Texas, an area known for significant precipitation and riverine flooding, and is thus vulnerable to damage. Any new facility would need to comply with the necessary regulatory requirements, satisfy our specialized manufacturing requirements and require specialized equipment.
Other environmental laws and regulations require obtaining and complying with environmental permits. To date, costs of complying with environmental, health and safety requirements have not been material. However, the nature of our operations and our long history of industrial activities at certain of our current or former facilities, as well as those acquired, could potentially result in material liabilities.
However, the nature of our operations and our long history of industrial activities at certain of our current or former facilities, as well as those acquired, could potentially result in material liabilities.
While the Pillar Two legislation did not have a material impact on our 2024 consolidated financial statements, it could have a material impact on our effective tax rate and result in higher cash tax liabilities in the future, depending on which countries enact minimum tax legislation and in what manner.
While the Pillar Two legislation did not have a material impact on our consolidated financial statements for the year ended December 31, 2025, it could have a material impact on our effective tax rate and result in increased cash tax liabilities in future periods, depending on the jurisdictions in which we operate and the manner in which such rules are implemented.
While we sold the Lamons business in December 2019, we retained the asbestos-related liability exposure. Some of this litigation includes claims for punitive and consequential, as well as compensatory damages.
In addition, our former Lamons business is a named party to lawsuits related to asbestos contained in gaskets alleged to be formerly manufactured by it or its predecessors. While we sold the Lamons business in December 2019, we retained the asbestos-related liability exposure. Some of this litigation includes claims for punitive and consequential, as well as compensatory damages.
Such breaches would permit the lenders to declare all amounts borrowed thereunder to be due and payable, and the commitments of such lenders to make further extensions of credit could be terminated.
Such breaches would permit the lenders to declare all amounts borrowed thereunder to be due and payable, and the commitments of such lenders to make further extensions of credit could be terminated. Each of these circumstances could materially and adversely impair our liquidity. Our borrowing costs may be impacted by our credit ratings developed by various rating agencies.
We have six facilities outside of the United States where our employees are affiliated with state-controlled or trade unions, which covers 13% of our non-U.S. employees.
As of December 31, 2025, we have six facilities outside of the United States where our employees are affiliated with state-controlled or trade unions, which covers 13% of our non-U.S. employees. We are not aware of any present active union organizing drives at any of our other facilities. We cannot predict the impact of any further unionization of our workplace.
As a more recent example, we experienced strong demand and inventory builds from customers, which benefited our steel cylinder business in 2022 and 2023, which then resulted in customer destocking negatively impacting demand for steel cylinders in 2024.
As a more recent example, following a period of strong demand of our cylinder products and inventory builds from customers, we witnessed a period of customer inventory destocking, which negatively impacted demand for our cylinder products in 2024 and 2025.
We may face liability associated with the use of products for which patent ownership or other intellectual property rights are claimed. We may be subject to claims or inquiries regarding alleged unauthorized use of a third party’s intellectual property.
We may be subject to claims or inquiries regarding alleged unauthorized use of a third party’s intellectual property.
Further, any product liability or warranty issues may adversely affect our reputation as a manufacturer of high-quality, safe products, divert management’s attention, and could have a material adverse effect on our business. 21 Table of Contents In addition, our former Lamons business is a named party to lawsuits related to asbestos contained in gaskets alleged to be formerly manufactured by it or its predecessors.
In addition, warranty claims are generally not covered by our product liability insurance. Further, any product liability or warranty issues may adversely affect our reputation as a manufacturer of high-quality, safe products, divert management’s attention, and could have a material adverse effect on our business.
We are subject to extensive tax liabilities, including federal, state and foreign income taxes and transactional taxes such as excise, sales and use, payroll, franchise, withholding and property taxes. Many tax liabilities are subject to periodic audits by taxing authorities, and such audits could subject us to additional tax as well as interest and penalties.
Many tax liabilities are subject to periodic audits by taxing authorities, and such audits could subject us to additional tax as well as interest and penalties.
Each of these circumstances could materially and adversely impair our liquidity. 23 Table of Contents Our borrowing costs may be impacted by our credit ratings developed by various rating agencies. Two major ratings agencies, Standard & Poor's and Moody's, evaluate our credit profile on an ongoing basis and have each assigned ratings for our long-term debt.
Two major ratings agencies, Standard & Poor's and Moody's, evaluate our credit profile on an ongoing basis and have each assigned ratings for our long-term debt.
In the event the asbestos defense costs and indemnity insurance coverage provided by the coverage-in-place agreement are unavailable to us for any reason, we may incur additional costs. We also may be required to incur additional defense costs and pay damage awards or settlements, or become subject to equitable remedies, in the future that could adversely affect our businesses.
We also may be required to incur additional defense costs and pay damage awards or settlements, or become subject to equitable remedies, in the future that could adversely affect our businesses. Our business may be materially and adversely affected by compliance obligations and liabilities under environmental laws and regulations, including related to climate change.
For example, during 2022, we experienced increased energy costs and supply chain disruptions as a result of the Russia-Ukraine conflict. In addition, we have experienced, and expect to continue to experience, the impact of cost inflationary pressure on raw materials, wage rates and freight.
For example, we have experienced, and expect to continue to experience, the impact of cost inflationary pressure on raw materials, wage rates and freight. Pressure on wage rates continued through 2025 across all our businesses.
Regulatory, Legal and Environmental Risks Significant developments in U.S. trade policies could have a material adverse effect on us and our financial condition and results of operations. Free trade laws and regulations provide certain duties and tariffs on qualifying imports and exports, subject to compliance with the applicable classification and other requirements.
Free trade laws and regulations provide certain duties and tariffs on qualifying imports and exports, subject to compliance with the applicable classification and other requirements.
As of December 31, 2024, we have $398.1 million of outstanding long-term debt. We are subject to variable interest rates on our revolving credit facility.
Risks Related to our Debt and Other Financial Obligations We have debt principal and interest payment requirements that may restrict our future operations and impair our ability to meet our obligations. As of December 31, 2025, we have $469.2 million of outstanding long-term debt. We are subject to variable interest rates on our revolving credit facility.
Many governments, regulators, investors, employees, customers and other stakeholders are increasingly focused on sustainability and ESG considerations relating to businesses. We have announced certain areas of focus through information on our website, press statements and other communications, including through our Sustainability Reports.
Expectations relating to sustainability and ESG considerations could expose us to potential liabilities, increased costs, reputational harm and other adverse effects on our business. Many governments, regulators, investors, employees, customers and other stakeholders are increasingly focused on sustainability and ESG considerations relating to businesses.
Of the 4,968 claims pending at December 31, 2024, 28 set forth specific amounts of damages (other than those stating the statutory minimum or maximum). See Note 15, " Commitments and Contingencies ," included in Item 8, " Financial Statements and Supplementary Data ," within this Form 10-K for additional information.
Of the 5,080 claims pending at December 31, 2025, 33 set forth specific amounts of damages (other than those stating the statutory minimum or maximum).
We continue to monitor and evaluate legislative developments related to the Global Anti-Base Erosion Proposal ("GloBE") established by the Organization of Economic Cooperation and Development's ("OECD") Pillar Two framework. OECD member countries may implement the Pillar Two model rules as issued, in a modified form, or not at all.
We continue to monitor and evaluate legislative developments related to the Global Anti-Base Erosion (“GloBE”) rules under the Organization for Economic Co-operation and Development’s (“OECD”) Pillar Two framework. The Pillar Two rules establish a global minimum corporate tax rate of 15% for multinational enterprise groups with consolidated revenues of at least €750 million.
Removed
For example, in a prior period, a large commercial aircraft manufacturer announced significant production delays and/or reductions on certain of its platforms for which we provide products, which significantly impacted our sales, profit and production efficiencies compared to historical levels.
Added
We may experience operating problems with our information systems as a result of system failures, cybersecurity incidents or other causes.
Removed
Further, a number of our consumer packaged goods customers ordered higher levels of inventory due to concerns over capacity constraints and rising inflation in the first half of 2022, and subsequently reduced their order levels in the back-half of 2022.
Added
We cannot be assured that any of these indemnification provisions will fully protect us. In some instances, third parties may have an obligation to indemnify us for liabilities related to a disposed business, and such third parties may be unable to, or fail to, fulfill such obligations.
Removed
A major failure of our information systems could harm our business; increased cybersecurity threats and more sophisticated and targeted cybersecurity attacks could pose a risk to our systems, networks and products. We depend on integrated information systems to conduct our business.
Added
If such third parties fail to indemnify us, or if indemnification provisions otherwise fail to fully protect us, we may be financially responsible and may incur unexpected liabilities that adversely affect our profitability and financial position. For example, we completed the spin-off of our legacy Cequent businesses in 2015, creating a new independent publicly traded company, Horizon Global Corporation (“Horizon”).
Removed
We cannot be assured that any of these indemnification provisions will fully protect us, and as a result we may incur unexpected liabilities that adversely affect our profitability and financial position. Expectations relating to sustainability and ESG considerations could expose us to potential liabilities, increased costs, reputational harm and other adverse effects on our business.
Added
In connection with the spin-off, we entered into an agreement pursuant to which Horizon agreed to fully indemnify us from, among other things, any and all future damages incurred by us in connection with certain litigation and environmental liabilities relating to our legacy Cequent businesses.
Removed
On December 12, 2022, the European Union member states agreed to implement the OECD's Pillar Two global corporate minimum tax rate of 15% on companies with revenues of at least $790,000, which went into effect in January 2024. A number of other countries have passed legislation enacting certain parts of the Pillar Two framework in 2024.
Added
In 2023, First Brands Group, LLC (“First Brands”) acquired Horizon, and subsequently assumed Horizon’s indemnification obligations to us. First Brands filed for Chapter 11 bankruptcy protection in September 2025. If First Brands is unable to satisfy its indemnification obligations to us, we may incur unexpected liabilities relating to our legacy Cequent businesses.
Removed
In addition, warranty claims are generally not covered by our product liability insurance.
Added
For example, in early 2025 the U.S. government announced baseline tariffs on products from all countries and additional individualized reciprocal tariffs on the countries with which the United States has the largest trade deficits, including China.
Removed
The Company's primary insurance exhausted in November 2018, and the Company is solely responsible for defense costs and indemnity payments prior to the commencement of coverage under this agreement, the duration of which would be subject to the scope of damage awards and settlements paid. During this period, we may incur significant litigation costs in defending these matters.
Added
Compliance with and changes in tax laws, including tax reform legislation in the United States, could materially and adversely impact our financial condition, results of operations and cash flows. We are subject to extensive tax liabilities, including federal, state and foreign income taxes and transactional taxes such as excise, sales and use, payroll, franchise, withholding and property taxes.
Removed
Our business may be materially and adversely affected by compliance obligations and liabilities under environmental laws and regulations, including related to climate change. We are subject to increasingly stringent environmental laws and regulations, including those relating to air emissions, wastewater discharges and chemical and hazardous waste management and disposal.
Added
OECD member countries may implement the Pillar Two model rules as issued, in a modified form, or not at all. In December 2022, European Union member states adopted a directive to implement Pillar Two, with the income inclusion rule generally effective for fiscal years beginning on or after December 31, 2023, and the undertaxed profits rule effective in subsequent periods.
Removed
As of December 31, 2024, we have one facility, located in Commerce, California, where our hourly employees operate under a collective bargaining agreement, and which represents 13% of our employees located in the United States.
Added
A number of other jurisdictions have enacted, or are in the process of enacting, legislation implementing aspects of the Pillar Two framework.
Removed
Our labor agreement with the United Automobile, Aerospace and Agricultural Implement Workers of America (UAW) at our TriMas Aerospace facility in Commerce, California, expired in August 2024, at which time the UAW initiated a strike. We entered into a new three-year collective bargaining agreement in October 2024.
Added
We continue to assess the impact as guidance evolves, especially the newly side-by-side rules which were published by the OECD in January 2026. 18 Table of Contents We may face liability associated with the use of products for which patent ownership or other intellectual property rights are claimed.
Removed
We are not aware of any present active union organizing drives at any of our other facilities. We cannot predict the impact of any further unionization of our workplace. Many of our direct or indirect customers have unionized work forces.
Added
See Note 16, " Commitments and Contingencies ," included in Item 8, " Financial Statements and Supplementary Data ," within this Form 10-K for additional information. 19 Table of Contents Total settlement costs (exclusive of defense costs) for all such cases, some of which were filed more than 30 years ago, have been $14.4 million.
Added
During second quarter 2025, we reached the threshold of qualified future settlements required to commence excess carrier insurance coverage under the coverage-in-place agreement. In the event the asbestos defense costs and indemnity insurance coverage provided by the coverage-in-place agreement are unavailable to us for any reason, we may incur additional costs.
Added
Some of these laws hold owners or operators of land or businesses liable for their own and for previous owners' or operators' releases of hazardous or toxic substances or wastes. Other environmental laws and regulations require obtaining and complying with environmental permits. To date, costs of complying with environmental, health and safety requirements have not been material.
Added
Risks Related to the Planned Sale of TriMas Aerospace The planned sale of TriMas Aerospace may not occur at all or may not occur in the expected time frame, which may negatively affect the trading price of our common stock and our future business and financial results.
Added
Completion of the planned sale of TriMas Aerospace is subject to the satisfaction or waiver of customary and other closing conditions. The sale is not assured and is subject to risks and uncertainties, including the risk that the necessary regulatory approvals will not be obtained or that other closing conditions will not be satisfied.

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Item 1C. Cybersecurity

Cybersecurity — threats and controls disclosure

3 edited+0 added−0 removed15 unchanged
Biggest changeOur CIO is informed of such incidents through the Infrastructure and Security Team. Our CIO reports directly to the Company's Chief Financial Officer and reports information on these risks and incidents to the Board and the Audit Committee. Additionally, our CIO meets monthly with TriMas Senior Leadership in the Security Incident Management and Mitigation meetings. 26 Table of Contents
Biggest changeOur CIO is informed of such incidents through the Infrastructure and Security Team. Our CIO reports directly to the Company's Chief Financial Officer (“CFO”) and reports information on these risks and incidents to the Board and the Audit Committee. Additionally, our CIO meets monthly with TriMas Senior Leadership in the Security Incident Management and Mitigation meetings.
In addition to applying security controls to prevent unauthorized access to sensitive information and protecting the Company's information systems and networks from exploitation by outsiders, we also deploy cybersecurity training courses to all employees annually, maintain an incident response plan, establish cybersecurity contingency plans and conduct phishing testing on a quarterly basis.
In addition to applying security controls to prevent unauthorized access to sensitive information and protecting the Company's information systems and networks from exploitation by outsiders, we also deploy cybersecurity training courses to all employees at least annually, maintain an incident response plan, establish cybersecurity contingency plans and conduct phishing testing on a quarterly basis.
Additionally, prompt notification of the Board is integrated into the Incident Response Plan. 25 Table of Contents Our Chief Information Officer ("CIO") is responsible for assessing and managing material risks from cybersecurity threats, including monitoring the prevention, detection, mitigation and remediation of cybersecurity incidents. Our CIO has 20-plus years of experience in the cybersecurity industry.
Additionally, prompt notification of the Board is integrated into the Incident Response Plan. 24 Table of Contents Our Chief Information Officer ("CIO") is responsible for assessing and managing material risks from cybersecurity threats, including monitoring the prevention, detection, mitigation and remediation of cybersecurity incidents. Our CIO has 20-plus years of experience in the cybersecurity industry.

Item 2. Properties

Properties — owned and leased real estate

3 edited+0 added−0 removed2 unchanged
Biggest changeThe following list sets forth the location of our principal owned and leased manufacturing and other facilities used in continuing operations and identifies the principal segment utilizing such facilities as of December 31, 2024: Packaging Aerospace Specialty Products United States: Alabama Huntsville Arkansas Atkins (1) Arizona Mesa Tolleson California City of Industry Commerce (1) Simi Valley (1) El Cajon Colorado Denver (1) Illinois Woodridge (1) Indiana Auburn Hamilton (1) Indianapolis (1) Kansas Ottawa Michigan Clinton Township (1) Ohio New Albany (1) Oklahoma Tulsa Texas Longview International: Brazil Sao Paulo (1) Canada Orangeville (1) China Haining City (1) Germany Neunkirchen India Baddi New Delhi (1) Italy Borgo San Giovanni (1) Forli Pieve Fissiraga (1) Povolaro Mexico San Miguel de Allende (1) Netherlands Waalwijk (1) Slovakia Levice (1) United Kingdom Leicester Vietnam Thu Dau Mot (1) ______________________ (1) Represents a leased facility.
Biggest changeThe following list sets forth the location of our principal owned and leased manufacturing and other facilities used in continuing operations and identifies the principal segment utilizing such facilities as of December 31, 2025: Packaging Specialty Products United States: Alabama Huntsville Arkansas Atkins (1) Colorado Denver (1) Illinois Woodridge (1) Indiana Auburn Hamilton (1) Indianapolis (1) Michigan Clinton Township (1) Ohio New Albany (1) Texas Longview International: Brazil Sao Paulo (1) China Haining City (1) Germany Neunkirchen India Baddi New Delhi (1) Italy Borgo San Giovanni (1) Forli Pieve Fissiraga (1) Povolaro Mexico San Miguel de Allende (1) Netherlands Waalwijk (1) Slovakia Levice (1) United Kingdom Leicester Vietnam Tan Uyen (1) ______________________ (1) Represents a leased facility.
The leases for our manufacturing facilities have terms that expire from 2025 through 2033 and are generally renewable, at our option, for various terms, provided that we are not in default under the lease agreements. Substantially all of our owned U.S. real properties are subject to liens in connection with our credit facility.
The leases for our manufacturing facilities have terms that expire from 2026 through 2033 and are generally renewable, at our option, for various terms, provided that we are not in default under the lease agreements. Substantially all of our owned U.S. real properties are subject to liens in connection with our credit facility.
All such leases are operating leases. 27 Table of Contents Item 3. Legal Proceedings See Note 15, " Commitments and Contingencies " included in Item 8, " Financial Statements and Supplementary Data ," within this Form 10-K.
All such leases are operating leases. 25 Table of Contents Item 3. Legal Proceedings See Note 16, " Commitments and Contingencies " included in Item 8, " Financial Statements and Supplementary Data ," within this Form 10-K.

Item 3. Legal Proceedings

Legal Proceedings — active lawsuits and investigations

1 edited+0 added−0 removed1 unchanged
Biggest changeItem 3. Legal Proceedings 28 Item 4. Mine Safety Disclosures 28 Supplementary Item. Information about our Executive Officers 28 PART II. Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities 29 Item 6. [Reserved] 30 Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations 31 Item 7A.
Biggest changeItem 3. Legal Proceedings 26 Item 4. Mine Safety Disclosures 26 Supplementary Item. Information about our Executive Officers 26 PART II. Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities 27 Item 6. [Reserved] 28 Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations 29 Item 7A.

Item 4. Mine Safety Disclosures

Mine Safety Disclosures — required of mining issuers

3 edited+5 added−8 removed0 unchanged
Biggest changePrior to joining the Company, Ms. Stress was the Manager of Benefits, Compensation and Human Resources Systems at Behr America. Jodi F. Robin. Ms. Robin, age 44, was appointed the Company's General Counsel and Secretary in April 2021. Ms. Robin joined the Company in 2010 as Associate General Counsel and was promoted to Deputy General Counsel in 2014.
Biggest changeStress joined the Company in 2009, and was formerly the Company's Director of Compensation and Benefits. Prior to joining the Company, Ms. Stress was the Manager of Benefits, Compensation and Human Resources Systems at Behr America. Jodi F. Robin. Ms. Robin, age 45, was appointed the Company's General Counsel and Secretary in April 2021. Ms.
Prior to joining the Company, Ms. Robin was an attorney with Reed Smith LLP in Chicago, Illinois. 28 Table of Contents PART II
Robin joined the Company in 2010 as Associate General Counsel and was promoted to Deputy General Counsel in 2014. Prior to joining the Company, Ms. Robin was an attorney with Reed Smith LLP in Chicago, Illinois. 26 Table of Contents PART II
Item 4. Mine Safety Disclosures Not applicable. Supplementary Item. Information about our Executive Officers As of December 31, 2024, the following were executive officers of the Company: Thomas A. Amato. Mr. Amato, age 61, was appointed the Company's President and Chief Executive Officer in July 2016.
Item 4. Mine Safety Disclosures Not applicable. Supplementary Item. Information about our Executive Officers As of December 31, 2025, the following were executive officers of the Company: Thomas J. Snyder. Mr. Snyder, age 59, has served as President, Chief Executive Officer and Director of TriMas since June 2025.
Removed
Previously, he served as Chief Executive Officer and President of Metaldyne, LLC, an international engineered products manufacturing company, from 2009 through 2015, and Co-President and Chief Integration Officer of Metaldyne Performance Group, a global manufacturing company formed in mid-2014 and taken public in the same year, from August 2014 through December 2015.
Added
Prior to joining TriMas, he spent nearly two decades in senior leadership roles at Silgan Containers LLC. From October 2007 to June 2025, he served as President of Silgan Containers. Before that, he held the roles of Executive Vice President from July 2006 to October 2007, and Vice President, Sales and Marketing, from July 2002 to July 2006.
Removed
Prior to 2009, he served as Chairman, Chief Executive Officer and President of Metaldyne Corporation, a global components manufacturer, and Co-Chief Executive Officer of Asahi Tec, a publicly-traded Japanese casting and forging company. Prior to this, Mr. Amato worked at MascoTech in positions of increasing responsibility, and successfully completed several acquisitions and divestitures.
Added
Earlier in his career, Mr. Snyder held positions of increasing responsibility within Silgan Containers, including Director of Sales, National Account Manager, Materials Application Engineer and various operations management roles. He has more than 35 years of experience in the global packaging industry. Mr.
Removed
During this time, one of his roles was Vice President of Corporate Development for TriMas. From 1987 to 1994, Mr. Amato worked at Imperial Chemical Industries, a large multinational chemical company, as an applications development engineer and, eventually, a group leader. Mr.
Added
Snyder has extensive knowledge and expertise in executive leadership, global manufacturing and operations, strategic and operational planning, customer relationship management, restructuring and acquisitions. Paul A. Swart. Mr. Swart, age 50, was appointed the Company’s Chief Financial Officer in December 2025. Mr. Swart has more than 25 years of strategic leadership and accounting and financial oversight experience.
Removed
Amato also serves on the Board of Directors of Ametek, a publicly-traded diversified industrial manufacturing company, and is appointed as its Compensation Committee Chair. Scott A. Mell. Mr. Mell, age 53, was appointed the Company's Chief Financial Officer in May 2021. Prior to joining the Company, Mr.
Added
From 2023 to 2025, Mr. Swart served in the roles of Senior Vice President of Finance and Chief Accounting Officer at RealTruck, a privately held manufacturer and online retailer of aftermarket truck parts and accessories. From 2003 to 2023, Mr.
Removed
Mell served as Managing Director of Recovery and Transformation Services for Riveron, a national business advisory firm, from October 2018 through April 2021. In his role with Riveron, Mr. Mell led projects at TriMas to support continuous improvement efforts within TriMas' Packaging and Aerospace segments. Mr.
Added
Swart spent 20 years at TriMas in roles of increasing responsibility, including Vice President of Business Planning, Controller, and Chief Accounting Officer. Earlier in his career, Mr. Swart was Manager of Assurance and Advisory Business Services at Ernst & Young LLP. Jill S. Stress. Ms. Stress, age 48, was appointed the Company's Chief Human Resources Officer in April 2023. Ms.
Removed
Mell has more than 25 years of leadership experience providing strategic, financial and operational advisory services focused on value creation and transformational change management. Prior to Riveron, Mr. Mell served as Managing Director at Ernst & Young from October 2017 to October 2018. Mr.
Removed
Mell also served as Vice President of Corporate Strategy at Motus Integrated Technologies from January 2017 to October 2017. Mr. Mell has held senior leadership positions within several global consulting firms, including McKinsey & Company and AlixPartners. Mr.
Removed
Mell’s previous experience also includes serving in multiple C-Suite roles for both public and privately-held companies in the industrial manufacturing, aerospace and energy industries. Jill S. Stress. Ms. Stress, age 47, was appointed the Company's Chief Human Resources Officer in April 2023. Ms. Stress joined the Company in 2009 and was formerly the Company's Director of Compensation and Benefits.

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

5 edited+3 added−1 removed1 unchanged
Biggest changeThe graph assumes that $100 was invested on December 31, 2019, in each of TriMas common stock, the stocks comprising the Russell 2000 Index and the stocks comprising the S&P SmallCap 600 Capped Industrials Index. 29 Table of Contents Issuer Purchases of Equity Securities There were no purchases made by the Company, or on behalf of the Company by an affiliated purchaser, of shares of the Company's common stock during the three months ended December 31, 2024.
Biggest changeThe graph assumes that $100 was invested on December 31, 2020, in each of TriMas common stock, the stocks comprising the Russell 2000 Index and the stocks comprising the S&P SmallCap 600 Capped Industrials Index. 27 Table of Contents Issuer Purchases of Equity Securities The following table provides information about purchases made by the Company, or on behalf of the Company by an affiliated purchaser, of shares of the Company's common stock during the three months ended December 31, 2025.
In 2021, our Board of Directors declared the first dividend since our initial public offering in 2007. Since the fourth quarter of 2021, we have declared dividends of $0.04 per share of common stock each quarter, and total dividends declared and paid on common shares during 2024, 2023 and 2022 were $6.6 million, $6.7 million and $6.9 million, respectively.
In 2021, our Board of Directors declared the first dividend since our initial public offering in 2007. Since the fourth quarter of 2021, we have declared dividends of $0.04 per share of common stock each quarter, and total dividends declared and paid on common shares during 2025, 2024 and 2023 were $6.6 million, $6.6 million and $6.7 million, respectively.
See the discussion under Item 7, " Management's Discussion and Analysis of Financial Condition and Results of Operations—Liquidity and Capital Resources" and Note 18 to the Company's financial statements captioned " Earnings per Share," included in Item 8, " Financial Statements and Supplementary Data ," within this Form 10-K.
See the discussion under Item 7, " Management's Discussion and Analysis of Financial Condition and Results of Operations—Liquidity and Capital Resources" and Note 19 to the Company's financial statements captioned " Earnings (Loss) per Share," included in Item 8, " Financial Statements and Supplementary Data ," within this Form 10-K.
Performance Graph The following graph compares the cumulative total stockholder return from December 31, 2019 through December 31, 2024 for TriMas common stock, the Russell 2000 Index and the S&P SmallCap 600 Capped Industrials Index. We have assumed that dividends have been reinvested and returns have been weighted-averaged based on market capitalization.
Performance Graph The following graph compares the cumulative total stockholder return from December 31, 2020 through December 31, 2025, for TriMas common stock, the Russell 2000 Index and the S&P SmallCap 600 Capped Industrials Index. We have assumed that dividends have been reinvested and returns have been weighted-averaged based on market capitalization.
Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities Our common stock, par value $0.01 per share, is listed for trading on the NASDAQ Global Select Market under the symbol "TRS." As of February 20, 2025, there were 136 holders of record of our common stock.
Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities Our common stock, par value $0.01 per share, is listed for trading on the NASDAQ Global Select Market under the symbol "TRS." As of February 19, 2026, there were 121 holders of record of our common stock.
Removed
In March 2020, the Board of Directors increased the authorization of share repurchases to a cumulative amount of $250 million. As of December 31, 2024, the Company had approximately $67.6 million remaining under the repurchase authorization.
Added
Period Total Number of Shares Purchased Average Price Paid per Share Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs (1) Approximate Dollar Value of Shares that May Yet Be Purchased Under the Program (in millions) (1) October 1, 2025 to October 31, 2025 — $ — — $ 65.4 November 1, 2025 to November 30, 2025 1,377,578 $ 32.80 1,377,578 $ 104.8 December 1, 2025 to December 31, 2025 1,641,068 $ 34.05 1,641,068 $ 48.9 Total 3,018,646 $ 33.48 3,018,646 $ 48.9 __________________________ (1) In November 2025, the Company announced its Board of Directors had authorized the Company to increase the purchase of its common stock up to $150 million in the aggregate, adding to the $65.4 million remaining under the previous authorization.
Added
The previous authorization, approved in March 2020, authorized up to $250 million of purchases in the aggregate of its common stock. Pursuant to this share repurchase program, during the three months ended December 31, 2025, the Company repurchased 3,018,646 shares of its common stock at a cost of $101.1 million.
Added
The share repurchase program is effective and has no expiration date. See Note 24, " Subsequent Events ," included in Item 8, " Financial Statements and Supplementary Data ," within this Form 10-K for an update on the Company's authorization.

Item 7. Management's Discussion & Analysis

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

110 edited+72 added−43 removed50 unchanged
Biggest changeWe will continue to evaluate opportunities to return capital to shareholders through the purchase of our common stock, as well as dividends, depending on market conditions and other factors. 33 Table of Contents Segment Information and Supplemental Analysis The following table summarizes financial information for our three reportable segments (dollars in thousands): Year ended December 31, 2024 As a Percentage of Net Sales 2023 As a Percentage of Net Sales 2022 As a Percentage of Net Sales Net Sales Packaging $ 512,320 55.4 % $ 463,600 51.9 % $ 522,180 59.1 % Aerospace 294,210 31.8 % 241,400 27.0 % 188,090 21.3 % Specialty Products 118,480 12.8 % 188,550 21.1 % 173,560 19.6 % Total $ 925,010 100.0 % $ 893,550 100.0 % $ 883,830 100.0 % Gross Profit Packaging $ 123,650 24.1 % $ 109,050 23.5 % $ 137,030 26.2 % Aerospace 69,920 23.8 % 48,010 19.9 % 32,240 17.1 % Specialty Products 5,890 5.0 % 44,260 23.5 % 39,030 22.5 % Total $ 199,460 21.6 % $ 201,320 22.5 % $ 208,300 23.6 % Selling, General and Administrative Packaging $ 56,420 11.0 % $ 48,760 10.5 % $ 55,670 10.7 % Aerospace 36,150 12.3 % 31,370 13.0 % 28,990 15.4 % Specialty Products 7,790 6.6 % 7,830 4.2 % 8,680 5.0 % Corporate expenses 52,680 N/A 46,620 N/A 37,850 N/A Total $ 153,040 16.5 % $ 134,580 15.1 % $ 131,190 14.8 % Operating Profit (Loss) Packaging $ 68,110 13.3 % $ 60,140 13.0 % $ 81,000 15.5 % Aerospace 33,750 11.5 % 15,520 6.4 % 8,060 4.3 % Specialty Products (1,990) (1.7) % 36,400 19.3 % 30,250 17.4 % Corporate (52,680) N/A (46,620) N/A (20,250) N/A Total $ 47,190 5.1 % $ 65,440 7.3 % $ 99,060 11.2 % Capital Expenditures Packaging $ 30,860 6.0 % $ 29,060 6.3 % $ 33,170 6.4 % Aerospace 9,960 3.4 % 14,620 6.1 % 6,900 3.7 % Specialty Products 7,100 6.0 % 10,410 5.5 % 5,860 3.4 % Corporate 3,040 N/A 100 N/A 30 N/A Total $ 50,960 5.5 % $ 54,190 6.1 % $ 45,960 5.2 % Depreciation Packaging $ 27,730 5.4 % $ 27,740 6.0 % $ 22,720 4.4 % Aerospace 7,900 2.7 % 7,820 3.2 % 7,590 4.0 % Specialty Products 12,270 10.4 % 3,720 2.0 % 3,680 2.1 % Corporate 220 N/A 130 N/A 130 N/A Total $ 48,120 5.2 % $ 39,410 4.4 % $ 34,120 3.9 % Amortization Packaging $ 6,520 1.3 % $ 6,430 1.4 % $ 6,620 1.3 % Aerospace 10,280 3.5 % 11,340 4.7 % 12,030 6.4 % Specialty Products — — % 410 0.2 % 450 0.3 % Corporate — N/A — N/A — N/A Total $ 16,800 1.8 % $ 18,180 2.0 % $ 19,100 2.2 % 34 Table of Contents The following table summarizes detail on the year-over-year sales growth percentages for our reportable segments for the year ended December 31, 2024 as compared to the year ended December 31, 2023: Year to Date 2024 vs.
Biggest changeWe will continue to evaluate opportunities to return capital to shareholders through the purchase of our common stock, as well as dividends, depending on market conditions and other factors. 31 Table of Contents Segment Information and Supplemental Analysis The following table summarizes financial information for our reportable segments (dollars in thousands): Year ended December 31, 2025 As a Percentage of Net Sales 2024 As a Percentage of Net Sales 2023 As a Percentage of Net Sales Net Sales Packaging $ 535,540 82.9 % $ 512,320 81.2 % $ 463,600 71.1 % Specialty Products 110,180 17.1 % 118,480 18.8 % 188,550 28.9 % Total $ 645,720 100.0 % $ 630,800 100.0 % $ 652,150 100.0 % Gross Profit Packaging $ 127,430 23.8 % $ 123,650 24.1 % $ 109,040 23.5 % Specialty Products 10,730 9.7 % 5,890 5.0 % 44,260 23.5 % Total $ 138,160 21.4 % $ 129,540 20.5 % $ 153,300 23.5 % Selling, General and Administrative Packaging $ 58,800 11.0 % $ 56,410 11.0 % $ 48,760 10.5 % Specialty Products 6,330 5.7 % 7,790 6.6 % 7,830 4.2 % Corporate expenses 64,180 N/A 45,450 N/A 45,870 N/A Total $ 129,310 20.0 % $ 109,650 17.4 % $ 102,460 15.7 % Operating Profit (Loss) Packaging $ 68,140 12.7 % $ 68,120 13.3 % $ 60,130 13.0 % Specialty Products 4,190 3.8 % (1,990) (1.7) % 36,400 19.3 % Corporate (31,030) N/A (50,960) N/A (45,870) N/A Total $ 41,300 6.4 % $ 15,170 2.4 % $ 50,660 7.8 % Capital Expenditures Packaging $ 28,830 5.4 % $ 30,860 6.0 % $ 29,060 6.3 % Specialty Products 5,950 5.4 % 7,100 6.0 % 10,410 5.5 % Corporate 1,300 N/A 3,040 N/A 100 N/A Total $ 36,080 5.6 % $ 41,000 6.5 % $ 39,570 6.1 % Depreciation Packaging $ 28,090 5.2 % $ 27,730 5.4 % $ 27,740 6.0 % Specialty Products 3,010 2.7 % 12,270 10.4 % 3,720 2.0 % Corporate 430 N/A 220 N/A 130 N/A Total $ 31,530 4.9 % $ 40,220 6.4 % $ 31,590 4.8 % Amortization Packaging $ 6,680 1.2 % $ 6,520 1.3 % $ 6,430 1.4 % Specialty Products — — % — — % 410 0.2 % Corporate — N/A — N/A — N/A Total $ 6,680 1.0 % $ 6,520 1.0 % $ 6,840 1.0 % The following table summarizes detail on the year-over-year sales growth percentages for our reportable segments for the year ended December 31, 2025 as compared to the year ended December 31, 2024: Year to Date 2025 vs.
Certain of our accounting policies require the application of significant judgment by management in selecting the appropriate assumptions for calculating financial estimates. By their nature, these judgments are subject to an inherent degree of uncertainty. These judgments are based on our historical experience, our evaluation of business and macroeconomic trends, and information from other outside sources, as appropriate. Receivables.
Certain of our accounting policies require the application of significant judgment by management in selecting the appropriate assumptions for calculating financial estimates. By their nature, these judgments are subject to an inherent degree of uncertainty. These judgments are based on our historical experience, our evaluation of business and macroeconomic trends, and information from other outside sources, as appropriate.
The Credit Agreement provides for incremental revolving credit commitments in an amount not to exceed the greater of $200 million and an amount such that, after giving effect to such incremental commitments and the incurrence of any other indebtedness substantially simultaneously with the making of such commitments, the senior secured net leverage ratio, as defined in the Credit Agreement, is no greater than 3.00 to 1.00.
The Credit Agreement provides for incremental revolving credit commitments in an amount not to exceed the greater of $200.0 million and an amount such that, after giving effect to such incremental commitments and the incurrence of any other indebtedness substantially simultaneously with the making of such commitments, the senior secured net leverage ratio, as defined in the Credit Agreement, is no greater than 3.00 to 1.00.
We engage independent actuaries to compute the amounts of liabilities and expenses under defined benefit pension plans, subject to the assumptions that we determine are appropriate based on historical trends, current market rates and future projections as of the measurement date.
Pension Benefits. We engage independent actuaries to compute the amounts of liabilities and expenses under defined benefit pension plans, subject to the assumptions that we determine are appropriate based on historical trends, current market rates and future projections as of the measurement date.
Certain of our products for industrial applications, for example steel cylinders for packaged gas applications, have experienced volatility in demand related to customers securing high order rates in prior periods, only to enter a period of destocking in more recent periods.
Sales of certain of our products for industrial applications, for example steel cylinders for packaged gas applications, have experienced volatility in demand related to customers securing high order rates in prior periods, only to enter a period of destocking in more recent periods.
The liability related to unrecognized tax benefits has been excluded from the contractual obligations table because a reasonable estimate of the timing and amount of cash flows from future tax settlements cannot be determined. For additional information, refer to Note 21, " Income Taxes ," included in Item 8, " Financial Statements and Supplementary Data ," within this Form 10-K.
The liability related to unrecognized tax benefits has been excluded from the contractual obligations table because a reasonable estimate of the timing and amount of cash flows from future tax settlements cannot be determined. For additional information, refer to Note 22, " Income Taxes ," included in Item 8, " Financial Statements and Supplementary Data ," within this Form 10-K.
Altogether, this significant level of volatility in demand levels, input and transportation costs, and material and labor availability, have pressured our ability to operate efficiently in recent periods.
This significant level of volatility in demand levels, input and transportation costs, and material and labor availability, have pressured our ability to operate efficiently in recent periods.
These increases were partially offset by a $2.7 million decrease in non-cash stock compensation due to expected attainment of existing awards and a $1.3 million decrease in technology costs, as $5.3 million of higher costs associated with upgrades of certain of our information technology applications were more than offset by $6.6 million of technology costs allocated to our segments that was not allocated in 2023.
These increases were partially offset by a $3.3 million decrease in non-cash stock compensation due to expected attainment of existing awards and a $1.3 million decrease in technology costs, as $5.3 million of higher costs associated with upgrades of certain of our information technology applications were more than offset by $6.6 million of technology costs allocated to our segments that was not allocated in 2023.
The following is a reconciliation of net income, as reported, which is a GAAP measure of our operating results, to Consolidated Bank EBITDA, as defined in our Credit Agreement, for the year ended December 31, 2024. We present Consolidated Bank EBITDA to show our performance under our financial covenants. Dollars are in thousands in the below tables.
The following is a reconciliation of net income, as reported, which is a GAAP measure of our operating results, to Consolidated Bank EBITDA, as defined in our Credit Agreement, for the year ended December 31, 2025. We present Consolidated Bank EBITDA to show our performance under our financial covenants. Dollars are in thousands in the below tables.
Our permitted total net leverage ratio under the Credit Agreement is 4.00 to 1.00 as of December 31, 2024. If we were to complete an acquisition which qualifies for a Covenant Holiday Period, as defined in our Credit Agreement, then our permitted total net leverage ratio cannot exceed 4.50 to 1.00 during that period.
Our permitted total net leverage ratio under the Credit Agreement is 4.00 to 1.00 as of December 31, 2025. If we were to complete an acquisition which qualifies for a Covenant Holiday Period, as defined in our Credit Agreement, then our permitted total net leverage ratio cannot exceed 4.50 to 1.00 during that period.
These include payments under our long-term debt agreements, rent payments required under operating and finance lease agreements, certain benefit obligations and interest obligations on our long-term debt. The following table summarizes our material contractual cash obligations as of December 31, 2024 (dollars in thousands).
These include payments under our long-term debt agreements, rent payments required under operating and finance lease agreements, certain benefit obligations and interest obligations on our long-term debt. The following table summarizes our material contractual cash obligations as of December 31, 2025 (dollars in thousands).
In 2024, our consolidated subsidiaries that do not guarantee the Senior Notes represented 30% of the total of guarantor and non-guarantor net sales, treating each as a consolidated group and excluding intercompany transactions between guarantor and non-guarantor subsidiaries.
In 2025, our consolidated subsidiaries that do not guarantee the Senior Notes represented 30% of the total of guarantor and non-guarantor net sales, treating each as a consolidated group and excluding intercompany transactions between guarantor and non-guarantor subsidiaries.
The facility is guaranteed by TriMas Corporation. There were no borrowings on this loan facility as of December 31, 2024, and 2023. Cash management related to our revolving credit facility is centralized.
The facility is guaranteed by TriMas Corporation. There were no borrowings on this loan facility as of December 31, 2025, and 2024. Cash management related to our revolving credit facility is centralized.
During 2024, we received net proceeds of $1.4 million from borrowings on our revolving credit facilities, purchased $19.3 million of outstanding common stock, used a net cash amount of $1.8 million related to our stock compensation arrangements, paid dividends of $6.6 million, and paid $2.3 million related to other financing activities, which includes $2.25 million of cash paid as final contingent consideration for the Weldmac acquisition.
During 2024, we received net proceeds of $1.4 million from borrowings on our revolving credit facilities, purchased $19.3 million of outstanding common stock, used a net cash amount of $1.8 million related to our stock compensation arrangements, paid dividends of $6.6 million, and paid $2.3 million related to other financing activities, which included $2.25 million of cash paid as final contingent consideration for our acquisition of the Weldmac Manufacturing Company.
We will continue to evaluate opportunities to return capital to shareholders through the purchase of our common stock, depending on market conditions and other factors. 41 Table of Contents Under various agreements, we are obligated to make future cash payments in fixed amounts.
We will continue to evaluate opportunities to return capital to shareholders through the purchase of our common stock, depending on market conditions and other factors. Under various agreements, we are obligated to make future cash payments in fixed amounts.
However, as a result of the current period of macroeconomic inflation and uncertainty and the potential impact of such factors to our future results of operations, as well as if there is an impact to TriMas' overall performance and market capitalization, we may record additional cash and non-cash charges related to further realignment actions, asset impairments, including impairments to our goodwill, intangible assets, fixed assets, inventory or customer receivable account balances.
However, as a result of the current period of macroeconomic inflation and uncertainty, including uncertainty regarding the scope and duration of current and future tariffs and trade actions, and the potential impact of such factors to our future results of operations, as well as if there is an impact to TriMas' overall performance and market capitalization, we may record additional cash and non-cash charges related to further realignment actions, asset impairments, including impairments to our goodwill, intangible assets, fixed assets, inventory or customer receivable account balances.
A growing amount of our sales is derived from international sources, which exposes us to certain risks, including currency risks. We are sensitive to price movements and availability of our raw materials supply.
A growing amount of our sales is derived from international sources, which exposes us to certain risks, including currency risks. 30 Table of Contents We are sensitive to price movements and availability of our raw materials supply.
We may redeem all or part of the Senior Notes at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest, if any, to the redemption date, if redeemed during the twelve-month period beginning on April 15 of the years indicated below: Year Percentage 2024 102.063 % 2025 101.031 % 2026 and thereafter 100.000 % We are party to a credit agreement ("Credit Agreement"), consisting of a $300.0 million senior secured revolving credit facility, which permits borrowings denominated in specific foreign currencies, subject to a $125.0 million sub limit, maturing on March 29, 2026.
We may redeem all or part of the Senior Notes at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest, if any, to the redemption date, if redeemed during the twelve-month period beginning on April 15 of the years indicated below: Year Percentage 2025 101.031 % 2026 and thereafter 100.000 % We are party to a credit agreement ("Credit Agreement"), consisting of a $250.0 million senior secured revolving credit facility, which permits borrowings denominated in specific foreign currencies, subject to a $125.0 million sub limit, maturing on March 31, 2030.
As of December 31, 2024, we were party to foreign exchange forward and swap contracts to hedge changes in foreign currency exchange rates with notional amounts of $105.9 million. We also use cross-currency swap agreements to mitigate currency risks associated with the net investment in certain of our foreign subsidiaries.
As of December 31, 2025, we were party to foreign exchange forward and swap contracts to hedge changes in foreign currency exchange rates with notional amounts of $139.9 million. We also use cross-currency swap agreements to mitigate currency risks associated with the net investment in certain of our foreign subsidiaries.
Our weighted average borrowings were $433.9 million during 2024, compared to $417.4 million during 2023, primarily due to the aggregate principal balance on our senior notes as well as higher borrowings on revolving credit facilities during 2024. In May 2021, we, through one of our non-U.S. subsidiaries, entered into a revolving loan facility with a borrowing capacity of $4 million.
Our weighted average borrowings were $434.4 million during 2025, compared to $433.9 million during 2024, primarily due to the aggregate principal balance on our senior notes as well as borrowings on revolving credit facilities. In May 2021, we, through one of our non-U.S. subsidiaries, entered into a revolving loan facility with a borrowing capacity of $4 million.
Corporate expenses included in operating profit consist of the following (dollars in millions): Year ended December 31, 2024 2023 Corporate operating expenses $ 36.0 $ 36.7 Non-cash stock compensation 7.0 9.7 Legacy expenses 9.7 0.2 Corporate expenses $ 52.7 $ 46.6 Corporate expenses increased $6.1 million to $52.7 million in 2024, from $46.6 million in 2023, primarily due to a $5.5 million pre-tax charge related to updating our asbestos studies in 2024, $3.6 million of pre-tax charges related to our environment remediation obligations and $1.3 million of higher professional costs associated with business acquisition, diligence and transaction related activity.
Corporate expenses included in operating profit consist of the following (dollars in millions): Year ended December 31, 2024 2023 Corporate operating expenses $ 36.0 $ 36.8 Non-cash stock compensation 5.6 8.9 Legacy expenses 9.4 0.2 Corporate expenses $ 51.0 $ 45.9 Corporate expenses included in operating profit increased $5.1 million to $51.0 million in 2024, from $45.9 million in 2023, primarily due to a $5.5 million pre-tax charge related to updating our asbestos studies in 2024, $3.2 million of pre-tax charges related to our environment remediation obligations and $1.3 million of higher professional costs associated with business acquisition, diligence and transaction related activity.
We accrue loss reserves for asbestos-related matters based upon an estimate of the ultimate liability for claims incurred, whether reported or not, including an estimate of future settlement costs and costs to defend.
We accrue loss reserves and record the related insurance recovery asset for asbestos-related matters based upon an estimate of the ultimate liability and recovery for claims incurred, whether reported or not, including an estimate of future settlement costs and costs to defend.
Our days accounts payable on hand fluctuate primarily as a result of the timing of payments made to suppliers and the mix of vendors and related terms. 38 Table of Contents Net cash used for investing activities was $47.0 million and $134.4 million in 2024 and 2023, respectively.
Our days accounts payable on hand fluctuate primarily as a result of the timing of payments made to suppliers and the mix of vendors and related terms. 38 Table of Contents Net cash used for investing activities was $64.1 million and $47.0 million in 2025 and 2024, respectively.
Sales of our engineered components products increased by $17.6 million due to improved throughput, commercial recoveries and new business wins. Gross profit within Aerospace increased $21.9 million to $69.9 million, or 23.8% of sales, in 2024, from $48.0 million, or 19.9% of sales, in 2023.
Sales of our engineered components products increased by $17.6 million due to improved throughput, commercial recoveries and new business wins. 37 Table of Contents Gross profit within Aerospace increased $21.9 million to $69.9 million, or 23.8% of sales, in 2024, as compared to $48.0 million, or 19.9% of sales, in 2023.
The increase in net sales was also offset by $2.0 million due to currency exchange, as our reported results in U.S. dollars were unfavorably impacted as a result of the strengthening U.S. dollar relative to foreign currencies. 35 Table of Contents Gross profit margin (gross profit as a percentage of sales) approximated 21.6% and 22.5% in 2024 and 2023, respectively.
The increase in net sales was also offset by $2.0 million due to currency exchange, as our reported results in U.S. dollars were unfavorably impacted as a result of the strengthening U.S. dollar relative to foreign currencies. Gross profit margin (gross profit as a percentage of sales) approximated 20.5% and 23.5% in 2024 and 2023, respectively.
Operating profit within Aerospace increased $18.2 million to $33.8 million, or 11.5% of sales, in 2024, as compared to $15.5 million, or 6.4% of sales, in 2023, primarily due to the impact of higher sales levels, improved fixed cost absorption, reduced material availability production constraints, a more favorable product sales mix, commercial recoveries, a purchase accounting adjustment related to Weldmac's inventory step-up to fair value in 2023 that did not repeat, and a $1.1 million indefinite-lived intangible asset impairment charge in 2023 that did not repeat.
Operating profit within Aerospace increased $17.2 million to $32.0 million, or 10.9% of sales, in 2024, as compared to $14.8 million, or 6.1% of sales, in 2023, primarily due to the impact of higher sales levels, improved fixed cost absorption, reduced material availability production constraints, a more favorable product sales mix, commercial recoveries, a purchase accounting adjustment related to Weldmac's inventory step-up to fair value in 2023 that did not repeat, and a $1.1 million indefinite-lived intangible asset impairment charge in 2023 that did not repeat.
Operating profit decreased $18.3 million, to $47.2 million in 2024, as compared to $65.4 million in 2023, primarily due to decreased sales, significantly less favorable absorption of fixed costs and accelerated depreciation charges for certain machinery and equipment within our Specialty Products segment, a $5.5 million pre-tax charge related to updating our asbestos studies, and $3.6 million of pre-tax charges related to our environmental remediation obligations.
Operating profit decreased $35.5 million, to $15.2 million in 2024, as compared to an operating profit of $50.7 million in 2023, primarily due to decreased sales, significantly less favorable absorption of fixed costs and accelerated depreciation charges for certain machinery and equipment within our Specialty Products segment, a $5.5 million pre-tax charge related to updating our asbestos studies, and $3.2 million of pre-tax charges related to our environmental remediation obligations.
The changes in 2024 and 2023 are primarily as a result of the timing of payments made for income taxes and certain operating expenses. • Increases in accounts payable and accrued liabilities resulted in a source of cash of $0.6 million in 2024, as compared to a use of cash of $14.5 million in 2023.
The changes in 2025 and 2024 are primarily as a result of the timing of payments made for income taxes and certain operating expenses. • Decreases in accounts payable and accrued liabilities resulted in a use of cash of $2.4 million in 2025, as compared to a source of cash of $0.6 million in 2024.
The Credit Agreement allows issuance of letters of credit, not to exceed $40.0 million in aggregate, against revolving credit facility commitments. At December 31, 2024, we had $1.5 million outstanding under our revolving credit facility and had $292.2 million potentially available after giving effect to $6.3 million of letters of credit issued and outstanding.
The Credit Agreement allows issuance of letters of credit, not to exceed $40.0 million in aggregate, against revolving credit facility commitments. At December 31, 2025, we had $72.8 million outstanding under our revolving credit facility and had $171.2 million potentially available after giving effect to $6.0 million of letters of credit issued and outstanding.
The future interest obligations calculation excludes the impact of our cross-currency swap agreements. See Note 12, " Derivative Instruments ," included in Item 8, " Financial Statements and Supplementary Data ," within this Form 10-K for additional information.
(b) Our Senior Notes bear interest at 4.125%. The future interest obligations calculation excludes the impact of our cross-currency swap agreements. See Note 13, " Derivative Instruments ," included in Item 8, " Financial Statements and Supplementary Data ," within this Form 10-K for additional information.
Our largest raw material purchases are for polypropylene, polyethylene, steel, aluminum, superalloys (such as titanium, A286 stainless steel and Inconel) and other oil and metal-based purchased components, the costs for each of which are subject to volatility.
Our largest raw material purchases are for polypropylene, polyethylene, steel, aluminum, and other oil and metal-based purchased components, the costs for each of which are subject to volatility.
Net sales increased $52.8 million, or 21.9% (of which 16.6% was organic and 5.3% related to acquisitions), to $294.2 million in 2024, as compared to $241.4 million in 2023. Acquisition-related sales growth from our April 2023 acquisition of Weldmac was $12.9 million.
See Note 5, " Discontinued Operations ," to our consolidated financial statements attached herein. Aerospace net sales increased $52.8 million, or 21.9% (of which 16.6% was organic and 5.3% related to acquisitions), to $294.2 million in 2024, as compared to $241.4 million in 2023. Acquisition-related sales growth from our April 2023 acquisition of Weldmac was $12.9 million.
In addition, our non-guarantor subsidiaries represented 37% and 15% of the total guarantor and non-guarantor assets and liabilities, respectively, as of December 31, 2024, treating the guarantor and non-guarantor subsidiaries each as a consolidated group.
In addition, our non-guarantor subsidiaries represented 25% and 13% of the total guarantor and non-guarantor assets and liabilities, respectively, as of December 31, 2025, treating the guarantor and non-guarantor subsidiaries each as a consolidated group.
Selling, general and administrative expenses increased $4.8 million to $36.2 million, or 12.3% of sales, in 2024, as compared to $31.4 million, or 13.0% of sales, in 2023, primarily due to higher employee-related costs, higher information technology costs,$1.8 million of increased costs related to the labor union strike, and higher ongoing selling, general and administrative costs associated with our acquisition of Weldmac.
Selling, general and administrative expenses within Aerospace increased $5.8 million to $37.9 million, or 12.9% of sales, in 2024, as compared to $32.1 million, or 13.3% of sales, in 2023, primarily due to higher employee-related costs, higher information technology costs, $1.8 million of increased costs related to the labor union strike, and higher ongoing selling, general and administrative costs associated with our acquisition of Weldmac.
To provide a level of sensitivity analysis, a 1% increase in the weighted average cost of capital would have resulted in a goodwill impairment charge of approximately $7 million, while a 0.5% decrease in the terminal growth rate would have resulted in a goodwill impairment charge of approximately $2 million.
To provide a level of sensitivity analysis, for the Life Sciences reporting unit a 1% increase in the weighted average cost of capital would have resulted in a goodwill impairment charge of approximately $0.9 million, while a 0.5% decrease in the terminal growth rate would have resulted in no impairment to goodwill.
Significant changes in cash flows provided by operating activities and the reasons for such changes are as follows: • In 2024, the Company generated $107.3 million in cash flows, based on the reported net income of $24.3 million and after considering the effects of non-cash items related to impairment of indefinite-lived intangible assets, depreciation, amortization of intangible assets and debt issuance costs, (gain) loss on dispositions of assets, changes in deferred income taxes, stock-based compensation, provision for losses on accounts receivable, change in asbestos and environmental liability estimates and other operating activities.
Significant changes in cash flows provided by operating activities and the reasons for such changes are as follows: • In 2025, the Company generated $118.3 million in cash flows, based on the reported net income of $120.1 million, which includes $72.3 million income from continuing operations and $47.8 million income from discontinued operations, and after considering the effects of non-cash items related to depreciation, amortization of intangible assets and debt issuance costs, (gain) loss on dispositions of assets, changes in deferred income taxes, stock-based compensation, provision for losses on accounts receivable, change in asbestos and environmental liability estimates and other operating activities.
We believe our businesses share important and distinguishing characteristics, including: well-recognized and leading brand names in the markets we serve; innovative product technologies and features; a high-degree of customer approved processes and qualifications; established distribution networks; modest capital investment requirements; strong cash flow conversion and long-term growth opportunities.
We believe our businesses share important and distinguishing characteristic s, including: innovative product technologies and features; a high-degree of customer approved processes and qualifications; established distribution networks; modest capital investment requirements; strong cash flow conversion and long-term growth opportunities.
We believe our capital structure remains strong and that we have sufficient headroom under our financial covenants, and ample cash and available liquidity under our revolving credit facility, to meet our debt service, capital expenditure and other short-term and long-term obligations for the next 12 months and for the foreseeable future, as well as fund dividends, share repurchases and bolt-on acquisitions consistent with our capital allocation strategy.
We believe our capital structure remains strong and that we have sufficient headroom under our financial covenants, and ample cash and available liquidity under our revolving credit facility, to meet our debt service, capital expenditure and other short-term and long-term obligations for the next 12 months and for the foreseeable future.
Additionally, operating profit decreased due to increased input costs and higher production costs, which started to abate in fourth quarter 2024, related to high demand for certain dispensing products within our Packaging segment, as well as increased costs and manufacturing inefficiencies resulting from the labor union strike within our Aerospace segment.
Additionally, operating profit decreased due to increased input costs and higher production costs, which started to abate in fourth quarter 2024, related to high demand for certain dispensing products within our Packaging segment.
A discussion regarding our financial condition and results of operations for the year ended December 31, 2023 compared to the year ended December 31, 2022 can be found under Item 7 in our Annual Report on Form 10-K for the fiscal year ended December 31, 2023, filed with the Securities and Exchange Commission on February 29, 2024.
A discussion regarding our results of operations for our Packaging and Specialty Products segments for the year ended December 31, 2024 compared to the year ended December 31, 2023, which did not change, can be found under Item 7 in our Annual Report on Form 10-K for the fiscal year ended December 31, 2024, filed with the Securities and Exchange Commission on February 27, 2025.
Accruals for asbestos-related matters are included in the consolidated balance sheet in "Accrued liabilities" and "Other long-term liabilities." Other Loss Reserves. We have other loss exposures related to insurance, litigation and environmental claims. Establishing loss reserves for these matters requires the use of estimates and judgment in regard to risk exposure and ultimate liability.
We have other loss exposures related to insurance, litigation and environmental claims. Establishing loss reserves for these matters requires the use of estimates and judgment in regard to risk exposure and ultimate liability.
The majority of our lease transactions are accounted for as operating leases, and we incurred rent expense related thereto of $13.9 million in 2024. We expect leasing will continue to be an available financing option to fund future capital expenditure requirements.
In addition to our long-term debt, we have other cash commitments related to leases. The majority of our lease transactions are accounted for as operating leases, and we incurred rent expense related thereto of $12.2 million in 2025. We expect leasing will continue to be an available financing option to fund future capital expenditure requirements.
Year to Date 2023 Organic Acquisitions Foreign Exchange Total Consolidated TriMas Corporation 2.0 % 1.8 % (0.3) % 3.5 % Packaging 10.3 % 0.6 % (0.4) % 10.5 % Aerospace 16.6 % 5.3 % — % 21.9 % Specialty Products (37.2) % — % — % (37.2) % The following "Results of Operations Year Ended December 31, 2024 Compared with Year Ended December 31, 2023" section presents an analysis of our consolidated operating results displayed in the Consolidated Statement of Income.
Year to Date 2024 Organic Acquisitions Divestitures Foreign Exchange Total Consolidated TriMas Corporation 4.8 % — % (2.8) % 0.4 % 2.4 % Packaging 4.1 % — % — % 0.4 % 4.5 % Specialty Products 8.0 % — % (15.0) % — % (7.0) % 32 Table of Contents The following "Results of Operations Year Ended December 31, 2025 Compared with Year Ended December 31, 2024" section presents an analysis of our consolidated operating results displayed in the Consolidated Statement of Income.
Certain circumstances that could reasonably be expected to negatively affect the underlying key assumptions and impact the estimated fair value of our Life Sciences reporting unit may include such items as: (i) a decrease in expected future cash flows, (ii) inability to achieve the sales targeted as part of our strategic growth initiatives, and (iii) inability to efficiently leverage the projected sales growth at expected margin rates. 44 Table of Contents Additionally, we performed a quantitative assessment for the indefinite-lived intangible assets within the packaging-related Life Sciences reporting unit after electing the option to bypass the qualitative assessment.
Certain circumstances that could reasonably be expected to negatively affect the underlying key assumptions and impact the estimated fair value of our Life Sciences reporting unit may include such items as: (i) a decrease in expected future cash flows, (ii) inability to achieve the sales targeted as part of our strategic growth initiatives, and (iii) inability to efficiently leverage the projected sales growth at expected margin rates.
See Note 12, " Derivative Instruments ," included in Item 8, " Financial Statements and Supplementary Data ," within this Form 10-K for additional information. We are also subject to interest risk as it relates to our long-term debt. We have historically used interest rate swap agreements to fix the variable portion of our debt to manage this risk.
See Note 13, " Derivative Instruments ," included in Item 8, " Financial Statements and Supplementary Data ," within this Form 10-K for additional information. We are also subject to interest risk as it relates to our long-term debt.
The majority of our cash on hand as of December 31, 2024, is located in jurisdictions outside the United States. We have available funding under our revolving credit facility of $216.7 million at December 31, 2024, (after consideration of the aforementioned leverage restrictions).
The majority of our cash on hand as of December 31, 2025, is located in jurisdictions outside the United States. We have available funding under our revolving credit facility of $171.2 million at December 31, 2025.
Critical factors affecting our ability to succeed include: our ability to generate organic growth through product development, cross-selling and extending product-line offerings, and our ability to quickly and cost-effectively introduce and successfully launch new products; our ability to acquire and integrate companies or products that supplement existing product lines, add adjacent distribution channels and new customers, or expand our geographic coverage; our ability to manage our cost structure more efficiently via supply chain management, internal sourcing and/or purchasing of materials, selective outsourcing and/or purchasing of support functions, working capital management, and greater leverage of our administrative functions; and our ability to absorb, or recover via commercial actions, inflationary or other cost increases, including tariffs and duties. 32 Table of Contents Our overall business does not experience significant seasonal fluctuation, other than our fourth quarter, which has tended to be the lowest net sales quarter of the year due to holiday shutdowns at certain customers or other customers deferring capital spending to the following year.
Critical factors affecting our ability to succeed include: our ability to generate organic growth through product development, cross-selling and extending product-line offerings, and our ability to quickly and cost-effectively introduce and successfully launch new products; our ability to acquire and integrate companies or products that supplement existing product lines, add adjacent distribution channels and new customers, or expand our geographic coverage; our ability to manage our cost structure more efficiently via supply chain management, internal sourcing and/or purchasing of materials, selective outsourcing and/or purchasing of support functions, working capital management, and greater leverage of our administrative functions; and our ability to absorb, or recover via commercial actions, inflationary or other cost increases, including tariffs and duties.
Results of Operations Year Ended December 31, 2024 Compared with Year Ended December 31, 2023 The principal factors impacting us during the year ended December 31, 2024, compared with the year ended December 31, 2023 were: • Increases in demand for products within our Packaging and Aerospace segments; • Significant demand decrease in our Specialty Products segment; • The impact of recent acquisitions, primarily Aarts in February 2023 and Weldmac in April 2023; • Expedited freight costs within our Packaging segment related to the abrupt increase in demand for certain products; • Accelerated depreciation charges related to shortening the useful lives of certain machinery and equipment in our Specialty Products segment; • Inc reased costs, decreased sales levels and manufacturing inefficiencies resulting from a prolonged labor union strike at one of our manufacturing facilities in our Aerospace segment that ended in mid-October 2024; • Expenses associated with our asbestos exposure to update the liability to recent actuarial studies; • Improved material availability and resulting production efficiencies in our Aerospace segment; • Environmental remediation expenses related to waste sites in which we had been named a potential responsible party; • The impact of realignment expenses taken in 2023 in response to changes in end market demand; and • A decrease in our effective tax rate in 2024 compared with 2023.
Year Ended December 31, 2024 Compared with Year Ended December 31, 2023 The principal factors impacting us during the year ended December 31, 2024 compared with the year ended December 31, 2023 were: • Increases in demand for products within our Packaging segment; • Significant demand decrease in our Specialty Products segment; • The impact of our recent acquisition of Aarts in February 2023; • Expedited freight costs within our Packaging segment related to the abrupt increase in demand for certain products; • Accelerated depreciation charges related to shortening the useful lives of certain machinery and equipment in our Specialty Products segment; • Expenses associated with our asbestos exposure to update the liability to recent actuarial studies; • Environmental remediation expenses related to waste sites in which we had been named a potential responsible party; • The impact of realignment expenses taken in 2023 in response to changes in end market demand; and • A decrease in our effective tax rate in 2024 compared with 2023.
After consideration of leverage restrictions contained in the Credit Agreement, as of December 31, 2024 and 2023, we had $216.7 million and $256.9 million, respectively, of borrowing capacity available for general corporate purposes.
Our borrowing capacity was not reduced by leverage restrictions contained in the Credit Agreement as of December 31, 2025. After consideration of leverage restrictions contained in the Credit Agreement, as of December 31, 2024 we had $216.7 million of borrowing capacity available for general corporate purposes.
Based on forecasted cash sources and requirements inherent in our business plans, we believe that our liquidity and capital resources, including anticipated cash flows from operations, will be sufficient to meet our debt service, capital expenditure and other short-term and long-term obligation needs for the next 12 months and for the foreseeable future, as well as dividends and share repurchases.
Based on forecasted cash sources and requirements inherent in our business plans, we believe that our liquidity and capital resources, including anticipated cash flows from operations, will be sufficient to meet our debt service, capital expenditure and other short-term and long-term obligation needs for the next 12 months and for the foreseeable future, as well as dividends and share repurchases. 41 Table of Contents We are subject to variable interest rates on our revolving credit facility, which is subject to a benchmark interest rate determined based on the currency denomination of borrowings.
While some areas of demand volatility and softness remain, such as in our Specialty Products segment, and more specifically our Norris Cylinder business, we have experienced more steady and consistent demand in our Packaging and Aerospace segments. Overall, 2024 net sales increased $31.5 million, or 3.5%, compared to 2023.
While some areas of demand volatility and softness remain, such as in our our Norris Cylinder business within our Specialty Products segment, we have experienced more steady and consistent demand in our Packaging segment. Overall, 2025 net sales increased $14.9 million, or 2.4%, compared to 2024. We experienced organic growth of 4.1% within our Packaging segment compared to 2024.
As of December 31, 2024, monthly borrowings under the Credit Agreement are subject to benchmark interest rates that are based on the currency denomination of borrowings, with British pound sterling borrowings subject to the Sterling Overnight Index Average and Euro borrowings subject to the Euro InterBank Offered Rate, both plus a spread of 1.75%, and U.S. dollar borrowings subject to the Secured Overnight Financing Rate plus a spread of 1.85%.
As of December 31, 2025, monthly borrowings under the Credit Agreement are subject to benchmark interest rates determined based on the currency denomination of borrowings, with British pound sterling borrowings subject to the Sterling Overnight Index Average, Euro borrowings subject to the Euro InterBank Offered Rate and U.S. dollar borrowings subject to the Secured Overnight Financing Rate, each plus a spread that ranges from 1.375% to 2.00% based upon the leverage ratio, as defined, as of the most recent determination date.
At December 31, 2023, we had no amounts outstanding under our revolving credit facility and had $294.0 million potentially available after giving effect to $6.0 million of letters of credit issued and outstanding.
At December 31, 2024, we had $1.5 million outstanding under our revolving credit facility and had $292.2 million potentially available after giving effect to $6.3 million of letters of credit issued and outstanding.
You should read the following discussion together with Item 8, "Financial Statements and Supplementary Data." Introduction TriMas designs, develops and manufactures a diverse set of products primarily for the consumer products, aerospace & defense and industrial markets through its TriMas Packaging, TriMas Aerospace and Specialty Products groups.
You should read the following discussion together with Item 8, "Financial Statements and Supplementary Data." Introduction TriMas designs, develops and manufactures a diverse set of products primarily for the consumer products and industrial markets through its TriMas Packaging and Specialty Products groups. Our wide range of innovative products are designed and engineered to solve application-specific challenges that our customers face.
The decrease in effective tax rate 2024 as compared to 2023 is primarily as a result of a change in the mix of domestic and foreign pre-tax results. Additional Key Risks that May Affect Our Reported Results We have executed meaningful realignment actions over the past few years to address variable and structural costs where demand has fallen.
Otherwise, the remaining difference is due to a change in the mix of domestic and foreign pre-tax results. Additional Key Risks that May Affect Our Reported Results We have executed meaningful realignment actions over the past few years to address variable and structural costs where demand has fallen. We will continue to assess and take further actions if required.
Each year, as a core tenet of the TriMas Business Model, our businesses target cost savings from Kaizen (continuous improvement) initiatives in an effort to reduce, or otherwise offset, the impact of increased input and conversion costs through increased throughput and yield rates, with a goal of at least covering inflationary and market cost increases.
Each year our businesses target continuous improvement initiatives in an effort to reduce, or otherwise offset, the impact of increased input and conversion costs through increased throughput and yield rates, with a goal of at least covering inflationary and market cost increases. In addition, we continuously review our operating cost structures to ensure alignment with current market demand.
The effective income tax rate for 2024 was 19.3%, compared to 20.2% for 2023. We recorded income tax expense of $5.8 million in 2024, as compared to $10.2 million in 2023.
Income tax (benefit) expense decreased $8.5 million, to $2.2 million of income tax benefit for 2024, as compared to $6.3 million of income tax expense in 2023. The effective income tax rate for 2024 was 53.3%, compared to 17.6% for 2023.
Our days accounts payable on hand decreased by six day through 2024 and increased by one day through 2023.
Our days accounts payable on hand decreased by three days through 2025 and decreased by six days through 2024.
During 2024, 2023 and 2022, we purchased 771,067, 680,594 and 1,264,088 shares of our outstanding common stock for $19.3 million, $18.8 million and $36.9 million, respectively. Since the initial authorization through December 31, 2024, we have purchased 6,566,564 shares of our outstanding common stock for an aggregate purchase price of $182.4 million.
During 2025, 2024 and 2023, we purchased 3,124,866, 771,067 and 680,594 shares of our outstanding common stock for $103.3 million, $19.3 million and $18.8 million, respectively. Since the initial authorization through December 31, 2025, we have purchased 9,691,430 shares of our outstanding common stock for an aggregate purchase price of $285.7 million.
We utilize known facts and historical trends for Company-specific and general market asbestos-related activity, as well as an actuarial valuation in determining estimated required reserves which we believe are probable and reasonably estimable. Asbestos-related accruals are assessed at each balance sheet date to determine if the liability remains reasonably stated.
We utilize known facts and historical trends for Company-specific and general market asbestos-related activity, as well as an actuarial valuation in determining estimated required reserves and related insurance recoveries, which we believe are probable and reasonably estimable.
If our credit ratings were to decline, our ability to access certain financial markets may become limited, our cost of borrowings may increase, the perception of us in the view of our customers, suppliers and security holders may worsen and as a result, we may be adversely affected. 42 Table of Contents Outlook Through 2024, we proactively managed through a significant destocking period and resulting demand trough as compared to the prior year period within our cylinder business.
If our credit ratings were to decline, our ability to access certain financial markets may become limited, our cost of borrowings may increase, the perception of us in the view of our customers, suppliers and security holders may worsen and as a result, we may be adversely affected.
These decreases were partially offset by higher sales levels and related improved fixed cost absorption and the impact of a charge related to purchase accounting in 2023 that did not repeat within our Packaging and Aerospace segments.
These decreases were partially offset by higher sales levels and related improved fixed cost absorption, the impact of a charge related to purchase accounting in 2023 that did not repeat, lower realignment costs, and the impact of $1.0 million of higher net gains on sales of non-core properties all within the Packaging segment.
Packaging's selling, general and administrative expenses increased $7.7 million to $56.4 million, or 11.0% of sales, in 2024, as compared to $48.8 million, or 10.5% of sales, in 2023, primarily due to $4.7 million higher information technology costs allocated from Corporate, higher employee-related costs and higher professional fees.
Packaging's selling, general and administrative expenses increased $2.4 million to $58.8 million, or 11.0% of sales, in 2025, as compared to $56.4 million, or 11.0% of sales, in 2024, primarily due to higher employee-related costs.
Our actual total net leverage ratio was 2.57 to 1.00 at December 31, 2024. Our permitted interest expense coverage ratio under the Credit Agreement is 3.00 to 1.00, and our actual interest expense coverage ratio was 8.24 to 1.00 as of December 31, 2024. At December 31, 2024, we were in compliance with our financial covenants.
Our actual total net leverage ratio was 2.68 to 1.00 at December 31, 2025. Our permitted interest expense coverage ratio under the Credit Agreement is 3.00 to 1.00, and our actual interest expense coverage ratio was 10.35 to 1.00 as of December 31, 2025.
There has also been some volatility over the past two years as a direct and indirect result of foreign trade policy, where tariffs on certain of our commodity-based products sourced from Asia have been instituted, the conflict in Eastern Europe, creating certain input material shortages, and labor shortages at certain of our raw material suppliers.
There has also been volatility in certain of our input costs as a direct and indirect result of foreign trade policy, where tariffs on certain of our commodity-based products sourced from Asia have been instituted.
Other income increased $1.3 million to $2.4 million in 2024, from $1.1 million in 2023, primary due to the $2.2 million reversal of the Weldmac contingent consideration liability in 2024 and by a non-cash settlement charge for our Canadian defined benefit obligations during 2023, partially offset by increased foreign translation losses.
Other income, net decreased $0.9 million to $0.2 million in 2024, from $1.1 million in 2023, primarily due to increased foreign translation losses, which was partially offset by a non-cash settlement charge for our Canadian defined benefit obligations during 2023.
During 2023, we received net proceeds of $0.6 million from borrowings on our revolving credit facilities, purchased $18.8 million of outstanding common stock, used a net cash amount of $2.7 million related to our stock compensation arrangements, paid dividends of $6.7 million, and paid $3.3 million related to liabilities assumed in our acquisition of Aarts.
During 2025, we received net proceeds of $66.5 million from borrowings on our revolving credit facilities, paid $1.3 million for debt financing fees, purchased $103.3 million of outstanding common stock, used a net cash amount of $2.0 million related to our stock compensation arrangements, paid dividends of $6.6 million, and received $0.3 million related to other financing activities.
For purposes of the 2024 annual impairment tests, we performed qualitative assessments for all reporting units except the Life Sciences reporting unit within our Packaging segment, for which we elected to perform quantitative assessments.
For purposes of the 2025 annual impairment tests, we performed qualitative assessments for all reporting units except the reporting units specified below for which we elected to perform a quantitative assessment.
In March 2020, we announced our Board of Directors had authorized us to increase the purchase of our common stock up to $250 million in the aggregate, an increase of $100 million from the previous authorization.
In November 2025, we announced our Board of Directors had authorized us to increase the purchase of our common stock up to $150 million in the aggregate, adding to the $65.4 million remaining under the previous authorization.
Organic sales, excluding the impact of currency exchange and acquisitions, increased $17.9 million, or 2.0%, driven by organic sales increases of 10.3% and 16.6% within our Packaging and Aerospace segments, respectively, due to end market demand improvements and growth initiatives. These increases were partially offset by a 37.2% sales decrease in our Specialty Products segment due to lower market demand.
Organic sales, excluding the impact of currency exchange and aquisition, decreased $22.1 million, or 3.4%, driven by an organic sales decrease of 37.2% within our Specialty segment, due to lower market demand, partially offset by an organic sales increase of 10.3% within our Packaging segment due to end market demand improvements and growth initiatives.
We determine our reporting units at the individual operating segment level, or one level below, when there is discrete financial information available that is regularly reviewed by segment management for evaluating operating results. For purposes of our 2024 goodwill impairment test, we had six reporting units, four of which had goodwill, within our three reportable segments.
An impairment loss is recognized when the carrying value of the asset exceeds its fair value. We determine our reporting units at the individual operating segment level, or one level below, when there is discrete financial information available that is regularly reviewed by segment management for evaluating operating results.
As such, an increase in crude oil often is a precursor to rising polymeric raw material costs, for which we may experience a contractual commercial recover lag. Separately, our Arrow Engine business in our Specialty Products segment is sensitive to the demand for natural gas and crude oil in North America.
As such, an increase in crude oil often is a precursor to rising polymeric raw material costs, for which we may experience a contractual commercial recovery lag.
The relief-from-royalty method involves the estimation of appropriate market royalty rates for our indefinite-lived intangible assets and the application of these royalty rates to forecasted net sales attributable to the intangible assets.
Additionally, we performed a quantitative assessment for the indefinite-lived intangible assets within the packaging-related Life Sciences reporting unit after electing the option to bypass the qualitative assessment. The relief-from-royalty method involves the estimation of appropriate market royalty rates for our indefinite-lived intangible assets and the application of these royalty rates to forecasted net sales attributable to the intangible assets.
Our days sales in inventory increased by eleven days in 2023, primarily as a result of investing in certain inventories in our Aerospace segment as a result of increased customer demand. • Increases in prepaid expenses and other assets resulted in a use of cash of $2.3 million in 2024, while decreases in prepaid expenses and other assets resulted in a source of cash of $4.8 million in 2023.
Our days sales in inventory decreased by four days in 2024, primarily as a result of moderating inventory levels with higher sales levels within our Packaging and Aerospace segments. • Decreases in prepaid expenses and other assets resulted in a source of cash of $4.1 million in 2025, while increases in prepaid expenses and other assets resulted in a use of cash of $2.3 million in 2024.
The decrease in gross profit was partially offset by higher sales levels and related improved fixed cost absorption and the impact of a charge related to purchase accounting in 2023 that did not repeat within our Packaging and Aerospace segments.
The decrease in gross profit was partially offset by higher sales levels and related improved fixed cost absorption, the impact of a charge related to purchase accounting in 2023 that did not repeat in 2024, and the favorable impact of lower year-over-year realignment costs all within our Packaging segment. 36 Table of Contents Operating profit margin (operating profit as a percentage of sales) approximated 2.4% and 7.8% in 2024 and 2023, respectively.
Our results of operations have been materially impacted over the past few years by macro-economic factors, first by the onset and proliferation of the coronavirus pandemic ("pandemic"), then further from increased energy costs and supply chain disruptions from the Russia-Ukraine conflict, and more recently by cost inflation (raw materials, wage rates and freight) a lack of material and in certain regions skilled labor availability, as well as recent periods of destocking from prior periods of over-ordering by customers.
Our results of operations have been materially impacted over the past few years by macro-economic factors, most recently by cost inflation (raw materials, wage rates and freight) and a lack of material, and in certain regions, skilled labor availability.
During 2024, we purchased 771,067 shares of our outstanding common stock for an aggregate purchase price of $19.3 million. As of December 31, 2024, we had $67.6 million remaining under the repurchase authorization.
During 2025, 2024 and 2023, we purchased 3,124,866, 771,067 and 680,594 shares of outstanding common stock for $103.3 million, $19.3 million and $18.8 million, respectively. As of December 31, 2025, we had $48.9 million remaining under the repurchase authorization.
Year ended December 31, 2024 Net income $ 24,250 Bank stipulated adjustments: Interest expense, net (as defined) 19,560 Income tax expense 5,790 Depreciation and amortization 64,920 Impairment charges (1) 230 Non-cash compensation expense (2) 6,960 Other non-cash expenses or losses 190 Non-recurring expenses or costs (3) 20,910 Extraordinary, non-recurring or unusual gains or losses 8,530 Business and asset dispositions (1,000) Currency gains and losses 1,340 Consolidated Bank EBITDA, as defined $ 151,680 December 31, 2024 Total Indebtedness, as defined (4) $ 390,050 Consolidated Bank EBITDA, as defined 151,680 Actual total net leverage ratio 2.57 x Covenant requirement 4.00 x Year ended December 31, 2024 Interest expense, as defined $ 19,560 Bank stipulated adjustments: Interest income (200) Non-cash amounts attributable to amortization of financing costs (960) Total Consolidated Cash Interest Expense, as defined $ 18,400 40 Table of Contents December 31, 2024 Consolidated Bank EBITDA, as defined $ 151,680 Total Consolidated Cash Interest Expense, as defined 18,400 Actual interest expense coverage ratio 8.24 x Covenant requirement 3.00 x ________________________________________ (1) Non-cash charges related to indefinite-lived intangible asset impairment.
Year ended December 31, 2025 Net income $ 120,140 Bank stipulated adjustments: Interest expense, net (as defined) 18,030 Income tax benefit (31,050) Depreciation and amortization 57,030 Impairment charges and asset write-offs 1,520 Non-cash compensation expense (1) 11,540 Other non-cash expenses or losses 210 Non-recurring expenses or costs (2) 19,150 Extraordinary, non-recurring or unusual gains or losses (3) (20,960) Effects of purchase accounting adjustments 1,550 Business and asset dispositions (4,510) Permitted acquisitions 910 Currency gains and losses 820 Consolidated Bank EBITDA, as defined $ 174,380 December 31, 2025 Total Indebtedness, as defined (4) $ 466,920 Consolidated Bank EBITDA, as defined 174,380 Actual total net leverage ratio 2.68 x Covenant requirement 4.00 x 40 Table of Contents Year ended December 31, 2025 Interest expense, as defined $ 18,030 Bank stipulated adjustments: Interest income (230) Non-cash amounts attributable to amortization of financing costs (950) Total Consolidated Cash Interest Expense, as defined $ 16,850 December 31, 2025 Consolidated Bank EBITDA, as defined $ 174,380 Total Consolidated Cash Interest Expense, as defined 16,850 Actual interest expense coverage ratio 10.35 x Covenant requirement 3.00 x ________________________________________ (1) Non-cash compensation expenses resulting from the grant of equity awards.
We serve customers in industries that are highly competitive and that may be significantly impacted by changes in economic or geopolitical conditions.
Key Factors Affecting Our Reported Results Demand for the products our businesses produce and results of operations depend upon general economic conditions. We serve customers in industries that are highly competitive and that may be significantly impacted by changes in economic or geopolitical conditions.
Overall, net sales increased $31.5 million, or 3.5%, to $925.0 million in 2024, as compared to $893.6 million in 2023. Acquisition-related sales growth was $15.7 million, comprised of $2.8 million from our February 2023 acquisition of Aarts and $12.9 million from our April 2023 acquisition of Weldmac.
Overall, net sales decreased $21.4 million, or 3.3%, to $630.8 million in 2024, as compared to $652.2 million in 2023. Acquisition-related sales growth was $2.8 million, from our February 2023 acquisition of Aarts.

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Item 7A. Quantitative and Qualitative Disclosures About Market Risk

Market Risk — interest-rate, FX, commodity exposure

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Biggest changeAlso see Note 11, " Long-term Debt, " and Note 12, " Derivative Instruments ," included in Item 8, " Financial Statements and Supplementary Data ," within this Form 10-K for additional information. 46 Table of Contents
Biggest changeAlso see Note 12, " Long-term Debt, " and Note 13, " Derivative Instruments ," included in Item 8, " Financial Statements and Supplementary Data ," within this Form 10-K for additional information. 46 Table of Contents

Other TRS 10-K year-over-year comparisons