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What changed in GE HealthCare's 10-K — 2024 vs 2025

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Paragraph-level year-over-year comparison of GE HealthCare'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.

+443 added−484 removedSource: 10-K (2026-02-04) vs 10-K (2025-02-13)

Top changes in GE HealthCare's 2025 10-K

443 paragraphs added · 484 removed · 366 edited across 8 sections

Item 1. Business

Business — how the company describes what it does

91 edited+11 added−23 removed50 unchanged
Biggest changeThey are: • Expanding access to quality healthcare; • Promoting a culture of belonging for all; • Mitigating our climate impact and improving resiliency; • Advancing the circular economy and environmental design; and • Protecting patient data and cybersecurity More information on our ESG program can be found in our annual Sustainability Report available on our website (which is not incorporated by reference herein).
Biggest changeGE HealthCare’s sustainability strategy, guided by our Cultural Operating Principles, focuses on the following five pillars: • Enable access to quality healthcare for more patients; • Cultivate a workplace where all colleagues can thrive; • Build a more sustainable, healthier future; • Advance sustainable practices throughout the product lifecycle; and • Deliver safe and secure products and services 9 Table of Contents More information on our sustainability program can be found in our annual Sustainability Report available on our website (which is not incorporated by reference herein).
GDPR”), and other EU country-level laws; the Lei Geral de Proteção de Dados Pessoias (“Brazil LGPD”); the various laws and accompanying regulations in China governing data privacy and cybersecurity (e.g., the Cybersecurity Law of the People’s Republic of China, Personal Information Protection Law (“China PIPL”) & Data Security Law (“China DSL”)), the Digital Personal Data Protection Act of India, and significant privacy legislation recently adopted in the Middle East and Africa Personal Data Protection Law (“PDPL”) Royal Decree No.
GDPR”), and other EU country-level laws; the Lei Geral de Proteção de Dados Pessoias (“Brazil LGPD”); the various laws and accompanying regulations in China governing data privacy and cybersecurity (e.g., the Cybersecurity Law of the People’s Republic of China, Personal Information Protection Law (“China PIPL”) and Data Security Law (“China DSL”)), the Digital Personal Data Protection Act of India, and significant privacy legislation recently adopted in the Middle East and Africa Personal Data Protection Law (“PDPL”) Royal Decree No.
Holton also previously worked as Senior Vice President of Human Resources at USAA, a financial services company and as Chief Human Resources Officer at CHS Inc., a Fortune-100 agricultural cooperative. Earlier in his career, Mr. Holton worked at GE, including GE’s healthcare business.
Mr. Holton also previously worked as Senior Vice President of Human Resources at USAA, a financial services company, and as Chief Human Resources Officer at CHS Inc., a Fortune-100 agricultural cooperative. Earlier in his career, Mr. Holton worked at GE, including GE’s healthcare business.
Rott joined GE’s healthcare business in 2011 and has held several leadership roles including in the global Women’s Health Ultrasound and Ultrasound IT segments as well as Maternal Infant Care. Before joining GE, Mr. Rott was Managing Director, Europe, the Middle East, and Africa and Asia Pacific, and Executive Board Member of Exact Holding.
Rott joined GE’s healthcare business in 2011 and held several leadership roles, including in the global Women’s Health Ultrasound and Ultrasound IT segments as well as Maternal Infant Care. Before joining GE, Mr. Rott was Managing Director, Europe, the Middle East, and Africa and Asia Pacific, and Executive Board Member of Exact Holding.
Our PDx business develops and produces two types of imaging agents: contrast media and radiopharmaceuticals. • Contrast media are pharmaceuticals that are administered to a patient prior to certain diagnostic scans in order to increase the visibility of tissues or structures during imaging exams.
Our PDx business develops and produces two types of imaging agents: contrast media and radiopharmaceuticals. • Contrast media are pharmaceuticals that are administered to a patient during certain diagnostic scans in order to increase the visibility of tissues or structures in imaging exams.
For further discussion of risks related to competition, please refer to Item 1A. “Risk Factors.” HUMAN CAPITAL We are a purpose-driven global workforce of approximately 53,000 colleagues with an average tenure that reflects a strong, engaged culture. Our colleagues are committed to serving our customers and enabling them to provide high quality patient care.
For further discussion of risks related to competition, please refer to Item 1A, “Risk Factors.” HUMAN CAPITAL We are a purpose-driven global workforce of approximately 54,000 colleagues with an average tenure that reflects a strong, engaged culture. Our colleagues are committed to serving our customers and enabling them to provide high quality patient care.
SALES AND DISTRIBUTION MODEL GE HealthCare deploys a global multi-channel commercial model consisting of approximately 9,800 sales professionals and a network of over 5,000 indirect third-party partners. Our reach into top hospitals and health systems is evidenced by our long-standing collaborations with leading institutions around the world.
SALES AND DISTRIBUTION MODEL GE HealthCare deploys a global multi-channel commercial model consisting of approximately 9,700 sales professionals and a network of over 5,000 indirect third-party partners. Our reach into top hospitals and health systems is evidenced by our long-standing collaborations with leading institutions around the world.
Our Magnetic Resonance portfolio includes scanners for a range of clinical capabilities through different bore sizes, magnetic field strengths, and scalable platforms. • Women’s Health products use X-ray technology to help clinicians screen for and diagnose breast cancer as well as bone and metabolic diseases in women.
Our MR portfolio includes scanners for a range of clinical capabilities through different bore sizes, magnetic field strengths, and scalable platforms. • Women’s Health products use X-ray technology to help clinicians screen for and diagnose breast cancer as well as bone and metabolic diseases in women.
O’Neill has over 20 years of experience with GE, beginning in the Energy services business in the U.K. and U.S. followed by a series of chief financial officer roles in GE’s healthcare business, including in the Life Sciences business, supply chain, Western Europe, and the PDx business. Prior to joining GE, Mr.
O’Neill has over 25 years of experience with GE, beginning in the Energy services business in the U.K. and U.S. followed by a series of chief financial officer roles in GE’s healthcare business, including in the Life Sciences business, supply chain, Western Europe, and the PDx business. Prior to joining GE, Mr.
We believe our global scale, complemented by local focus, allows us to provide our customers with improved supply chain security, reduced costs, and compliance with regional or national trade and marketing requirements. We have manufacturing, assembly, and pharmaceutical production in 43 facilities across 17 countries.
We believe our global scale, complemented by local focus, allows us to provide our customers with improved supply chain security, reduced costs, and compliance with regional or national trade and marketing requirements. We have manufacturing, assembly, and pharmaceutical production in 44 facilities across 17 countries.
Holton has served as our Chief People Officer since June 2024. Previously, Mr. Holton served as Chief People Officer of Amedisys, a home health company, from October 2022 to June 2024. Prior to that role, he served as Chief Human Resources Officer at Numotion, a provider of rehab technology from February 2019 to October 2022. Mr.
Adam Y. Holton . Mr. Holton has served as our Chief People Officer since June 2024. Previously, Mr. Holton served as Chief People Officer of Amedisys, a home health company, from October 2022 to June 2024. Prior to that role, he served as Chief Human Resources Officer at Numotion, a provider of rehab technology, from February 2019 to October 2022.
Our Cultural Operating Principles are: • Serve our people, patients, and customers; • Lead with a lean mindset; • Empower entrepreneurial spirit; • Deliver the future of healthcare; and • Winning with an inclusive team. 8 • Attract, develop, and cultivate our talent : GE HealthCare’s approach to talent management is designed to facilitate strong individual and company performance, foster innovation, enhance employee engagement, and drive sustainable organizational growth.
Our Cultural Operating Principles are: • Serve our people, patients, and customers; • Lead with a lean mindset; • Empower entrepreneurial spirit; • Deliver the future of healthcare; and • Winning with an inclusive team. • Attract, develop, and cultivate our talent : GE HealthCare’s approach to talent management is designed to facilitate strong individual and company performance, foster innovation, enhance colleague engagement, and drive sustainable organizational growth.
He has served on the Board of Sierra Delta since February 2018 and served as Board Chair from November 2018 until November 2023. Frank R. Jimenez . Mr. Jimenez has served as our General Counsel and Corporate Secretary since our Spin-Off from GE. He served as the General Counsel of GE’s healthcare business from February 2022 until the Spin-Off.
He has served on the Board of Sierra Delta since February 2018 and served as Board Chair from November 2018 until November 2023. Frank R. Jimenez . Mr. Jimenez has served as our General Counsel and Corporate Secretary since the Spin-Off. He served as the General Counsel of GE’s healthcare business from February 2022 until the Spin-Off. Previously, Mr.
Our radiopharmaceuticals support diagnosis and therapy selection in various care areas, such as neurology, cardiology, and oncology, and are also used by pharmaceutical companies and researchers in selecting target populations for clinical trials. Our unique combination of imaging equipment and pharmaceutical diagnostics enables building capabilities across disease states through diagnostic pharmaceuticals, hardware, software, and AI and digital solutions.
Our radiopharmaceuticals support diagnosis and therapy selection in various care areas, such as neurology, cardiology, and oncology, and are also used by pharmaceutical companies and researchers in selecting target populations for clinical trials. Our unique combination of imaging equipment and pharmaceutical diagnostics enables building capabilities across disease states through diagnostic pharmaceuticals, hardware, software, and AI-enabled and cloud solutions.
Both our consumables and services provide our customers with ongoing clinical impact and protect their capital investment while providing us with recurring revenue streams. • The Patient Care Solutions portfolio also includes digital solutions that provide clinical decision support in acute and other care settings, simplifying clinical and operational workflows to drive efficiencies and helping improve delivery of precision medicine and patient outcomes.
Both our consumables and services provide our customers with ongoing clinical impact and protect their capital investment while providing us with recurring revenue streams. • Our Digital Solutions portfolio includes solutions that provide clinical decision support in acute and other care settings, simplifying clinical and operational workflows to drive efficiencies and helping improve delivery of precision care and patient outcomes.
The images produced by MI systems allow clinicians to study the cellular and molecular pathways and mechanisms of disease in patients. We offer a complete MI solution from cyclotrons, chemistry synthesis, positron emission tomography (“PET”), computed tomography (“PET/CT”), PET/MR, and nuclear medicine to advanced digital and AI-enabled solutions.
The images produced by MI systems allow clinicians to study the cellular and molecular pathways and mechanisms of disease in patients. We offer a complete MI solution from cyclotrons, chemistry synthesis, positron emission tomography (“PET”), computed tomography (“PET/CT”), single-photon emission computed tomography (“SPECT”), PET/MR, and nuclear medicine to advanced digital and AI-enabled solutions.
Our Cultural Operating Principles emphasize safety for patients, customers, and colleagues; servant leadership with unyielding integrity; and fostering a sense of belonging for every one of our colleagues to fulfill our mission of delivering precision care innovation. We monitor our human capital priorities throughout the year, including as a part of our monthly business operating reviews.
Our Cultural Operating Principles emphasize safety for patients, customers, and colleagues; servant leadership with unyielding integrity; and fostering a sense of belonging for every one of our colleagues to fulfill our commitment of delivering precision care through innovation. We monitor our human capital priorities throughout the year, including as a part of our monthly business operating reviews.
Our comprehensive Computed Tomography portfolio includes multi-purpose and specialty scanners. • Magnetic resonance is a non-invasive imaging technology that produces detailed anatomical images of almost every internal structure in the human body, such as the brain, spinal cord, heart, breast, kidneys, muscles, ligaments, and tendons.
Our comprehensive CT portfolio includes multi-purpose and specialty scanners. • Magnetic resonance is a non-invasive imaging technology that produces detailed anatomical images of almost every internal structure in the human body, such as the brain, spinal cord, heart, breast, kidneys, muscles, ligaments, and tendons.
Our products have added innovation in design, including integrated scales, hands-free alarm silencing, angled radiant heating, and thermoregulation. • Anesthesia products offer life support solutions via ventilation technology and are used by anesthesiologists and nurse anesthetists to ventilate and deliver general anesthetic drugs to patients during surgeries.
Our products have added innovation in design, including integrated scales, hands-free alarm silencing, angled radiant heating, and thermoregulation. • Our Anesthesia portfolio offers life support solutions via ventilation technology and are used by anesthesiologists and nurse anesthetists to ventilate and deliver general anesthetic drugs to patients during surgeries.
Reports filed with the SEC may be viewed at sec.gov. The information on our website is not, and shall not be deemed to be, a part of this Annual Report on Form 10-K or incorporated into any other filings we make with the SEC.
Reports filed with the SEC may be viewed at sec.gov. The information on our website is not, and shall not be deemed to be, a part of this Annual Report on Form 10-K or incorporated into any other filings we make with the SEC. 13 Table of Contents
He served as the President and Chief Executive Officer of GE’s healthcare business from January 2022 until the Spin-Off. Previously, Mr. Arduini was the President and Chief Executive Officer of Integra LifeSciences (“Integra”), a global medical technologies and solutions company, from January 2012 to December 2021.
He served as the President and Chief Executive Officer of GE’s healthcare business from January 2022 until the Spin-Off. Previously, Mr. Arduini was the President and Chief Executive Officer of Integra LifeSciences (Nasdaq: IART) (“Integra”), a global medical technologies and solutions company, from January 2012 to December 2021. Prior to Integra, Mr.
An enforcement or adverse action by a regulator could limit our ability to obtain regulatory authorizations or impact our ability to develop, market, distribute, or otherwise make our products available, depending on the nature of the action. DATA PRIVACY LAWS.
An enforcement or adverse action by a regulator could limit our ability to obtain regulatory authorizations or impact our ability to develop, market, distribute, or otherwise make our products available, depending on the nature of the action. 10 Table of Contents DATA PRIVACY LAWS.
Our Molecular Imaging team works closely with the PDx segment and their innovations and collaborations with pharmaceutical companies. 4 • Computed tomography scans render 3D anatomical images of structures, such as bone, soft tissue, and air cavities using an X-ray tube that rotates around a patient.
Our MI team works closely with the PDx segment and their innovations and collaborations with pharmaceutical companies. • Computed tomography scans render 3D anatomical images of structures, such as bone, soft tissue, and air cavities using an X-ray tube that rotates around a patient.
O’Neill was Financial Controller for Eurostar, the European high-speed train operator. Philip Rackliffe . Mr. Rackliffe has served as our President and Chief Executive Officer, Advanced Visualization Solutions since July 2024. Previously, Mr. Rackliffe served as President and Chief Executive Officer of our IGT business from August 2022 to June 2024. From October 2019 to August 2022, Mr.
O’Neill was Financial Controller for Eurostar, the European high-speed train operator. Philip Rackliffe . Mr. Rackliffe has served as our President and Chief Executive Officer, Advanced Visualization Solutions since July 2024. Previously, Mr. Rackliffe served as President and Chief Executive Officer of our Image Guided Therapies business from August 2022 to June 2024. From October 2019 to August 2022, Mr.
Health Insurance Portability and Accountability Act of 1996, as amended by the Health Information and Technology for Economic and Clinical Health Act (collectively “HIPAA”); the EU General Data Protection Regulation (Regulation (EU) 2016/679) (“GDPR”), similar U.K. legislation resulting from the European Union (Withdrawal) Data Act of 2018 (“U.K.
Health Insurance Portability and Accountability Act of 1996, as amended by the Health Information and Technology for Economic and Clinical Health Act (collectively “HIPAA”); the EU General Data Protection Regulation (Regulation (EU) 2016/679) (“GDPR”), similar United Kingdom (“U.K.”) legislation resulting from the European Union (Withdrawal) Data Act of 2018 (“U.K.
Countries outside the United States have enacted similar local laws requiring medical device companies to report transfers of value to healthcare providers licensed in those countries. Failure to comply with these laws may expose us to criminal and civil enforcement actions, monetary fines and penalties, and reputational harm.
Countries outside the United States have enacted similar local laws requiring medical device companies to report transfers of value to healthcare providers licensed in those countries. Failure to comply with these laws may expose us to criminal and civil enforcement actions, monetary fines and penalties, and reputational harm. ADDITIONAL U.S. REGULATORY REQUIREMENTS.
We have aligned the organization around Cultural Operating Principles that represent a shared understanding of how we expect colleagues to work with each other and interact with stakeholders to enable our growth strategy, deliver on our purpose, and create value for our colleagues, customers, patients, stockholders, and communities.
Knowing that culture is a never ending journey, we have aligned the organization around Cultural Operating Principles that represent a shared understanding of how we expect colleagues to work with each other and interact with stakeholders to enable our growth strategy, deliver on our purpose, and create value for our colleagues, customers, patients, stockholders, and communities.
Similar laws exist in some U.S. states as well. The U.S. Foreign Corrupt Practices Act, the U.K. Bribery Act of 2010, and similar anti-corruption and anti-bribery laws in other jurisdictions generally prohibit companies from making improper payments to or otherwise engaging in bribery of government officials.
The U.S. Foreign Corrupt Practices Act, the U.K. Bribery Act of 2010, and similar anti-corruption and anti-bribery laws in other jurisdictions generally prohibit companies from making improper payments to or otherwise engaging in bribery of government officials.
Rackliffe served as the Chief Executive Officer of Centerline Biomedical, a biomedical device and imaging company. He has over 25 years of global experience in medtech, medical device, imaging and pharmaceutical companies, both public and private, including Baxter, Boston Scientific, and Pfizer. 12 Roland Rott . Mr.
Rackliffe served as the Chief Executive Officer of Centerline Biomedical, a biomedical device and imaging company. He has over 25 years of global experience in medtech, medical device, imaging and pharmaceutical companies, both public and private, including Baxter, Boston Scientific, and Pfizer. Roland Rott . Mr. Rott has served as our President and Chief Executive Officer, Imaging since July 2024.
Additionally, in recent years, the EU has introduced upcoming legislation that would regulate the use and transfer of non-personal, technical data only. GLOBAL HEALTHCARE COMPLIANCE. The marketing, promotion, and sale of medical devices, drugs, and services are regulated by the U.S.
Additionally, in recent years, the EU has introduced upcoming legislation that would regulate the use and transfer of non-personal, technical data only. SALES & BUSINESS PRACTICES. The marketing, promotion, and sale of medical devices, drugs, and services are regulated by the U.S.
PDx’s diagnostic agents are complementary to the imaging and ultrasound devices we offer, including CT, angiography and X-ray, MR, single-photon emission computed tomography (“SPECT”) and PET, and are also compatible with systems from other equipment vendors. PDx operates within a strictly regulated industry with unique operational needs.
PDx’s diagnostic agents are complementary to the imaging and ultrasound devices we offer, including CT, angiography and X-ray, MR, SPECT, and PET, and are also compatible with systems from other equipment vendors. PDx operates within a strictly regulated industry with unique operational needs.
Our Patient Monitoring business includes proprietary parameters and complementary consumables as well as original equipment manufacturers’ parameters that are integrated into our monitoring fleet, of which a significant portion represents recurring revenue streams. • In Diagnostic Cardiology, we offer electrocardiogram (“ECG” or “EKG”) solutions, that are usually the first diagnostic tool to detect cardiovascular disease, a leading cause of death globally.
Our Patient Monitoring business includes proprietary parameters and complementary consumables as well as original equipment manufacturers’ parameters that are integrated into our monitoring fleet, of which a significant portion represents recurring revenue streams. • Our Diagnostic Cardiology portfolio offers electrocardiogram (“ECG” or “EKG”) solutions which are typically the first diagnostic tools to detect cardiovascular disease, a leading cause of death globally.
Saccaro served as Senior Vice President and Chief Financial Officer of Hill-Rom Holdings, Inc. from 2013 to 2014 prior to rejoining Baxter as Special Assistant to the Chief Executive Officer in 2014. Prior to Baxter, he held strategy and business development positions at Clear Channel Communications and The Walt Disney Company. Adam Y. Holton . Mr.
Saccaro served as Senior Vice President and Chief Financial Officer of Hill-Rom Holdings, Inc. from 2013 to 2014 prior to rejoining Baxter as Special Assistant to the Chief Executive Officer in 2014. Prior to 2002, he held strategy and business development positions at Clear Channel Communications and The Walt Disney Company. Jeannette Bankes . Ms.
GE HealthCare is a leading supplier of contrast and radiopharmaceutical imaging agents to the global radiology and nuclear medicine industries. These agents help clinicians assess patients to enable more precise diagnoses, monitor disease progression, and enable better therapy selection. We distribute products globally that help meet patient and procedural needs across a multitude of modalities.
Our PDx segment supplies contrast and radiopharmaceutical imaging agents to the global radiology and nuclear medicine industries. These agents help clinicians assess patients to enable more precise diagnoses, monitor disease progression, and enable better therapy selection. We distribute products globally that help meet patient and procedural needs across a multitude of modalities.
Surgical visualization and guidance technology expands the use of ultrasound beyond diagnostics to provide real-time information during surgical procedures to help guide interventions and navigate inside the human body. Each clinical area is supported with our digital and AI-enabled ultrasound solutions that are designed to deliver optimal, simplified, and scalable clinical and operational workflows.
Surgical visualization and guidance technology expands the use of ultrasound beyond diagnostics to provide real-time information during surgical procedures to help guide interventions and navigate inside the human body. Each clinical area is supported with digital and AI solutions designed to deliver optimal workflows and increase efficiency.
Rott has served as our President and Chief Executive Officer, Imaging since July 2024. Prior to that, Mr. Rott served as our Chief Executive Officer, Ultrasound from the Spin-Off to June 2024. He served as Chief Executive Officer, Ultrasound of GE’s healthcare business from April 2021 until the Spin-Off. Mr.
Prior to that, Mr. Rott served as our Chief Executive Officer, Ultrasound from the Spin-Off to June 2024. He served as Chief Executive Officer, Ultrasound of GE’s healthcare business from April 2021 until the Spin-Off. Mr.
Our philosophy is further supported by four principles that guide the total rewards we provide, which are: • Business-focused and differentiated by performance; • Ownership-oriented; • Competitive, motivating, and fair; and • Simple and transparent. Of our approximately 53,000 colleagues, 17,000 are located in the United States and 7,000 in China, our next largest country.
Our philosophy is further supported by four principles that guide the total rewards we provide, which are: • Business-focused and differentiated by performance; • Ownership-oriented; • Competitive, motivating, and fair; and • Simple and transparent. Of our approximately 54,000 colleagues, 32% are located in the United States.
Before Baxter Healthcare, he spent 15 years at GE’s healthcare business in a variety of leadership roles in the United States and globally, including leading the Computed Tomography and Molecular Imaging business, Healthcare Services, and U.S. sales. Mr.
Arduini worked at Baxter Healthcare as President of its Medication Delivery division. Before Baxter Healthcare, he spent 15 years at GE’s healthcare business in a variety of leadership roles in the United States and globally, including leading the Computed Tomography and Molecular Imaging business, Healthcare Services, and U.S. sales. Mr.
RESEARCH AND DEVELOPMENT ACTIVITIES Our research and development (“R&D”) efforts focus on scientific discovery and research into promising technologies that lead to potential healthcare applications, creating new products, services and solutions, discovery of novel clinical applications for on-market products and solutions, and enhancing our existing products to help improve outcomes for customers and their patients.
Refer to Note 8, “Acquisitions, Goodwill, and Other Intangible Assets” for further information. 7 Table of Contents RESEARCH AND DEVELOPMENT ACTIVITIES Our research and development (“R&D”) efforts focus on scientific discovery and research into promising technologies that lead to potential healthcare applications, creating new products, services and solutions, discovery of novel clinical applications for on-market products and solutions, and enhancing our existing products to help improve outcomes for customers and their patients.
These laws present a continuing challenge to businesses to structure their data collection, storage, use, and cross-border transmission in a compliant manner. 10 Many of these laws impose a significant compliance burden on organizations within their scope, and failure to comply can result in a variety of sanctions, including, with respect to GDPR, administrative fines for the most serious compliance failures up to 4% of a company’s global total annual revenue of the preceding fiscal year.
Many of these laws impose a significant compliance burden on organizations within their scope, and failure to comply can result in a variety of sanctions, including, with respect to GDPR, administrative fines for the most serious compliance failures up to 4% of a company’s global total annual revenue of the preceding fiscal year.
FDA authorization for testing its associates globally—later offered to the public for at-home testing. From 2013 to 2016, Dr. Kass-Hout was the first Chief Health Informatics Officer at the FDA, where he championed data transparency through initiatives including openFDA and precisionFDA. Dr. Kass-Hout is also the current Chair of the AdvaMed Digital Health Tech Division Board of Directors. Kevin M.
FDA authorization for testing its associates globally—later offered to the public for at-home testing. From 2013 to 2016, Dr. Kass-Hout was the first Chief Health Informatics Officer at the FDA, where he championed data transparency through initiatives including openFDA and precisionFDA. Dr.
O’Neill . Mr. O’Neill has served as our President and Chief Executive Officer, Pharmaceutical Diagnostics since the Spin-Off. He served as Chief Executive Officer, Pharmaceutical Diagnostics of GE’s healthcare business from July 2017 until the Spin-Off and served as President and Chief Executive Officer, GE Ireland and U.K., from January 2018 until the Spin-Off.
He served as Chief Executive Officer, Pharmaceutical Diagnostics of GE’s healthcare business from July 2017 until the Spin-Off and served as President and Chief Executive Officer, GE U.K. and Ireland, from January 2018 until the Spin-Off. From August 2013 to January 2018, he was the Chief Financial Officer of the Life Sciences division of GE’s healthcare business. Mr.
M/19 on September 16, 2021. In addition, there are also various U.S. state-level laws (e.g., the California Consumer Privacy Act), country regional laws, and proposed legislation that we monitor for applicability and impact to our business.
M/19 on September 16, 2021. In addition, there are also various U.S. state-level laws (e.g., the California Consumer Privacy Act), country regional laws, and proposed legislation that we monitor for applicability and impact to our business. These laws present a continuing challenge to businesses to structure their data collection, storage, use, and cross-border transmission in a compliant manner.
Saccaro served as the Chief Financial Officer of Baxter International Inc. (NYSE: BAX) (“Baxter”), a multinational healthcare company, starting in 2015.
Saccaro has served as our Vice President and Chief Financial Officer since June 2023. Previously, Mr. Saccaro served as the Chief Financial Officer of Baxter International Inc. (NYSE: BAX) (“Baxter”), a multinational healthcare company, starting in 2015.
Arduini serves on the boards of the Bristol-Myers Squibb Company (NYSE: BMY), where he serves as chair of the compensation and management development committee; AdvaMed, where he serves as Chairman of the Board; and the National Italian American Foundation. James K. Saccaro . Mr. Saccaro has served as our Vice President and Chief Financial Officer since June 2023. Previously, Mr.
Arduini serves on the boards of the Bristol-Myers Squibb Company (NYSE: BMY), where he serves as chair of the compensation and management development committee; AdvaMed, where he served as Chairman of the Board from January 2024 until January 2026; and the National Italian American Foundation. James K. Saccaro . Mr.
These solutions aggregate and integrate clinical data from various devices across care settings in real time and simplify visualization to guide clinical and operational decisions, enabling more efficient care team collaboration, virtually.
These solutions aggregate and integrate clinical data from various devices across care settings in real time and simplify visualization to guide clinical and operational decisions, enabling more efficient care team collaboration, virtually. These solutions are interoperable and vendor-agnostic to integrate with customer environments in a multi-vendor setting and provide a recurring revenue stream.
We occasionally enter into agreements with third parties related to collaboration on R&D activities associated with the development of new or innovative products. INTELLECTUAL PROPERTY We have a substantial portfolio of intellectual property (“IP”).
We engage in and sponsor clinical research and product development through collaborations with academic institutions, medical centers, and other organizations. We occasionally enter into agreements with third parties related to collaboration on R&D activities associated with the development of new or innovative products. INTELLECTUAL PROPERTY We have a substantial portfolio of intellectual property (“IP”).
The Board of Directors (the “Board”) oversees management’s establishment and execution of corporate strategy, along with our ESG program and activities. Our Enterprise Stewardship Program Committee, a committee of our management team, works in partnership with all segments, regions, and functions to support GE HealthCare’s ongoing goals in connection with environmental stewardship, corporate social responsibility, human capital, governance, and sustainability.
Our Enterprise Stewardship Program Committee, a committee of our management team, works in partnership with our segments, regions, and functions to support GE HealthCare’s ongoing goals in connection with environmental stewardship, social responsibility, human capital, and sustainability.
Jimenez serves on the boards of Huntington Ingalls Industries (NYSE: HII), where he serves on the compensation committee and the governance and policy committee; the Ann & Robert H. Lurie Children’s Hospital of Chicago and Medical Center; and Equal Justice Works, where he serves as Chairman.
Jimenez serves on the boards of Huntington Ingalls Industries (NYSE: HII), where he serves on the compensation committee and the governance and policy committee; the Ann & Robert H.
Life Support Solutions includes Maternal Infant Care and Anesthesia. • Our flexible Patient Monitoring solutions enable clinicians to flex care based on a patient’s acuity and across the care continuum.
Both Monitoring Solutions and Life Support Solutions include services, consumables, and digital applications. • Our Patient Monitoring solutions enable clinicians to flex care based on a patient’s acuity and across the care continuum.
He also serves on the advisory boards of the Columbia University Mailman School of Public Health and the Yale Law School Center for the Study of Corporate Law, as well as on the University of Miami President’s Council. Taha Kass-Hout . Dr. Taha Kass-Hout, MD, MS, has served as GE HealthCare’s Global Chief Science and Technology Officer since January 2023.
He also serves on the advisory boards of the Columbia University Mailman School of Public Health and the Yale Law School Center for the Study of Corporate Law, as well as on the University of Miami President’s Council. 12 Table of Contents Taha Kass-Hout . Dr.
Merging his background in interventional cardiology with AI and machine learning, he is driving advancements in AI-based medical imaging, diagnostics, and health system operational efficiency. Prior to his role at GE HealthCare, Dr.
Taha Kass-Hout, MD, MS, has served as GE HealthCare’s Global Chief Science and Technology Officer since January 2023. Merging his background in interventional cardiology with AI and machine learning, he is driving advancements in AI-based medical imaging, diagnostics, and health system operational efficiency. Prior to his role at GE HealthCare, Dr.
Procedural Guidance includes CardioVascular and Interventional Solutions, and Surgical Innovations. • Comprehensive Care Ultrasound includes systems that produce images to support precise screening, diagnosis, monitoring, and treatment across the whole body, including liver, thyroid, kidney, breast, vascular, and transcranial applications.
Ultrasound technologies are a meaningful component of both areas, reflecting their use across diagnostic, interventional, and surgical settings. • Comprehensive Care Ultrasound includes systems that produce images to support precise screening, diagnosis, monitoring, and treatment across the whole body, including liver, thyroid, kidney, breast, vascular, and transcranial applications.
Our equipment, digital, and AI solutions are complemented by service offerings that are highly regionalized according to local requirements, varying customer needs, and cross-modality service strategies. PATIENT CARE SOLUTIONS.
Clinicians are further supported by our broad probe portfolio which includes specialized probes for interventional procedures. Our equipment, software, and AI solutions are complemented by service offerings that are highly regionalized according to local requirements, varying customer needs, and cross-modality service strategies. PATIENT CARE SOLUTIONS.
In developed markets, we supplement our commercial model with strategic account executive and collaboration teams that bring the depth and breadth of our overall portfolio to the senior leadership of our top customers to deliver long-term commercial collaborations, which can be tied to specific outcomes. 9 GLOBAL INTEGRATED SUPPLY CHAIN, SOURCING, AND LOGISTICS Our sourcing, production, and distribution network is managed globally while our products are manufactured at and distributed by facilities serving specific regions.
In developed markets, we supplement our commercial model with strategic account executive and collaboration teams that bring the depth and breadth of our overall portfolio to the senior leadership of our top customers to deliver long-term commercial collaborations, which can be tied to specific outcomes.
Our AVS business is focused on designing solutions that are aligned by specialties or care areas for specific clinical workflows to better serve the unique needs of our customers and improve patient outcomes.
Our broad enterprise solutions used along the imaging continuum enable us to drive connectivity across healthcare systems and throughout the product lifecycle. ADVANCED VISUALIZATION SOLUTIONS. Our AVS segment is focused on designing solutions that are aligned by specialties or care areas for specific clinical workflows to better serve the unique needs of our customers and improve patient outcomes.
Westrick 56 President and CEO, Patient Care Solutions The following are brief biographies describing the backgrounds of our executive officers. Peter J. Arduini . Mr. Arduini was appointed as our President and Chief Executive Officer in connection with our Spin-Off from GE.
O’Neill 57 President and CEO, Pharmaceutical Diagnostics Philip Rackliffe 52 President and CEO, Advanced Visualization Solutions Roland Rott 54 President and CEO, Imaging The following are brief biographies describing the backgrounds of our executive officers. Peter J. Arduini . Mr. Arduini was appointed as our President and Chief Executive Officer in connection with the Spin-Off.
We have approximately 900 union-represented manufacturing colleagues in the United States. GE HealthCare’s relationship with employee-representative organizations outside the United States takes many forms, including in Europe where GE HealthCare engages the representative bodies for colleagues, such as works councils and trade unions, in accordance with local law.
GE HealthCare’s relationship with employee-representative organizations outside the United States takes many forms, including in Europe where GE HealthCare engages the representative bodies for colleagues, such as works councils and trade unions, in accordance with local law. We strive to unlock the ambition of all our people so they can innovate, grow, and reach their full potential.
These care areas require specially designed ultrasound products that account for patient comfort and workflow constraints to enable practitioners to provide higher-quality screening, exams, and procedural care, and give clinicians images with the clarity and definition they need to focus on early detection and intervention. • CardioVascular and Interventional Solutions provides clinicians with tools to diagnose, treat, and monitor cardiovascular conditions with precision and confidence as well as technologies to help assist clinicians and surgeons during open surgeries and minimally invasive and interventional procedures.
These care areas require specially designed ultrasound products that account for patient comfort and workflow constraints to enable practitioners to provide higher-quality screening, exams, and procedural care, and give clinicians images with the clarity and definition they need to focus on early detection and intervention. • CardioVascular and Interventional Solutions provides clinicians with innovative solutions that enhance diagnoses, intervention, treatment, and monitoring in therapeutic areas such as cardiology, peripheral vascular, neurology and oncology.
We generate revenue from the sale of medical devices, consumable products, service capabilities, and digital solutions. We serve customers in over 160 countries with a global team of approximately 9,800 sales professionals and 8,300 field service engineers. Our customers are healthcare providers and researchers, including public, private, and academic institutions.
We serve customers in over 160 countries with a global team of approximately 9,700 sales professionals and 8,900 field service engineers. Our customers are hospitals, health systems, and researchers, including public, private, academic, and government institutions.
INFORMATION ABOUT OUR EXECUTIVE OFFICERS The following table presents the names, ages, and positions of our executive officers as of the date of this Annual Report. Name Age Position Peter J. Arduini 60 President, Chief Executive Officer, and Director James K. Saccaro 52 Vice President and Chief Financial Officer Adam Y. Holton 54 Chief People Officer Frank R.
Similar laws exist in some U.S. states as well. 11 Table of Contents INFORMATION ABOUT OUR EXECUTIVE OFFICERS The following table presents the names, ages, and positions of our executive officers as of the date of this Annual Report. Name Age Position Peter J. Arduini 61 President, Chief Executive Officer, and Director James K.
In our PDx business segment, we primarily compete with Bayer, Bracco, Guerbet, and Curium. We also both compete and partner with various digital health and healthcare AI participants. While key competitive factors and trends vary among our segments, these typically include value, quality and performance, safety, delivery speed, service and support, technology and innovation, software offering, and brand reputation.
While key competitive factors and trends vary among our segments, these typically include value, quality and performance, safety, delivery speed, service and support, technology and innovation, software offering, and brand reputation.
We also offer a suite of AI-enabled software and applications that help clinicians improve productivity, address staff shortages, and deliver better patient outcomes. These software solutions and applications are upgradable through the lifecycle of the equipment and are especially beneficial for multi-site, multi-disciplinary networks that have complex operations.
We also offer a suite of AI-enabled software and applications that help clinicians improve productivity, address staff shortages, and deliver better patient outcomes.
We deliver value through innovative medical technology solutions across the patient care continuum (including screening, diagnosis, and therapy, monitoring) by leveraging hardware, software, AI, and digital technologies. We engage in and sponsor clinical research and product development through collaborations with universities, medical centers, and other organizations.
We employ approximately 11,100 engineers and scientists worldwide, including hardware, systems, and software engineers and personnel focused on clinical research. We deliver value through innovative medical technology solutions across the patient care continuum (including screening, diagnosis, therapy, and monitoring) by leveraging hardware, software, AI, and digital technologies.
These technologies support planning, guiding, and assessing a variety of surgical procedures like cardiac interventions and those that involve insertion of devices like deep brain stimulators, spinal implants, and other neurological devices. 5 • Surgical Innovations products are used in the operating environment and include a broad portfolio of advanced mobile surgical C-arms that meet clinical needs for surgical imaging and are designed to be easily maneuverable in crowded operating rooms and adaptable for various surgical procedures.
Together, these technologies facilitate image guided therapy across a full spectrum of interventional procedures. • Surgical Innovations products are used in the operating environment and include a broad portfolio of advanced mobile surgical C-arms that meet clinical needs for surgical imaging and are designed to be easily maneuverable in operating rooms and adaptable for various surgical procedures.
We manage our Molecular Imaging and Computed Tomography product lines together (“MI/CT”) and our Women’s Health and X-ray product lines together (“WH/XR”). • Molecular imaging enables the visualization, characterization, and quantification of functional processes taking place at the cellular and subcellular levels within patients.
We manage our Molecular Imaging and Computed Tomography product lines together (“MI/CT”) and our Women’s Health and X-ray product lines together (“WH/XR”).
ETHICS AND GOVERNANCE We have adopted The Spirit & The Letter (GE HealthCare’s code of conduct), which qualifies as a code of ethics under Item 406 of Regulation S-K. The code applies to all of our directors, officers, and employees, including our principal executive officer, principal financial officer, principal accounting officer or controller, and persons performing similar functions.
The code applies to all of our directors, officers, and employees, including our principal executive officer, principal financial officer, principal accounting officer or controller, and persons performing similar functions.
SUSTAINABILITY GE HealthCare is committed to delivering products and solutions that build a healthier and more sustainable world for current and future generations. We have an ESG program and governance structure that is aligned with our business strategy, the priorities of our stakeholders, our goals and ambitions, and our need to adapt to changes in societal, environmental, and regulatory expectations.
We have a sustainability program and governance structure that is aligned with our business strategy, the priorities of our stakeholders, our goals and ambitions, and our need to adapt to changes in societal, environmental, and regulatory expectations. The Board of Directors (the “Board”) oversees management’s establishment and execution of corporate strategy, along with our sustainability program and activities.
While, in aggregate, our patents and other IP are vital to our operations, we do not consider any single IP asset or group of assets to be of material importance to any segment or to the business as a whole; rather, we believe understanding our customers’ needs, technology expertise, and manufacturing know-how are critical for our business. 7 We rely on confidentiality agreements with colleagues, contractors, consultants, and third parties to help protect our trade secrets, proprietary technology, and other confidential information.
While, in aggregate, our patents and other IP are vital to our operations, we do not consider any single IP asset or group of assets to be of material importance to any segment or to the business as a whole.
These solutions form a broad and integrated portfolio that support patient care needs and care teams within and beyond most acute healthcare environments. Our PCS portfolio serves care teams and healthcare systems across multiple patient care needs including Monitoring Solutions and Life Support Solutions. Monitoring Solutions includes Patient Monitoring, Diagnostic Cardiology, Consumables and Services portfolio, and Digital Solutions.
Our PCS segment serves care teams and healthcare systems across multiple patient care needs including Monitoring Solutions and Life Support Solutions. Monitoring Solutions includes Patient Monitoring and Diagnostic Cardiology. Life Support Solutions includes Maternal Infant Care and Anesthesia.
These qualities foster trust, loyalty, and partnership with our global customer base. Our revenues and operating profits vary from quarter to quarter. Financial results in the fourth quarter have historically been higher than in other quarters due to the spending patterns of our customers. GE HealthCare Technologies Inc. is a Delaware corporation with corporate headquarters in Chicago, Illinois.
Financial results in the fourth quarter have historically been higher than in other quarters due to the spending patterns of our customers. GE HealthCare Technologies Inc. is a Delaware corporation with corporate headquarters in Chicago, Illinois. On January 3, 2023, the General Electric Company, which now operates as GE Aerospace (“GE”), completed the spin-off of GE HealthCare (the “Spin-Off”).
We believe that invention leads to value for our customers and stakeholders, and that a culture of innovation across GE HealthCare is a core element of our success. As part of the Spin-Off from GE, we secured IP specific to our business and GE granted us a license to use other IP required for our business.
In addition, we make infrastructure investments to secure our IP assets and conduct audits to assess the effectiveness of our IP protection program. We believe that invention leads to value for our customers and stakeholders, and that a culture of innovation across GE HealthCare is a core element of our success.
This includes ultrasound systems used to assess the structure and function of the heart, as well as real-time advanced X-ray imaging that integrates with ultrasound and other imaging and diagnostic systems.
Our integrated portfolio of ultrasound systems used to assess the structure and function of the heart as well as real-time X-ray systems, combines advanced imaging, workflow intelligence, and ergonomic designs, to support healthcare providers in delivering care with greater confidence and efficiency.
Our Imaging portfolio spans the care continuum and provides critical tools for clinicians, from initial screening and diagnosis, through therapeutic decision-making and monitoring of patient progression. Our products support providers in the delivery of care for a broad spectrum of clinical specialties, including oncology, cardiology, neurology, nuclear medicine, orthopedics, women’s health, pediatrics, and surgery.
Our products support providers in the delivery of care for a broad spectrum of clinical specialties, including oncology, cardiology, neurology, nuclear medicine, orthopedics, women’s health, pediatrics, and surgery. • Molecular imaging enables the visualization, characterization, and quantification of functional processes taking place at the cellular and subcellular levels within patients.
Our service offerings are flexible and can range from preventative maintenance to comprehensive, onsite biomedical service engineering contracts.
Our broad portfolio of connected devices and digital solutions is complemented by a comprehensive suite of service offerings. Our service offerings are flexible and can range from preventative maintenance to comprehensive, onsite biomedical service engineering contracts for both GE HealthCare and non-GE HealthCare installed base. PHARMACEUTICAL DIAGNOSTICS.
Among the most relevant and material to our business, based on the volume and sensitivity of the data at issue, are: the U.S.
Additionally, our use of AI to support business operations carries inherent risks related to data privacy, IP, and security, such as intended, unintended, or inadvertent transmission of proprietary, confidential, or sensitive information. Among the most relevant and material of these regulations to our business, based on the volume and sensitivity of the data at issue, are: the U.S.
Our Imaging portfolio includes five product lines and associated service capabilities: Molecular Imaging (“MI”), Computed Tomography (“CT”), Magnetic Resonance (“MR”), Women’s Health, and X-ray.
OUR SEGMENTS Our business is organized into four segments that are aligned with the industries we serve: Imaging, Advanced Visualization Solutions (“AVS”), Patient Care S olutions (“PCS”), and Pharmaceutical Diagnostics (“PDx”). IMAGING. Our Imaging segment includes five product lines and associated service capabilities: Molecular Imaging (“MI”), Computed Tomography (“CT”), Magnetic Resonance (“MR”), Women’s Health, and X-ray.
We also entered into a long-term trademark license agreement with GE that enables GE HealthCare to continue building upon our brand. COMPETITORS The global medical technology industry is highly competitive and includes global and regional participants of all sizes that can vary by product line.
COMPETITORS The global medical technology industry is highly competitive and includes global and regional participants of all sizes that can vary by product line. Because of the diversity of our products and offerings, we face a wide variety of competitors, including a broad range of manufacturers, third-party distributors, and service providers.
Our ECG ecosystem obtains, interprets, and stores ECGs captured from devices in both hospital and home settings, supporting patients and clinicians along the continuum of cardiology care. • Our Consumables and Services portfolio consists of approximately 1,000 consumables that are used throughout the hospital primarily with our monitors and therapy devices, such as blood pressure, ECG, pulse oximetry, temperature, respiratory rate, blood oxygen level, and brain activity.
Our products are installed in many operating rooms, non-operating room anesthesia environments, and ambulatory surgical centers across the world. • Our Consumables portfolio offers both clinical and non-clinical accessories used throughout the hospital primarily with our monitors and therapy devices, such as blood pressure, ECG, pulse oximetry, temperature, respiratory rate, blood oxygen level, and brain activity.
ITEM 1. BUSINESS GE HealthCare Technologies Inc. (“GE HealthCare,” the “Company,” “our,” or “we”) is a trusted partner and leading global healthcare solutions provider, innovating medical technology, pharmaceutical diagnostics, and integrated, cloud-first AI-enabled solutions, services, and data analytics. We have approximately 53,000 colleagues dedicated to our mission to create a world where healthcare has no limits.
ITEM 1. BUSINESS GE HealthCare Technologies Inc. (“GE HealthCare,” the “Company,” “our,” “us,” or “we”) is a leading global healthcare solutions provider of advanced medical technology, pharmaceutical diagnostics, and AI, cloud and software solutions that help clinicians tackle the world’s most complex diseases.

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Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

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Biggest changeOur ability to compete successfully may be adversely affected by factors such as: • the introduction of new or more affordable products or product enhancements by competitors, including products that could substitute for our products or reprocessed products or generic versions when our proprietary products lose their patent protection; • the development of new technology, the application of known or unknown technology, advances in medicine, or new developments in the treatment or diagnosis of disease that transform our industry or render a product line obsolete; • competitors responding more quickly or effectively to new technology, or changes in customer requirements and industry trends; • a failure to satisfy local market conditions and regulations, such as mandatory IP transfers, protectionist measures, and other government policies supporting increased local competition; • the application of new or innovative business models to our industry; • the emergence of new market entrants, including those with innovative technology or substantial financial resources, such as startups or established technology companies; • a failure to maintain or expand relationships with existing customers or attract new customers; • cost of production or delivery, whether due to geographic location, currency fluctuations, taxes, tariffs, duties, or otherwise, which may enable our competitors to offer greater discounts or lower prices; • the perception of our brand and image in the market; • the strengthening of independent service organizations (“ISOs”) (third-party entities that specialize in the repair and maintenance of medical devices produced by original equipment manufacturers (“OEMs”), including us) and companies specializing in one or more of our operating segments or offerings; • a failure to successfully enter new geographic or adjacent product markets; • a failure to acquire or effectively integrate businesses and technologies that complement or expand our existing businesses; • changing regulatory standards, legal requirements, or enforcement rigor; or • consolidation among customers, suppliers, channel partners, or competitors. 15 The implementation of localization requirements and other government policies in certain geographies, driven by support of local industry, security of supply, and incentives for technological breakthroughs, could negatively affect our market share, business results, cash flows, and financial condition.
Biggest changeOur ability to compete successfully may be adversely affected by factors such as: • the development of new technology, the application of known or unknown technology, advances in medicine, or new developments in the treatment or diagnosis of disease that transform our industry or render a product or product line obsolete; • competitors responding more quickly or effectively to new technology, or changes in customer requirements and industry trends; • the introduction of new or more affordable products or product enhancements by competitors, including products that could substitute for our products or reprocessed products or generic versions when our proprietary products lose their patent protection; • a failure to satisfy local market conditions and regulations, such as mandatory IP transfers, protectionist measures, and other government policies supporting increased local competition; • the application of new or innovative business models to our industry; • the emergence of new market entrants, including those with innovative technology or substantial financial resources, such as startups or established technology companies; • a failure to maintain or expand relationships with existing customers or attract new customers; • cost of production or delivery, whether due to geographic location, currency fluctuations, taxes, tariffs, duties, or otherwise, which may enable our competitors to offer greater discounts or lower prices; • the performance, capability, and integrity of third parties, including due to their financial instability or their compliance or regulatory failures; • the perception of our brand and image in the market; • the strengthening of independent service organizations (“ISOs”) (third-party entities that specialize in the repair and maintenance of medical devices produced by original equipment manufacturers (“OEMs”), including us) and companies specializing in one or more of our operating segments or offerings; • a failure to successfully enter new or emerging geographic or adjacent product markets, including as a result of pricing pressures from local and international competitors in those markets; • a failure to acquire or effectively integrate businesses and technologies that complement or expand our existing businesses; • changing regulatory standards, legal requirements, or enforcement rigor; or • consolidation among customers, suppliers, channel partners, or competitors.
From time to time, we enter into collaborations, licensing arrangements, joint ventures, or strategic alliances with third parties to complement or augment our capabilities, including in R&D, product development, manufacturing, and marketing. Evaluating, appropriately structuring, negotiating, and implementing such arrangements may be a lengthy and complex process and must meet with applicable business, legal, and compliance requirements.
From time to time, we enter into collaborations, licensing arrangements, joint ventures, or strategic alliances with third parties to complement or augment our capabilities, including in R&D, product development, manufacturing, and marketing. Evaluating, appropriately structuring, negotiating, and implementing such arrangements may be a lengthy and complex process and must meet applicable business, legal, and compliance requirements.
Any of these risks could have a material adverse effect on our business, cash flows, financial condition, results of operations, or prospects.
Any of these risks could have a material adverse effect on our business, results of operations, cash flows, financial condition, or prospects.
We are involved in, or threatened with, legal, arbitration, and governmental proceedings or investigations from time to time in the ordinary course of our business as well as heightened scrutiny in the healthcare industry, including disputes with employees, competitors, customers, suppliers, channel partners, competition authorities, regulators, other authorities, purported whistle-blowers, or regulatory agencies concerning allegations of, among other things, breaches of contract, product liability, product defects, IP infringement, logistics or manufacturing related topics, quality regulations, EH&S or employment issues, termination of business relationship, or alleged or suspected violations of applicable laws in various jurisdictions.
We are involved in, or threatened with, legal, arbitration, and governmental proceedings or investigations from time to time in the ordinary course of our business as well as heightened scrutiny in the healthcare industry, including disputes with employees, competitors, customers, suppliers, channel partners, competition authorities, regulators, other authorities, purported whistle-blowers, regulatory agencies, or others concerning allegations of, among other things, breaches of contract, product liability, product defects, IP infringement, logistics or manufacturing related topics, quality regulations, EH&S or employment issues, termination of business relationship, or alleged or suspected violations of applicable laws in various jurisdictions.
Slower global economic growth; actual or anticipated default on sovereign debt; volatility in the currency and credit markets; inflationary pressures; high levels of unemployment or underemployment; reduced levels of capital expenditures; changes or anticipation of potential changes in government fiscal, tax, import and export, and monetary policies; changes in capital requirements for financial institutions; disruptions in the financial services industry; government deficit reduction and budget negotiation dynamics; sequestration; austerity measures; and other challenges that affect the global economy could adversely affect us and our customers, suppliers, and channel partners.
Slower global economic growth; volatility in the currency and credit markets; inflationary pressures; high levels of unemployment or underemployment; reduced levels of capital expenditures; changes or anticipation of potential changes in government fiscal, tax, import and export, trade, and monetary policies; changes in capital requirements for financial institutions; disruptions in the financial services industry; actual or anticipated default on sovereign debt; government deficit reduction and budget negotiation dynamics; sequestration; austerity measures; and other challenges that affect the global economy could adversely affect us and our customers, suppliers, and channel partners.
Such an event could have serious negative consequences, including alleged customer or patient harm, obligations to notify enforcement authorities or users of our products, voluntary or forced recalls of or modifications to our products, regulatory actions, fines, penalties and damages, reduced demand for or use of our offerings by customers, harm to our reputation, and time-consuming and expensive litigation, any of which could have a material adverse effect on our business results, cash flows, financial condition, or prospects.
Such an event could have serious negative consequences, including alleged customer or patient harm, obligations to notify enforcement authorities or users of our products, voluntary or forced recalls of or modifications to our products, regulatory actions, fines, penalties and damages, reduced demand for or use of our offerings by customers, harm to our reputation, and time-consuming and expensive litigation, any of which could have a material adverse effect on our business, results of operations, cash flows, financial condition, or prospects.
A failure to comply with applicable laws and regulations could result in governmental investigations, fines, and other sanctions, the temporary or permanent shutdown of production facilities, recalls of products, product withdrawals, revocation of marketing authorizations, disqualification from participation in healthcare activities, third-party and purported whistleblower claims, import detentions, and negative publicity, which could have adverse consequences on our business results, cash flows, financial condition, or prospects.
A failure to comply with applicable laws and regulations could result in governmental investigations, fines, and other sanctions, the temporary or permanent shutdown of production facilities, recalls of products, product withdrawals, revocation of marketing authorizations, disqualification from participation in healthcare activities, third-party and purported whistleblower claims, import detentions, and negative publicity, which could have adverse consequences on our business, results of operations, cash flows, financial condition, or prospects.
FDA and equivalent global agencies tightly regulate and actively enforce the laws and regulations governing the development, authorization, and commercialization of medical devices and pharmaceutical products. ” The adverse publicity resulting from a recall could damage our reputation and cause customers to review and possibly terminate their relationships with us, potentially beyond the product that was the subject of the action.
See “ The FDA and equivalent global agencies tightly regulate and actively enforce the laws and regulations governing the development, authorization, and commercialization of medical devices and pharmaceutical products. ” The adverse publicity resulting from a recall could damage our reputation and cause customers to review and possibly terminate their relationships with us, potentially beyond the product that was the subject of the action.
A cybersecurity breach of or other disruption to our systems or products, service providers’ network security and systems, or other third-party services could disrupt treatment being delivered to patients or interfere with our customers’ operations, and could lead to the loss of, damage to, or public disclosure of our employees’ and customers’ stored information, including personal data, such as individually identifiable health information (including “protected health information” or “PHI”).
A cybersecurity breach of or other disruption to our systems or products, service providers’ network security and systems, or other third-party services could disrupt treatment being delivered to patients or interfere with our customers’ operations, and could lead to the loss of, damage to, or public disclosure of our employees’ and customers’ stored information, including personal data, such as individually identifiable health information (including “protected health information”).
We are subject to various privacy law regimes in the different jurisdictions in which we operate, including comprehensive regulatory systems in Europe, Latin America, and Asia Pacific and sector-specific requirements. Certain international jurisdictions have enacted or are enacting data localization laws mandating that certain types of data collected in a particular jurisdiction be physically stored within that jurisdiction.
We are subject to various privacy law regimes in the different jurisdictions in which we operate, including comprehensive regulatory systems in Europe, Latin America, and Asia Pacific and sector-specific requirements. Some international jurisdictions have enacted or are enacting data localization laws mandating that certain types of data collected in a particular jurisdiction be physically stored within that jurisdiction.
Acquisitions may expose us to significant risks and uncertainties, including: • competition for acquisition targets and assets, which may lead to substantial increases in purchase price or other terms that are less attractive to us, including the use of our shares for payment of the purchase price; • dependence on external sources of capital, in particular to finance the purchase price of acquisitions; • rulings by antitrust, foreign direct investment, or other regulatory bodies; • acquired companies’ previous failure to comply with applicable regulatory requirements; 18 • failure to timely or successfully integrate acquired companies’ strategies, functions, systems, controls, including cybersecurity and data protection controls, and products into our own; • inability to produce products at increased scale or loss of previously available distribution channels; • heightened external scrutiny on acquired IP rights, regulatory exclusivity periods, and confidentiality agreements, or lack of IP rights for the acquired portfolio; • diversion of our management’s attention from existing operations to the acquisition and integration process; • a failure to accurately predict or to realize expected growth opportunities, cost savings, synergies, and market acceptance of acquired companies’ products; • a failure to identify significant non-compliant behaviors or practices by, or liabilities relating to, an acquisition target (or its agents) prior to acquisition; • successor liability imposed by regulators for actions by a target (or its agents) prior to acquisition; • expenses, delays, and difficulties in integrating acquired businesses into our existing businesses; and • difficulties in retaining key customers and personnel.
Acquisitions may expose us to significant risks and uncertainties, including: • competition for acquisition targets and assets, which may lead to substantial increases in purchase price or other terms that are less attractive to us, including the use of our shares for payment of the purchase price; • dependence on external sources of capital, in particular to finance the purchase price of acquisitions; • inquiries and rulings by antitrust, foreign direct investment, or other regulatory bodies; • acquired companies’ previous failure to comply with applicable regulatory requirements; • failure to timely or successfully integrate acquired companies’ strategies, functions, systems, controls, including cybersecurity and data protection controls, and products into our own; • inability to produce products at increased scale or loss of previously available distribution channels; 18 Table of Contents • heightened external scrutiny on acquired IP rights, regulatory exclusivity periods, and confidentiality agreements, or lack of IP rights for the acquired portfolio; • diversion of our management’s attention from existing operations to the acquisition and integration process; • a failure to accurately predict or to realize expected growth opportunities, cost savings, synergies, and market acceptance of acquired companies’ products; • a failure to identify significant non-compliant behaviors or practices by, or liabilities relating to, an acquisition target (or its agents) prior to acquisition; • successor liability imposed by regulators for actions by a target (or its agents) prior to acquisition; • expenses, delays, and difficulties in integrating acquired businesses into our existing businesses; and • difficulties in retaining key customers and personnel.
If, as a result of any of our representations being untrue or our covenants being breached, the Spin-Off were determined not to qualify for non-recognition of gain or loss under Section 355 and related provisions of the Code, we could be required by the Tax Matters Agreement to indemnify GE for the resulting taxes and related expenses.
If, as a result of any of our representations being untrue or our covenants being breached, the Spin-Off were determined not to qualify for non-recognition of gain or loss under Section 355 and related provisions of the Code, we could be required by our Tax Matters Agreement with GE to indemnify GE for the resulting taxes and related expenses.
Our partners may suffer adverse commercial, financial, or legal circumstances that are outside of our control and may jeopardize their success, our partners may terminate their relationships with us, or breakdowns in these relationships may give rise to disputes. Given the potentially different interests of the parties involved, we could suffer delays in product development or other operational difficulties.
Our partners may suffer adverse commercial, financial, or legal circumstances that are outside of our control and may jeopardize their success, our partners may terminate their relationships with us, or breakdowns in these relationships may give rise to disputes. Given the potentially different interests of the parties involved, we could suffer delays in product development, commercialization or other operational difficulties.
The requirements we are subject to impose certain responsibilities on our business, including the obligation to install pollution control technologies and to obtain and maintain various environmental permits, the cost of which may be substantial. They can also impose cleanup liabilities, including with respect to discontinued or predecessor operations or third-party waste disposal sites.
The requirements we are subject to impose responsibilities on our business, including the obligation to install pollution control technologies and to obtain and maintain various environmental permits, the cost of which may be substantial. They can also impose cleanup liabilities, including with respect to discontinued or predecessor operations or third-party waste disposal sites.
These laws and regulations vary by jurisdiction, are complex, change frequently, are subject to changes in interpretation and enforcement. Moreover, certain fields, such as cloud and edge computing, clinical decision support software, cybersecurity, mobile medical applications, AI, generative AI, and Machine Learning are rapidly evolving within the industry and particularly subject to changing law and regulation.
These laws and regulations vary by jurisdiction, are complex, change frequently, and are subject to changes in interpretation and enforcement. Moreover, certain fields, such as cloud and edge computing, clinical decision support software, cybersecurity, mobile medical applications, AI, and machine learning are rapidly evolving within the industry and particularly subject to changing law and regulation.
Cloud, edge computing, and software solutions in healthcare must comply with stringent regulations, including certification requirements, in many of the countries in which our customers are located, particularly in relation to obtaining, using, storing, and transferring personal data. Our software solutions must be compliant with applicable regulations in the country in question before we can launch our offerings.
Cloud, AI, edge computing, and software solutions in healthcare must comply with stringent regulations, including certification requirements, in many of the countries in which our customers are located, particularly in relation to obtaining, using, storing, and transferring personal data. Our software solutions must be compliant with applicable regulations in the country in question before we can launch our offerings.
Further, our ability to effectively plan, forecast, and execute our business plan and comply with applicable laws and regulations may be impaired by such cyber-attacks or disruptions. Any of the above could have a material adverse effect on our business results, cash flows, financial condition, or prospects, and on the timeliness of reporting our operating results.
Further, our ability to effectively plan, forecast, and execute our business plan and comply with applicable laws and regulations may be impaired by such cyber-attacks or disruptions. Any of the above could have a material adverse effect on our business, results of operations, cash flows, financial condition, or prospects, and on the timeliness of reporting our operating results.
Conducting internal investigations or responding to audits or investigations by government agencies could be costly and 28 time-consuming. An adverse outcome under any such investigation or audit could subject us to fines or criminal or other penalties, which could have a material adverse effect on our business results, cash flows, financial condition, or prospects.
Conducting internal investigations or responding to audits or investigations by government agencies could be costly and time-consuming. An adverse outcome under any such investigation or audit could subject us to fines or criminal or other penalties, which could have a material adverse effect on our business results, cash flows, financial condition, or prospects.
Exposure to litigation or other government action, whether directed at us; our customers, suppliers, or channel partners; or our or their respective business partners, could also result in the distraction of management resources and adversely affect our reputation, which could have a material adverse effect on our business results, cash flows, financial condition, or prospects.
Exposure to litigation or government action, whether directed at us; our customers, suppliers, or channel partners; or our or their respective business partners, could also result in the distraction of management resources and adversely affect our reputation, which could have a material adverse effect on our business results, cash flows, financial condition, or prospects.
Additionally, our obligations to comply with the evolving legal and regulatory landscape could entail significant costs or limit our ability to incorporate certain AI capabilities into our offerings. In addition, some AI scenarios present ethical, privacy, or other social issues, risking reputational harm and/or reduced market demand or acceptance of AI solutions.
Additionally, our obligations to comply with the evolving legal and regulatory landscape could entail significant costs or limit our ability to incorporate some AI capabilities into our offerings. In addition, some AI scenarios present ethical, privacy, or other social issues, risking reputational harm and/or reduced market demand or acceptance of AI solutions.
In prior years, the Chinese judicial branch has publicly disclosed an increasing number of 27 judgments against government officials and others found to have engaged in corruption and other misconduct across many industries; certain of these judgments contain references that identify some of our products, employees, and channel partners.
In prior years, the Chinese judicial branch has publicly disclosed an increasing number of judgments against government officials and others found to have engaged in corruption and other misconduct across many industries; certain of these judgments contain references that identify some of our products, employees, and channel partners.
The legality or validity of any collaboration may be challenged or subjected to scrutiny in such jurisdictions and the relevant governmental authorities have broad discretion in addressing such arrangements. Any of these risks could have a material adverse effect on our business results, cash flows, financial condition, or prospects.
The legality or validity of any collaboration may be challenged or subjected to scrutiny in such jurisdictions and the relevant governmental authorities have broad discretion in addressing such arrangements. Any of these risks could have a material adverse effect on our business, results of operations, cash flows, financial condition, or prospects.
Additionally, significant capital investment to increase manufacturing capacity may be required to expand our business or meet increased demand for our products in the future. Any of these risks could have a material adverse effect on our business results, cash flows, financial condition, or prospects.
Additionally, significant capital investment to increase manufacturing capacity may be required to expand our business or meet increased demand for our products in the future. Any of these risks could have a material adverse effect on our business, results of operations, cash flows, financial condition, or prospects.
Additionally, new offerings may be quickly rendered obsolete by changing customer preferences, changing 25 industry standards, or competitors’ innovations or reverse engineering efforts. It is uncertain when or whether our products, services, or solutions currently under development will be launched or will be commercially successful.
Additionally, new offerings may be quickly rendered obsolete by changing customer preferences, changing industry standards, or competitors’ innovations or reverse engineering efforts. It is uncertain when or whether our products, services, or solutions currently under development will be launched or will be commercially successful.
We rely on the timely supply of components, products, services, and solutions. If suppliers fail to meet their delivery obligations, raise prices, or cease to supply to us, it may affect our ability to deliver to our customers or significantly increase our costs.
We rely on the timely supply of components, products, services, and solutions from suppliers. If suppliers fail to meet their delivery obligations, raise prices, or cease to supply to us, it may affect our ability to deliver to our customers or significantly increase our costs.
Changes to current products and labeling may also be subject to vigorous review, and approvals or the time needed to secure approvals are not certain. 26 We are subject to regulations requiring restrictions, certification, and/or licensing of our facilities, and our facilities are subject to periodic inspections by regulatory authorities.
Changes to current products and labeling may also be subject to vigorous review, and approvals or the time needed to secure approvals are not certain. We are subject to regulations requiring restrictions, certification, and/or licensing of our facilities, and our facilities are subject to periodic inspections by regulatory authorities.
Any rebranding efforts may require significant resources and expenses and may affect our ability to attract and retain customers, all of which could have an adverse effect on our business results, cash flows, financial condition, or prospects.
Any rebranding efforts may require significant resources and expenses and may affect our ability to attract and retain customers, all of which could have an adverse effect on our business, results of operations, cash flows, financial condition, or prospects.
Unless we consent in writing to the selection of an alternative forum, the federal district courts of the United States of 32 America shall be the exclusive forum for the resolution of any complaint asserting a cause of action arising under the Securities Act.
Unless we consent in writing to the selection of an alternative forum, the federal district courts of the United States of America shall be the exclusive forum for the resolution of any complaint asserting a cause of action arising under the Securities Act.
BUSINESS AND OPERATIONAL RISKS. Our inability to successfully complete strategic transactions could adversely affect our business. Our business strategy includes the acquisition of technologies and businesses that expand or complement our existing business.
BUSINESS AND OPERATIONAL RISKS. Our inability to successfully complete strategic transactions could adversely affect our business. Our business strategy includes the acquisition of technologies and businesses that expand, accelerate, or complement our existing business.
The use of AI in healthcare offerings also poses certain clinical risks resulting from potential misdiagnosis or misinformation provided from AI applications, diminishing critical judgment, or loss of interpersonal care from clinicians.
The use of AI in healthcare offerings also poses clinical risks resulting from potential misdiagnosis or misinformation provided from AI applications, diminishing critical judgment, or loss of interpersonal care from clinicians.
Additionally, the implementation of localization requirements and other government policies driven by support of local industry, and increasing attention to ESG matters, including EH&S matters, may impose additional costs and requirements on our business, such as the need to qualify new local suppliers or comply with new material reporting requirements, which could negatively affect our ability to compete in certain markets.
Additionally, the implementation of localization requirements and other government policies driven by support of local industry, and increasing attention to sustainability matters, including EH&S matters, may impose additional costs and requirements on our business, such as the need to qualify new local suppliers or comply with new material reporting requirements, which could negatively affect our ability to compete in certain markets.
In recent years, U.S. healthcare industry participants, including distributors, manufacturers, suppliers, healthcare providers, insurers, and pharmacy chains, have consolidated or formed strategic alliances. Consolidations create larger enterprises with greater negotiating power and may result in the loss of a customer where the combined enterprise selects one distributor from two incumbents.
In recent years, U.S. and some international healthcare industry participants, including distributors, manufacturers, suppliers, healthcare providers, insurers, and pharmacy chains, have consolidated or formed strategic alliances. Consolidations create larger enterprises with greater negotiating power and may result in the loss of a customer where the combined enterprise selects one distributor from two incumbents.
Any accident, mistreatment, or related injury or death could cause us to incur legal costs; subject us to litigation, recall, or regulatory enforcement actions; or generate negative publicity and cause damage to our reputation, whether or not we or our products were at fault, and could have a material adverse effect on our business results, cash flows, financial condition, or prospects.
Any accident, mistreatment, or related injury or death could cause us to incur legal costs; subject us to litigation, recall, or regulatory enforcement actions; or generate negative publicity and cause damage to our reputation, whether or not we or our products were at fault, and could have a material adverse effect on our business, results of operations, cash flows, financial condition, or prospects.
The loss of one or more key employees; our inability to attract or develop additional qualified employees; any delay in hiring key personnel; any deterioration of the relationships with our employees, unions, and other employee representatives; or any material work stoppage, strike, or similar action could have a material adverse effect on our business results, cash flows, financial condition, or prospects.
The loss of one or more key employees; our inability to attract or develop additional qualified employees; any delay in hiring key talent; any deterioration of the relationships with our employees, unions, and other employee representatives; or any material work stoppage, strike, or similar action could have a material adverse effect on our business results, cash flows, financial condition, or prospects.
These EH&S laws, regulations, standards, and commitments apply to a broad range of activities across our whole product lifecycle, including those related to (1) protection of the environment, protected species, and use of natural resources; (2) occupational health, safety, and well-being; (3) the use, handling, management, release, storage, transportation, remediation, and disposal of, and exposure to, hazardous waste, radio chemical materials, and other hazardous or toxic materials; (4) our products, including the use of certain chemicals in our products and production processes; (5) emissions to air, land, and water; and (6) climate change.
These EH&S laws, regulations, standards, and commitments apply to a broad range of activities across our whole product lifecycle, including those related to (1) protection of the environment, protected species, and use of natural resources; (2) occupational health, safety, and well-being; (3) the use, handling, management, release, storage, transportation, remediation, and disposal of, and exposure to, hazardous waste, radiochemical materials, and other hazardous or toxic materials; (4) our products, including the use of certain chemicals in our products and production processes; (5) emissions to air, land, and water; and (6) climate change.
We operate in highly competitive markets, competition may increase in the future, and our industry may be disrupted, requiring us to lower prices or resulting in a loss of market share. Healthcare markets are characterized by rapidly evolving technology, frequent introduction of new products, intense competition, and pricing pressures.
INDUSTRY AND ECONOMIC RISKS. We operate in highly competitive markets, competition may increase in the future, and our industry may be disrupted, requiring us to lower prices or resulting in a loss of market share. Healthcare markets are characterized by rapidly evolving technology, frequent introduction of new products, intense competition, and pricing pressures.
As we seek to build clinical applications that leverage generative AI models built by third parties, we may have limited rights to access the underlying intellectual property used to create the generative AI model, and, if requested, this may limit or impair our ability to independently verify the explainability, transparency, and reliability of the underlying model.
As we seek to build clinical applications that leverage AI models built by third parties, we may have limited rights to access the underlying intellectual property used to create these models, and, if requested, this may limit or impair our ability to independently verify the explainability, transparency, and reliability of the underlying model.
Our certificate of incorporation provides that, unless we consent in writing to the selection of an alternative forum, the Court of Chancery located within the State of Delaware will be the sole and exclusive forum for any derivative action or proceeding brought on our behalf; any action asserting a claim of breach of a fiduciary duty owed by any current or former director, officer, employee, agent, or stockholder to us or our stockholders; any action asserting a claim arising pursuant to the DGCL, the certificate of incorporation, or the bylaws; or any action asserting a claim governed by the internal affairs doctrine.
Our certificate of incorporation provides that, unless we consent in writing to the selection of an alternative forum, the Court of Chancery located within the State of Delaware will be the sole and exclusive forum for any derivative action or proceeding brought on our behalf; any action asserting a claim of breach of a fiduciary duty owed by any current or former director, officer, employee, agent, or stockholder to us or our stockholders; any action asserting a claim arising pursuant to the Delaware General Corporation Law ("DGCL"), the certificate of incorporation, or the bylaws; or any action asserting a claim governed by the internal affairs doctrine.
There is substantial competition for key personnel, senior management, and qualified employees in the healthcare industry, and we may face increased competition for such a highly qualified scientific, technical, clinical, and management workforce in a highly competitive environment. To help attract, retain, and motivate qualified employees in senior roles, we use equity-based awards and performance-based cash incentive awards.
There is substantial competition for key talent, senior management, and qualified employees in the healthcare industry, and we may face increased competition for such a highly qualified scientific, technical, clinical, and management workforce in a highly competitive environment. To help attract, retain, and motivate qualified employees in senior roles, we use equity-based awards and performance-based cash incentive awards.
Regulatory scrutiny may increase in the future and could require us to change the way we operate, including the way in which we offer certain services. Regulations are increasing and becoming more stringent in already regulated countries, and countries that did not previously regulate medical products are developing and implementing regulations for these products.
Regulatory scrutiny may increase in the future and could require us to change the way we operate, including the way in which we offer certain services. Regulations pertaining to our products are increasing and becoming more stringent in already regulated countries, and countries that did not previously regulate medical products are developing and implementing regulations for these products.
We are subject to antitrust and competition laws, which generally prohibit certain types of conduct deemed to be anti-competitive, including price fixing, bid rigging, cartel activities, price discrimination, market monopolization, tying arrangements, acquisitions of competitors, and other practices that have, or may have, an adverse effect on competition.
We are subject to antitrust and competition laws, which generally prohibit certain types of conduct deemed to be anti-competitive, including price fixing, bid rigging, cartel activities, price discrimination, market monopolization, tying arrangements, and other practices that have, or may have, an adverse effect on competition.
There is no guarantee we will obtain all of the licenses for which we applied, that any approvals we obtain will be on a timely basis, or that our business in Russia will not be further disrupted due to evolving legal or operational considerations. In addition to the above, the U.S.
There is no guarantee we will obtain all of the licenses for which we apply, that any approvals we obtain will be on a timely basis, or that our business in Russia will not be further disrupted due to evolving legal or operational considerations. In addition to the above, the U.S.
If our Spin-Off from GE is determined to be a taxable transaction, it could result in significant tax liability to GE and its stockholders and we could have an indemnification obligation to GE, which could adversely affect our business, financial condition, cash flows, and results of operations.
If the Spin-Off is determined to be a taxable transaction, it could result in significant tax liability to GE and its stockholders and we could have an indemnification obligation to GE, which could adversely affect our business, financial condition, cash flows, and results of operations.
Sustained declines in our stock price, or lower stock price performance relative to competitors, can reduce the retention value of our equity-based awards, which can impact the competitiveness of our compensation. There can be no assurance that we will be successful in retaining existing personnel or recruiting new personnel.
Sustained declines in our stock price, or lower stock price performance relative to competitors, can reduce the retention value of our equity-based awards, which can impact the competitiveness of our compensation. There can be no assurance that we will be successful in retaining existing talent or recruiting new talent.
We may not successfully identify, complete, or manage the risks presented by these strategic transactions, including those outlined above.
We may not successfully identify, complete, or manage the risks presented by these transactions, including those outlined above.
If we fail to implement adequate safeguards, the use of AI may introduce additional operational, legal, or regulatory vulnerabilities such as producing inaccurate outcomes based on flaws in the underlying data or methodologies, or unintended results. Furthermore, we may also be exposed to a more significant risk if such actions are taken by state or state-affiliated actors.
If we fail to implement adequate safeguards, the use of AI may introduce additional operational, legal, or regulatory vulnerabilities such as producing inaccurate outcomes based on flaws in the underlying data or methodologies, or unintended results. 22 Table of Contents Furthermore, we may also be exposed to a more significant risk if such actions are taken by state or state-affiliated actors.
Material impairment charges could negatively affect our results of operations and financial condition. GENERAL RISKS. Certain of our directors and employees may have actual or potential conflicts of interest because of their financial interests in GE or because of their previous or continuing positions with GE.
Material impairment charges could negatively affect our results of operations and financial condition. Certain of our directors and employees may have actual or potential conflicts of interest because of their financial interests in GE or because of their previous or continuing positions with GE.
Any of the foregoing could have a material adverse effect on our business results, cash flows, financial condition, or prospects. We are subject to anti-kickback and false claims laws (including as these laws relate to off-label promotion of products) and failure to comply with these laws could adversely affect our business, including via sanctions and conditions on business activity.
Any of the foregoing could have a material adverse effect on our business results, cash flows, financial condition, or prospects. 27 Table of Contents We are subject to anti-kickback and false claims laws (including as these laws relate to off-label promotion of products) and failure to comply with these laws could adversely affect our business, including via sanctions and conditions on business activity.
We face substantial competition from international and domestic companies of all sizes; these competitors often differ across our businesses. Competition is primarily focused on cost effectiveness, price, service, product performance, and technological innovation.
We face substantial competition from international and domestic companies of all sizes, and these competitors often differ across our businesses. Competition is primarily focused on cost-effectiveness, pricing, service, product performance, and technological innovation.
Given all of the foregoing, future costs and liabilities relating to compliance with applicable laws and regulations could have a material adverse effect on our business results, cash flows, financial condition, or prospects.
Given the foregoing, future costs and liabilities relating to compliance with applicable laws and regulations could have a material adverse effect on our business results, cash flows, financial condition, or prospects.
Many factors, including public policy spending priorities, available resources, and product and economic cycles, have a significant impact on the capital spending policies of these entities. Impasses in national, regional, or local government budgeting decisions, including as a result of a possible U.S. federal government shutdown, could lead to substantial delays or reductions in governmental spending.
Many factors, including public policy spending priorities, available resources, and product and economic cycles, have a significant impact on the capital spending policies of these entities. Impasses in national, regional, or local government budgeting decisions, including as a result of U.S. federal government shutdowns, could lead to substantial delays or reductions in governmental spending.
Given the nature of our products, we do not believe that the current sanctions and other measures imposed by the United States and other countries preclude us from conducting business in the region. However, these sanctions have made and will continue to make it more burdensome and costly to serve customers in these regions. Under the current U.S.
Given the nature of our products, we do not believe that the current sanctions and other measures imposed by the U.S. and other countries preclude us from conducting business in the region. However, these sanctions have made, and will continue to make, it more burdensome and costly to serve customers in the region. Under the current U.S.
These laws or regulations could likewise cause us to be unable to fulfill contractual obligations or require us to reallocate time and resources, which could adversely affect our business. 30 We are also subject to government audits, investigations, and oversight proceedings. Efforts to ensure our business arrangements comply with applicable laws involve substantial costs.
These laws or regulations could likewise cause us to be unable to fulfill contractual obligations or require us to reallocate time and resources, which could adversely affect our business. 30 Table of Contents We are also subject to government audits, investigations, and oversight proceedings. Efforts to ensure our business arrangements comply with applicable laws involve substantial costs.
If we are not successful in defending ourselves or asserting our rights, those actions could have a significant impact on our business, including the imposition of civil, criminal, and administrative penalties, damages, disgorgement, monetary fines, individual imprisonment, possible exclusion from participation in certain government healthcare programs (including Medicare and Medicaid in the United States), contractual damages, reputational harm, diminished profits and future earnings, and curtailment or restructuring of our operations.
If we are not successful in defending ourselves or asserting our rights, those actions could have a significant impact on our business, including the imposition of civil, criminal, and administrative penalties, damages, disgorgement, monetary fines, individual imprisonment, possible exclusion from participation in certain government healthcare programs (including Medicare and Medicaid in the U.S.), contractual damages, reputational harm, diminished profits and future earnings, and curtailment or restructuring of our operations.
Notwithstanding the opinion of counsel, the opinion of EY, or the private letter ruling, the IRS could determine on audit that the Spin-Off or any of certain related transactions is taxable if it determines that any of these facts, assumptions, representations, or undertakings are not correct or have been violated, or if it disagrees with the conclusions in the opinion that are not covered by the private letter ruling, or for other reasons, including as a result of certain significant changes in the stock ownership of GE or us after the Spin-Off.
Notwithstanding the opinions or the private letter ruling, the IRS could determine on audit that the Spin-Off or any of certain related transactions is taxable if it determines that any of these facts, assumptions, representations, or undertakings are not correct or have been violated, or if it disagrees with the conclusions in the opinions that are not covered by the private letter ruling, or for other reasons, including as a result of certain significant changes in the stock ownership of GE or us after the Spin-Off.
These types of issues have in the past, and could in the future, create risk to patients, clinicians, or other personnel in contact with our products and lead to product recalls, removals, replacement, servicing, or other corrective actions. This can also create risk of enforcement action by regulatory authorities and increased product liability risk.
These types of issues have in the past, and could in the future, create risk to patients, clinicians, or other personnel in contact with our products and lead to product recalls, removals, replacement, servicing, or other corrective actions. This can also create risk of enforcement action by regulatory authorities, increased product liability risk, and civil or criminal claims.
In addition, independent service organizations could fail to adequately perform their obligations or to properly service our products, which could subject us to further liability. We may also be subject to claims for property damage, economic loss, bodily injury, or death related to or resulting from the installation, servicing, and support of our products.
In addition, ISOs could fail to adequately perform their obligations or to properly service our products, which could subject us to further liability. We may also be subject to claims for property damage, economic loss, bodily injury, or death related to or resulting from the installation, servicing, and support of our products.
Our certificate of incorporation provides that certain courts in the State of Delaware or the federal district courts of the United States will be the sole and exclusive forum for substantially all disputes between us and our stockholders, which could limit our stockholders’ ability to obtain a favorable judicial forum for disputes with us or our directors, officers, or employees.
Our certificate of incorporation provides that certain state and federal courts in the State of Delaware will be the sole and exclusive forum for substantially all disputes between us and our stockholders, which could limit our stockholders’ ability to obtain a favorable judicial forum for disputes with us or our directors, officers, or employees.
These changes include a general decline in and/or changes to public and private insurer reimbursement levels and payment models and the industry shifting away from traditional healthcare venues like hospitals and toward clinics, physician offices, and patients’ homes. We expect the U.S. healthcare industry to continue to change in the future.
These changes include a general decline in and/or changes to public and private insurer reimbursement levels and payment models and the industry shifting away from traditional healthcare venues like hospitals and toward clinics, physician offices, and patients’ homes. We expect the U.S. and to some extent the international healthcare industry to continue to change in the future.
As a result, we may be compelled to take additional measures to preserve our cash flow, including through the reduction of operating expenses or suspension of dividend payments. Future material impairments in the value of our long-lived assets, including goodwill, could adversely affect our business.
As a result, we may be compelled to take additional measures to preserve our cash flow, including through the reduction of operating expenses or suspension of dividend payments. 33 Table of Contents Future material impairments in the value of our long-lived assets, including goodwill, could adversely affect our business.
Equity and other investments and strategic alliances pose additional risks, as we could share ownership in both public and private companies and, in some cases, management responsibilities with one or more other parties whose objectives for the alliance may diverge from ours over time; who may not have the same priorities, strategies, or resources as we do; or whose interpretation of applicable policies may differ from our own.
Equity and other investments pose additional risks, as we could share ownership in both public and private companies and, in some cases, management responsibilities with one or more other parties whose objectives may diverge from ours over time; who may not have the same priorities, strategies, or resources as we do; or whose interpretation of applicable policies may differ from our own.
If we are unable to attract or retain key personnel and qualified employees or maintain relations with our employees, unions, and other employee representatives, it could adversely affect our business.
If we are unable to attract or retain key talent and qualified employees or maintain relations with our employees, unions, and other employee representatives, it could adversely affect our business.
Our processes and controls for reporting of ESG matters may not always conform with evolving and disparate standards for identifying, measuring, and reporting ESG metrics, and such standards may change over time, which could result in significant revisions to our performance metrics, goals, or reported progress in achieving our goals.
Additionally, our processes and controls for reporting of sustainability matters may not always conform with evolving and disparate standards for identifying, measuring, and reporting sustainability metrics, and such standards may change over time, which could result in significant revisions to our performance metrics, goals, or reported progress in achieving our goals.
In general, employers and third-party payers, particularly in the United States, have become increasingly cost-conscious, with higher deductibles imposed in many medical plans. The imposition of higher deductibles tends to inhibit individuals from seeking the same level of medical treatments as they might seek if the costs were lower, particularly in the medical diagnostic portion of our business.
In general, employers and third-party payers, particularly in the U.S., have become increasingly cost-conscious, with higher deductibles imposed in many medical plans. The imposition of higher deductibles tends to inhibit individuals from seeking the same level of medical treatments as they might seek if the costs were lower, particularly in the medical diagnostic portion of our business.
Because of the predominance of government-sponsored healthcare systems around the world, many of our customer relationships outside of the United States are with governmental entities, the employees of which may be considered government officials under such laws. Many anti-corruption laws, such as the UKBA, also prohibit bribery of private sector individuals, and thus extend far beyond interactions with government officials.
Because of the predominance of government-sponsored healthcare systems around the world, many of our customer relationships outside of the U.S. are with governmental entities, the employees of which may be considered government officials under such laws. Many anti-corruption laws, such as the UKBA, also prohibit bribery of private sector individuals, and thus extend far beyond interactions with government officials.
We are subject to rigorous regulation governing development, product testing, manufacturing, packaging, labeling, safety, quality, storage, marketing clearance or approval, advertising and promotion, import and export, sales and distribution, performance and effectiveness, and post-market surveillance. The U.S.
We are subject to rigorous regulation governing development, product testing, manufacturing, packaging, labeling, safety, quality, storage, marketing clearance or approval, advertising and promotion, import and export, sales and distribution, performance and effectiveness, and post-market surveillance.
In addition, if one of our products is determined to be defective (whether due to design, labeling, or manufacturing defects, or other reasons), or found to be so by a regulatory authority, we may be liable for damages or fines or be required to correct, remove, or recall the product or notify competent regulatory authorities. See “ The U.S.
In addition, if one of our products is determined to be defective (whether due to design, labeling, or manufacturing defects, or other reasons), or found to be so by a regulatory authority, we may be liable for damages or fines or be required to correct, remove, or recall the product or notify competent regulatory authorities.
FDA, the various competent authorities of the EU member states or other European countries that enforce the EU’s Medical Device Regulation, the European Medicines Agency (“EMA”) for Regulation of Pharmaceuticals in the EU, and the NMPA in China are the regulatory authorities affecting us most prominently with respect to the commercialization of our products, services, and solutions.
The FDA, the various competent authorities of the EU member states or other European countries that enforce the EU’s Medical Device Regulation, the EMA (for pharmaceuticals) in the EU, and the NMPA in China are the regulatory authorities affecting us most prominently with respect to the commercialization of our products, services, and solutions.
EH&S laws and regulations enacted world-wide may require us to re-design products or production processes, or to cease using certain substances, leading to detrimental operational impacts and an increase in operating costs.
EH&S laws and regulations enacted worldwide may require us to re-design products or production processes, or to cease using certain substances, leading to detrimental operational impacts and an increase in operating costs.
We are subject to income and other non-income taxes (including sales, excise, and value-added) in the United States and foreign jurisdictions. Thus, the tax treatment of transactions we execute is subject to changes in tax laws or regulations, tax treaties, or positions by the relevant authority regarding the application, administration, or interpretation of these tax laws and regulations.
We are subject to income and other non-income taxes (including sales, excise, and value-added) in multiple jurisdictions. Thus, the tax treatment of transactions we execute is subject to changes in tax laws or regulations, tax treaties, or positions by the relevant authority regarding the application, administration, or interpretation of these tax laws and regulations.
Sales of many of our offerings directly or indirectly depend on the availability of reimbursement and the amount of reimbursement that our customers may seek from various third-party payers, including government programs, authorities, or agencies (e.g., Medicare and Medicaid in the United States), and private health plans.
Sales of many of our offerings directly or indirectly depend on the availability of reimbursement and the amount of reimbursement that our customers may seek from various third-party payers, including government programs, authorities, or agencies (e.g., Medicare and Medicaid in the U.S.), and private health plans.
For additional information see “Data Privacy Laws” under Item 1, “Business.” Changes in applicable tax laws and regulations, as well as adverse outcomes of ongoing and future tax audits, could adversely affect our business and our ability to use deferred tax assets.
For additional information see “Data and Data Privacy Laws” under Item 1, “Business.” 28 Table of Contents Changes in applicable tax laws and regulations, as well as adverse outcomes of ongoing and future tax audits, could adversely affect our business and our ability to use deferred tax assets.
The outcomes of these post-market trials could result in the loss of marketing authorization, changes in product labeling, or new or increased concerns about the safety or efficacy of a product. Regulatory agencies in countries outside of the United States often have similar authority and may impose comparable requirements.
The outcomes of these post-market trials could result in the loss of marketing authorization, changes in product labeling, or new or increased concerns about the safety or efficacy of a product. Regulatory agencies in countries outside of the U.S. often have similar authority and may impose comparable requirements.
A correction, removal, or recall could consume management and employee time, and adverse publicity, harm to our reputation, or increased regulatory scrutiny could have a material adverse effect on our business results, cash flows, financial condition, or prospects. We maintain product liability insurance coverage, among other liability insurance coverage, which includes deductible amounts and self-insured retentions.
A correction, removal, or recall could consume management and employee time, and adverse publicity, harm to our reputation, or increased regulatory scrutiny could have a material adverse effect on our business, results of operations, cash flows, financial condition, or prospects. 31 Table of Contents We maintain product liability insurance coverage, among other liability insurance coverage, which includes deductible amounts and self-insured retentions.
While the majority of our deferred tax assets either do not have an expiration date or are expected to be utilized prior to an expiration date, our ability to fully benefit from these assets could be impacted by the taxable income generated in certain countries over time, subsequent changes to applicable tax laws in these jurisdictions, and our Tax Matters Agreement with GE (see Note 11, “Income Taxes” and Note 19, “Related Parties”).
Finally, while the majority of our deferred tax assets either do not have an expiration date or are expected to be utilized prior to an expiration date, our ability to fully benefit from these assets could be impacted by the taxable income generated in certain countries over time, subsequent changes to applicable tax laws in these jurisdictions, and our Tax Matters Agreement with GE (see Note 11, “Income Taxes” and Note 19, “Related Parties and Transition Services Agreement”).
Certain of our employees in the United States and elsewhere are covered by collective bargaining agreements. These agreements typically contain provisions regarding the general working conditions of our employees, including provisions that could affect our ability to restructure our operations, close facilities, or reduce our number of employees.
Certain of our employees in the U.S. and elsewhere are covered by collective bargaining agreements. These agreements typically contain provisions regarding the general working conditions of our employees, including provisions that could affect our ability to restructure our operations, close facilities, or reduce our number of employees.
Any litigation, 31 investigation, or complaint and any adverse publicity surrounding such allegations or actions could have a material adverse effect on our business results, cash flows, financial condition, or prospects.
Any litigation, investigation, or complaint and any adverse publicity surrounding such allegations or actions could have a material adverse effect on our business, results of operations, cash flows, financial condition, or prospects.
The rise of economic nationalism could make it more difficult for us to attract new customers, retain existing customers, continue to produce and source in an optimal manner, or maintain sales at existing levels, both in the United States and in other countries.
The rise of economic nationalism could make it more difficult for us to attract new customers, retain existing customers, continue to produce and source in an optimal manner, or maintain sales at existing levels, both in the U.S. and in other countries.
Our operations and financial performance have been, and in the future may be, negatively impacted by public health crises, epidemics, and pandemics, such as the COVID-19 pandemic, which have in the past caused, and may in the future cause, a slowdown of economic activity (including volatility in demand for our products, services, and solutions), disruptions in global supply chains, and significant volatility in financial markets.
Our operations and financial performance have been, and in the future may be, negatively impacted by public health crises and epidemics and pandemics, which have in the past caused, and may in the future cause, a slowdown of economic activity (including volatility in demand for our products, services, and solutions), disruptions in global supply chains, and significant volatility in financial markets.
If any of these facts, assumptions, representations, or undertakings are incorrect or not otherwise satisfied, GE and its stockholders may not be able to rely on the opinion of counsel, the opinion of EY, or the private letter ruling and could be subject to significant tax liabilities.
If any of these facts, assumptions, representations, or undertakings are incorrect or not otherwise satisfied, GE and its stockholders may not be able to rely on the opinions or the private letter ruling and could be subject to significant tax liabilities.

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Item 1C. Cybersecurity

Cybersecurity — threats and controls disclosure

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Biggest changeAs part of these processes, we regularly engage with assessors, consultants, auditors, and other third parties to review our cybersecurity program to help identify areas for continued focus, improvement, and compliance. 35 To date, the Company is not aware of any cybersecurity incident that has had or is reasonably likely to have a material impact on the Company, including its business strategy, results of operations, or financial condition.
Biggest changeAs part of these processes, we regularly engage with assessors, consultants, auditors, and other third parties to review our cybersecurity program to help identify areas for continued focus, improvement, and compliance.
We utilize risk identification and risk mitigation strategies. • Risk identification begins with understanding the devices and equipment in use across the company, including laptops and other data devices, industrial equipment and machinery, and associated risks related to the use of those devices and equipment. • Risk mitigation entails protecting our data and operational systems via a system of controls.
We utilize risk identification and risk mitigation strategies. • Risk identification begins with understanding the devices and equipment in use across the company, including laptops, servers, and other data devices, industrial equipment and machinery, and associated risks related to the use of those devices and equipment. • Risk mitigation entails protecting our data and operational systems via a system of controls.
We measure our programs against the National Institute of Standards and Technology Cyber Security Framework and regularly test our controls and incident response plans. We maintain incident response plans that guide our activities in preparing for, detecting, responding to, and recovering from cybersecurity incidents.
This team operates to decrease the risk of cyber incidents having a material impact. We measure our programs against the National Institute of Standards and Technology Cyber Security Framework and regularly test our controls and incident response plans. We maintain incident response plans that guide our activities in preparing for, detecting, responding to, and recovering from cybersecurity incidents.
The Audit Committee received reports from our Chief Information Officer (“CIO”) and/or CISO five times in 2024. Our cybersecurity risk management and strategy processes, which are discussed in greater detail above, are led by our CISO.
The Audit Committee received reports from our Chief Information Officer (“CIO”) and/or CISO four times in 2025. 35 Table of Contents Our cybersecurity risk management and strategy processes, which are discussed in greater detail above, are led by our CISO.
However, despite our security measures, there can be no assurance that the Company, or the third parties with which we interact, will not experience a cybersecurity incident in the future that may materially affect us. We describe whether and how cybersecurity-related risks could materially affect our business in item 1A.
However, despite our security measures, there can be no assurance that the Company, or the third parties with which we interact, will not experience a cybersecurity incident in the future that may materially affect us.
“Risk Factors” under the heading “Increased cybersecurity requirements, vulnerabilities, threats, and more sophisticated and targeted cyber crimes pose a risk to our systems, networks, products, solutions, services, and data, as well as our reputation, which could adversely affect our business.” CYBERSECURITY GOVERNANCE.
We describe whether and how cybersecurity-related risks could materially affect our business in Item 1A, “Risk Factors” under the heading “Increased cybersecurity requirements, vulnerabilities, threats, and more sophisticated and targeted cybercrimes pose a risk to our systems, networks, products, solutions, services, and data, as well as our reputation, which could adversely affect our business.” CYBERSECURITY GOVERNANCE.
This team publishes information technology and security policies, measures compliance, and operates a program to mitigate risks and threats. Our risk mitigation activities include network segmentation, cyber protection and containment, detection and reaction, and recovery. This team operates to decrease the risk of cyber incidents having a material impact.
This team publishes information technology and security policies, measures compliance, trains the workforce on cyber risks and protections, and operates a program to identify and mitigate risks and threats. Our risk mitigation activities include workforce awareness, vulnerability management, network segmentation, cyber protection and containment, detection, response and recovery.
Added
To date, the Company is not aware of any cybersecurity incident that has had or is reasonably likely to have a material impact on the Company, including its business strategy, or financial results.

Item 2. Properties

Properties — owned and leased real estate

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Biggest changeITEM 2. PROPERTIES GE HealthCare is a global organization with major centers in or near Chicago, Milwaukee, Paris, Bangalore, and Shanghai, and is headquartered in Chicago, Illinois. We own or lease over 300 facilities around the world excluding third-party logistics sites. We have 43 manufacturing facilities, of which 30 are owned.
Biggest changeITEM 2. PROPERTIES GE HealthCare is a global organization headquartered in Chicago, Illinois with other major centers in or near the following cities: Milwaukee, Paris, Bangalore, and Shanghai. We own or lease over 300 facilities around the world excluding third-party logistics sites. We have 44 manufacturing facilities, of which 32 are owned.
We have 15 manufacturing facilities located in the United States and 28 located outside of the United States, including in China, India, Israel, Mexico, Brazil, Austria, Denmark, France, Germany, Ireland, the Netherlands, Norway, Sweden, Finland, South Korea, and Japan.
We have 14 manufacturing facilities located in the United States and 30 located outside of the United States, including in China, Japan, Mexico, Norway, India, Israel, Germany, Brazil, Austria, Denmark, France, Ireland, the Netherlands, Sweden, Finland, and South Korea.

Item 3. Legal Proceedings

Legal Proceedings — active lawsuits and investigations

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Biggest changeITEM 3. LEGAL PROCEEDINGS Information on material pending legal proceedings is incorporated herein by reference to the information set forth in Note 14, “Commitments, Guarantees, Product Warranties, and Other Loss Contingencies” to the financial statements included elsewhere in this Annual Report on Form 10-K. ITEM 4. MINE SAFETY DISCLOSURES Not applicable. PART II
Biggest changeITEM 3. LEGAL PROCEEDINGS Information on material pending legal proceedings is incorporated herein by reference to the information set forth in Note 14, “Commitments, Guarantees, Product Warranties, and Other Loss Contingencies” to the financial statements included elsewhere in this Annual Report on Form 10-K .

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

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Biggest changeThe following graph compares the total return on the Company’s common stock for the last 24 months with the Standard & Poor’s 500 (“S&P 500”) and S&P 500 Healthcare indices. The graph assumes $100 was invested in each of these indices on the first day of “regular way” trading for our common stock, and that all dividends were reinvested.
Biggest changeThe following graph compares the total return on the Company’s common stock for the last 36 months with the Standard & Poor’s 500 (“S&P 500”) and S&P 500 Healthcare indices.
The timing, declaration, amount, and payment of future dividends to stockholders, if any, will fall within the discretion of the Board of Directors taking into consideration matters such as the capital needs of GE HealthCare and opportunities to retain future earnings for use in the operation of our business and to fund future growth. STOCK PERFORMANCE GRAPH.
The timing, declaration, amount, and payment of future dividends to stockholders, if any, will fall within the discretion of the Board of Directors taking into consideration matters such as the capital needs of GE HealthCare and opportunities to retain future earnings for use in the operation of our business and to fund future growth. ISSUER PURCHASES OF EQUITY SECURITIES.
ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES PRINCIPAL MARKET. The principal market on which GE HealthCare’s common stock is traded is The Nasdaq Stock Market LLC (“Nasdaq”) under the symbol “GEHC”.
ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES PRINCIPAL MARKET. The principal market on which GE HealthCare’s common stock is traded is The Nasdaq Stock Market LLC (“Nasdaq”) under the symbol “GEHC”. STOCKHOLDERS. There were 180,363 stockholders of record of GE HealthCare common stock as of January 28, 2026. DIVIDENDS.
In the fourth quarter of 2024, we declared a dividend of $0.035 per share to be paid in the first quarter of 2025.
We declared a quarterly dividend of $0.035 per share to our stockholders of record for all quarters of 2025.
Removed
A “when issued” trading market for GE HealthCare’s common stock began on Nasdaq on December 16, 2022, and “regular way” trading of GE HealthCare’s common stock began on January 4, 2023. Prior to December 16, 2022 there was no public market for GE HealthCare’s common stock. STOCKHOLDERS.
Added
On April 30, 2025, our Board of Directors authorized a share repurchase program (the “repurchase program”) pursuant to which GE HealthCare may repurchase up to $1,000 million of its common stock. The repurchase program does not have an expiration date.
Removed
There were 189,289 stockholders of record of GE HealthCare common stock as of February 6, 2025. 36 DIVIDENDS. We declared and paid a quarterly dividend of $0.03 per share to our stockholders of record for the first, second, and third quarter of 2024.
Added
We did not repurchase any of our common stock during the three months ended December 31, 2025 and had $800 million available under the authorization as of December 31, 2025. STOCK PERFORMANCE GRAPH.
Removed
ITEM 6. [RESERVED] 37 ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Part II. Financial Information Index
Added
The graph assumes $100 was invested in each of these indices on January 4, 2023, the first day of “regular way” trading for our common stock, and that all dividends were reinvested. ITEM 6. [RESERVED] 37 Table of Contents

Item 7. Management's Discussion & Analysis

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

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Biggest changeSegment EBIT For the years ended December 31 2024 % of segment revenues 2023 % of segment revenues 2022 % of segment revenues 2024 vs. 2023 % change 2023 vs. 2022 % change Imaging $ 962 10.9 % $ 821 9.2 % $ 780 9.3 % 17 % 5 % AVS 1,118 21.8 % 1,124 22.1 % 1,228 24.5 % (1) % (8) % PCS 347 11.1 % 383 12.2 % 341 11.7 % (9) % 12 % PDx 783 31.2 % 617 26.8 % 520 26.6 % 27 % 19 % ____________________ *Non-GAAP Financial Measure 44 For the year ended December 31, 2024 • Imaging Segment EBIT was $962 million, an increase of $141 million due to cost productivity and an increase in price, partially offset by cost inflation; • AVS Segment EBIT was $1,118 million, a decrease of $6 million due to cost inflation, unfavorable mix, and investments, partially offset by cost productivity; • PCS Segment EBIT was $347 million, a decrease of $36 million due to cost inflation, partially offset by cost productivity; and • PDx Segment EBIT was $783 million, an increase of $166 million due to an increase in price, growth in sales volume, and cost productivity, partially offset by cost inflation.
Biggest changeSegment EBIT For the years ended December 31 2025 % of segment revenues 2024 % of segment revenues % change Imaging $ 891 9.6 % $ 962 10.9 % (7.4) % AVS 1,175 22.0 % 1,118 21.8 % 5.2 % PCS 209 6.8 % 347 11.1 % (39.6) % PDx 872 30.1 % 783 31.2 % 11.4 % For the year ended December 31, 2025 • Imaging Segment EBIT was $891 million, a decrease of $71 million due to cost inflation, including the impact of incremental tariffs, partially offset by a growth in sales volume, an increase in price, and cost productivity; • AVS Segment EBIT was $1,175 million, an increase of $58 million due to growth in sales volume and cost productivity, partially offset by cost inflation, including the impact of incremental tariffs; • PCS Segment EBIT was $209 million, a decrease of $137 million due to unfavorable mix, cost inflation, including the impact of incremental tariffs, and a decline in sales volume; and • PDx Segment EBIT was $872 million, an increase of $89 million due to an increase in price and growth in sales volume, partially offset by increased investment. ____________________ *Non-GAAP Financial Measure 42 Table of Contents NON-GAAP FINANCIAL MEASURES The non-GAAP financial measures presented in this Annual Report on Form 10-K are supplemental measures of our performance and our liquidity that we believe will help investors understand our financial condition, cash flows, and operating results, and assess our future prospects.
(2) Consists of legal, consulting, and other transaction and integration fees, and adjustments to contingent consideration, as well as other purchase accounting related charges and other costs directly related to the transactions.
(2) Consists of legal, consulting, and other transaction and integration fees, and adjustments to contingent consideration, as well as other purchase accounting related charges and other costs directly related to the transactions.
(2) Consists of legal, consulting, and other transaction and integration fees, and adjustments to contingent consideration, as well as other purchase accounting related charges and other costs directly related to the transactions.
(2) Consists of legal, consulting, and other transaction and integration fees, and adjustments to contingent consideration, as well as other purchase accounting related charges and other costs directly related to the transactions.
(6) The tax effect of reconciling items is calculated using the statutory tax rate, taking into consideration the nature of the items and the relevant taxing jurisdiction.
(6) The tax effect of reconciling items is calculated using the statutory tax rate, taking into consideration the nature of the items and the relevant taxing jurisdiction.
Department of Commerce regulations, we are permitted to export, re-export, or transfer medical equipment and spare parts that meet stated criteria under a License Exception, which has eliminated the need for us to obtain individual U.S. licenses in most cases; however, licenses still may be needed for some transactions.
Under the current U.S. Department of Commerce regulations, we are permitted to export, re-export, or transfer medical equipment and spare parts that meet stated criteria under a License Exception, which has eliminated the need for us to obtain individual U.S. licenses in most cases; however, licenses still may be needed for some transactions.
We report EBIT, Adjusted EBIT, Adjusted EBIT margin, Adjusted net income, and Adjusted earnings per share to provide management and investors with additional understanding of our business by highlighting the results from ongoing operations and the underlying profitability factors, on a normalized basis.
We report EBIT, Adjusted EBIT, Adjusted EBIT margin, Adjusted net income, and Adjusted earnings per share to provide management and investors with an additional understanding of our business by highlighting the results from ongoing operations and the underlying profitability factors, on a normalized basis.
These assumptions are forward-looking and could be affected by future economic and market conditions. We engage third-party valuation specialists who review our critical assumptions and prepare the calculations of the fair value of acquired intangible assets in connection with significant business combinations. 52 See Note 8, “Acquisitions, Goodwill, and Other Intangible Assets” for further information on our business combinations.
These assumptions are forward-looking and could be affected by future economic and market conditions. We engage third-party valuation specialists who review our critical assumptions and prepare the calculations of the fair value of acquired intangible assets in connection with significant business combinations. See Note 8, “Acquisitions, Goodwill, and Other Intangible Assets” for further information on our acquisitions.
Investing Activities Cash used for investing activities in the year ended December 31, 2024 was $914 million and primarily included additions to PP&E of $401 million related mostly to manufacturing capacity expansion and new product introductions, purchases of businesses, net of cash acquired, of $313 million related to the MIM Software Inc.
Cash used for investing activities in the year ended December 31, 2024 was $914 million and primarily included Additions to PP&E and internal-use software of $401 million related mostly to manufacturing capacity expansion and new product introductions, purchases of businesses, net of cash acquired, of $313 million related to the MIM Software Inc.
We disclose in the following table postretirement plans with assets or obligations that exceed $50 million as of December 31, 2024. Refer to Note 10, “Postretirement Benefit Plans” for further details related to these plans. The value of the assets and liabilities as of December 31, 2024, are summarized in the table below.
We disclose in the following table postretirement plans with assets or obligations that exceed $50 million as of December 31, 2025. Refer to Note 10, “Postretirement Benefit Plans” for further details related to these plans. The value of the assets and liabilities as of December 31, 2025, are summarized in the table below.
A djusted tax expense excludes the income tax related to the pre-tax income adjustments included as part of Adjusted net income and certain income tax adjustments, such as adjustments to deferred tax assets or liabilities. We may from time to time consider excluding other non-recurring tax items to enhance comparability between periods.
Adjusted tax expense excludes the income tax related to the pre-tax income adjustments included as part of Adjusted net income and certain income tax adjustments, such as adjustments to deferred tax assets or liabilities. We may from time to time consider excluding other non-recurring tax items to enhance comparability between periods.
There is no guarantee we will obtain all of the licenses for which we applied, that any approvals we obtain will be on a timely basis, or that our business in Russia will not be further disrupted due to evolving legal or operational considerations.
There is no guarantee we will obtain all of the licenses for which we apply, that any approvals we obtain will be on a timely basis, or that our business in Russia will not be further disrupted due to evolving legal or operational considerations.
A 50 basis point change in the assumed discount rate would have the following effects on the calculation of net periodic benefit costs in 2025 and PBO and accumulated postretirement benefit obligation (“APBO”) as of December 31, 2024: Discount Rate Sensitivity U.S.
A 50 basis point change in the assumed discount rate would have the following effects on the calculation of net periodic benefit costs in 2026 and PBO and accumulated postretirement benefit obligation (“APBO”) as of December 31, 2025: Discount Rate Sensitivity U.S.
While the majority of these assets are valued based on quoted prices for identical or similar instruments in active markets, the fair value of certain assets is estimated using significant unobservable inputs (Level 3). These assets primarily relate to real estate and private equity investments.
While the majority of these assets are valued based on quoted prices for identical or similar instruments in active markets, the fair value of certain assets is estimated using significant unobservable inputs (Level 3). These assets primarily relate to an annuity contract, real estate, and private equity investments.
The following discussion and analysis provide information management believes to be relevant to understanding the financial results of GE HealthCare Technologies Inc. and its subsidiaries (“GE HealthCare,” the “Company,” “our,” “us,” or “we”) for the years ended December 31, 2024, 2023, and 2022.
The following discussion and analysis provide information management believes to be relevant to understanding the financial results of GE HealthCare Technologies Inc. and its subsidiaries (“GE HealthCare,” the “Company,” “our,” “us,” or “we”) for the years ended December 31, 2025 and 2024.
(“MIM Software”) and Intelligent Ultrasound Group PLC acquisitions, and payment of $94 million for settlement of cross-currency swaps that were designated in net investment hedges.
(“MIM Software”) and Intelligent Ultrasound Group PLC acquisitions, and payment of $94 million for settlement of cross-currency swaps that were designated as net investment hedges.
A 1% change in the assumed expected long-term rate of return on plan assets would increase or decrease the 2025 net periodic benefit costs of these plans by $194 million. Our pension plan assets contain financial instruments that are measured at fair value.
A 1% change in the assumed expected long-term rate of return on plan assets would increase or decrease the 2026 net periodic benefit costs of these plans by $188 million. Our pension plan assets contain financial instruments that are measured at fair value.
Russia and Ukraine Conflict We had $162 million and $153 million of assets in, or directly related to, Russia and Ukraine as of December 31, 2024 and December 31, 2023, respectively, none of which are subject to sanctions that impact the carrying value of the assets.
Russia and Ukraine Conflict We had $214 million and $162 million of assets in, or directly related to, Russia and Ukraine as of December 31, 2025 and December 31, 2024, respectively, none of which are subject to sanctions that impact the carrying value of the assets.
Additionally, we have access to revolving credit facilities of $3,500 million in aggregate, described in detail in Note 9, “Borrowings.” We believe that our existing balance of Cash, cash equivalents, and restricted cash, future cash generated from operating activities, access to capital markets, and existing credit facilities will be sufficient to meet the needs of our current and ongoing operations, pay taxes due, service our existing debt, and fund investments in our business for at least the next 12 months.
Additionally, we have access to revolving credit facilities and a delayed draw term loan facility of $3,500 million and $750 million, respectively, in aggregate, described in detail in Note 9, “Borrowings.” We believe that our existing balance of Cash, cash equivalents, and restricted cash, future cash generated from operating activities, access to capital markets, and existing credit facilities will be sufficient to meet the needs of our current and ongoing operations, pay taxes due, service our existing debt, and fund investments in our business for at least the next 12 months.
The implementation of these measures affected our ability to supply customers in Russia during the years ended December 31, 2024 and 2023 and will continue to do so as we confirm applicability of the U.S. License Exception to our transactions and continue to obtain licenses.
The implementation of these measures affected our ability to supply customers in Russia during the years ended December 31, 2025 and 2024 and is expected to continue to do so as we confirm applicability of the U.S. License Exception to our transactions and continue to obtain licenses.
GAAP financial measures are provided below under “Non-GAAP Financial Measures.” ____________________ *Non-GAAP Financial Measure 40 RESULTS OF OPERATIONS The following tables set forth our results of operations for each of the periods presented.
GAAP financial measures are provided below under “Non-GAAP Financial Measures.” ___________________ *Non-GAAP Financial Measure 39 Table of Contents RESULTS OF OPERATIONS The following tables set forth our results of operations for each of the periods presented.
GAAP results, these non-GAAP financial measures provide a baseline for analyzing trends in our underlying businesses and can be used by management as one basis for making financial, operational, and planning decisions. Descriptions of the reported non-GAAP measures are included below.
When read in conjunction with our U.S. GAAP results, these non-GAAP financial measures provide a baseline for analyzing trends in our underlying businesses and can be used by management as one basis for making financial, operational, and planning decisions. Descriptions of the reported non-GAAP measures are included below.
(3) Costs incurred in the Spin-Off and separation from GE, including system implementations, audit and advisory fees, legal entity separation, Founders Grant equity awards, separation agreements with GE, and other one-time costs. (4) Consists of gains and losses resulting from the sale of assets and investments. (5) Primarily relates to valuation adjustments for equity investments.
(3) Costs incurred in the Spin-Off and separation from GE, including system implementations, audit and advisory fees, legal entity separation, Founders Grant equity awards, separation agreements with GE, and other one-time costs. (4) Consists of gains and losses resulting from the sale of assets and investments.
To prepare our financial statements in accordance with U.S. GAAP, management makes estimates and assumptions that may affect the reported amounts of our assets and liabilities, including our contingent liabilities, as of the date of our financial statements, and the reported amounts of our revenues and expenses during the reporting periods. Our actual results may differ from these estimates.
GAAP, management makes estimates and assumptions that may affect the reported amounts of our assets and liabilities, including our contingent liabilities, as of the date of our financial statements, and the reported amounts of our revenues and expenses during the reporting periods. Our actual results may differ from these estimates.
The servicing of this debt is supported by cash flows from our operations. As of December 31, 2024, we had $8,951 million of total debt compared to $9,442 million as of December 31, 2023 .
The servicing of this debt is supported by cash flows from our operations. As of December 31, 2025, we had $10,003 million of total debt compared to $8,951 million as of December 31, 2024.
These assumptions can include: the discount rates; timing; probability of achieving regulatory and commercialization milestones; and certain assumptions that form the basis of the forecasted results of the acquired business including revenue, earnings before interest, taxes, depreciation and amortization, growth rates, royalty rates, and technology obsolescence rates.
These assumptions can include: the discount rates; timing; probability of achieving regulatory and commercialization milestones; inflation rate; and certain assumptions that form the basis of the forecasted results of the acquired business including revenue, costs to comply with asset retirement obligations, earnings before interest, taxes, depreciation and amortization, growth rates, royalty rates, and technology obsolescence rates.
Adjusted Tax Expense* and Adjusted ETR* For the years ended December 31 2024 2023 2022 Benefit (provision) for income taxes $ (531) $ (743) $ (563) Add: Tax effect of reconciling items (1) (42) (24) (67) Add: Spin-Off and other tax adjustments (2) (17) 196 — Adjusted tax expense* $ (590) $ (571) $ (630) Effective tax rate 20.6% 31.5% 22.4% Adjusted effective tax rate* 21.8% 23.7% 22.6% (1) The tax effect of reconciling items is calculated using the statutory tax rate, taking into consideration the nature of the items and the relevant taxing jurisdiction.
Adjusted Tax Expense* and Adjusted ETR* For the years ended December 31 2025 2024 Benefit (provision) for income taxes $ (614) $ (531) Add: Tax effect of reconciling items (1) (7) (42) Add: Spin-Off and other tax adjustments (2) 72 (17) Adjusted tax expense* $ (550) $ (590) Effective tax rate 22.2% 20.6% Adjusted effective tax rate* 20.2% 21.8% (1) The tax effect of reconciling items is calculated using the statutory tax rate, taking into consideration the nature of the items and the relevant taxing jurisdiction.
The following are areas considered to be critical and require management’s judgment: Revenue Recognition, Business Combination Related Measurements, Pension and Other Postretirement Benefits, and Income Taxes. See Note 2, “Summary of Significant Accounting Policies” for further information on our significant accounting policies. REVENUE RECOGNITION.
The following are areas considered to be critical and require management’s judgment: Revenue Recognition, Valuation of Assets and Liabilities in Connection with Acquisitions, Pension and Other Postretirement Benefits, and Income Taxes. See Note 2, “Summary of Significant Accounting Policies” for further information on our significant accounting policies. REVENUE RECOGNITION.
For additional detail regarding our income taxes, see Note 11, “Income Taxes.” Adjusted EBIT* and Adjusted EBIT margin* were $2,956 million and 15.1%, an increase of $95 million but a decrease of 50 basis points, respectively, primarily due to an increase in Total revenues, offset by an increase in Total operating expenses, excluding the impact of one-time Spin-Off and separation costs, as discussed above.
For additional detail regarding our income taxes, see Note 11, “Income Taxes.” Adjusted EBIT* and Adjusted EBIT margin* were $3,155 million and 15.3%, a decrease of $56 million and 100 basis points, respectively, primarily due to an increase in Total operating expenses, excluding the impact of Spin-Off and separation costs, partially offset by an increase in Gross profit, as discussed above.
For additional information on the nature of our business and our segments, refer to Item 1, “Business” and Note 4, “Segment and Geographical Information.” TRENDS AND FACTORS IMPACTING OUR PERFORMANCE We believe that our performance and future success depend on a number of factors that present significant opportunities for us but also pose risks and challenges, including those discussed below and particularly in Item 1A, “Risk Factors.” KEY TRENDS AFFECTING RESULTS OF OPERATIONS.
TRENDS AND FACTORS IMPACTING OUR PERFORMANCE We believe that our performance and future success depend on a number of factors that present significant opportunities for us but also pose risks and challenges, including those discussed below and particularly in Item 1A, “Risk Factors.” KEY TRENDS AFFECTING RESULTS OF OPERATIONS.
(the “Spin-Off”). For further information regarding the Spin-Off, refer to Note 1, “Organization and Basis of Presentation.” The following tables are presented in millions of United States (“U.S.”) dollars unless otherwise stated, except for per-share amounts which are presented in U.S. dollars. Certain columns and rows may not sum due to the use of rounded numbers.
Refer to Note 19, “Related Parties and Transition Services Agreement” for further information. The following tables are presented in millions of United States (“U.S.”) dollars unless otherwise stated, except for per-share amounts which are presented in U.S. dollars. Certain columns and rows may not sum due to the use of rounded numbers.
In addition to the Term Loan Facility, our credit facilities include a five-year senior unsecured revolving facility that provides borrowings of up to $2,500 million expiring in January 2028, and a 364-day senior unsecured revolving facility that provides borrowings of up to $1,000 million expiring in December 2025.
In addition to the Term Loan Facility and Delayed Draw Term Loan Facility, our credit facilities include a five-year senior unsecured revolving facility that provides borrowings of up to $3,000 million expiring in March 2030, and a 364-day senior unsecured revolving facility that provides borrowings of up to $500 million expiring in March 2026.
Cash generated from operating activities in the year ended December 31, 2023 was $2,101 million and included Net income from continuing operations of $1,618 million, non-cash charges primarily for depreciation and amortization of $610 million, and $127 million in outflows from incremental changes in assets and liabilities, primarily driven by company-funded benefit payments for postretirement benefit plans and an increase in receivables, partially offset by lower cash taxes paid and a decrease in inventories.
Cash generated from operating activities in the year ended December 31, 2024 was $1,955 million and included Net income from continuing operations of $2,050 million, non-cash charges primarily for depreciation and amortization of $580 million, and $675 million in outflows from incremental changes in assets and liabilities, primarily driven by company-funded benefit payments for postretirement benefit plans, an increase in receivables due to higher volume, and a build in inventories.
Our annual tax expense is based on our income, applicable statutory tax rates, and tax incentives available to us in the various jurisdictions in which we operate. Changes in existing tax laws or rates could significantly impact the estimate of our tax liabilities. Deferred tax assets represent amounts available to reduce income taxes payable on taxable income in future years.
Changes in existing tax laws or rates could significantly impact the estimate of our tax liabilities. Deferred tax assets represent amounts available to reduce income taxes payable on taxable income in future years.
Refer to Note 9, “Borrowings” for further information.
Refer to Note 9, “Borrowings” and Note 12, “Shareholders' Equity” for further information.
Adjusted Net Income* For the years ended December 31 2024 2023 2022 2024 vs. 2023 % change 2023 vs. 2022 % change Net income attributable to GE HealthCare $ 1,993 $ 1,568 $ 1,916 27% (18)% Add: Non-operating benefit (income) costs (406) (382) (5) Add: Restructuring costs (1) 120 54 146 Add: Acquisition and disposition-related charges (benefits) (2) 3 (15) (34) Add: Spin-Off and separation costs (3) 251 270 14 Add: (Gain) loss on business and asset dispositions (4) — — (1) Add: Amortization of acquisition-related intangible assets 137 127 121 Add: Investment revaluation (gain) loss (5) 22 (1) 31 Add: Tax effect of reconciling items (6) (42) (24) (67) Add: Spin-Off and other tax adjustments (7) (17) 196 — Less: Income (loss) from discontinued operations, net of taxes — (4) 18 Adjusted net income* $ 2,060 $ 1,797 $ 2,103 15% (15)% (1) Consists of severance, facility closures, and other charges associated with restructuring programs.
Adjusted Net Income* For the years ended December 31 2025 2024 % change Net income attributable to GE HealthCare $ 2,084 $ 1,993 4.6% Add: Non-operating benefit (income) costs (288) (406) Add: Restructuring costs (1) 120 120 Add: Acquisition and disposition-related charges (benefits) (2) 39 3 Add: Spin-Off and separation costs (3) 43 251 Add: (Gain) loss on business and asset dispositions (4) (5) — Add: Amortization of acquisition-related intangible assets 156 137 Add: Investment revaluation (gain) loss (5) (112) 22 Add: Tax effect of reconciling items (6) (7) (42) Add: Spin-Off and other tax adjustments (7) 72 (17) Adjusted net income* $ 2,100 $ 2,060 2.0% (1) Consists of severance, facility closures, and other charges associated with restructuring programs.
For the years ended December 31 2024 % of Total revenues 2023 % of Total revenues 2022 % of Total revenues 2024 vs. 2023 % change 2023 vs. 2022 % change Operating income $ 2,625 13.3% $ 2,435 12.5% $ 2,522 13.8% 8% (3)% Net income attributable to GE HealthCare 1,993 10.1% 1,568 8.0% 1,916 10.4% 27% (18)% Adjusted EBIT* 3,211 16.3% 2,956 15.1% 2,861 15.6% 9% 3% Adjusted net income* 2,060 10.5% 1,797 9.2% 2,103 11.5% 15% (15)% For the year ended December 31, 2024 Operating income was $2,625 million, an increase of $190 million and 90 basis points as a percent of Total revenues.
For the years ended December 31 2025 % of Total revenues 2024 % of Total revenues % change Operating income $ 2,763 13.4% $ 2,625 13.3% 5.3% Net income attributable to GE HealthCare 2,084 10.1% 1,993 10.1% 4.6% Adjusted EBIT* 3,155 15.3% 3,211 16.3% (1.8)% Adjusted net income* 2,100 10.2% 2,060 10.5% 2.0% For the year ended December 31, 2025 Operating income was $2,763 million, an increase of $138 million and 10 basis points as a percent of Total revenues.
(2) Represents revenues attributable to dispositions for the four quarters preceding the disposition date. ____________________ *Non-GAAP Financial Measure 47 Adjusted EBIT* For the years ended December 31 2024 2023 2022 2024 vs. 2023 % change 2023 vs. 2022 % change Net income attributable to GE HealthCare $ 1,993 $ 1,568 $ 1,916 27% (18)% Add: Interest and other financial charges – net 504 542 77 Add: Non-operating benefit (income) costs (406) (382) (5) Less: Benefit (provision) for income taxes (531) (743) (563) Less: Income (loss) from discontinued operations, net of taxes — (4) 18 Less: Net (income) loss attributable to noncontrolling interests (57) (46) (51) EBIT* $ 2,679 $ 2,521 $ 2,584 6% (2)% Add: Restructuring costs (1) 120 54 146 Add: Acquisition and disposition-related charges (benefits) (2) 3 (15) (34) Add: Spin-Off and separation costs (3) 251 270 14 Add: (Gain) loss on business and asset dispositions (4) — — (1) Add: Amortization of acquisition-related intangible assets 137 127 121 Add: Investment revaluation (gain) loss (5) 22 (1) 31 Adjusted EBIT* $ 3,211 $ 2,956 $ 2,861 9% 3% Net income margin 10.1% 8.0% 10.4% 210 bps (240) bps Adjusted EBIT margin* 16.3% 15.1% 15.6% 120 bps (50) bps (1) Consists of severance, facility closures, and other charges associated with restructuring programs.
(2) Represents revenues attributable to dispositions for the four quarters preceding the disposition date. __________________ *Non-GAAP Financial Measure 44 Table of Contents Adjusted EBIT* For the years ended December 31 2025 2024 % change Net income attributable to GE HealthCare $ 2,084 $ 1,993 4.6% Add: Interest and other financial charges – net 440 504 Add: Non-operating benefit (income) costs (288) (406) Less: Benefit (provision) for income taxes (614) (531) Less: Net (income) loss attributable to noncontrolling interests (70) (57) EBIT* 2,920 2,679 9.0% Add: Restructuring costs (1) 120 120 Add: Acquisition and disposition-related charges (benefits) (2) 39 3 Add: Spin-Off and separation costs (3) 38 251 Add: (Gain) loss on business and asset dispositions (4) (5) — Add: Amortization of acquisition-related intangible assets 156 137 Add: Investment revaluation (gain) loss (5) (112) 22 Adjusted EBIT* $ 3,155 $ 3,211 (1.8)% Net income margin 10.1% 10.1% — bps Adjusted EBIT margin* 15.3% 16.3% (100) bps (1) Consists of severance, facility closures, and other charges associated with restructuring programs.
Adjusted net income* was $1,797 million, a decrease of $306 million primarily due to higher Interest and other financial charges – net, partially offset by an increase in Operating Income, excluding the impact of one-time Spin-Off and separation costs, as discussed above.
Adjusted net income* was $2,100 million, an increase of $40 million primarily due to lower Interest and other financial charges – net and lower Adjusted tax expense*, partially offset by a decrease in operating income when excluding the impact of lower Spin-Off and separation costs.
Cost of services sold decreased $22 million or 130 basis points as a percent of Sales of services. The decrease as a percent of sales was driven by cost productivity and an increase in pricing of our service offerings, partially offset by cost inflation.
Cost of services sold increased $240 million or 90 basis points as a percent of Sales of services. The increase as a percent of sales was driven by unfavorable mix within our service offerings, and cost inflation, including the impact of incremental tariffs, partially offset by an increase in pricing of our service offerings.
Revenues by Segment For the years ended December 31 2024 2023 2022 2024 vs. 2023 % change 2023 vs. 2022 % change 2024 vs. 2023 % organic* change 2023 vs. 2022 % organic* change Segment revenues Imaging $ 8,855 $ 8,944 $ 8,395 (1)% 7% (1)% 8% AVS 5,131 5,094 5,012 1% 2% 1% 3% PCS 3,125 3,142 2,916 (1)% 8% —% 8% PDx 2,508 2,306 1,958 9% 18% 9% 18% Other (1) 52 66 60 Total revenues $ 19,672 $ 19,552 $ 18,341 1% 7% 1% 8% (1) Financial information not presented within the reportable segments, shown within the Other category, represents HealthCare Financial Services which does not meet the definition of an operating segment.
Revenues by Segment For the years ended December 31 2025 2024 % change % organic* change Segment revenues Imaging $ 9,245 $ 8,855 4.4% 3.8% AVS 5,354 5,131 4.3% 3.8% PCS 3,086 3,125 (1.2)% (1.5)% PDx 2,900 2,508 15.6% 8.8% Other (1) 40 52 Total revenues $ 20,625 $ 19,672 4.8% 3.5% (1) Financial information not presented within the reportable segments, shown within the Other category, represents HealthCare Financial Services which does not meet the definition of an operating segment.
The increase was due to the following factors: • Gross profit increased $283 million or 120 basis points as a percent of Total revenues primarily due to a reduction in Cost of products sold. Cost of products sold decreased $194 million or 120 basis points as a percent of Sales of products.
The increase was due to the following factors: • Gross profit increased $43 million, but decreased 170 basis points as a percent of Total revenues primarily due to an increase in both Cost of products and Cost of services as a percent of Total revenues.
Projected benefit obligations Fair value of plan assets Funded status - surplus (deficit) GE HealthCare Pension Plan $ 15,230 $ 13,650 $ (1,580) GE HealthCare Supplementary Pension Plan 1,886 — (1,886) Other U.S. Pension Plans 1,125 727 (398) Total U.S.
Projected benefit obligations Fair value of plan assets Funded status - surplus (deficit) GE HealthCare Pension Plan $ 15,519 $ 13,988 $ (1,531) GE HealthCare Supplementary Pension Plan 1,672 — (1,672) Other U.S. Pension Plans 1,378 743 (635) Total U.S.
SUMMARY OF KEY PERFORMANCE MEASURES Management reviews and analyzes several key performance measures including Total revenues, Operating income, Net income attributable to GE HealthCare, Earnings per share, and Cash from (used for) operating activities.
Financial results in the fourth quarter have historically been higher than in other quarters due to the spending patterns of our customers. SUMMARY OF KEY PERFORMANCE MEASURES Management reviews and analyzes several key performance measures including Total revenues, Operating income, Net income attributable to GE HealthCare, Earnings per share, and Cash from (used for) operating activities.
A provision for outstanding chargebacks is recorded at the time we recognize revenue from the sale to the wholesaler and requires certain estimates such as the wholesaler chargeback rates, the expected sell-through levels by our wholesale customers to contracted customers, as well as estimated wholesaler inventory levels.
A provision for outstanding chargebacks is recorded at the time we recognize revenue from the sale to the wholesaler and requires certain estimates such as the wholesaler chargeback rates, the expected sell-through levels by our wholesale customers to contracted customers, as well as estimated wholesaler inventory levels. 48 Table of Contents The amounts of variable consideration included in the net transaction price for revenue recognition are limited to the amounts that are estimated to be probable of occurrence to avoid a material revenue reversal in a future period.
Information regarding our obligations under lease, debt, and other commitments are provided in Note 7, “Leases,” Note 9, “Borrowings,” and Note 14, “Commitments, Guarantees, Product Warranties, and Other Loss Contingencies.” We have material cash requirements related to our pension obligations as described in Note 10, “Postretirement Benefit Plans.” Debt and Credit Facilities Additional information on our debt and credit facilities, including definitions of the terms used below, is included in Note 9 , “Borrowings.” As part of our capital structure, we have incurred debt.
Information regarding our obligations under lease, debt, and other commitments is provided in Note 7, “Leases,” Note 9, “Borrowings,” and Note 14, “Commitments, Guarantees, Product Warranties, and Other Loss Contingencies.” We have material cash requirements related to our pension obligations as described in Note 10, “Postretirement Benefit Plans.” Additionally, on November 20, 2025, we announced an agreement to acquire Intelerad for a purchase price of $2,300 million to be paid in cash as described in Note 8, “Acquisitions, Goodwill, and Other Intangible Assets.” Debt and Credit Facilities As part of our capital structure, we have incurred debt.
Cash used for investing activities in the year ended December 31, 2022 was $398 million and primarily included additions to PP&E of $310 million related primarily to manufacturing capacity expansion, and new product introductions. ____________________ *Non-GAAP Financial Measure 50 Financing Activities Cash used for financing activities in the year ended December 31, 2024 was $573 million and primarily included repayment of $1,000 million aggregate principal amount of senior unsecured notes, and $400 million in repayments of the outstanding Term Loan Facility, partially offset by $995 million of net proceeds from the issuance of $1,000 million aggregate principal amount of senior unsecured notes due in 2029.
Cash used for financing activities in the year ended December 31, 2024 was $573 million and primarily included repayment of $1,000 million aggregate principal amount of senior unsecured notes, and $400 million in repayments of the outstanding Term Loan Facility, partially offset by $995 million of net proceeds from the issuance of $1,000 million aggregate principal amount of senior unsecured notes due in 2029. ___________________ *Non-GAAP Financial Measure 47 Table of Contents Material Cash Requirements In the normal course of business, we enter into contracts and commitments that obligate us to make payments in the future.
BUSINESS COMBINATION RELATED MEASUREMENTS. Our financial statements include the operations of an acquired business starting from the completion of the combination.
VALUATION OF ASSETS AND LIABILITIES IN CONNECTION WITH ACQUISITIONS. Our financial statements include the operations of an acquired business starting from the completion of the combination.
To determine the expected long-term rate of return on pension plan assets, we consider current and target asset allocations, as well as historical and expected returns on various categories of plan assets. In developing future long-term return expectations for our principal benefit plans’ assets, we formulate views on the future economic environment, both in the U.S. and abroad.
In developing future long-term return expectations for our principal benefit plans’ assets, we formulate views on the future economic environment, both in the U.S. and abroad.
Revenues by Region For the years ended December 31 2024 2023 2022 2024 vs. 2023 % change 2023 vs. 2022 % change United States and Canada (“USCAN”) $ 8,981 $ 8,551 $ 8,130 5% 5% Europe, the Middle East, and Africa (“EMEA”) 5,051 5,058 4,684 —% 8% China region 2,360 2,785 2,531 (15)% 10% Rest of World 3,280 3,158 2,996 4% 5% Total revenues $ 19,672 $ 19,552 $ 18,341 1% 7% ____________________ *Non-GAAP Financial Measure 41 For the year ended December 31, 2024 Total revenues were $19,672 million , growing 1% or $120 million .
Revenues by Region For the years ended December 31 2025 2024 % change United States and Canada (“USCAN”) $ 9,531 $ 8,981 6.1% Europe, the Middle East, and Africa (“EMEA”) 5,425 5,051 7.4% China region 2,251 2,360 (4.6)% Rest of World 3,418 3,280 4.2% Total revenues $ 20,625 $ 19,672 4.8% For the year ended December 31, 2025 Total revenues were $20,625 million , growing 4.8% as reported and 3.5% organically*.
GAAP financial measure are provided below, and no single financial measure should be relied on to evaluate our business. 45 Organic Revenue* For the years ended December 31 2024 2023 % change Imaging revenues $ 8,855 $ 8,944 (1)% Less: Acquisitions (1) 47 — Less: Dispositions (2) — — Less: Foreign currency exchange (71) — Imaging Organic revenue* $ 8,880 $ 8,944 (1)% AVS revenues $ 5,131 $ 5,094 1% Less: Acquisitions (1) — — Less: Dispositions (2) — — Less: Foreign currency exchange (25) — AVS Organic revenue* $ 5,157 $ 5,094 1% PCS revenues $ 3,125 $ 3,142 (1)% Less: Acquisitions (1) — — Less: Dispositions (2) — — Less: Foreign currency exchange (6) — PCS Organic revenue* $ 3,131 $ 3,142 —% PDx revenues $ 2,508 $ 2,306 9% Less: Acquisitions (1) — — Less: Dispositions (2) — — Less: Foreign currency exchange (10) — PDx Organic revenue* $ 2,518 $ 2,306 9% Other revenues $ 52 $ 66 (21)% Less: Acquisitions (1) — — Less: Dispositions (2) — — Less: Foreign currency exchange — — Other Organic revenue* $ 52 $ 66 (21)% Total revenues $ 19,672 $ 19,552 1% Less: Acquisitions (1) 47 — Less: Dispositions (2) — — Less: Foreign currency exchange (112) — Organic revenue* $ 19,737 $ 19,552 1% (1) Represents revenues attributable to acquisitions from the date the Company completed the transaction through the end of four quarters following the transaction.
GAAP financial measure are provided below, and no single financial measure should be relied on to evaluate our business. 43 Table of Contents Organic Revenue* For the years ended December 31 2025 2024 % change Imaging revenues $ 9,245 $ 8,855 4.4% Less: Acquisitions (1) 15 — Less: Dispositions (2) — — Less: Foreign currency exchange 35 — Imaging Organic revenue* $ 9,195 $ 8,855 3.8% AVS revenues $ 5,354 $ 5,131 4.3% Less: Acquisitions (1) — — Less: Dispositions (2) — — Less: Foreign currency exchange 30 — AVS Organic revenue* $ 5,324 $ 5,131 3.8% PCS revenues $ 3,086 $ 3,125 (1.2)% Less: Acquisitions (1) — — Less: Dispositions (2) — — Less: Foreign currency exchange 7 — PCS Organic revenue* $ 3,079 $ 3,125 (1.5)% PDx revenues $ 2,900 $ 2,508 15.6% Less: Acquisitions (1) 154 4 Less: Dispositions (2) — — Less: Foreign currency exchange 21 — PDx Organic revenue* $ 2,724 $ 2,504 8.8% Other revenues $ 40 $ 52 (23.0)% Less: Acquisitions (1) — — Less: Dispositions (2) — — Less: Foreign currency exchange — — Other Organic revenue* $ 40 $ 52 (23.3)% Total revenues $ 20,625 $ 19,672 4.8% Less: Acquisitions (1) 169 4 Less: Dispositions (2) — — Less: Foreign currency exchange 94 — Organic revenue* $ 20,363 $ 19,667 3.5% (1) Represents revenues attributable to acquisitions from the date the Company completed the transaction through the end of four quarters following the transaction, excluding the impact of Foreign currency exchange already captured in lines elsewhere.
As of the third quarter of 2024 this line additionally includes discrete tax impacts resulting from the Spin-Off and separation from GE previously reported under Tax effect of reconciling items. ____________________ *Non-GAAP Financial Measure 49 Free Cash Flow* For the years ended December 31 2024 2023 2022 2024 vs. 2023 % change 2023 vs. 2022 % change Cash from (used for) operating activities – continuing operations $ 1,955 $ 2,101 $ 2,134 (7)% (2)% Add: Additions to PP&E and internal-use software (401) (387) (310) Add: Dispositions of PP&E — 1 4 Free cash flow* $ 1,554 $ 1,715 $ 1,828 (9)% (6)% LIQUIDITY AND CAPITAL RESOURCES As of December 31, 2024, our Cash, cash equivalents, and restricted cash balance in the Consolidated Statements of Financial Position was $2,889 million.
Free Cash Flow* For the years ended December 31 2025 2024 % change Cash from (used for) operating activities – continuing operations $ 1,987 $ 1,955 1.7% Add: Additions to PP&E and internal-use software (482) (401) Add: Dispositions of PP&E — — Free cash flow* $ 1,505 $ 1,554 (3.2)% ___________________ *Non-GAAP Financial Measure 46 Table of Contents LIQUIDITY AND CAPITAL RESOURCES As of December 31, 2025, our Cash, cash equivalents, and restricted cash balance in the Consolidated Statements of Financial Position was $4,512 million.
RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS For a discussion of recently issued accounting standards, see Note 2, “Summary of Significant Accounting Policies.” CRITICAL ACCOUNTING ESTIMATES Our financial results are affected by the selection and application of accounting policies and methods. We have adopted accounting policies to prepare our financial statements in conformity with U.S. GAAP.
The cost and availability of debt financing will be influenced by our credit ratings and market conditions. RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS For a discussion of recently issued accounting standards, see Note 2, “Summary of Significant Accounting Policies.” CRITICAL ACCOUNTING ESTIMATES Our financial results are affected by the selection and application of accounting policies and methods.
As of the third quarter of 2024 this line additionally includes discrete tax impacts resulting from the Spin-Off and separation from GE previously reported under Tax effect of reconciling items. ____________________ *Non-GAAP Financial Measure 48 Adjusted Earnings Per Share* For the years ended December 31 (In dollars, except shares outstanding presented in millions) 2024 2023 2022 2024 vs. 2023 $ change 2023 vs. 2022 $ change Diluted earnings per share – continuing operations $ 4.34 $ 3.04 $ 4.18 $ 1.31 $ (1.14) Add: Deemed preferred stock dividend of redeemable noncontrolling interest — 0.40 — Add: Non-operating benefit (income) costs (0.88) (0.83) (0.01) Add: Restructuring costs (1) 0.26 0.12 0.32 Add: Acquisition and disposition-related charges (benefits) (2) 0.01 (0.03) (0.07) Add: Spin-Off and separation costs (3) 0.55 0.59 0.03 Add: (Gain) loss on business and asset dispositions (4) — — (0.00) Add: Amortization of acquisition-related intangible assets 0.30 0.28 0.27 Add: Investment revaluation (gain) loss (5) 0.05 (0.00) 0.07 Add: Tax effect of reconciling items (6) (0.09) (0.05) (0.15) Add: Spin-Off and other tax adjustments (7) (0.04) 0.43 — Adjusted earnings per share* $ 4.49 $ 3.93 $ 4.63 $ 0.56 $ (0.70) Diluted weighted-average shares outstanding 459 458 454 (1) Consists of severance, facility closures, and other charges associated with restructuring programs.
(7) Consists of certain income tax adjustments, including one-time adjustments to deferred tax balances, impacts from tax law changes, the release of income tax reserves in a foreign jurisdiction for tax years which are no longer subject to an assessment from the local taxing authorities, and discrete tax impacts resulting from the Spin-Off and separation from GE. ___________________ *Non-GAAP Financial Measure 45 Table of Contents Adjusted Earnings Per Share* For the years ended December 31 (In dollars, except shares outstanding presented in millions) 2025 2024 $ change Diluted earnings per share $ 4.55 $ 4.34 $ 0.21 Add: Non-operating benefit (income) costs (0.63) (0.88) Add: Restructuring costs (1) 0.26 0.26 Add: Acquisition and disposition-related charges (benefits) (2) 0.08 0.01 Add: Spin-Off and separation costs (3) 0.09 0.55 Add: (Gain) loss on business and asset dispositions (4) (0.01) — Add: Amortization of acquisition-related intangible assets 0.34 0.30 Add: Investment revaluation (gain) loss (5) (0.24) 0.05 Add: Tax effect of reconciling items (6) (0.02) (0.09) Add: Spin-Off and other tax adjustments (7) 0.16 (0.04) Adjusted earnings per share* $ 4.59 $ 4.49 $ 0.10 Diluted weighted-average shares outstanding 458 459 (1) Consists of severance, facility closures, and other charges associated with restructuring programs.
Included in our total cost of revenue as part of our product investment was $405 million in engineering costs for design follow-through on new product introductions and product lifecycle maintenance subsequent to the initial product launch, compared to $438 million for the prior year comparable period ; and • Total operating expenses increased $93 million, with an increase in R&D investments of $106 million and a decrease in Selling, general, and administrative (“SG&A”) expense of $13 million primarily driven by cost saving initiatives, including information technology, largely offset by increased restructuring spend.
Included in our total cost of revenues as part of our product investment was $490 million in engineering costs for design follow-through on new product introductions and product lifecycle maintenance subsequent to the initial product launch, compared to $405 million for the prior year comparable period ; and • Total operating expenses decreased $95 million, with a decrease in research and development (“R&D”) investments of $51 million, driven by certain programs achieving development milestones resulting in costs to be reported under cost of revenues, and a decrease in Selling, general, and administrative (“SG&A”) expense of $44 million primarily driven by a decrease in Spin-Off and separation costs, partially offset by increased investment in our commercial teams and the acquisition of NMP.
Plans International Plans Other Postretirement Plans 50 bps increase in discount rate Impact on PBO/APBO as of December 31, 2024 $ (812) $ (195) $ (32) Impact on service cost and interest cost in 2025 37 2 3 50 bps decrease in discount rate Impact on PBO/APBO as of December 31, 2024 $ 885 $ 215 $ 33 Impact on service cost and interest cost in 2025 (43) (3) (2) The sensitivity of the net deficit to the discount rate would be lower than the projected benefit obligation sensitivity as a result of the liability hedging program incorporated in the plan’s asset allocation.
Plans International Plans Other Postretirement Plans 50 bps increase in discount rate Impact on PBO/APBO as of December 31, 2025 $ (827) $ (192) $ (29) Impact on service cost and interest cost in 2026 40 3 3 50 bps decrease in discount rate Impact on PBO/APBO as of December 31, 2025 $ 902 $ 214 $ 31 Impact on service cost and interest cost in 2026 (45) (4) (2) The sensitivity of the net deficit to the discount rate would be lower than the projected benefit obligation sensitivity as a result of the liability hedging program incorporated in the plan’s asset allocation. 49 Table of Contents To determine the expected long-term rate of return on pension plan assets, we consider current and target asset allocations, as well as historical and expected returns on various categories of plan assets.
This discussion contains forward-looking statements that are based upon current expectations and are subject to uncertainty and changes in circumstances; see “Forward-Looking Statements.” Our actual results could differ materially from the results contemplated by these forward-looking statements due to a number of factors, including those discussed below and elsewhere in this Annual Report on Form 10-K, and particularly in Item 1A, “Risk Factors.” On January 3, 2023, the General Electric Company, which now operates as GE Aerospace (“GE”), completed the spin-off of GE HealthCare Technologies Inc.
This discussion contains forward-looking statements that are based upon current expectations and are subject to uncertainty and changes in circumstances; see “Forward-Looking Statements.” Our actual results could differ materially from the results contemplated by these forward-looking statements due to a number of factors, including those discussed below and elsewhere in this Annual Report on Form 10-K, and particularly in Item 1A, “Risk Factors.” GE HealthCare’s operations are organized and managed through four reportable segments: Imaging, Advanced Visualization Solutions (“AVS”), Patient Care Solutions (“PCS”), and Pharmaceutical Diagnostics (“PDx”), and we assessed their performance using Segment revenues and Segment EBIT.
Consolidated and Combined Statements of Income For the years ended December 31 2024 2023 2022 Sales of products $ 13,075 $ 13,127 $ 12,044 Sales of services 6,597 6,425 6,297 Total revenues 19,672 19,552 18,341 Cost of products 8,271 8,465 7,975 Cost of services 3,196 3,165 3,187 Gross profit 8,205 7,922 7,179 Selling, general, and administrative 4,269 4,282 3,631 Research and development 1,311 1,205 1,026 Total operating expenses 5,580 5,487 4,657 Operating income 2,625 2,435 2,522 Interest and other financial charges – net 504 542 77 Non-operating benefit (income) costs (406) (382) (5) Other (income) expense – net (55) (86) (62) Income from continuing operations before income taxes 2,581 2,361 2,512 Benefit (provision) for income taxes (531) (743) (563) Net income from continuing operations 2,050 1,618 1,949 Income (loss) from discontinued operations, net of taxes — (4) 18 Net income 2,050 1,614 1,967 Net (income) loss attributable to noncontrolling interests (57) (46) (51) Net income attributable to GE HealthCare $ 1,993 $ 1,568 $ 1,916 TOTAL REVENUES.
Consolidated Statements of Income For the years ended December 31 2025 2024 Sales of products $ 13,661 $ 13,075 Sales of services 6,964 6,597 Total revenues 20,625 19,672 Cost of products 8,942 8,271 Cost of services 3,436 3,196 Gross profit 8,248 8,205 Selling, general, and administrative 4,225 4,269 Research and development 1,260 1,311 Total operating expenses 5,485 5,580 Operating income 2,763 2,625 Interest and other financial charges – net 440 504 Non-operating benefit (income) costs (288) (406) Other (income) expense – net (157) (55) Income before income taxes 2,768 2,581 Benefit (provision) for income taxes (614) (531) Net income 2,154 2,050 Net (income) loss attributable to noncontrolling interests (70) (57) Net income attributable to GE HealthCare $ 2,084 $ 1,993 TOTAL REVENUES.
As of December 31, 2024 , there were no outstanding borrowings on either of the two revolving facilities. The Credit Facilities include various customary covenants that limit, among other things, the incurrence of liens securing debt, the entry into certain fundamental change transactions by GE HealthCare, and the maximum permitted leverage ratio.
Additional information on our debt and credit facilities, including definitions of the terms used above, is included in Note 9 , “Borrowings.” The Credit Facilities include various customary covenants that limit, among other things, the incurrence of liens securing debt, the entry into certain fundamental change transactions by GE HealthCare, and the maximum permitted consolidated net leverage ratio.
Management’s Discussion and Analysis of Financial Condition and Results of Operations (“MD&A”) Page Trends and Factors Impacting Our Performance 39 Summary of Key Performance Measures 40 Results of Operations 41 Results of Operations – Segments 44 Non-GAAP Financial Measures 45 Liquidity and Capital Resources 50 Recently Issued Accounting Pronouncements 52 Critical Accounting Estimates 52 38 MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS The following discussion and analysis of our financial results should be read in conjunction with the consolidated and combined financial statements and corresponding notes (the “financial statements”) included elsewhere in this Annual Report on Form 10-K.
ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS The following discussion and analysis of our financial results should be read in conjunction with the consolidated financial statements and corresponding notes (the “financial statements”) included elsewhere in this Annual Report on Form 10-K.
We generated revenues of $363 million, $340 million, and $395 million from customers in these two countries for the years ended December 31, 2024, 2023, and 2022, respectively. The potential inability to repatriate earnings from these two countries will not have a material impact on our ability to operate.
We generated revenues of $353 million and $363 million from customers in these two countries for the years ended December 31, 2025 and 2024, respectively.
We continue to monitor the effects of Russia’s invasion of Ukraine, including the consideration of financial impact, cybersecurity risks, the applicability and effect of sanctions, and the employee base in Ukraine and Russia. Under the current U.S.
The potential inability to repatriate earnings from these two countries will not have a material impact on our ability to operate. 38 Table of Contents We continue to monitor the effects of Russia’s invasion of Ukraine, including the consideration of financial impact, cybersecurity risks, the applicability and effect of sanctions, and the employee base in Ukraine and Russia.
(3) Costs incurred in the Spin-Off and separation from GE, including system implementations, audit and advisory fees, legal entity separation, Founders Grant equity awards, separation agreements with GE, and other one-time costs. (4) Consists of gains and losses resulting from the sale of assets and investments. (5) Primarily relates to valuation adjustments for equity investments.
(3) Costs incurred in the Spin-Off and separation from GE, including system implementations, audit and advisory fees, legal entity separation, Founders Grant equity awards, separation agreements with GE, and other one-time costs. An adjustment is included to eliminate the associated impact on Net (income) loss attributable to noncontrolling interests for applicable costs that impact earnings attributable to noncontrolling interests.
(3) Costs incurred in the Spin-Off and separation from GE, including system implementations, audit and advisory fees, legal entity separation, Founders Grant equity awards, separation agreements with GE, and other one-time costs. (4) Consists of gains and losses resulting from the sale of assets and investments. (5) Primarily relates to valuation adjustments for equity investments.
(3) Costs incurred in the Spin-Off and separation from GE, including system implementations, audit and advisory fees, legal entity separation, Founders Grant equity awards, separation agreements with GE, and other one-time costs. An adjustment is included to eliminate the associated impact on Net (income) loss attributable to noncontrolling interests for applicable costs that impact earnings attributable to noncontrolling interests.
As of December 31, 2024 , we were in compliance with the covenant requirements, including the maximum consolidated net leverage ratio.
As of December 31, 2025 , we were in compliance with the covenant requirements, including the maximum consolidated net leverage ratio. Access to Capital and Credit Ratings We plan to continue to rely on capital markets, and we expect to have access to credit facilities to fund our operations.
The decrease as a percent of sales was driven by cost productivity, favorable mix within our product offerings, and an increase in pricing of our products, partially offset by cost inflation. Cost of services sold increased $31 million but decreased 80 basis points as a percent of Sales of services.
Cost of products sold increased $671 million or 220 basis points as a percent of Sales of products. The increase as a percent of sales was driven by cost inflation, including the impact of incremental tariffs, and investment in design follow-through, partially offset by cost productivity.
The Board, together with management, will continue to assess whether developments related to the conflict have had, or are reasonably likely to have, a material impact on the Company. 39 China Market We continue to monitor developments in the market in China.
We will continue to assess whether developments related to the conflict have had, or are reasonably likely to have, a material impact on the Company. Geopolitical Conflicts Geopolitical instability, across multiple regions, could adversely impact our operations, supply chains, and logistics.
The following table summarizes our cash flows for the periods presented: Cash Flow For the years ended December 31 2024 2023 2022 Cash from (used for) operating activities – continuing operations $ 1,955 $ 2,101 $ 2,134 Cash from (used for) investing activities – continuing operations (914) (558) (398) Cash from (used for) financing activities – continuing operations (573) (478) (822) Free cash flow* 1,554 1,715 1,828 Operating Activities Cash generated from operating activities in the year ended December 31, 2024 was $1,955 million and included Net income from continuing operations of $2,050 million, non-cash charges primarily for depreciation and amortization of $580 million, and $675 million in outflows from incremental changes in assets and liabilities, primarily driven by company-funded benefit payments for postretirement benefit plans, an increase in receivables due to higher volume, and a build in inventories.
The following table summarizes our cash flows for the periods presented: Cash Flow For the years ended December 31 2025 2024 Cash from (used for) operating activities – continuing operations $ 1,987 $ 1,955 Cash from (used for) investing activities – continuing operations (1,047) (914) Cash from (used for) financing activities – continuing operations 617 (573) Free cash flow* 1,505 1,554 Operating Activities Cash generated from operating activities in the year ended December 31, 2025 was $1,987 million and included Net income of $2,154 million, adjusted for non-cash items including depreciation and amortization expense of $578 million, the gain on remeasurement of the NMP equity method investment of $97 million, and $647 million in net outflows from changes in assets and liabilities.
Cash used for investing activities in the year ended December 31, 2023 was $558 million and primarily included additions to PP&E of $387 million related mostly to new product introductions, manufacturing capacity expansion, and purchases of businesses, net of cash acquired, of $147 million primarily related to Caption Health, Inc.
Investing Activities Cash used for investing activities in the year ended December 31, 2025 was $1,047 million and primarily included Additions to PP&E and internal-use software of $482 million related mostly to investments in facilities, including manufacturing capacity expansion, and new product introductions, purchases of businesses, net of cash acquired, of $378 million largely related to the acquisitions of the remaining 50% interest in NMP and 100% of the stock of icometrix NV (“icometrix”), and a payment of $178 million for settlement of cross-currency swaps that were designated as net investment hedges.
The regional revenues were as follows: • USCAN revenues were $8,551 million, growing 5% or $421 million due to growth in PCS, PDX, and Imaging revenues; • EMEA revenues were $5,058 million, growing 8% or $374 million due to growth in Imaging and PDx revenues; • China region revenues were $2,785 million, growing 10% or $254 million due to growth across all segment revenues, partially offset by unfavorable foreign currency impacts; and • Rest of World revenues were $3,158 million, growing 5% or $162 million due to growth in PDx, Imaging, and AVS revenues, partially offset by unfavorable foreign currency impacts. ____________________ *Non-GAAP Financial Measure 42 OPERATING INCOME, NET INCOME ATTRIBUTABLE TO GE HEALTHCARE, ADJUSTED EBIT*, AND ADJUSTED NET INCOME*.
The regional revenues were as follows: • USCAN revenues were $9,531 million, growing 6.1% or $550 million, largely driven by growth across AVS, Imaging, and PDx segment revenues; • EMEA revenues were $5,425 million, growing 7.4% or $374 million with growth in Imaging, AVS, and PDx revenues, as well as favorable foreign currency impacts; • China region revenues were $2,251 million, decreasing 4.6% or $108 million with declines in Imaging, AVS, and PCS revenues partially offset by growth in PDx revenues; and • Rest of World revenues were $3,418 million, growing 4.2% or $138 million with growth in PDx, inclusive of NMP revenues, and Imaging revenues, partially offset by unfavorable foreign currency impacts.
Cash used for financing activities in the year ended December 31, 2023 was $478 million and primarily included $1,317 million of transfers to GE, $850 million partial repayment of our outstanding Term Loan Facility, and $211 million of redemption of noncontrolling interests, partially offset by $2,000 million drawdown of the Term Loan Facility.
Financing Activities Cash generated from financing activities in the year ended December 31, 2025 was $617 million and primarily included $2,730 million of net proceeds from the issuance of $2,750 million aggregate principal amount of senior unsecured notes , partially offset by repayment of $1,500 million of senior unsecured notes due in November 2025 and $250 million of our outstanding Term Loan Facility, and repurchase of common stock for total consideration of $200 million.
Net income attributable to GE HealthCare and Net income margin were $1,993 million and 10.1%, an increase of $425 million and 210 basis points, respectively, primarily due to the following factors: • Operating income increased $190 million, as discussed above; • Interest and other financial charges – net decreased $38 million primarily driven by repayments made on the Term Loan Facility; • Non-operating benefit income increased $24 million primarily related to the amortization of net gains on our pension plans; • Other income – net decreased $31 million primarily driven by favorable impacts from Net financing and investment income in the prior year driven by impacts from the revaluation of investments; and • Provision for income taxes decreased $212 million primarily due to the release of the France valuation allowance partially offset by the establishment of a reserve for ongoing audits in France.
R&D as a percentage of Total revenues decreased by 60 basis points and SG&A as a percentage of Total revenues decreased by 120 basis points. ____________________ *Non-GAAP Financial Measure 41 Table of Contents Net income attributable to GE HealthCare and Net income margin were $2,084 million and 10.1%, an increase of $91 million and flat to the prior year, respectively, primarily due to the following factors: • Operating income increased $138 million, as discussed above; • Interest and other financial charges – net decreased $64 million primarily driven by debt repayment and continued optimization; • Non-operating benefit income decreased $118 million primarily related to lower expected returns on plan assets and increased interest cost; • Other income – net increased $103 million primarily driven by the remeasurement of the Company’s 50% interest in NMP based on the cash consideration exchanged for acquiring the remaining 50% equity interest.
Percentages presented are calculated from the underlying whole-dollar amounts, and unless otherwise stated, represent changes year-over-year. Effective July 1, 2024, Image Guided Therapies, previously part of the Imaging segment, was realigned to the Ultrasound segment to better match its clinical usage and realize stronger business and customer impact by providing the right image guidance in the right care setting.
Percentages presented are calculated from the underlying whole-dollar amounts and, unless otherwise stated, represent changes year-over-year.
This includes a $1,000 million a ggregate principal amount of senior unsecured notes issued by the Company in the third quarter of 2024, and a repayment in the fourth quarter of 2024 of $1,000 million of senior unsecured notes.
The issuances were partially offset by repayments of $1,500 million aggregate principal amount outstanding of the senior unsecured notes due in November 2025 in the fourth quarter of 2025 and of $250 million of the outstanding Term Loan Facility in the first quarter of 2025.
Removed
The Ultrasound segment was subsequently renamed Advanced Visualization Solutions (“AVS”). Following this realignment, the Company continues to have four reportable segments: Imaging, Advanced Visualization Solutions, Patient Care Solutions (“PCS”), and Pharmaceutical Diagnostics (“PDx”). These segments have been identified based on the nature of the products sold and how the Company manages its operations.
Added
For additional information on the year ended December 31, 2023 and year-over-year comparisons to December 31, 2024, refer to Management’s Discussion and Analysis of Financial Condition and Results of Operations included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2024.
Removed
Historical segment financial information presented within this report has been recast to conform to the new reportable segments structure.
Added
For additional information on the nature of our business and our segments, refer to Item 1, “Business” and Note 4, “Segment and Geographical Information.” On January 3, 2023, General Electric Company, which now operates as GE Aerospace (“GE”), completed the spin-off of GE HealthCare Technologies Inc. (the “Spin-Off”).
Removed
In March 2024, the government in China announced a new stimulus program (“2024 stimulus”) that includes the healthcare sector and is being implemented through China’s provinces. In addition, an anti-corruption campaign directed at the healthcare sector remains ongoing. Both of these factors contributed to delayed orders and sales in our China business throughout 2024.
Added
Global Trade and Macroeconomic Environment Throughout 2025, the U.S. imposed a variety of new tariffs on most imports from all countries in the world. This in turn prompted several countries to announce tariffs on U.S. imports.
Removed
We expect the 2024 stimulus program will result in opportunities for our business in China in the longer term, but it has had a short-term impact as provinces develop and announce their plans and customers begin to make purchasing decisions.

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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 changeA change in the U.S equity markets would result in a corresponding change in the value of these deferred compensation liabilities, which would impact our earnings and cash flows. We may from time to time engage in hedging transactions to reduce the impact to earnings from equity price fluctuations. 55 ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA Part II.
Biggest changeAs of December 31, 2025, we have $248 million of deferred compensation liabilities subject to the risk of changes in equity prices. A change in the U.S equity markets would result in a corresponding change in the value of these deferred compensation liabilities, which would impact our earnings and cash flows.
As of December 31, 2024, we executed an aggregate notional amount of interest rate swap contracts to synthetically convert $2,700 million of our senior unsecured notes from fixed rates to variable rates as part of our interest rate risk management strategy. COMMODITY RISK. We rely upon supplies of certain raw materials including helium, iodine, and rare earth minerals.
As of December 31, 2025, we executed an aggregate notional amount of interest rate swap contracts to synthetically convert $2,700 million of our senior unsecured notes from fixed rates to variable rates as part of our interest rate risk management strategy. COMMODITY RISK. We rely upon supplies of certain raw materials including helium, iodine, and rare earth minerals.
The global nature of our customer base and manufacturing footprint allows for the natural offset of certain income and costs denominated in foreign currencies. See Note 2, “Summary of Significant Accounting Policies” for net gains (losses) from foreign currency transactions for the years ended December 31, 2024, 2023, and 2022. INTEREST RATE RISK.
The global nature of our customer base and manufacturing footprint allows for the natural offset of certain income and costs denominated in foreign currencies. See Note 2, “Summary of Significant Accounting Policies” for net gains (losses) from foreign currency transactions for the years ended December 31, 2025, 2024, and 2023. INTEREST RATE RISK.
A hypothetical change of interest rates by 100 basis points would increase or decrease our annual interest expense by approximately $35 million, partially offset by the change in interest income from our cash investments. We primarily manage interest rate risk by using a mix of fixed-rate and variable-rate debt that we deem appropriate.
A hypothetical change of interest rates by 100 basis points would increase or decrease our annual interest expense by approximately $32 million, partially offset by the change in interest income from our cash investments. We primarily manage interest rate risk by using a mix of fixed-rate and variable-rate debt that we deem appropriate.
Disruptions in deliveries, capacity constraints, production disruptions up- or down-stream, price increases, or decreased availability of raw materials or commodities (including as a result of war, natural disasters, climate change-related physical and transitional risks, actual or threatened public health emergencies, or other business continuity events) adversely affect our operations and, depending on the length and severity of the disruption, can limit our ability to meet our commitments to customers or significantly impact our operating profit or cash flows.
Disruptions in deliveries, capacity constraints, production disruptions up- or down-stream, price increases, or decreased availability of raw materials or commodities (including as a result of war, natural disasters, climate change-related physical and transitional risks, actual or threatened public health emergencies, or other business continuity events) adversely affect our operations and, depending on the length and severity of the disruption, can limit our ability to meet our commitments to customers or significantly impact our operating profit or cash flows. 51 Table of Contents EQUITY RISK.
Furthermore, increasing our prices to our customers could result in long-term sales declines or loss of market share if our customers find alternative suppliers, which could have a material adverse effect on our results of operations.
Furthermore, increasing our prices to our customers could result in long-term sales declines or loss of market share if our customers find alternative suppliers, which could also have a material adverse effect on our financial results.
See Note 13, “Financial Instruments and Fair Value Measurements” for further information about our risk exposures, our use of derivatives, and the effects of this activity on our financial statements. FOREIGN CURRENCY RISK.
See Note 13, “Financial Instruments and Fair Value Measurements” for further information about our risk exposures, our use of derivatives, and the effects of this activity on our financial statements. 50 Table of Contents FOREIGN CURRENCY RISK.
The potential decrease in fair value of our foreign currency derivative contracts from a 10% decrease in USD spot rates against other applicable currencies would have been $82 million as of December 31, 2024. This excludes foreign currency derivative contracts designated as net investment hedges as changes in the fair value of those contracts are not expected to impact earnings.
The potential increase in fair value of our foreign currency derivative contracts from a 10% decrease in USD spot rates against other applicable currencies would have been $111 million as of December 31, 2025. This excludes foreign currency derivative contracts designated as net investment hedges as changes in the fair value of those contracts are not expected to impact earnings.
If the costs of certain commodities or of energy, shipping, or transportation increase and we are unable to pass along these costs to our customers, our profit margins would be adversely affected.
If the costs of certain commodities or of energy, shipping, or transportation increase and we are unable to pass along these costs to our customers, our financial results would be adversely affected.
This sensitivity analysis disregards the offsetting change in value of the underlying hedged currency exposures in earnings. 54 The effect arising from foreign currency transactions, including the remeasurement of derivatives mentioned above, can result in significant fluctuations at points in time, but generally will be offset as the underlying hedged item is recognized in earnings.
The effect arising from foreign currency transactions, including the remeasurement of derivatives mentioned above, can result in significant fluctuations at points in time, but generally will be offset as the underlying hedged item is recognized in earnings.
The sensitivity analysis assumes a uniform weakening of USD spot rates against the other applicable currencies, compared to the actual exchange rates applied as of December 31, 2024, with all other factors remaining constant.
The sensitivity analysis assumes a uniform weakening of USD spot rates against the other applicable currencies, compared to the actual exchange rates applied as of December 31, 2025, with all other factors remaining constant. This sensitivity analysis disregards the offsetting change in value of the underlying hedged currency exposures in earnings.
As of December 31, 2024, we have $8,250 million of fixed-rate debt and $750 million outstanding on the Term Loan Facility which carries a variable interest rate. As of December 31, 2024, we have $2,889 million of Cash, cash equivalents, and restricted cash, of which $1,885 million is invested in short-term investments that generate income based on variable interest rates.
As of December 31, 2025, we have $4,512 million of Cash, cash equivalents, and restricted cash, of which $3,445 million is invested in short-term investments that generate income based on variable interest rates. A change in interest rates would impact the fair value of our fixed-rate debt and would impact our earnings and cash flows associated with our floating-rate debt.
We may from time to time engage in hedging transactions to reduce the impact to earnings from commodity price fluctuations. The impact of commodity hedges is recognized in earnings in the applicable current period. EQUITY RISK. As of December 31, 2024, we have $260 million of deferred compensation liabilities subject to the risk of changes in equity prices.
We may from time to time engage in hedging transactions to reduce the impact to earnings from equity price fluctuations. 52 Table of Contents
Removed
A change in interest rates would impact the fair value of our fixed-rate debt and would impact our earnings and cash flows associated with our floating-rate debt.
Added
As of December 31, 2025, we have $9,500 million outstanding principal of fixed-rate senior unsecured notes and $500 million outstanding principal on the Term Loan Facility which carries a variable interest rate.

Other GEHC 10-K year-over-year comparisons